It had been an ordinary day in Raccoon City. Well. As ordinary as it got there. Which meant it had gone to hell and back. S.T.A.R.S. member Jill Valentine had already dealt with this nightmare once before. Now she was back in it again. She thought she was alone in this at first. Then met a charming Latin lad that fancied himself a lover, albeit he was young and inexperienced at his job which was an Umbrella mercenary. However he didn't seem inexperienced in other fields. That's for certain. He claimed to be just a dog, an underling of Umbrella. Jill believed him. For now. She needed all the help she could get to escape the city. Keep your friends close and your enemies even closer as they say.

Jill and Carlos had just barely managed to escape. The gas station they had been investigating suddenly sparked and gone up in flames and an even worse explosion. Carlos experienced near death when he attempted to hold off the infected while they were swarming the place. They had thankfully gotten everything they needed and got out alive. They had formed a plan with another mercenary, Nicholai, to escape the city by a cable car which was located in the middle of the city. The cable car had had its guts ripped out, so they were finding parts to replace them with. The gas station had a few cables and of course the gasoline.

"Jill. I need to go back to the cable car and stock up on ammo again. Defending the gas station drained me dry." They had been going the opposite direction of their base of operations.

"Good. Then you can hold this." She then tossed him the gas container and wires.

"This is not what I meant." Carlos commented slightly annoyed. Standing over encumbered with the life of their means of escape

"We need a few more pieces and we're not gonna find them just standing around or backtracking. You can go back to the cable car if you want." Jill replied back with finality as she swung the double doors open. Carlos stood for a second, which is all it took. He heard Jill scream. He ran as fast as he could while still weighted down. He saw them. He saw them emerge from everywhere. Holes or cars or broken windows. A crowd had grabbed her and had started shuffling off with her.

"Carlos!" He was jostled back. He didn't know what to do.

"Jill!" He screamed. He was out of everything he could use to defend her and holding very, very important items that meant survival. Suddenly several alley gates swung open behind him. He reacted by jumping back. The explosion must have really set them off as more had come from the way they came. He prayed for a miracle. He got one. They didn't even glance at him. The undead ever so slightly rubbed against him as they passed by. It was like he wasn't even alive to them. He just stared in awe as they scrambled away from him and towards where they took Jill... he couldn't even see her anymore. Closing his eyes, he breathed. He knew this was a blessing in disguise. So he did the only thing he knew to do in this situation.


Jill on the other hand was nowhere as lucky. Where Carlos was made of grease, she may as well have been velcro to these things. No matter how hard she tried to pull away or fight, they had managed to pull her even farther away. She called out to him one more time. That's when she fell and started being pulled. She tried dragged her fingers across the asphalt but that was painful and solved nothing and just made her wish she didn't even try it. It was a comedy of errors with no punchline. She used her knife to rip into one... who then proceeded to walk away with it still in him. And despite all the hands on her, she was able to grab at her pistol, which then floated away from her and disappeared in the crowd as she too was enveloped in it.

It was a river of flesh. Her hands pushed and pulled and tried to grab onto anything. She tried to swing her body or strike at something. It was like she was floating. Well. Floating and having a bunch of hands clamping onto you and pulling you. One even backhanded her. These guys never hit... She could be so easily torn apart by this crowd of ravenous mouths and uncaring grasps. She had seen plenty of people die to these things. Fast. They were base predators that wanted to tear your throat out the instant they got their hands on you. This was prolonged. Jill couldn't exactly ask them why. Especially when they were in a fervor like this.

The shuffling seemed to get farther and quieter and there stopped being so many hands. Then Jill hit the ground. Hard. At least it was on her ass and not on her head. She began rubbing it for a second when she realized her situation and almost dropped on her ass again.

She was in the alley way standing in front of The Raccoon Press. It was where she met Carlos for the first time. Except all around the buildings entrance, its side alley entrance and the way she came, were zombies. The gathering seemed the deepest on the side where Jill came from. They seemed to go all the way to the crashed fire truck. The worst part about this, weren't the moans. These things always moan. It's that they weren't moaning. She was like a paranoid conspiracy theorist who hadn't slept and had a fresh pot of coffee. Her head was darting side to side to side. The only place she hadn't checked was behind herself.

Jill had never seen such a massive lineup of them. Especially ones so well behaved. They were a cavalcade of gruesomeness, from pale faces to rotted visages. Strangest thing though, all of them were male. Every single one. It's not like women were incapable of infection. She's even killed a few female walkers. Maybe something about her hormones had changed and made them docile. Had she been infected and not realized it? No. She'd never been bitten or even swallowed their blood. What had changed?

While she had been pondering the meaning of life, they had continued to sit and stare mindlessly. Was there a zombie king she had to wait for, and to meet and greet with his royal deadness? She wasn't exactly going to stick around to find out.

She froze, shaking in her boots. Jill couldn't believe she had to work up the gall, but they were still those same empty eyed monsters she's had to struggle with before. They were never a cakewalk and she had it in the back of her head that they still weren't.

Placing her best foot forward, she turned on a pivot, hoping to forget this all even happened. The zombies were the only thing stopping her. They were shoulder to shoulder with one another, like soldiers in arms. Her hands were cautious as she reached to pry them apart.

As if she had brushed a hair trigger, this one missing part of his cheek reacted violently, outstretching his hands, not to grab her, but to push her. That threw Jill for a loop as she expected the worst. She tried again and another one pushed her back out. This time it was a tag team as two of them gave her a shove. As she ground the heel of her boot in frustration, she hadn't noticed, but the space she had between herself and them was being encroached upon. Her skin was on edge.

Ahead of her, one began to shamble out from the crowd, moaning like the usual zombie. Jill primed her fist. She refused to go down easy. As he got closer, she was about to race and charge him, but felt something tighten around her wrist. She turned to see one had emerged, silent. Was the loud one a distraction? No way were these things using tactics... it's impossible.

Just as she was about to deliver a blow to the one that held her, she had somebody else take hold of her. Then another, and another. They all poured out from their positions. Seemingly excited at the prospect of finally getting her. It felt like before, taken back into the sea of lost souls. Instead of sinking into it, she was taken to new heights. Jill couldn't believe what was happening, being risen above them like a mosh pit. It was almost exciting. Not as pleasant a feeling however, were their hands, they had all began pawing one specific area, one she least expected. Her breasts. Their hands had focus and clarity mixed with animalistic ferocity, they gripped and pulled on them like no tomorrow.

A stray hand reached suddenly, and like a one in a million shot, ripped her blouse down.

When her tits flopped out, it was like throwing steak to hungry dogs. There was a low screech as the rotted mouth of one sucked onto her nipple like a leech. It made Jill grit her teeth in response, and a gasp escaped her throat when she felt the strong jaws of it clasp into her soft flesh. As soon as it took hold, it ripped away suddenly and she only had a moment to be thankful of her release when they squeezed her ample chest protrusions again. They weren't kind about it either. She could feel the nails scraping against the sensitive skin she had.

As if she had lost the love of her adoring public, she was dropped unceremoniously. Jill took the brunt hit of metal as she landed full force on a wrecked car. She felt the rush in her system and the pain seemed almost nonexistant, but before she could make an escape as her body shot up like a switch, her hair was gripped, pulling on the scalp of her head hard. Looking back, she could see the snarling face of the zombie that held her down. Jill felt hands, searching underneath her skirt. One hand got a little frisky with her, patting down that area down below, but before she could protest it, she felt clawed fingers dig into the sides of her thighs, scratching the skin as the nails came down. She shuddered at the feeling of the coldness of the air assaulting the wetness between her legs. Jill couldn't believe those bastards did that to her.

She tried to make sense of what just happened, looking over the peak of her breasts, the one zombie that was between her legs, got up, having taken hold of her panties, he brought them close to his chest before wandering off into the crowd. Maybe they were just going to rob her of her clothes... then they started closing in on her. Her face met the side of the cold steel of the car, not wanting to acknowledge them, hoping they'd disperse, and that's when she saw it. To her side, amongst the moving legs, was a stiff smokey colored erection. Like a shark, it pinpointed itself and was heading toward her position, avoiding the traffic of the massive swarm. All that time she tried to think about it and what to do, purely dumbstruck, Jill just left her mouth hanging open for it to enter.

Jill almost gagged when she got a taste of the gnarled cock forced into her mouth. She wasn't expecting the ritz but the grime that covered it was revolting to say the least. Bits of... whatever it was, started peeling apart from the wetness of her mouth, leaving a worse than bitter taste. She tried to leak it out, opening the corner of her lips to do so. It served little beyond moistening the side of her face and making a puddle where her cheek laid, as the zombie shoved himself in harder, grabbing the back of her head, causing Jill to gurgle, shutting her eyes, tears climbing down her face.

Not out of sadness, mind you. It was just a reflex on her part. If this is what it wanted, it was gonna get it. Her head bobbed forward, mentally silencing the taste. When she had her mind on her task, she felt something disgusting poking at the side of her cheek. She snapped one eye lid open to see a dull blue colored cock prodding endlessly at her. It had crawled onto the car just to get a chance at her, Jill's head between its legs. How many more of these repugnant cocks wanted a chance at her?

As it pulled back to ram itself in her cheek again, her hand flew up, routing the lifeless stick between her fingers, and as she brought down her hand in a jerking motion, he stood idly now, seemingly anticipating more. Pleasure seemed to be the key to stopping them. Jill felt like keeling over right then and there and just letting them take her. She could barely manage these two. How could she handle all of them?

Deepthroating down hard again, she felt dejected as it pulled out of her. She didn't understand why, until he awkwardly pulled himself onto the hood of the car, the other moving to the roof of it. They took hold of her arms, lifting her. She could see out amongst the crowd now. Distended maws out poured a chorus of restless anguish, their lifeless pupils looking up to her. She almost waved.

Jill waited anxiously for their next move, which came in the form of one laying lifelessly on his back like a plank. This one was very decomposed and green. Only one thing stuck out about him... or stuck up. She saw his blighted looking prick with what looked to be a bunch of sores on it. She felt him pull at her skirt, ripping it up, those decayed hands of his grabbed at the softest parts of her ass, which he gave both a solid smack. Jill bit her lower lip while being lowered like she was. There was only one place he was going and there was only one place on her where she was still truly a virgin. She'd always fought to keep guys out. Now she was being taken forcefully up that well guarded passage of hers. She was focused, preparing herself for the feeling of the entry, when the other two moaned angrily, pressing their dicks right up against her blushing cheeks in tandem, she couldn't help but give them both a peculiar look before taking both their heads into her mouth. That's when she felt the tip gain entry. Jill wanted to roll her head back at the feeling of the cock entering her, but didn't, due to her obligation to these two, instead, taking them now separately. Taking turns swallowing both their disgusting burnt sausages, beating their hardness proved therapeutic and was able to distract her from the pain in her ass as he made his way inside her.

He went too far. Jill's teeth clacked, biting down at nothing. She probably would have taken the whole thing off of the one she was sucking if she hadn't been in mid switch.

Taking her mouth off one, leaving behind a trail of spit, her grip still firm on it, the zombie's neck hung back without support, before it did the closest thing a zombie could do to howling at the moon. Jill stared at him, then felt something seeping onto the back of her thumb. It was a fountain of yellow sludge that stunk terribly. Jill avoided it as best she could, still trying to jerk him to a finish, but not getting any part of herself near it. Her hair had incidentally, tickled the skin of the cock behind her head, pulling its trigger and shooting across her hair and back. She had the look of utmost disbelief at his audacity for doing that. The smell was hitting her nose instantly and she wanted to pinch the bridge to avoid it, but then she'd be smelling zombie cock up close and personal.

Harder ramming from below. He was close.

Jill looked absolutely dishevelled, sweat and cum matting her hair, her skin glistening in the moon lit sky. She gave the cock a squeeze as she bounced against him. That's when he erupted. She could feel it ooze out, coating every crevice of her sensitive insides. His motions came to a slow like a train put on brake. Jill let out hot breaths every time he dropped and lifted her, before he eventually stopped.

The fun wasn't over and she was... glad? No. God no. She tingled like crazy but she wasn't THAT crazy. If she could stop it now, she would. Stepping up to the plate, she was expecting another faceless monster to give her the screw, instead, it came face to face with her. Its milky white droplets for eyes were fixated on her, its jaw hanging, brown gums and missing teeth, its hands groped her chest in one quick motion, which made Jill almost jump, but it didn't do anything with them like she thought he was. The top half of him was frozen, unmoving. Yet his bottom half was going crazy, pumping across her vagina like it couldn't find its way in. His hands eventually left her chest, his rough fingers tracing across her body before eventually she was hoisted up from off the car by her ass cheeks. His body swinging with her in a dance as he got up, grinding closer into her. He suddenly stopped, inserting himself. Jill had experienced worse, only giving a slight shake before adjusting for more. He didn't progress. He just gave her that same look. She wasn't going to beg for more if that's what he wanted. Then she suffered for thinking that. His hands had spread her back way open, leaving her asshole an easy target for reentry, as another joined in for the fun, despite the rushed maneuver, Jill still only cooed in slight pain, knowing it didn't hurt as bad as her earlier exposure to the wretched act.

The "man" that had been holding her up, collapsed backwards. Jill thought she was gonna die from the fall, but she really felt like she was gonna die from her impalement on him. Speared open, the cocks inside her seemed to fight against one another, pressing two parts of her together. Jill looked a bit unhinged, remembering this was only the beginning.

Whatever they could use, they used. Some going so far as to remove her boots. She could feel them humping the bottoms of her feet and eventually the thick cum that seeped between her toe nails. Two even snuck up between her armpits, jamming against her with the help of her bodies musty lubrication. One even took the breath out of her as he got on top of her, riding her chest like a bull, before leaving a starchy load on her face.

You couldn't see her now, engulfed. Like disease surrounding a single white blood cell.

Let's just say she was the perfect zombie bait.

As she lay in her own filth, an even more feral than usual looking dog came up to her. It gave an initial sniff. Then several more as the dogs pitter patter of paw and claw hit the streets, encircling around her. It finally licked her body. It tasted her scent and the loads of many other zombies. Then another a lick with its diseased and swiss cheese like tongue. It made its way behind her. It began to mount her. It had trouble at first trying to get a grip as it at first required standing on its hind legs. It eventually got into the perfect penetrating position. Its bulbous mucus covered membrane seemed to slip in quite easily with an almost popping noise into her ass. It was no surprise however with what had happened to her previously. She didn't show it, but internally, she was in a quite deal of pain. It was bigger than any of the zombies, and she thought she had dealt with some kidney scrapers before. She attempted to crawl away but the canine reacted fast and laid on top of her body. All it had to do to reestablish who the boss was here, was to growl in her ear. She had to admit, this thing breathing down her neck and being so dominant... turned her on.

Jill had no idea what she was thinking and mentally snapped at herself. Those thoughts of punishing herself faded when she had this dog pump her ass again. It disgusted her. She had never felt anything like this. It would be one thing to have it in her regularly, but to have it in her asshole? Where she could feel every inch of this slimy thing as her hole wrapped itself around it? It made her sick as well to feel this dog giving it to her in such a mechanical fashion. It was unwavering and unchanging. All it existed for in that moment was to knot within her.

Although it was hell, she figured she could at least be into it. As she began to raise herself, she felt a nip at her neck which sent her crashing down. This was his show. This was his pleasure. She didn't even dare try to reach for her honeypot. She couldn't even orient herself so her diamond like nipples weren't scraping against the streets.

It nipped again. She swore she hadn't even done anything to annoy it.

That's when she realized what was coming. She couldn't even brace herself as she felt the dog explode within her. It hurt. It hurt bad. The dog finally cut her some slack as she was able to push her face away from the hard road. As if to put a capper on what he did, the dog licked her sore dirty cheek and seemed happy about it despite his rotting features.

She tried to remember a time where days ago, she seemed to have it all planned out. She was confident. She was cocky. Studying maps. Getting better at unholstering her weapon. It all seemed so far away. Her cheek rubbed against the dirty street. Her ass hung up in the air. The wind soothing her used holes, her asshole had still been leaking dog cum. Although that same wind stung her manhandled breasts. She coughed up a bit of old undead spunk. Jill was defeated. She had been slightly swaying herself back and forth, as if inviting new customers. She felt as pathetic as she looked.

The moans and groans had started up again and they were close. Despite all that happened, she couldn't lay down and die. Being a group of zombies play thing was the type of situation she only needed once in her lifetime. She had no idea what kind of person it would take to get up after something like that, but she was able to summon that persons strength as she began crawling to the wall closest to her. To the immediate left of her was a fire truck that had been blocking a path. She had remembered a few crawled out from under it. The pedestrian crossing sign seems to have finally given up the ghost. It used to glow red intermittently.

That's when the doors slammed open. She leaned her head to get a peak at what was coming. It was two dozen of them for sure and they seemed like they knew where she was without even having to stop and think as they darted towards her position. If only she had a miracle.

Her prayers were answered in the worst way possible.

"STARS" A roar that pierced her every time she heard it. She whipped her head back and closed her eyes. Why of all things did it have to be him. A loud crash. More moans. Then she heard something she didn't expect. Smashes like a hand crushing watermelons. Crunches like bones being split in half. That familiar cock of his rocket launcher. Then an explosion and more moans. Jill had seen him tear through them to get to her before but... there was absolutely no need for him to do it this time. It was a wide enough area where he could have just ran past them. Jill leaned again. She saw him tearing through them. Smashing them down. Throwing them. A lot of similar tactics it utilized against her. Maybe... maybe he didn't know she was here. Maybe this is what he did in his spare time. Everybody's gotta have a hobby.

The final smash rang out. It was more like a nasty bloody pop as he crushed the head of the creature between his grasp. More than anybody, Jill knew what he was capable of. With his massacre of them complete, he let out a roar and his hands and body convulsed in a display of power. Like an ape beating their chest after a successful victory of their status. He turned. Walking to my hiding spot. She pulled back.


She felt like she was nothing more than a treat for a T-rex, hung at the perfect height for him.


She had been humiliated and now this?


I hope he gets you one day too Carlos


I'm sorry. Nobody deserves this. Not you Carlos and especially not you Brad.


Jill curled up into a fetal position against the wall, with her legs poking out. She rested her face in her crossed arms, covering her eyes. Preparing for the worst. She remembered what it sounded like. What happened to Brad. He was alive one second and then... he wasn't. The noises he made... the noises the creature made. Hot tears filled her eyes. She could feel them immediately. She was gonna die cold, naked and alone. Get it over with already. Please.

She sat waiting for something. A malformed hand. A sharp biological instrument or something. Anything. Nothing came. Jill could still feel that things presence. In fact. She could hear its breathing. It was slow and methodical. Almost like he had trouble doing it. She peered up to see him standing idley. Not going in for the kill like he had done before so many times. Maybe lost in thought. Its tremoring hand rose up, and she thought this had to be it. Instead, it didn't seem to be going for her but instead he was aiming it towards himself. As if it had to force itself. Its hand finally reached the corner of his vest. She was shocked when she saw him rip it off.

An old memory couldn't help but come to mind, it was something from her old life her. One of her first arrests while off duty was a flasher in a trench coat emerging from an alley.

Jill couldn't help but smile.

That quickly faded once she saw the internal workings of him. She was never a science major, but even she wanted to dig around and see what made him tick. He was smaller than she thought, his height unquestioned, but his body was thin and frail, like it hadn't eaten in weeks. Did it eat? Instead what made up its mass were groupings of sticky tentacles that moved like clockwork, moving more and more of that excretion over his body like little hands. Were they the reason that no matter what she did to it, he would just get up again?

Jill had to remind herself that this was the same beast that killed Brad. Her friend.

Her friends face faded into obscurity when she saw it. That monster of a cock it somehow was able to conceal beneath that outfit. It was immense and strangely shaped. Like how she imagined a turtle or maybe a dolphins thing to look. It curved upwards in the middle and featured an unusual head shape. Sort of like a horse shoe. She pushed off the building she'd taken refuge against, wanting to get a closer look, figuring he was on the more docile side.

That didn't last long.

Tendrils from him shot out, wrapping around her supple knees in a snap, and yanking them apart. Sending her arms forward like that nearly sent her falling forward. Even after all that happened today, she still had the where with all to cover herself.

"Don't tell me you're gonna..." It stomped forward, its jagged teeth menacing.

"I don't know if you can hear me in there, but please, take it easy." There was no response from him other than his paced breathing. Guess she'd have to take that as a maybe. She hated the idea of presenting herself to this monstrosity, but maybe it wouldn't be as harsh on her if she was his participant rather than a victim. She grabbed the edges of her skirt, she pulled down on it initially, her slit partially visible regardless. She tried to let go of that sense of pride she had.

Her eyes closed and her trembling hands finally relented. Jill turned her head to the side before lifting and revealing herself completely to him. That seemed to give him the go ahead and there was a slow descent downwards. She waited for the shoe to drop. Her eye peeping open only to have her almost lose it. "Oh jesus..." With her mouth hung open, Jill squinted, wanting to close her eyes again, but at the same time, wanting to see the large fleshy appendage enter her pussy. The feeling of the giants cock against her was overwhelming, and he hadn't even gotten started. That's when he began pushing against her. Jill's folds gave way, she could already feel herself expanding.

It had to be what giving birth was like.

She had her own strange breathing patterns, similar to the Nemesis. Entering a zone where her eyes rolled into her head for a brief second, trying to take him now, willingly. She thought those zombies had done a number on her, but it was nothing compared to this. He was hitting every possible point of pleasure she had. Her mind was swimming, and then she felt it... felt him in a new way that she didn't think possible. Her eyes went wide, her head hung back. She was lost in it and actually enjoying this. It must have been the adrenaline doing this. It had to be...

She was brought out of it when she could hear that same rending of flesh. It would haunt her forever. The same noise that snuffed the life of one of her teammates. Had it finally had enough of her? She opened her eyes to see that large hand of his, closing in, a hole pouring out juices with that purple punji stick ready to rip through the backside of her head and leave her a lifeless toy for them to enjoy. She probably had the same face of fear Brad did.

Jill waited for it to spring forth. Ready and willing to accept her fate despite that look on her face. What shot into her mouth wasn't sharp. It was large and wormy. Jill tried to pull back, even with his cock inside her, but it kept snaking through her mouth, squishing down into her throat. Jill had tongue wrestled a few guys in her life, but she'd never felt so overwhelmed. As his large hand grabbed her face, sinking his four digits into her head and cheeks, she hit the brick wall as he began pushing the back of her head into it as well.

Breathing was a major problem, as every time she retracted her esophagus, she choked on that slimey thing giving her a root canal, tears running down her face as she tried to gag to no avail. What's worse, it seemed to enjoy the feeling, which caused him to driving it further and further down. It almost felt like a distraction, as now she could feel more and more of him enter her. Jill could feel him well past her cervix. It was as close to being torn apart without actually being torn apart, she imagined. Jill hoped he would suffocate her before it came to that.

Something was bothering her stomach. Had the tentacle gotten that far? No. It felt bigger. Jill looked down hoping to get an idea.

It... it couldn't be. It was his cock leaving an imprint on her abdomen. Maybe she was seeing things. That had to be impossible. Yet she knew she was feeling it.

His moist breaths against her naked skin became more like the grunting she would hear every time she'd defeated him.

He didn't stop, further pushing her human limits. Both his tentacle and cock seemed to converge on one point, then something emerged. She couldn't taste it, but she could feel it pouring deep down. It was boiling hot and she wanted it out of her, but she could only gulp it down painfully. Now she felt something splatter her insides. It wasn't just a drop in the bucket, her gut felt like it wanted to bust.

Then it sprang loose, it traveled quite a ways back up and out of her throat, whipping like a wet noodle as it retracted back into his hand. His cock was the harder escape as even while softening, it was still large and in charge of her. It crowned at her now widened runway, before shriveling up against him. He clutched his side like he was having a heart attack before saying his signature "STARS", then collapsed against the ground with a loud thump.

Jill threw up, like a spigot that wouldn't stop, the white soupy mixture coming up and onto the ground. Some of it even shooting out of her nose. She held her head against the cool concrete, still retching, before finally giving out and coming down in a heap.