New Ita, Swarm Queen

by Rezas

Rating: mature
Tags: Tragedy, Adventure, Crossover, Alternate Universe, Anthro
Length: 8976

Thrown into a new world, Ita has lost her memories and her old form and powers...

Itazura, or Itas, whole world has been damaged, and her thrown away in the Chaos. Now, she has amnesia, a new form, and new abilities… what will happen?

Published 1970-01-01 00:00:00 UTC
Last updated 2017-03-08 08:08:05 UTC

Chapter 1

The world was breaking apart. I tried my best to stop it but it wasn’t enough. I couldn’t stop it from happening. The world below, gone and my home is next.

I looked around as my home was being torn bit by bit. My family was inside the house huddling together out of fear. I looked up to see the destruction above me. I looked behind me to see the one I loved running towards me, tears in her eyes.

“ITA!”

I jolt awake as I stared in front of me. I quickly looked around and saw myself in woods of some kind. I blinked a few times as I figured out where the fuck I was.

“Where the fuck am I? Who am I? Why the fuck am I sexy?” I shot off rapidly to myself, the last question coming up when I looked down and actually saw what I looked like. I looked around and saw a small lake nearby that I could go and see myself in. I crawled over to it and looked into the still water at what I look like.

I blinked in surprise, looking back at my wings and tail. “Huh… these are new.” I mumbled to myself, standing up. I immediately almost fell back down, before some instinct balanced myself using my tail.

“Gonna have to get used to this apparently.” I grumbled to myself, a little annoyed. I heard rustling coming from the bushes nearby turning to see strange wooden wolf like creatures emerging from it. They gave off a sickly green glow of them as they growled at me.

I tensed, instincts getting myself into a ready stance. The wolves slowly circled around me as they prepared to attack me. I watched them circle me until one of them lunged at me.

I batted it aside with my giant wing, sending that wolf into a nearby tree and shattering it. I heard two more growls behind me as the other two lunged at me as well.

I straightened up, wings slapping against one another in a sort of clap, crushing the two wolves behind me. I looked back and saw the pile of scraps that were wooden wolves.

Deciding to not stick around, mostly because I didn’t want more to come since a pack of three is kind of small for wolves, I started shakily walking out of the forest. After a hour of walking, and almost falling over a few times, I come across a castle in the middle of the forest. I saw guards patrolling the surrounding area, I was surprised that they look like anthro horses.

I was a little confused at this, but decided that I needed help more, so I walked forwards. “Um, hello?” I called. Their first reaction was to turn, see me, and point their spears at me.

I raised my arms up some, a little nervous at how trigger-happy these ponies were. “W-woah, calm down! I just need help.” I said.

“Who are you and what are you!” one of them shouted. I blinked at him as his shouting made my ears ring.

“My name is… Ita.” I started, shaking my head a little to get rid of the ringing. “And… I don’t know the answer to that second question.”

“She looks like a demon,” one of them said. I looked at the one that said that and thought about it.

“Bring her to the dungeons, we’ll tell the princess this,” another one ordered. I felt some spears poke me in the back, though I barely felt them.

I decided to just go with it for now, slowly walking, with my wings and tail curled around myself defensively. Soon I was in a cell with two guards on either side of the cell outside. I looked at the cell and saw that there was a straw bed in the corner and a bucket.

“Well, it is a dungeon.” I mumbled to myself, walking in and sitting on the bed. “At least this is semi comfy.”

I hummed thoughtfully as I waited for the guards to come back, drumming my fingers against my knee as I rested my chin in my hand.

After a few minutes I heard the sound of footsteps coming towards me. I saw the guards open the door to my cell.

“Come with us, the princess wants to see you,” one of them said. I nodded, getting up and walking towards them. I followed them up to the a much more pleasant area of the castle. I walked with the guards until we came up to a set of large doors with the symbols of the sun and moon. One of the guards walked into the room and I had to wait outside of the doors.

As I waited I saw my reflection in the wall, man they keep this place clean or what. I saw that I do look a lot like a demon with a skimpy outfit; an armored bra and thong.

I blushed a little at this, though decided a bunch of people already saw me like this, so it didn’t matter. I continued to look at myself until the doors open the we all walked in. I saw on the other side of the room were two thrones, one was empty with a moon over head while the other had a sun over head and an alabaster anthro winged unicorn sat in the throne. She watched me walk up to her with the guards bowing to her.

“Princess, we have brought you this… thing, from the dungeons,” one of the guards informed her.

I crossed my arms and rolled my eyes at the ‘thing’ comment, thoroughly unamused.

“Thank you,” the princess said with a hollow voice. The guards looked at one another for a moment before she started speaking again. “What are you doing here?”

“I woke up in the forest back there and just wanted some help, when your guards went a little racist on me and immediately put me in a dungeon.” I told her bluntly. The guards glared at me as the princess stared at me.

“Guards, would you leave us,” the princess ordered. The guards look like they were about to object but she gave them a look. Soon it was just me and the princess in the room. “What’s your name?”

“My names Ita.” I told her.

“And my name is Celestia, ruler of Equestria,” she told me. I looked at her and my eyes looked at the other throne and back at her.

“Why do you have two thrones?” I asked. She frowned at me.

“That’s none of your business, now are you here as a threat to my kingdom?” she asked me.

“Well considering it’s just me, no, I certainly don’t plan on it anyway.” I said with a shrug. Her face softened a bit.

“I see, well I do apologise for how my guards treated you,” she said with a small bow of her head.

“I do look kinda threatening.” I conceded, shrugging. “It’s alright.”

“So… what are you going to do Ita?” she asked me.

“I dunno… what’s going on around here? I have no memory, nothing to do, and nothing but time on my hands.” I said, shrugging again as I looked at the ceiling.

“There’s nothing going on right now,” she explained. “I’ll allow you to leave so you can do… whatever.”

“Thanks, I guess.” I said, turning and starting to walk away. I left the castle and headed into the woods and walked for about an hour before I was in the middle of another clearing.

I decided to obey an instinct that was bugging me this entire time, building up some energy and casting it. When I did this, what looked like some kind of summoning circle appeared in front of me, and a small being my mind told me was a Drone appeared. The drone looked around until it looked up at me.

“What are your orders, mistress,” the drone said in my head.

The phrase sent a flash of familiarity through my mind, but I disregarded it for now. “What are you, and what can you do?” I questioned.

“I’m just but a simple drone mistress, I follow your orders and become anything you desire,” its voice said.

“Then become something where I can live in and stay.” I ordered, needing shelter. I watched it floated off into the clearing and started to do… something. Soon it turned into something that looks like a giant see through cocoon, it being mostly red with purple bits, and what looked like the drone without it’s wings and an elongated tail swimming inside.

Five more minutes later, I was looking up at what my mind told me was a hatchery. When I looked down, a purple, slimy substance was crawling across the ground. The substance crawled its way to the corners of the clearing.

I walked into the structure without hesitation, looking around. It seemed to literally be just a giant purple, squishy, inside, so I sat back against the wall.

When I did this, a small, worm like creature crawled up to me, my mind telling me this was a larva. I smiled a little, petting the small creature. It seemed to like this as it vibrated a bit and I got a happy feeling from it in my head.

“Alright now, little one… grow into whatever you can.” I ordered it. The creature wormed its way over and made another cocoon around itself, this one more like an egg. After a few minutes it hatched and another drone was made. It looked up at me and waited for orders.

“We’re going to need something to defend ourselves with, morph into something that will allow this.” I ordered it, feeling like I was getting the hang of this. The drone floated out of the place as more of those worm things appeared and became eggs.

The three eggs became more drones. “Alright, I want one of you to turn into a building that will let us evolve, and the other two something to defend the first.” I ordered. The three of them headed out to do what they were told. I snuggled more into what I was sitting in.

It was a couple hours later that I had a formidable base going. The clearing had been expanded with help from drones, who used the trees to dump into a pool in the Hatchery and give us more biomass, and three more Hatcheries sprouted up, in a sort of cluster.

Other drones had morphed into Spore and Spine Crawlers around the edges of the creep, to defend against attacks. I also had a Spawning Pool, with all upgrades, Roach Warren, and Baneling Nest, each also fully ‘upgraded’. I also had two Queens, for healing, twenty zerglings, sixteen roaches, and twenty banelings. I had Overlords floating above the cluster as well, to provide sight and allow me to control my swarm.

I looked around at my swarm and saw that they look like some sort of alien with some demonic parts as well. I wonder if there's a way to get demons like succubus and such as well?

I decided I was okay with my current units, however, and would look into summoning more demonic beings later. My thought process was interrupted by my Overlords telling me that a tall white pony with a horn and wings was approaching. I looked up to see her with some guards coming. As they land I saw their faces scrunch up from what their standing in.

“Hey there… you don’t look that good.” I commented, leaning against the Hatchery. They really didn’t, looking like they’d just got out of a battle, with torn clothes and some small bruises.

“We… don't,” Celestia informed me.

“So, any particular reason you came looking for me?” I asked her. She shifted a bit.

“I hate to ask you for this but… would you help us?” she asked.

“What’s going on?” I asked. Celestia looked over to one of the guards.

“We just got attack by griffins a few hours ago, we were at war with them for a few years,” he explained.

“And by the looks of you, they almost won?” I asked. They nodded.

“That's why I came to you for help,” Celestia said. “We don't have a lot of options.”

“Huh… I guess.” I said, shrugging. “So is this like the end of your war, how many troops do they have?” I asked. The guards began telling me that they wish to end this with one last battle which will happen in a month.

“If you can get an army by month's end that would be amazing,” Celestia said.

“A month?” I asked, smirking. “Alright, you all sit back and watch the fireworks then, I’ll have enough by then.”

“Thank you Ita,” Celestia said with a smile that didn't look so hollow. I watched as the ponies flew off back to their castle.

One week later

I sat in the hatchery, now turned hive, drumming my fingers as my swarm continued to grow. I shifted around a bit and played with myself to try and do something to get rid of my boredom.

My swarm was doing great, I had all of the structures, with all upgrades, and a couple hundred of every zerg. Most of these were burrowed, to hide them, but still.

Deciding I was set on my Zerg, I decided to try summoning… something else. Using my abilities, I focused on summoning something to entertain myself with. Soon a being appeared in front of me, she was young but curvy. Her breasts were out in the open with nothing covering them. She had small wings on her back and a cute tail. She looked up at me with baby blue eyes and smiled.

“Hey there sexy,” she said.

“H-hello.” I said, blinking in surprise. She smiled as she walked closer to me. Her hair was a deep green with red highlights. She had large breasts that jiggle with each step and child bearing hips. She look like she's twenty years old and had a hungry smile.

“Haven't seen you around, wish I had~,” she purred at me.

“U-um…” I said, confused, not sure what was going on here. She got closer and kneeled down.

“So… are we going to have some… fun~” she smiled while licking her lips.

“W-what kinda ‘fun’?” I asked. She giggled at me as she rubs my legs a bit.

“You know, the sexy kind of fun,” she said.

“I… d-don’t really, I, um… lost my memories recently.” I told her, fidgeting slightly but not moving away from her gentle touch.

“You summoned me, a succubus, which most likely means you want to have sex or have me to have sex with someone,” she explained as she continued to rub my legs.

“I-i… remember general things, but don’t really understand.” I mumbled.

“Do you want me to show you or leave you alone?” she asked me, stopping.

“S-show me, please.” I said, blushing. She smiled at this as she got closer to my body and went back to rubbing. She planted a few kisses on my lower body. She continued to look at me.

I moaned at this, confused at the pleasurable sensations coming through me. She continued doing that before she started to tug on my thong. I shifted, but nodded for her to continue.

She pulled my thong off and exposed my sex, the building around us shuttered at this as I felt her plant kisses around my pussy. I moaned a little, pussy wettening a little. I then felt her kiss my clit and started to lick my pussy.

I gasped in pleasure, eyes widening as I moaned, wings and tail flaring. She focused around and on my pussy as she rubbed and played with it. I moaned at this, shuddering in pleasure as she focused on my pussy, strangely familiar sensations filling me.

Soon I felt her tongue push into me and started wiggling around. I moaned loudly, shuddering as I came around the tongue. I panted tiredly as I get her tongue leave me and she looked at me, my juices covering her face.

“How's that?” she asked.

“T-that was… great.” I told her. She giggled at me.

“Well you should rest, we'll have more fun later,” she said as she turned her head. “Mind if I look around?”

“Go… ahead.” I told her, lying back. I watched her go as I closed my eyes to rest for a bit.

I simply panted, resting for a couple minutes, before standing shakily, starting to wander and search for the succubus. I looked around for a bit until I was passing one of the hatcheries and I started to hear something from inside.

Curious, I wandered inside of the structure. When I walked in I found the succubus being held up by some tentacles with one of them in her mouth and another in her pussy. She was moaning loudly from this as they continue thrusting in her. Over the hive mind I felt her arousal and a giggling feeling from her, like she was enjoying this a lot.

I started wondering how this would feel, so I left to my Hive and ordered it to pleasure me in a similar way as she was being pleasured. The hive made tentacles that came down to wrap around my arms and legs as they slowly lift me up into the air. They spread my legs apart and carefully took my top off.

“J-just be gentle.” I ordered it, mentally readying myself. A few tentacles went to my pussy and started to rub there and the others to my breasts and played with them.

I moaned at this, their gentle ministrations pleasuring me. I felt one of them poked me at my lips as if it wanted to go into my mouth. I opened my mouth for it, giving it a nervous lick. Slowly it entered my mouth and started to thrust into my mouth. I tasted some kind of fluid that entered my mouth that made me tingle and lightheaded.

My eyes rolled into my head, moaning as my wings and tail went limp, groaning in pleasure. Soon I felt a tentacle enter my pussy and slowly pushed it way into me, while the one in my mouth poured more fluid in my mouth that tasted like honey.

I swallowed it greedily, breasts jiggling as I was thrusted into by the tentacles. I felt the pleasure from the succubus in the hatchery as it came into her. With that I realised what it was doing; it was breeding her and I ordered my hive to do the same for me. As I thought this more fluid poured down my throat and the tentacle slowly thrust into my womb which made my breasts jiggle as more tentacles latched on to them.

I groaned loudly in pleasure, it almost overloading my mind. They continued at their slow pace as I hung there in the air, thrusting into my womb and pouring fluid into my mouth which made my head numb.

I moaned loudly in pleasure, cumming around the tentacles. I felt them go a little faster as I started to swing from their thrusts. I felt a tingle in my head, the hive waiting to be ordered to do anything else. All I could think about was cumming again, moaning.

I felt the tentacles thrust into me faster and harder into me, the ones on my breast pulling on them as the one in my mouth went deeper. I moaned again, exhausted, body limp as the hive continued fucking me. I then felt something pour into my womb and mouth. I felt their cum entering and filling me. It lasted for a few seconds before I was hanging there, I felt the hive ask me if I wanted to go again after a rest. I felt the succubus still going in the hatchery, now part of the hive mind.

I shook my head ‘no’, thoroughly exhausted, ordering it to gently put me down. It did so as I felt the ground on my back and wings as the tentacles pulled out of me, leaving me a bit empty inside as I tasted the sweet fluid that was still in my mouth.

I went to sleep swiftly, exhausted from the day's events.

The next day…

I woke up feeling a bit better than yesterday. I felt the hive tell me that my friend has joined the swarm by her own free will and she can become a broodqueen if I wanted. Also it told me that I wasn't pregnant from yesterday due to only going for one round, but if I wanted to experience that again just ask.

“Start turning the succubus into a broodqueen.” I ordered. I felt the order go out and the hive said that it will take a few minutes until she will be ready.

I nodded, ordering more units to be made, wondering if I should start on making Leviathans yet. After a few minutes the hive told me that the Broodqueen was done and asked if I wanted to see her. I nodded, walking to where I sensed her.

I found her in the hatchery that she was in before. She looked the same but with glowing eyes. She bowed to me.

“My mistress, I'm the first Broodqueen,” she said.

“I can see that.” I said, inwardly rolling my eyes. “Now rise, tell me what you can of the demon realm connected to here.”

“Certainly, the demon realm is one of many realms in the Multiverse, they're other demon realms that are connected to other realities like this one. We demons can travel between demon realms and, if the world would allow it, cross over to the mortal realm, I heard of beings kinda like this but I haven't seen any,” she looked at me for a moment. “Is there anything else mistress?”

“Tell me of all the types of demons.” I ordered.

“There are imps, the lowest form of demon, then grunts which are mortal like but more demonic, then there's the sin demons, which I belong to one of them, then the Overlords who are the highest demon there is,” she stopped and waited for another order.

“Would any be a direct threat to the swarm?” I asked.

“The only ones that would be a high sin demon or an Overlord but that is unlikely since you need to directly insult them to get their attention,” she explained.

“How strong are they, exactly?” I asked. She paused for a moment to think about it.

“Can you clarify, do you mean a sin demon or an Overlord?” she asked.

“Both, compare them to the horned and winged ponies of this land.” I ordered.

“Starting with the sin demons it varies, some as strong as a normal pony while others are as strong as the strongest horned pony, a wrath demon can be as strong as one of the princesses in this realm, to an Overlord there's no comparison since they are demon gods,” she explained.

“So, if I wanted to go after them, I’d need to kill plenty of wrath demons first?” I inquired.

“Maybe, that's something not a lot of demons ask or do,” she said with a shrug. “They don't really pay attention to lower demons like us, the only one that did was one called ‘The Queen’.”

“Really? What happened to her?” I asked, intrigued.

“No one knows, it was a sad day when that happened,” she said in a sad tone. “Anything else mistress?”

“No… hatchery, fuck her until she’s satisfied.” I ordered, smirking and slapping her ass. She yelped at this as the hatchery started to work. I walked out of the place with her moaning and grunting from pleasure.

I chuckled a little, plans whirling around my mind as I amassed my armies. First, all the essence this world had to offer me… then, the demon world.

Zerg vs Griffons

The day of the battle…

I hummed to myself as I waited in a field for the Griffons to get here. I had my army either borrowed or hiding in the trees, waiting for them to just get here already. Celestia stood beside me as she waited with me.

“You sure you don't need help?” she asked me.

“I’m sure.” I said confidently, smiling at her. She nodded as a shadow passed us. I looked up and saw a Griffin landed in front of us. He was bigger than us with dark gray dented armor and a sword at his side. He had black and gray feathers that the armor covered. He had sharp eyes that scans us.

“Is this it Celestia?” he asked her. She simply nodded which made him snort. “Well I don't see how you'll win but I won't stop you for doing… this.”

“Where’s your army?” I asked, crossing my arms. He looked over at me.

“They'll come, hope your ready,” he said.

“Oh, believe me… this will be very one sided.” I said confidently, chuckling darkly. He narrowed his eyes before taking off. I watched him disappear into the sky.

“I have my forces at the ready just in case,” Celestia informed me.

“I don’t see why, but the sentiment is appreciated.” I told her. “Did you have any bring popcorn?”

“Uhh… no, why?” she asked.

“Just figured I’d ask.” I said with a shrug, smirking. She stared at me before flying off towards her forces. I looked forward and saw the griffin army flying towards me.

I smiled… and ordered my hundreds of thousands of Hydralisks and Mutalisks to charge, the Mutalisks flying down from space and Hydralisks borrowing from the ground. The griffins tried but soon they were wiped away from the swarm.

I waited about ten minutes before the griffin from before was dragged in front of me. He was bloody and wounded. He looked up at me as he panted.

“I… guess… I underestimated you…” he said between breaths.

“Just a little bit.” I said, looking at my nails, to show how much I just plain wasn’t worried.

“What… are you… going to do… to me?” he asked.

“I don’t know…” I mused, walking over and grabbing his neck, lifting him up effortlessly. “I could kill you, take your essence… but I have enough from the dead army, so that’d be worthless… I could make you my slave, imprison you in my hive… but that doesn’t that much appeal either.” I mused, seeming to think about this carefully. He stared at me as I thought about it some more.

I remembered something that Celestia said about griffins, that they follow some honor of battle, so whatever I think of they have to follow it.

“I remember being told about a code of honor you have, what is it?” I asked.

“Die in battle… you follow the strong…” he said. “My life… is yours now…”

“You sure? There’s a… process you’d need to go through to become one of mine.” I said, giving the Griffon a fair warning. He slowly stood up, holding his wing.

“I can't… forsake my honor… that's worst than death,” he panted.

“Alright… if you can make it back to my hive, you may join me.” I said, mentally ordering my forces to return to the hive cluster as I turned on a heel, walking towards there myself.

later

I waited three hours until I got a message from the hive that something is coming. I headed towards it and saw the griffin stumbling forward and looking around.

“Well… here I am,” he said.

“Didn’t expect you to make it, quite honestly… now, before I do anything, how attached are you to these?” I asked, reaching and grasping his manhood. He grunted a bit, more in pain.

“Uggg… what do you have… planned?” he asked.

“I will turn you into a broodmother, a commander of my armies.” I informed him. “I was asking so I would know if I had to make any… modifications in order for you to keep your dick.”

He stared at me as if I was insane or not. I rolled my eyes, guess I have to show him. “RAYA, GET OUT HERE!” I shouted, looking at the hatchery I knew she was in. She walked out and came towards me, her belly was starting to round out a bit for her next batch of drones.

“Yes mistress,” she said as she stood near me.

“This is a broodmother, which you would be turned into… she was a succubus before, so I mostly have her birth stronger variants of my normal units, but I think I’d use you more as a tactician.” I said. He looked at me, then at Raya, then at me before sighing.

“Fine…” he said as he held his broken wing. “Can I keep my wings?”

“Of course.” I said, smiling. “And your cock too, if you want.”

“My life is yours… do whatever,” he tried to shrug but winced in pain.

“I’ll take that as a yes. Raya, escort him to be changed into a broodmother.” I ordered, turning and walking away.

I headed to the hive and wait there for anything else to happen and order some drones to do somethings. I saw a few of the eggs the Raya laid over the month.

The eggs were bigger than normal, and each had more powerful versions of the zerg I already had inside them. They were each ten times as good as their original counterparts, and while I only had them in the hundreds, they were able to effectively hold their own against my current army.

Soon the hive told me that the new Broodmother was almost ready. I smiled, going to where she was to be reborn, wanting to witness this one myself.

I watched the giant egg pulse a bit for a minute before it open up and the Broodmother fell out of it naked.

She looked human, other than the wings and claws for hands and some of the zerg parts as well. She looked around and up at me with glowing eyes.

“Hello, how are you feeling?” I asked, kneeling next to her. She blinked a few time before pushing herself up to a sitting position. The only thing that still showed that she was a male was her cock.

“Off balance,” she said as her wings twitched a bit.

“You get used to it.” I assured, reaching out and stroking her cock a little. She shuttered and moaned at this as it got a little hard from my touch.

“Before we get… serious, I suggest we ‘play’.” I said with a soft smile, stroking still. She moaned a bit more before her cock was fully erect in my hand.

“Now I won’t force you, do you want this?” I asked gently. She blushed a bit.

“C-c-can w-we wait, s-still getting u-used to this,” she stuttered. I nodded, smiling and letting her go.

“Of course.” I said. She panted a bit before trying to stand, only to fall over. I quickly caught her, steadying her on her feet. She thanked me and said that she'll need to get used to the balance before coming to talk to me. I nodded and headed out of the hatchery to the hive.

When I got there I was greeted to Raya doing her job and have all of her holes filled with tentacles. There were a few new eggs that were laid and she's working on the next batch.

“Good girl.” I said with a smile, slapping her ass. She moaned a bit as she came right there. Her pleasure went through my head that I felt my body heat up from it. I bit my lip and thought on maybe I should join her. I thought about the sweet fluid that made my head go numb…

I shook my head, clearing it of those thoughts. I… wasn’t ready for what that’d entail, not yet, so I left her to it.

I waited for a bit until the hive told me that the new Broodmother was right outside of the hive. I went outside to meet her, stretching a little.

I met her outside of the hive, she was wearing what I could guess is her old clothes since They have rips and tears in them and a few sizes too big for her. She had to hold on to her pants since they were going to fall down if she didn't.

“What's with the clothes?” I asked her.

“Unlike Raya I prefer wearing clothes then going around naked,” she said pulling her pants up. “I kinda wish that I bought a belt though.”

“We could go to the ponies and ask for a belt.” I offered. She shifted a bit nervously.

“Umm, can we not, I almost went over there and killed a lot of them,” she said while rubbing the arm that was holding her pants up.

“Alright, I’ll go over and do that, they actually like me… mostly because I beat you.” I said, smiling.

“You’re not going to let that down, are you?” she asked me.

“I might.” I said, giggling. She sighed at this.

“So, you're going over there and doing… stuff, what do you want me to do? I’m still new to this… Broodmother thing,” she said.

“Well, I was going to have you be the strategist, so familiarize yourself with the units.” I said, shrugging. She snorted at this.

“That will be easy, anything else?” she asked. She pulled her pants up a bit but the other side fell. She groaned a bit. “Uggg, hold on,” She took one of her sleeves and ripped it off and used it as a makeshift belt. “Okay, continue.”

“Come up with effective strategies against any race you can think of… even the ponies, there a skittish race and I don’t trust her subjects panicking to not cause Celestia to attack the swarm.” I said.

“Got it, is that it or there more?” she asked, crossing her arms.

“For now, no.” I told her, turning and walking towards the pony’s castle. Some of the zerg followed me as I did, I felt them a bit worried for the safety of their queen.

I smiled, reaching down and petting a zergling as it came up next to me, allowing the small group to follow me. After a bit I got to the castle, I saw a few guards tensted up at the sight of me and the zerg.

“What business do you have here?” One of them called to me.

“I just need a belt for a friend of mine.” I told him calmly. Some of the guards looked at each other as the one guard stared at me.

“You came here, the castle of Princess Celestia, to get a belt for a friend,” he said slowly.

“I don’t know where any other pony settlements are.” I said simply, crossing my arms and raising an eyebrow. “And I also just saved your flanks.”

The pony guard open his mouth to say something but didn’t. This went on for a bit that the two zerglings looked at each other and I felt them ask what is going on. I simply sent them a mental shrug. Soon the doors open and a guard walked out with a belt in hand. This one was a female as she hands it over.

“Uhhh, here you go,” she said as she gives me the belt. I saw her look over at the zerglings and her eyes went wide. I rolled my eyes, taking the belt.

“Thank you.” I said, before turning and leaving.

“Wait!” I heard the mare call out to me. “Are there… more of them?”

“What do you think I beat the Griffons with?” I called back, laughing a little.

“Whoa, that's cool!” she said with a smile. I blinked at her, I never thought I’d meet a pony that thought that way. Shrugging, I continued walking home, deciding this didn’t change much anyway.

As I got there I was informed that I was followed. Curious, I turned around to see what was following me. I saw the pony from before hid behind a tree and tried to be sneaky.

I snickered to myself, sneaking around the other side of the tree. “Hello there.” I said. She yelped at this as she turned towards me.

“Uhhhh, hi! Umm, n-nice day it is today,” she said nervously.

“Sure is… any particular reason you followed me?” I asked, leaning forward, arms crossed under my breasts.

“Oh… well… you see…” she sighed a bit. “I followed you so I can see the demon bugs or whatever you call yourselves.” she said in an apologetic manner.

“We’re called ‘Zerg’.” I supplied helpfully, before shrugging. “And sure, you could’ve asked.”

“But you could've said no,” she pointed out.

“So you decided to spy on me instead?” I asked with a raised eyebrow.

“Yes,” she said with a smile.

“Well that was a poor decision, what if I take this as a national defense and declare war?” I asked, putting a false angry look on my face as I leaned at her.

“W-what, but… no I didn't mean…” she stuttered a bit as she looks like she was going to cry. And she some how became a guard?

“Don’t worry, I won’t,” I started, a softer look on my face. “If you allow me to have some… ‘fun’ first.”

“Fun?” she said before she thought about it. Her face went through a set of emotions. “Uhhh, sure…?”

“I don’t think you know what kinda ‘fun’ I’m talking about.” I said, stepping towards her and grabbing her armor where her breast is. She blushed a bit.

“S-still, I'm up for it,” she gave me a nervous smile. “Who else gets the chance to see the Zerg up close?”

“Fair enough, follow me.” I said with a smile, grabbing her hand and leading her to a newer hatchery. We walked into the place and she was in awe at it.

“Whoa… this is so cool~” she said.

“It gets better.” I told her, smirking. “Lift her.” I ordered the hatchery, letting go of her hand. Tentacles wrapped around her arms and waist, lifting her up. She watched this happen not scared but in awe. Soon she was in the air above me with her armor on.

“If you want, I can have them ‘play’ with you!” I offered, smirking.

“S-sure,” she said with a smile as she looked around, enjoying this. I sent the mental command, telling the hatchery to be gentle… at least, at first.

The tentacles slowly pulled her armor off. I got a bit of a surprised when they took her breastplate off and her very large breasts spilled out in a very tight shirt she was wearing. She blushed a bit at this.

“Wow, you hiding your ‘utters’ there, huh?” I called, blushing a little.

“S-sorry, they just… get in the way and… it's not the greatest with them out,” she said sadly.

“I think they look beautiful.” I said, smirking. “I have an offer for you, later… for now, have ‘fun’.” I said, smiling sexily. As on cue the tentacles started to play with her, removing her shirt and bra, rubbing them together.

The mare moaned at this as she blush which made her teal coloured fur a darker colour.

“S-seastone,” she moaned.

“Is that your name?” I asked, sitting and looking up at her. She nodded as the tentacles pulled her pants down and showed off a large ass. I got to say this mare has curves.

“That ass makes me want to spank you.” I commented. She blushed a bit more as the tentacles rubbed her all over. I gestured for them to lower her down, doing just that, before I grabbed a cheek in each hand, fondling and squeezing them. She moaned louder at this as one of the tentacles lowered beside me. I got the smell of something sweet from it and knew this one was the one with the sweet fluid.

I decided I wanted some, ordering it to give me a drink before it moved onto her. It got closer to my mouth as I opened it. It poured a bit into my mouth and I felt my head go a bit fuzzy from it.

I was able to shake it off, patting the tentacle and letting it get to our guest. It went into her mouth and I saw her eyes roll up into her head. As this was going on I noticed white liquid coming out of her large breasts. She moaned a bit as she wiggled a bit in my hands.

Curious, I walked around to her front, grabbing one breast and wrapping my mouth around a nipple, suckling. I felt the liquid pour into my mouth as I tasted it. It didn't make my head fuzzy and numb but it was better than the sweet fluid.

I mentally ordered the hatchery to suck from the other nipple and to improve the liquid with this, continuing to drink from the one I was suckling. Seastone moan loudly as she pushed her breasts into my face and suck the tentacle more.

I sighed in satisfaction, popping off when she was dry. Soon she moaned loudly as she came from everything. She hung there twitching as the tentacle pulled out of her mouth. She looked over at me tired.

“C-can I stay here?” she asked me.

“Forever?” I asked.

“Please, my life sucks over there, even though I'm a guard I get… sexuly harassed by everyone,” she said as she tried to turn to me. “I'll do anything, just don't send me back.”

“Well, I’ll need to send you back for your things and to tell Celestia, but after that feel free to come back here.” I told her, hugging her a little and rubbing her back. “I’ll even send a couple zerg to guard you.”

“T-thank you,” she whispered. I continued to hug her with a smile.

We walked out of the hatchery and I watched her and some zerg headed off into the forest.

“Mistress, may I ask what happened?” Raya asked as she walked up to me.

“We’re getting a new resident.” I said simply, idly petting her.

“A new Broodmother mistress?” she asked me as she nuzzled my hand.

“Maybe, if she wants to.” I said, making mental plans.

“Okay, she did look cute mistress,” Raya added.

“Don’t let her think that’s the only reason you like her, she wants to be with us because her race harassed her.” I warned, scratching the succubus turned zerg behind her ear. She nodded at this. We waited about thirty minutes and I saw Seastone return with a bag.

“Hey! I'm back!” she yelled as she hugged me. Her soft milky breasts pressing into me.

“Welcome to your new home.” I said kindly, hugging her back and rubbing her back. She smiled up at me.

“So, what are we going to do first?” she asked as she spun around and looked around.

“Well, I actually have an offer.” I told her, smiling.

“What's that?” she asked, excitement in her voice.

“To become one of us.” I said, gesturing to the various zerg running about, playing or simply existing.

“To… become one of you?” she said slowly. Before I said anything she grabbed my hands. “Yes please! After what happened here how can I not?”

I chuckled, smiling and taking her hand. “Then come this way.” I said, already leading her into the first Hive. We walked into the hive as she looked around at the place, the same awe like look on her face.

I led her to a wall, where it was a little different. “Just nestle yourself there, and when you wake up, you’ll be one of us.” I told her, kissing her cheek.

She blushed at this before walking to the wall and nestle into the wall. The wall wrapped around her gently, quickly becoming a large cocoon. “Sleep tight.” I said with a smirk.

The cocoon finished wrapping around her and I saw her form from the outside. She floated there before curling up inside and stayed there. I turned, walking out of the hive. I saw Raya standing outside of the place.

“Greetings mistress, how is the new one?” she asked.

“She’s being integrated into the swarm now.” I said with a smile. “I can’t wait to see how she comes out.”

“What will she turn into?” she asked me.

“Most likely a brood mother, but I think I’ll make her a bit more… zergy, since she doesn’t seem to like her own race too much.” I told her.

“Of course mistress, oh by the way here's a message from the Princess,” she said as she hands me a letter. I looked at it and opened it and read it.

Dear Ita

I'm going to be blunt here, I know the problems that Miss Seastone has been dealing with. She has been down since she was in the guard which I put her in to keep an eye on her. So far it didn't really help her until she came back from your swarm

So all I ask… please take care of her.

-Princess Celestia.

“Don’t worry, I will.” I said with a smile, idly burning the letter with psionic fire. As I did that I remembered the belt I had with me. I wandered over to the Griffon turned zerg, smiling a little.

As I did I saw the rest of the Zerg look over to me and said hello through the hive mind. Kinda odd since zerg were supposed to be more dangerous and feral creatures.

I decided that that was a rumor at best, and smiled, waving hi back to my swarm as I reached her. She had maps out and a notepad. She didn't seem to notice me as she muttered something to herself.

“I got you your belt.” I called, tossing it onto the table.

“Thank you,” she said as she took it and worked on putting it on. As she does this I realised that I didn't know her name, even before she was a he.

“What's your name, by the way?” I asked. She secured her pants with the belt. She looked up at me.

“Well… my old name won't work anymore so… call me… Brooks,” she said.

“Alright, Brooks… what are ya doin?” I asked.

“Making strategies, learning what the troops can do and not do, what you told me to do mis-” she stopped herself and shook her head.

“Alright, how about we try a field test? There’s a couple packs of Timberwolves approaching, take control of some zerg and wipe them out.” I ordered.

“Right away,” she said as she left. When I watch her leave the hive told me that Seastone was almost ready to come out. I blinked at the fact it took less time than the other two, which the hive said that she's more accepting to the changes more than the other two.

I smiled, walking a little eagerly to the main hive and going inside. As I got there the cocoon as starting to open up and Seastone fell out naked.

She looked more human than pony, well a Zerg human like me, her skin was a dull teal colour, almost looking like me but shorter, and no wings or tail. She grew in other places instead, her breasts were bigger and look more fuller than before. Her ass was larger and softer looking than before with large child bearing hips. As she tried to stand up her breasts wobbled a bit and I heard a faint sound of sloshing from them.

I caught her before she could fall, smiling at her. “How are you feeling?” I asked.

“I… I don’t know,” she said as she looked around. “I feel… like there’s a lot voices in my head.”

“That’s the swarm.” I told her, hugging her a little. She nodded a bit.

“It’s… odd, but kinda neat,” she said as she hugged me back. I felt a something wet coming out of her breasts. “Ah! W-what? I-I’m sorry this never happ- okay it does happen but not this much so quick!”

“Strange… that seems to be happening a lot when I turn someone into a broodmother, want me to take care of that for you?” I asked.

“A-a broodmother? What’s that?” she asked as she looked up at me.

“One of my… generals.” I told her. “You can control and, if you want, birth Zerg.”

“O-oh… Um… can you help me with this, it’s really uncomfortable,” she said with a blush, her breasts were leaking a lot of milk.  I smiled, ordering the Hive to drain one as I started suckling the other. As soon as her milk poured out of her my head got really numb and fuzzy. My body felt warm as her milk seemed to have the same effect like the sweet fluid but stronger.

I moaned softly, closing my eyes and suckling harder. I felt myself get wet as I heard Seastone moan from this. I simply continued to suckle, wrapping my arms around her as I did and hugging her closer to me. This continued for some time but it didn’t seem that she was going to end, her milk tasted amazing and it turned me on from it. I noticed that she started to rub herself from both me and the hive sucking her breasts.

The hive seemed to sense our arousal building and tentacles began to move around us. They all waited for me to give a order as I continued to suck Seastones milk, making my head more numb and my body hornier.

Finally, I gave the order for the tentacles to just fuck us already. I felt them move over us and one of the tentacles went into Seastone. She screamed as she came from that, milk come pouring out into my mouth. The taste of it made my head go blank as I felt my legs go weak. Then one of the tentacles went inside me and they started thrusting into us quickly.

I zoned out from all the pleasure, a thick haze coming over my mind. I don’t know how long passed but once I got my bearings I looked around to see both me and Seastone had round bellies and her panting.

“Do… all Broodmothers… do this?” she asked panting.

“If… they want.” I replied, panting as well, exhausted. Seastone looked at her belly and rubbed it.

“Man, I don’t really remember what happened, but it felt good,” she said.

“Agreed.” I said, smiling. “If you want, that can be your job in the swarm, with another Broodmother, having sex and birthing stronger zerg.”

“Really? Didn’t you say that there’s other jobs for Broodmothers?” She asked me, pushing herself to a sitting position.

“You could teach the Zerg magic… we have it now, thanks to you.” I said, smiling at her. She smiled back and rubbed her belly.

“Where do I sign up?” she asked in a joking manner.

“Over there.” I said jokingly, pointing in a random direction. She saw that I pointed to a wall and slowly got up and walked over there. She got there and looked at the wall.

“Umm, so what will-” She was interrupted by me teasingly smacking her ass, giggling. She yelped as some of the cum came out of her. She shuttered a bit from this. She looked back at me with a frown, it didn’t last long as she started giggling as well.

I smiled, hugging her from behind. She hugged back as Seastone smile back. “So, do I have to call you something now? I’m now part of your swarm after all,”

“You can call me Mistress if you want, but I don’t care if you do or don’t.” I told her. She giggled at me.

“Well, I guess I’ll get on that,” she said with a smile. “Who knew that I would be doing this.”

She made a cute determination face and nodded, this made her large breasts and belly jiggle a bit. I giggled, booping her nose. She blinked a few times and scrunch her nose.

“Ummm… right, so what is my first job as a Broodmother?” she asked with a salute and a smile.

“Teach magic to the zerg, when they have a grasp, and your teaching is  done for the day, then come to either here or a hatchery for some sex.” I told her bluntly.

“Okay!” she said. She went out of the Hive happily. I smiled at this as I looked down at my full belly. I patted my belly, humming a I rubbed it. As I did this the Hive informed me that during what happened with me and Seastone I have gotten myself knocked up, it apologised for this.

“Oh, it’s fine… it was going to happen eventually.” I said to it, waddling over to the wall and sitting down, leaning against it and absentmindedly rubbing the floor. The hive told me that unlike the Broodmothers my children will become new Queens to other swarms, with that they will take sometime before giving birth, about a month or two.

I blinked at this, before smiling and rubbing my stomach more. I could tell that while they may be other ‘swarms’ I’d still be in charge as a whole, they’d just be like… stronger broodmothers.