The Spider's Brothel

He is suddenly aware the panties are tightening and squeezing his cock and balls. He falls to his knees his jaw clinched in pain. "Welcome, to my brothel girl, you will be a fine addition." Says a female voice in his head.

"No, I'm a guy. Stop...I don't want this."

"You put on my panties, you are wearing my silk, and you have already surrendered to me."

Charlie looks around in a panic trying to figure things out. He then sees a group of spiders coming towards him; they are carrying a garter belt. He tries to move but he is frozen to the spot. "What? I can't move."

"No, I'm in control of your body. Let my babies get you ready."

He watches and feels them crawl to his waist as they wrap it around him, he feels them crawling on him and he involuntarily shudders. He feels the garter tighten and it gets sealed closed, he sees the spiders grabbing the clips and they manage pull and carry them to get them underneath the panties. His body then gets up and sits on the bed, holding out his legs straight, and he sees more spiders approaching carrying a pair of stockings. He is helpless as they drag them smoothly up his legs and then clip them to the garter belt. With hairy legs they don't look right. The female voice seems to hear his thoughts. "I know, you require some alteration my dear." He stands to attention and stands in the middle of the room as thousands of spiders run towards him and start to wrap him in a web. He looks panicked until the voice speaks. "Don't worry girl, relax, it will be over soon."

* * *

Sandra and Dave arrive at the command center to find Stephanie and Ed looking worried at the monitors. Dave notices Charlie is not with them. "Where's Charlie?"

Stephanie looks guilty. "Um, Ed asked him to fix a camera and he hasn't fixed it, and we have lost contact and we can't find him."

Dave looks utterly bewildered an feels some anger as well. "I told you all to stay in groups, Ed doesn't have to he is at the Command Center but no one goes on their own. He could be hurt for Christ's sake." Stephanie looks really upset and Dave feels guilty now for shouting. "Look sorry but safety first guys, this isn't our first investigation. Which camera was it? Sandra and I will go looking for him."

* * *

The Cocoon is pulsating a blue color, like a flashing Christmas light. Charlie feels warm inside and also feels relaxed. He feels a strange tingling sensation all over his body, his chest feels heavier and his head feels funny too. He is having strange visions in his mind. He sees himself surrounded by cocks, he is straight but the images are making feel really aroused. He keeps trying to shake the images but they keep popping back making him hard.

The cocoon stops pulsating and it splits open. Standing there is no longer the Charlie that got wrapped by the spiders. Charlie has grown long thick blond hair reaching the top of his back, his hips are wider and his chest has grown DD breasts. His cock is still there protruding into the silk thong panties. All hair is gone on his body including his legs.

He groggily sees himself in the vanity mirror on the makeup table and his jaw drops in disbelief. "What have you done to me?" He asks.

His male accent is still there. "I have improved you. But your voice is wrong."

He feels something crawl up his arms, seeing two spiders carrying a choker with a silver jeweled spider on the front. They reach his neck and the choker is sealed to his neck, it pinches his vocal cords. "Ow that hurts." He says with a soft female voice. "Oh god, my voice, stop please."

He sees a lace and silk bustier with the same design as his panties is being carried by some spiders and crawl up his body until they reach his tits, they then seal it to him making his tits stand out more. The spiders go away leaving Charlie alone standing in the middle of the room. "What is your name girl?"

"Charlie, and I'm a..." The choker tightens silencing him.

"You are a girl; you will accept that soon enough. It's time to change your thought process Charlie, make you more compliant."

Charlie falls to his knees staring ahead. "What about my thought process?"

"You will be my whore Charlie; you will lure men to my domain, where you will seduce them. You will force their life force out of their bodies through sex, and then I will devour their empty shells."

Charlie shakes his head. "No, why me? Why make me like this? Why not the girls we brought with us?"

There is silence then the voice answers. "You showed compassion to my baby, you let the spider live. You are being rewarded Charlie. You will not be like the others; you will be my second, my Madam to the girls. The Goth one will be punished for what she did to my baby, the other will make a fine whore. You Charlie, are special, you let him live. I even let you keep your cock Charlie, but soon you will call it your clit."

Then without warning, Charlie's head begins to be filled with images, images of sucking huge cocks, of sucking the life force out of men. His cock stirs and twitches, he is being manipulated sexually and he can't do anything about it. A voice is in his head giving instructions. "You must always be wet and ready for fucking, you must always be aroused, you must love your mistress, you are a prostitute."

He hears it, hope. Footsteps are heading towards the attic. He breaths in to shout but the choker pinches and all that comes out is a whisper. "Help me." He whispers. The lamp turns itself off leaving him in darkness so they don't see any light coming from under the door.

"Here is the camera, but where is Charlie?" He hears Sandra say.

"I'm here, help me please." He whispers as images of ejaculating cocks shooting cum into his face flashes in his mind, his hand is now going to his crotch and starts to rub his aching member under the panties.

"I don't know." The door rattles. "It's locked, he can't be in there." Dave says.

Charlie then feels something cold and wet go past the material up his crack and enter his ass. A lubed dildo is now being used on his ass and is thrusting up and down while images of men fucking him enter his mind. "I am here, please help me, please!" he begs whispering with a tear rolling down his cheek.

"Let's go find him." Dave says and he hears him walk away.

"No, come back, please help me!" He whispers as he feels his mind changing. His other hand goes to his breasts and starts to rub and pinch, moans begin to escape his, or her lips. "You must always be wet and ready for fucking, you must always be aroused, you must love your mistress, you are a prostitute." She bites her lip and she sees in her mind men bowing to her, fucking her, sucking her cock. The pinch in the collar goes and her moans become loud as Charlie's friends are out of earshot.

"Yes girl, accept the change, surrender to me."

"You must always be wet and ready for fucking, you must always be aroused, you must love your mistress, you are a prostitute."Charlie buckles her hips to get the dildo deeper up her ass. "Yes my mistress, I surrender to you." She says smiling; the desperation to escape is gone.

"Yes girl, a whore must always be aroused, and must always be wet and ready. So Cum my dear, cum and wet those panties. Soil them in your juices and seal your fate."

The images, the need to be a whore is overwhelming, the love she feels for her mistress, the dildo deep in her ass, the instructions playing like a stuck record, she screams and cums continuously into her panties. They stick to her with the wet patch showing. She smiles and stares into space. "I am your whore mistress. I must always be aroused and wet ready for fucking. I worship you, I love you, I am your prostitute."

"Good girl." The light comes back on, Charlie reaches behind her and removes the Dildo and then licks it clean. "Go to the vanity table dear and do your makeup, then put on the boots and dress in the wardrobe."

"I must obey my mistress." Soon Charlie is applying her makeup, red lipstick, foundation, rouge, mascara and eyeliner. He nails, now long have also been painted a whorish red. Also on the Vanity table is a pair of webbed netted finger-less gloves, she puts them on smiling loving the look of them on her hands. She then picks up a silver spider hair clip and puts it in her long blond hair. She then gets up and opens the wardrobe. She puts on the boots, and then puts on the old Victorian style red silk dress. She admires herself in the mirror, the dress makes her cleavage more pronounced, and the bottom of the skirt leaves her ankles exposed like the whores of the old age. "I am ready mistress."

"Good." Suddenly the back of the wardrobe opens revealing a staircase going down. "Come to me, complete your initiation."

Charlie sees the flashlight and grabs it; she then turns the lamp off and heads down the stairs. They are dark and made of cement; her shoes make echoing sounds as she descends down and down. Charlie doesn't know how long she has been going down but soon she reaches the bottom, an old wooden door is in front of her covered in spiders webs. She steps forward and pushes the door open easily. She sees a vast chamber, several stone tables' line the floor with a few with cocoons on them shaped like human bodies. She steps in and looks around. She then turns to the Chamber wall and nearly gasps. "I'm sorry Mistress, I was not prepared. I am here to serve you." She says bowing her head.

Above her it stretches, the images of many nightmares, the idea of such a being existing is terrifying, yet it's here. A giant spider, black as the night with a huge bulbous behind and legs stretches to at least 8 feet across. "Welcome Charlie, you have surrendered to me, and you shall be rewarded for you kindness to my baby."

Charlie feels pride and a tear of joy rolls down her cheek. "Thank you mistress."

"Keep still, this will sting."

Charlie keeps still and she feels a tiny spider crawling on the back of her neck, then she feels a burning piercing sensations. Her eyes shut tight as she feels a presence in her mind, something else is wondering around her thoughts. "What's...happening?" She asks groggily.

"Everything you see and think is now mine to see and think. Everything I think you hear child. You will emit a pheromone chemical that will help you seduce unsuspecting men, your kiss will make their will weaker and as you fuck them, they will become mindless. You and I are one; you are now ready to be my Madam."

The spider lets go and crawls off of her neck. "Yes my Mistress, I will serve you well. What are your instructions?"

"We must prepare. The one you call Sandra, she will be punished, she will be a mindless thrall serving us, the one you call Stephanie will make a great addition to my Brothel, and the men will share the fate of the men on the tables."

Charlie sees the cocooned men and thinking of Dave and Ed being cocooned turns her on so much she groans and smiles. "It will be done."

* * *

Sandra and Dave are still wondering around the halls looking for any signs of Charlie. Their flashlights are giving only a little light to the darkened corridors. Dave lifts his camera to his face. "No sign of Charlie and no sign of any Ghostly activity. The time is now 12:35, three hours into the investigation. Charlie has been missing for nearly two hours, we are worried about him but we are confident we will find him."

Sandra can't believe he is still filming the show even with one of the team members missing. They continue flashing the flashlights around and they pass a bedroom where a shadow of a person is seen one second and is then gone the next. "What was that?" Sandra asks.

Dave turns to her. "What was what?"

Sandra points to the room. "A shadow, of a person. It looked like it was wearing a dress."

Dave feels some excitement and steps into the room with the camera. He walks slowly into the large room while filming. "Sandra has just told me she has seen an apparition of a girl, maybe she used to work here, I am now switching to inferred to try and see if anything is lurking in the darkness." He points the Camera at the far will which is totally encased in darkness. He turns the inferred on and is shocked by what he sees, a bright figure of a woman in a Victorian dress is standing in the darkness. He then looks up and sees an actual person standing there, and he sees her face, he recognizes it. "What the..." He trips back and on his way down he hits his head on the corner of a dressing table and he is knocked unconscious.

Sandra sees this and runs into the room. She feels for a pulse and breaths sigh of relief, he is alive. A slow trickle of blood is pouring from the back of his head. She looks to where he was looking, there is nothing there at all. She grabs her radio. "Guys, Dave is hurt we need help." No response. "GUYS!" No response. "Shit, Dave I'm going to get help, just don't die on me." Sandra gets up and runs out of the room.

She runs down the corridor towards where the stairs are and stops dead in her tracks, standing there in front of her is a beautiful blond haired girl wearing a red silk Victorian dress. She looks at Sandra and Sandra looks back. Sandra is frozen with fear then her voice comes back. "Are you a ghost?"

The woman smiles. "No Sandra, don't you recognize me?"

Sandra is taken back; the girl does look vaguely familiar. The eyes, the smile. Sandra's jaw drops in utter disbelief. "Charlie?"

The woman nods. "Yes Sandra. What do you think?"

Sandra can't believe it is Charlie standing right in front of her looking super hot. Sandra is an open Bi-Sexual and even her senses don't know how to process what she is seeing. "You look...gorgeous."

Charlie smiles and blushes at Sandra. "Thank you, that means a lot to me." Charlie looks distracted for a second then talks to herself. "I know mistress, I will do it, don't worry."

"Mistress?" Sandra asks. "What mistress?"

Charlie looks at her again and smiles. "You know, in some strange way I always had a crush on you Sandra. Your spirit, the way you dressed, and I heard Goth's can be rather kinky in bed." Charlie says smiling in a sinister way that made Sandra's blood turn cold.

Sandra starts to take a step back as the smile is really scaring her. "Um, I got to go, Dave..."

"Is fine, I only made him unconscious so we could have some...girl time." She says smiling still.

Sandra coughs and continues to walk backwards. "That's great but Dave..."

"It's your own fault Sandra, it could have been different. What is about to happen is your own fault. You must be punished for what you did to Mistress' baby." Charlie now steps towards her.

Sandra turns and runs back down the Corridor; she turns a corner and is startled to see Charlie waiting for her in the other Corridor. "The fuck?" She turns again and turns another corner and again Charlie is in front of her. Her heart is beating frantically. "How?"

"My mistress and I are one; we share the same mind and power. I am the Madam of this Brothel, and this is my house, you play by my rules." Charlie takes a step. Sandra runs for the nearest door and opens it. Here she makes a mistake; she opens it and turns to look behind her, failing to see the huge spider's web so she fails to avoid it. She backs right into it. She tries to move but she is truly stuck to the web. She squirms and moves but it has no give. She sees Charlie enter the room and close the door. "Now, we can begin."

Sandra looks and feels petrified. "Wait, what did I do? I don't understand."

Charlie looks a little sad while Sandra looks distressed, she places her hand on Sandra's cheek and rubs it, Sandra now has tears running down her face. "You weren't to know, but it's no excuse. You killed one of my Mistress' babies Sandra."

Sandra feels confused and frustrated. "What Baby? Please I don't understand."

"You crushed it Sandra, the spider. My Mistress' Baby. You were going to be a whore, but Mistress doesn't think that is punishment enough. But you are my friend, so I'll make it a bit easier for you."

"What? Please I didn't know, I...what?" Sandra feels disorientated and horny, not knowing that Charlie is releasing her Pheromones. "I feel so..."

Charlie leans in and kisses Sandra, her piercings are poking into Charlie's face but she doesn't relent. Sandra eagerly returns the kiss. Charlie pulls away smiling. "There, not so afraid now are you?"

Sandra looks slightly entranced from the effect of Charlie's kiss. "What are you going to do to me?" Sandra asks groggily.

Charlie still smiling pulls from her cleavage a black silk bikini top and bottoms, she then reaches in again and pulls out a studded collar with a spider shaped tag on it. "You will be my thrall, my personal pet."

Sandra feels the fear creeping back, she believes her when she says this, as she was somehow turned from male to female, so maybe it was possible. "No, please I'm sorry."

Charlie looks up, and Sandra follows her gaze as an army of spiders start to descend on her. They cover her body and Sandra shudders as they crawl all over her. She then sees they they are completely removing her clothing, her top, bra, pants and panties. They are about to remove her fishnet stockings. "No, keep them on. I like them." The spiders mover away and remove her boots instead. Sandra shivers as the spiders crawl away with her clothes leaving her completely naked except for her fishnet stockings. Charlie roams her naked body and admires the various tattoos on her and then she notices that Sandra's nipples are pierced. "Oh, how much fun are you going to be?" She says with a hint of excitement.

Sandra looks on horrified as she starts to grope and play with her tits. Then Charlie wraps the silk Bikini top on her and ties up the back. Sandra feels a strange sensation from her tits, and her mind feels strange. "What is...happening?" She asks.

Charlie smiles and then puts the bikini bottoms on and ties them in place, as soon as that silk touches Sandra's pussy it becomes instantly wet and she feels so aroused. "I'm nearly done sweetie." Charlie now puts the collar on and seals it in place.

Sandra's mind is filling with images of submission and of animalistic tendencies. "What...stop."

"My mistress' silk does amazing things Sandra, your mind will be full of lustful thoughts of being my thrall. You can't fight it, embrace the change, and become my thrall."

The web vanishes and Sandra drops to the floor on all fours, a moan escapes her lips as she envisions herself never leaving this position. Her mind is now flashing images of being a pet, being an animalistic fuck toy, of having no intelligence. Her wet pussy swollen with arousal from the images over loads her mind; Sandra reaches down and starts to stroke her pussy through the silk bikini bottoms. "I can't stop myself. I'm so horny." She rubs as she feels surrender, she feels obedience. Sandra orgasms and cums, but she is still rubbing, she keeps cumming and each time she cums more of her memory goes. "No...I can't think, I can't...stop."

Charlie smiles. "What is your name?"

Sandra feels confusion setting in her mind. "My...name" She cums and groans, her life memories are going and are being replaced with the images being forced into mind. "Can't think, can't...remember, so horny."

"You name is Slut. Say it."

"Slut...yes my name is Slut." She groans

"I am your mistress, you obey me my pet."

Slut cums and groans as more of her life is forgotten. "My mistress, your pet, I'm your PET!" She cums hard and collapses to the floor, Charlie steps back smiling. She watches as the girl who used to be Sandra spasms on the floor, her hand stretches out in front of her as her finger nails grow longer, thicker, blacker and sharper, as do her toe nails. She seems to be orgasm as this is happening. Then her mouth opens as her canine teeth grow bigger and sharper, the top of her ears grow to points and stop. Then Charlie smiles as the eyes person who used to be Sandra go from brown to completely black.