She had been inspecting the door for a few minutes now. Rita had read many fantasy books about all the traps that could be hidden in dungeons and she wanted to play it safe. She finally deemed it an acceptable risk and pulled the wooden door’s handle. Beyond was a marble pillar that stood nearly as tall as she did. Still cautious, she walked closer. It radiated heat. She held her hand above the surface and watched as the dark stone seemed to grow lighter as her hand moved closer. She had an unnatural compulsion to touch the pillar. She felt increasing heat as the spot grew brighter beneath her touch. There was a brilliant flash of light and she stumbled backwards, falling to the floor. She felt odd warmth in her loins. She slid her sweatpants down and inspected beneath her panties. Something is happening! She watched with confusion as her panties bulged, she lifted them again to see a newly formed penis.

Oh my god, I have a dick! She slid her pants and panties off. She traced it’s edge, mesmerized by how smooth it felt. Then she felt another warming sensation in her chest. She slid off her shirt and quickly unclasped her bra. Rita’s breasts slowly expanded roughly two cup sizes; her B-cup bra sliding to the floor, useless. I have huge tits now too! I don’t know if this is good or bad. She held her new voluptuous mammaries, feeling her new penis slowly rising.

Rita was pulled from her exploration. She heard a noise emanating from the dark hallway on the far side of the room. She stood, still aroused. She left her clothes and grabbed a torch from the wall. She walked a short distance before coming upon another door. She heard something inside. Water, maybe?

She opened the door carefully, seeing a large fountain in the center of the room. A strong-bodied woman clung to the fountain. She had blonde hair and looked sad as she cast her eyes to the floor. Rita noticed the floor seemed to be moving. She stepped into the room and inspected, holding the torch in front of her. Oh my god, those are fucking spiders. She turned to run, but they had circled behind her, exiting through the door she had stepped through. The giant spiders kept a distance from the fire; Rita decided to move closer to the fountain as they scurried out of the room.

“That was terrifying. I’m Rita, who are you?”
“Cassie.” She looked distant.
“Well, you’re safe now. Where did all those come from?”
Cassie raised her eyes to Rita’s, she looked tired. “From me.”
“There was a huge spider that put eggs into me. I got away, and then they all came out, and, and…”
Rita rubbed her legs as she sat on the top of the fountain. “Shh, it will be okay, they’re gone now.”

Cassie eventually climbed down with Rita’s help. She sat on the edge of the fountain’s base while Rita chased the remaining spiders away. She was able to burn a few. Once the room was clear she closed the door and returned to Cassie, who was bathing in the fountain. This helped her regain her composure, Rita noticed.

She also noticed her full lips and her sexy eyes. Cassie’s breasts were only slightly smaller than hers now, and they had large areolas. She had wide shoulders and hips with a notable hourglass figure. She looked very strong. Rita watched as Cassie’s eyes darted to her twice before her head turned. Now she was the one staring, her mouth wide with shock.

“Is that?”
“It is. I have a dick.” Her erect penis was around eight inches long and two inches wide.
Cassie nearly questioned it, but decided it might be a touchy subject. “It is…” She used her hands to cover herself. “Sorry, I’m not helping, I guess.”
“Hiding yourself is even sexier.” Rita didn’t normally have this much confidence. I am so horny, I have to try! She knelt between Cassie’s legs, opening them and using her tongue to explore her lower area.

“No, stop! Thank you for saving me, but I am not at all in the mood.” Cassie pushed her back.
“But, I just saved your life.” Rita felt bad about using that line, but she would try anything. “Let me please you.”
“N-no, I just really don’t want to.”

Rita grabbed her ankles and spread her legs forcefully as she pulled her closer. She had newfound strength which Cassie could not counter. “Please, stop, I don’t want this!” Rita traced her tongue along the exposed lower lips before exploring farther. She grazed the upper portion, causing Cassie to tense up even more.

Rita stood, still holding Cassie’s legs apart with relative ease. She edged closer and pressed her organ against Cassie’s semi-moist pussy. Cassie wailed and protested. Rita jerked her forward, giving her a stern glare. “Don’t fight me. I won’t hurt you, I just need this. Please let me do this. I promise I will help you after.”

Cassie looked almost ready to cry, but she nodded quickly. Rita smiled as she removed one hand from her leg and used it to guide her new extremity into the wary young woman. It feels wonderful! Now I know why guys can’t control themselves. She made a few shallow thrusts to dampen her organ before going in all the way. Cassie was still upset, but didn’t seem to mind what she was doing. Rita leaned forward and hugged her as she pumped, their breasts pressed together. The girl’s soft skin upon hers felt wonderful. She let go of the other leg and reached around to grab a handful of her amazing rump. Cassie wrapped her arms and legs around her as not to fall backwards. A long moan escaped from Rita’s lips as she increased her pace.

“Don’t shoot it in me, please!” The girl pleaded.
Rita didn’t care; she continued, holding her close. After a moment her seed began spurting into the unwilling girl – she pressed as deep as she could.
“No, nooo!” Cassie cried softly, still hugging her aggressor.
Once she had emptied into the girl, Rita slid out and helped her to stand. “Sorry, I needed to.”

Cassie sniffled, rubbing the tears out of her eyes. “Let’s get out of here.” Rita agreed, she grabbed a torch and inspected something she saw in the corner of the room. She lifted a rusty sword that had been partially hidden by moss. She swung it a few times before heading to the closed door.

Cassie shouted, “No, stop, the spider is in there!”
Rita had a newfound sense of bravery and wanted to defend her new lover. “I know. Come on, I’ll protect you.”

Cassie followed sheepishly, holding Rita’s arm. They ventured through the hallway until Cassie tugged on her arm and pointed up. Rita held the torch higher, trying to see. She made out something… Then the black monstrosity descended upon them. Rita pushed Cassie aside and lifted her sword, ramming it weakly into the spider’s underside. The spider leapt backwards quickly and made another strike. She slashed across its eyes, causing the beast to shriek. She ran forward as it started to retreat; she used all her might to ram the sword into its head. It wobbled on its legs before falling to the ground, curling its legs inward.

Rita retrieved her bloodied sword and went to Cassie, who was curled into a ball against the wall. Seeing her beautiful, naked butt caused Rita to be aroused yet again. She quietly knelt, setting her torch and sword aside. She spit on her hand, using it to lubricate her organ before pushing it between her cheeks. She searched until she found a hole, then she pressed in slowly. It is so tight! I must be in her ass! Her suspicion was confirmed by the girl’s pained expression. I don’t care, it feels wonderful!

Rita pressed in as far as she could go before moving in and out. She built up to full strokes after a short time. Cassie looked distant as she lay there, still curled into a ball. “Thank you.” Rita whispered as she pumped faster for a moment before emptying into the girl’s backside. She slid out, and tried to help Cassie up. The girl stood woodenly, staring at the floor. Rita grabbed her sword, pointing at the dead spider. “I killed that for you, remember.” Rita loved her newly discovered confidence; she squeezed Cassie’s firm butt. “Come on, we’ll wash up in that fountain then we’ll try to find a way out of here.”



A torch crackled, it was the only illumination in the small stone room. Moss grew down the walls and along the floor. Cassie sat uncomfortably; her bra and panties sticking to her skin. She sat up and surveyed her choices: There was an archway which led down a long, dark hall, and the other side of the room had a large wooden door. She walked to the door, which was swollen from the moisture. A cool breeze rolled past her as she pulled it open. She couldn’t see a thing beyond the threshold.

Cassie walked back to retrieve the torch from upon the wall. Inspecting the dark room behind the door again she noticed it housed many statues. All women and all were caught between expressions of fright and happiness. She closed that door and turned to the archway. Cassie held out the torch as she walked slowly down the drafty hallway. She heard a faint noise from behind her, which grew louder as she listened. *Tap, tap, tap* She walked faster, but the sound only seemed to get louder. *Tap, tap, tap, tap* She started running, but again, that only caused the tapping to increase. Eventually she stopped and turned, holding the torch at arm’s length. The sound slowed, but she was unable to see what caused it. She leaned closer, squinting. Something in the darkness moved, and then she was able to make out… eyes!

The monster leapt toward her. The torch fell as she cried out. Two furry legs fell beside her and two more pressed against her sides. A giant spider! It retreated down the hallway with her in tow. Lifting her higher it started putting a sticky substance on her with its two free legs. It paused to press the wrap tightly. She wailed as it enveloped her body; luckily it left her head free, allowing her to breath. She fought, but it accomplished nothing. The beast was nearly twice her size and used little effort to hold her. Now, completely immobile, she stopped screaming. Claudia was terrified as the spider carried her down the pitch black hallway.

Minutes passed in the disparaging darkness until something illuminated the tunnel ahead. It brought her to a larger room which had another torch affixed to the wall in the distance. It took her a moment to realize it was below them – they were in a web which hung from the ceiling. The large spider fastened her in place.

It left her for a moment before returning to straddle her. It used two of its legs to tear the cocoon around Cassie’s hips. She could see an appendage extend and press between her legs. It searched along her underwear for a moment before pressing against them. The pressure built as it pressed into her vagina, through her underwear. The fabric gave way and she suddenly felt it inside of her. She gasped at the sensation. She looked down to see a bulge in the appendage approaching her entrance. She felt it moments later, spreading her wider as it followed the path into her. It is laying eggs in me!

She writhed and tried to escape, but she didn’t come close. She could only hang there and accept the creature’s future offspring into her. They appeared to be the size of baseballs, and she thought it had put about 30 in so far. Her stomach grew with each insertion. As it bulged she could see dimples where the eggs pressed outward. 45 now, I wonder if it will keep going until it kills me. She was helpless as she continued counting, watching her belly swell. She looked larger than any pregnant woman she’d seen, including that woman on TV who had eight kids. As she thought she felt the appendage squirt something into her before abruptly sliding out. It left about 60 eggs in me and I can’t push them out! It must have sealed them into me with that last squirt.

The spider crawled away and left her dangling there. She found that the cocoon had become stretched around her. She was able to wiggle her arm and after a few minutes she was able to slide it out. She used it to pull her other arm free. It took some patience, but she was able to slide out of the sticky wrappings. She stepped onto the web beneath her, but it wasn’t sticky like she expected. She slipped and her newfound weight snapped all the fibers below.

She grabbed a length of webbing as she fell; it lightened her impact. She tucked into an awkward roll as she hit the stone floor. She checked herself when she came to rest. She seemed to have escaped with minor bruises and a scrape on her leg. She carefully stood on shaky legs and took the torch from the wall. She noticed a closed door in the corner of the room. She hobbled closer and turned the knob. She felt the hairs on her neck standing. She looked over her shoulder to see the monstrous spider watching her from a few feet away. She shrieked and jumped through the door, flinging it closed behind her.

The door bounced back open as the spider’s leg reached into the room. Cassie scrambled backwards in a panic, adrenaline giving her a new-found speed. She could feel the hairs on its leg as it reached for her, but the doorway was too small and it was about a foot too short. She was terrified as it swiped, trying to pull her out. But, it decided to give up eventually and it pulled back and vanished into the shadows. The torch lay on the ground next to her as she sat, trying to calm herself. She sat there, unable to move for a long while.

She finally mustered the courage and strength to stand. She moved the torch enough to scan the other walls. Another door! She hugged the wall, edging to the exit. She turned the handle, torch in hand, and peered into the next dark room. She could hear running water. She carefully made her way around the perimeter, checking that the doors were closed and the walls were intact. Thank god, no spider.

She relaxed as she lit the other torches which hung upon the walls. With the room illuminated she inspected the intricate fountain; it stood about 8 feet high with three basins emptying into the one below. Around each basin it showed many symbols. She didn’t know what half of them meant, but her eyes did stop upon the etchings of a spider along with what appeared to be numerous cocoons along the side of the basin. I’m lucky to have made it out of there. I wonder how many more it had captured. She washed up using the fountain and rested upon the damp stone.

Cassie had no idea how long she had been in this room, but it must have been a day or two. She awoke to her stomach twisting and turning. So hungry. She made her way to the fountain to drink until she was stopped by another pain. She felt something warm running down her leg. Oh my god, they’re coming out!

She screeched, stumbling backwards against a wall, lowering herself slowly. As she rested against the wall she felt them crawling inside of her; she watched her belly moving, writhing as little creatures tried to escape. Then she felt an unnerving sensation: tiny legs were crawling inside her vagina. Quickly she felt them tickling her pubic hair as they flooded out of her. Their fur was matted and glistening in the torch-light. They were roughly the size of her hand. The creatures crawled down her legs, some stopping only to be nudged ahead by the rest of the exiting swarm. There were too many to count. She sat, stunned, watching her belly shrink. The floor turned dark with the moving wave of small creatures flooding out of her loins.

She cried in revulsion as she sat, frozen in fear. She hoped that they weren’t poisonous, and she wished they would just get out of her. Time passed and she felt what she hoped to be the last one exiting her. Most of them explored the room, leaving only a few on her legs and tummy. Cassie finally regained her senses and swatted those few away. She unclasped her bra and used it to smash some of the closer spiders. She stepped lightly through the swarm and grabbed a torch. She waved it low, watching them scatter. Using this technique she cleared a path to the fountain and climbed it. She sat upon the highest basin, allowing some of the water to clean her out. She tried to think as the creatures milled around with no greater purpose.

What the hell am I supposed to do now?