Oh you foolish human. Once we’re alone I will devour you too. I cannot wait to see how you taste. Will you scream just like your precious Zofia? Will you look on with horror and disgust like that drunk? Perhaps you will lay there shocked beyond your mind’s comprehension. Oh, I wonder.

The young man sighed. “It’s just the right thing to do. Besides, I cannot abandon a friend, especially not in this situation,” he said. “Now come, let’s get you to your apartment. Okay?” 

“O-okay…” And then you shall be my third. What memories will you provide me?

As the two headed back to her apartment, Zofia looked around the buildings and of the city around her and compared it to her memories. Possible feeding grounds, places to gather materials to fix her craft, a transmission device that could send messages to her brethren in deep space. Steel. Iron. Brick. Lead. Copper. She needed more time to gather all of it while blending in, however. She needed to keep her feedings limited… but after this one.

Her mind raced with thoughts of how she would make contact with her brethren. Her status as a student wouldn’t really help her case in getting access to long range satellites that could send signals into space. She needed a professional for that at least. 

It’s becoming increasingly clear that this species is very rudimentary. Little to no long ranged communications. Not even advanced electronics! The best they have is an interconnected network full of random conflicting information! How backwards is this world! Ugh, such a barbaric and uncivilized species. Even this woman’s memories show nothing of value.

She grunted, shaking her head. 

“Is something wrong, Zee?”

“Nothing, my head just hurts.”

“Then we should hurry.”

The two picked up the pace until they finally reached her apartment just a few blocks down the street. They entered inside and went up the stairs, heading for the first room to the side of the staircase. Francis went straight for the bed, leading Zee by the hand and sitting her down on it. “Just rest here, I’ll heat up some water and prepare you a warm bath. Everything will be alright, just take it easy.” 

He went toward the faucet and began filling up a pot with water before heating up the stove. He placed the pot of water on the stove and nodded to himself. “Right, this should be ready in a few minutes. I’ll set up the bath for you. It should heat you up immediately.” 

He looked back at Zee who was visibly shivering, keeping the coat close to her body and covering herself. 

“D-do you mind if I go through your cabinet? I’ll find you some fresh clothes.”

“Are you sure you won’t do any perverted things to my clothes?”

Francis instantly went red and waved his arms around. “N-no! Of course not! I was just simply trying to help. I-if that is too much of an invasion of privacy, please forgive my statement.”

Good. He’s off guard and flustered. Now is my time to devour him. 

“You’re too kind, Fran. There aren’t many people like you.”

Francis let out a nervous laugh, scratching the back of his head. “Well, I believe a lot of people in this world are good. If there weren’t, then life would be hardly worth living at all. B-but really, it’s people like you who inspire me, Zee. You’re the best of us.”

Really? What an interesting human. Does he not know that his species is destructive and self-serving? According to historical documents from Zee’s memories, your kind’s legacy is war and bloodshed. Slavery. Destruction of life and the extinction of fauna. The exploitation and annihilation of your own species’ tribes. What good can there be in the rest of humanity? According to this woman’s own beliefs, you are the outlier here. That’s why she chose to study and work with animals rather than your kind. 

“W-what do you mean?” Zee asked. 

The young man chuckled softly, giving her a nod. “Well, I mean. I’ve always admired you. You were always so vocal about the preservation of life and endangered species, even if no one else shared your passion. You are kind to animals, and were always fascinated by them. Very few people care that much, but you do. Your kindness doesn’t extend only to people, but to all things,” he explained. “Remember that one time when you saved a baby canary that had fallen from its nest?” 

“Yes…”

“You were careful with it and helped it back up. But when its own mother rejected it, what did you do?”

“I took it home and cared for it until it was old enough to be set loose.”

“Exactly. You were so careful, even buying a syringe just to feed it like how a mother bird would. You could gently tap on the canary and you documented every day of its growth. I’ve never seen someone like that before. It’s why I like you. Many people often neglect the part where we have to nurture nature as much as ourselves, and to do so with kindness and love.”

“Thank you. Did you also just say that you like me..?” Zee asked. 

How interesting. Does this human male share the same affection Zofia did? This female had not yet experienced sexual relations with another, perhaps it would be… an enriching experience to human connection. Hm, should I try it with Francis? Maybe not.

“A-ah! I mean… a-as a friend!” Fran stammered, scratching the back of his head. “You’re someone I look up to, and well, we’ve been close friends. There’s no way I would lie and say that I didn’t like you. You are a very likable person after all.” 

What… a nice thought. It’s unfortunate that I have to eat you, Francis. Oh, well. 

“Oh, Francis. That’s very nice of you. However, I’m very hungry now, and I’m afraid  that this is where we part.”

“O-oh uhm, I don’t have any food on me. Maybe I could cook something up from the cabi—” Francis choked on his words as he fell on his back. “Z-Zee?! W-what—!” he said, looking up at the woman in front of him. 

Zofia had stood up from the bed and her hair floated in the air, moving as if like the tendrils or tentacles of a cephalopod. A large maw with rows of jagged teeth appeared on her stomach, opening vertically as if her midsection had ripped apart to reveal prehensile tongues several feet long. Her lips curved up to reveal a mouth of fangs and sharp canines. 

Her jaw unhinged like a snake’s. Eyes appeared on her cheeks and other parts of her body. Additional mouths sprouted from the palms of her hands and her thighs. Her fingers morphed into razorlike talons, and insectoid mandibles sprouted from the sides of her midsection… possibly to hold prey in place while it was consumed.

“Thank you for the lovely time, Fran. I enjoyed the company,” Zee spoke without moving her lips. In fact, it almost sounded like her voice rang in Fran’s head. As if she had spoken to his mind directly. The young man’s lips quivered in fear as he crawled away from the monster in front of him. He felt his back against the door, and his legs went numb. 

“Z-Zee… w-what—”

“I will have a nice time devouring you, Fran.”

“N-no… No! Please don’t do this! H-how did this… what are you?!”

“You don’t need to know. Just know that it will all be over soon.”

“No! Please! Z-Zee, I know you! T-this isn’t like you! I-I’m your friend, please!” 

The tendrils stretched out and wrapped around Francis’ arms. Slowly pulling him towards her gaping maw. “No! No! Please stop this! I-I don’t know what happened to you but this isn’t you! You’re kind! Y-you’re gentle and caring! W-we’ll find whatever or whoever turned you into t-this! We’ll get them behind bars!” 

Tears began to form in the young man’s eyes as he struggled against her grip. “Zee, please! Please! I’m begging you! I-I won’t tell a soul! Please! I don’t want to die. I don’t want to die! Zofia, don’t! Please!”

“I am not Zofia anymore. I devoured her like I’m about to you,” Zee revealed. 

“T-then who… what…”

“I am Zo’eryloth. A voraciocite. My kind eats and evolves. We infiltrate, devour, and destroy entire civilizations. Yours is no different. As soon as I repair my ship, my kind will come flocking to your world, and we shall feast upon all its life!” 

“N-no… Z-Zee would never do that…” 

“That is your mistake. I am no longer her. This world is meant to be consumed, and so are you.”

“No… please…”

As Zo’eryloth dragged Francis closer and closer to her jaws, her head was flooded by thoughts. It annoyed her but she paid them no mind at first. However, the thoughts began to pool one after another. Emotions, feelings, logic, and her victim’s memories all began battering her mind. Sorrow, fear, panic, care, and an instinctual drive to protect. She felt her resolve wavering as the thoughts and emotions affected her actions. Her heart beat rapidly in her chest. Her legs threatened to give out under her weight, and her arms shook with intensity. 

She grunted and dipped her head down, placing her hands on her temples. Growling, fighting the second voice in her head. Is this what happens when you eat and assimilate a sapient?! Was it because it was my first time that I had not properly separated Zofia’s thoughts from my own? No, she’s dead. She cannot think. However her memories and instincts are screaming at me! 

She hissed and suddenly pulled her tentacles back, letting go of Francis and reverting back to her human form. She shook her head and pulled at her hair, letting out a scream that dripped with frustration. “Ugh, fuck! Fine! You win, Zee!” she yelled out. 

“W-what…” Francis clutched his chest, backing away with confusion and horror still evident on his face. 

“A-are you… Zee, i-is that you?”

“Huh,” Zo’eryloth shook her head. “I can’t kill you.”

“Y-you can’t..?”

“She won’t let me. What dumb luck you have, Francis. This woman’s mind loves you too much.”