Part 4.

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

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

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

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

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

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

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

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

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

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

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

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

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

"But you can be."

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

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

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

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

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

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

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



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

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

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

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

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

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

"What?" Kim was left speechless.

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

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

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

"I never chose to become a metamorph!"

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

"That's...!"

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

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

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

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

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

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

But not for long.



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

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

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

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

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

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

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



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



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

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

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

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

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

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

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

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



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

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

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

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



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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Instead, the bat was smirking.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

"And you're just one."

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

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

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

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

"But Beth can't get through!"

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

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

"Girls?!" Charlie groaned.

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

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

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



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

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

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

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

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

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

To Be Continued...