Talia and Tania kiss

Our heroines share an irresistible kiss after being exposed to several different aphrodisiacs.

Another one of Tania's masterpieces!!!

Short one off story featuring Ultra Woman Talia and Mega Woman Kayla.

This is a short story Tania and I fiddled around with for a while. Don't know if we'll come back to it, but it was a fun write.

"Ugh," thought Kayla Clay to herself as yet another red light stopped her in late evening traffic. The commute downtown had been terrible. As one of the top reporters for the Megapolis Herald, she had been obligated to cover the meeting of the Megapolis city council. That had taken four hours. Four painfully slow hours in which the beautiful reporter had duly taken her notes and typed out her story for the next day, but had been on auto-pilot. The city had been boring for Kayla in the last week. There were no juicy stories to report.

It had also been boring for Kayla's other identity: MegaWoman! No crimes, no villains or monsters rampaging around, nothing. She had been forced to break up a liquor store robbery, which was far beneath the most powerful woman in the city. She had been itching for some action, anything to break up the drudgery.

As she slammed her car into gear and sped down the five lane downtown street, she passed through the club district. Fast cars lined the streets, and velvet ropes held back the line of women wanting to get in as handsome young men were eagerly invited in to attract the women likes flies to honey. Passing through them, partly tempted to get out and find some slutty man for the night, Kayla noticed a few people on the sidewalk stop and point upwards or take pictures with cell phones. Glancing up through the moonroof of her car, Kayla's gray eyes went wide.

Standing on the ledge of one of the shorter of the tall downtown buildings was a woman in a red, blue and gold costume. Her long, raven black hair floated in the breeze as the proud superheroine stood guard over the downtown area.

A deep growl echoed from Kayla's throat as she pulled over. She opened the door and got out of the car, in time to hear tourists on the sidewalk exclaim excitedly, "There's Ultra Woman!"

Kayla moved around to the sidewalk to peer up at the woman with the glowing lasso on her hip. "She's not so great," she grumbled.

"Oh no!" exclaimed a young clubber in a tight green dress. "She's the greatest! She is so powerful and beautiful! I wish I had boobs like those too!"

Kayla reached over and wrapped her fingers around the post of the parking meter and felt the metal start to flow around her fingers as she squeezed it in irritation. "She's not the only superheroine in town," she growled.

"Oh, you mean MegaWoman?" the girl's friend asked. "She's awesome too, but she is more like MegaGirl...I mean, Ultra Woman looks like a woman, you know?"

It was all Kayla could do to keep from bending the steel pole in half. "We will see..." she said before stomping into the dark alley behind them. As the clubbers and tourists shrugged, Kayla found a shadowy cul-de-sac. Off came the blonde wig and the glasses and in the blink of an eye, the rest of her clothes were removed to reveal the blue and white costume beneath. She slipped on her boots and seconds later, MegaWoman was hurtling into the sky.

She had tangled with Ultra Woman twice so far. The first time, Kayla had gotten hold of the well trained Amazon and Kayla had used her greater strength and invulnerability to wreck that arrogant Amazon, and finished her off with a nasty backbreaker and placed her boot on the Amazon's boobs to prove to Ultra Woman that she had been beaten. The next time they had gotten angry at each other, the bitch had wrapped her lasso around her fist and used Kayla's vulnerability to magic to pound Kayla. It was still the only toe to toe fight she had ever lost without someone using Argonite on her.

As she flew up, Kayla's little blue skirt fluttered around her upper thighs and her chestnut brown hair flipped in the wind she created. If MegaWoman was going to tangle with Ultra Woman for the third time tonight, MegaWoman was going to pound that Amazon bitch!
A soft sigh escaped Ultra Woman's lips as she stood on the rooftop above the alleyway below. She had heard the rush of air as Megawoman streaked down behind her, landing on the rooftop effortlessly. Her green eyes rolled back in her head as she thought about the heroine and their rivalry that had stretched back over the last year. It was a well known fact that Megawoman was stronger and tougher than Talia, but Talia had been doing it longer and had the public eye a bit more despite all of Megawoman's recent success battling crime.

"Close up shop early today Megawoman? Was your corner extra quiet tonight?" Talia jabbed at the young girl without even looking her direction.

"Must have" The young heroine replied "How was arts and crafts at the senior center grandma?"

Talia swallowed hard, chewing her lip angrily. The over confident heroine had a meteoric rise in fame for someone so young. And somewhere deep down inside, Ultra Woman felt somewhat threatened by her. But she had also witnessed a couple of the young heroine's rare failures. Just the memory of them brought a smirk to her face. Finally after close to a minute of silence Talia spoke

"Get lost rookie. I'm working here."

Talia strode forward confidently, placing a heeled boot up on the edge of the roof, peering down into the alley below. A warm breeze blew over the rooftop making her long black hair flutter off of her shoulders. With a slight grumble Megawoman walked up beside her to see what she was looking at.

As the pair of women looked down into the abandoned alley, a pair of plain looking white vans rolled down the narrow space between the two buildings. Finally it came to a stop at the end of the alley, right in front of a metal garage door that lead into one of the buildings.  All of the doors opened and 8 men of various shapes, ages and races climbed out. Slowly spreading out around the van they looked around warily, scanning the skies and the opposite end of the alley. Thankfully for both heroines the dark shadowed roof kept them from spotting the pair.

"What are you boys up to?" Talia thought aloud.

The other van was considerably larger than the first, this one with no side windows at all though. A low grumble echoed through the alley from the back of it though, the van rocking slightly on it's suspension.The heroines watched as 3 of the men moved over to the garage door and began cutting into the steel with a welding torch. Instantly both women stepped up onto the edge, ready to spring into action.

"Watch and learn junior slut" Megawoman said, placing a palm between her rivals breasts and pushing her back onto the roof.

Tucking into a ball, Ultra woman flipped of the edge of the roof acrobatically, flipping around twice before landing on top of the first van and caving in the roof. The 8 men all looked up, frozen in place.

"Before we do this, does anyone want to run?" Talia asked with a smile
Kayla watched the graceful Amazon twist in the air, likes a platform diver with a 10 story platform. Her coal black hair flew behind her like a cape before fall around her shoulders and back as Ultra Woman purposefully landed on the van with a loud screeching of the metal roof. It burned Kayla to watch Ultra Woman look so powerful and self-assured. Kayla was like twice as powerful as that Amazonian bitch!  Maybe not twice as powerful, but she was so much stronger and tougher. If she had lived on Lesbian Island as long as that dried up old hag, Kayla would have all the training and be just as awesome too. And Ultra Woman had that great costume. Kayla's costume was based upon the symbol of her house back on her destroyed home world, the three pronged downward spikes that people here thought was the letter "M". She loved her blue costume, it hugged her body so perfectly, but Ultra Woman had that stupid tiara, those star earrings, golden belt and those golden letters over her perfect body.

"God, I hate those things," Kayla muttered. Kayla's breasts were certainly healthy enough and most women here would love to have her boobs, but Ultra Woman...her breasts seemed to hover on her chest. Only that Amazon bitch could make it look like her breasts were supporting that bustier instead of the other way around! Ultra Woman's hips, long legs...everything, even her hair had that glow of life, plus those green eyes...and...

"Dammit," Kayla grumbled at herself as she mentally slapped her mind off that topic. It did not help that Kayla could have anyone in the city, male or female...superheroines were like movie stars and Kayla had more raw power than anyone...but she could not have Talia ever again. Those two knockdown fights assured that.

After a brief sigh of watching Ultra Woman slow rise up atop the destroyed van roof, MegaWoman floated outwards to watch the eight men all jump at the sudden loud sound.

"Shit, it's Ultra Woman!" one of them yelled as five of the men pulled out guns, while two in the back rushed to get inside the building. "Kill her!"

Before Kayla reached the top of the other van, Ultra Woman leaped off the top of her van and into the midst of the gun firing thugs. Bullets easily deflected off Ultra Woman's gleaming bracelets and the Amazon's boot struck the first thug in the nose, sending a spurt of blood out and the thug tumbling back to bang into a big green dumpster.

Kayla landed on top of the other van to watch the fight. Her skirt swirled around her hips in the wind trapped between the buildings and she hooked a finger in her chestnut brown hair to pull it from her face. The red panties she wore beneath the skirt occasionally peeked out, just as she had planned to tease those foolish men in the city.

A frown crossed her face as Kayla started to feel tired. It was like that time she had went 5 straight days without sleeping to see how her alien Argonian body would react to it and her powers started to wane. "Why in the hell do I feel tired? I slept last n..."

Suddenly her gray eyes went wide. "Oh no," she said in shocked as she realized why she was feeling tired. "Argonite!"

An instant later, a hand plunged through the metal roof of the fan as if it were thin plastic. The hand was gray with purple splotches on its rough skin. The hand quickly wrapped around the ankle of Kayla's left boot and, an instant later with a girlish "Eiee!" of surprise, the powerful MegaWoman was yanked through the van roof and disappeared into the van.
Ultra Woman's head whipped around as the sound of her rival's squeal combined with the screech of metal to fill the alley. Her long hair blew to the side in the soft summer breeze as she stood there between the remaining seven men confidently. She hadn't seen Mega Woman land on top of the van or even vanish into it, all she saw was the damaged metal roof.

"What the...Oh you gotta be kidding me" She groaned miserably.

One of the thugs, a younger man in a white tee shirt with shaggy blonde hair, probably just out of high school, was creeping up behind her, a folded white cloth in one hand. Ultra Woman's shoulders sagged as she let out an exasperated sigh. With lightning speed the powerful Amazon lunged forward, grabbing the young man by the throat and lifting him into the air one handed. He grabbed her arm with both wrists, and Talia got the first whiff of the chemical soaked rag.

"Chloroform? Really?" She scoffed with a laugh "I'd break your hand before you even got the chance boy"

Lashing her arm out to the side she tossed the young man a good 20 feet, sending him skidding across the concrete alley. Two more lunged towards her recklessly, eager to avenge their friend or get a shot at the most powerful heroine in the city, it was always hard for Talia to tell. Whipping around on one heel, she lashed out with her other leg, bringing the roundhouse around and slamming it into their heads one at a time and dropping to the ground.

"Men..." She hissed.

Another gang banger rushed forward, a switchblade in his hand. He stabbed it towards her midsection, missing as the Amazon twirled to the side, delivering a crushing blow to the back of his neck and knocking him out cold. As the remaining 4 men began closing in on her a low, guttural growl echoed out of the back of the crumpled van. Something not normal, something not of this world.

"What the hell is that?" Talia said aloud, earning a chuckle from the remaining men.
Kayla felt herself yanked downward by a powerful, large hand around her booted ankle. Her powerful, invulnerable body easily punched through the metal shell of the van, taking the heroine from the shadowy alley to nearly complete darkness inside the van. The only thing she could see was the vaguely glowing outline of a man. Lying on the dented floor of the van with her ankle held by the man's strength, Kayla was tempted to kick him in the gut with her other boot with all her power, but she fears that her bootheel would come out of his back, along with his spine. So instead, she put her boot on her belly, and pushed.

To her shock, he barely moved. As the heroine started to feel weaker and weaker, she noticed he was glowing a violet hue. "Oh no..." she gasped as she realized why she was getting weak. "ArgonaaaAAAUUGHH!!" she screamed as the man slapped her leg aside, raised up a fist, and brought it plowing down between her legs, driving her blue skirt into her red panties and his knuckles into the tender flesh of her sex.

Pain laced up the length of her body. Rarely had the most powerful heroine in the city felt such numbing pain. As a glowing hand reached up for her, Kayla knew she did not have to hold back; if she did, he was going to destroy her!

From outside the van, after the scream, there was an explosion from the front of the van as a seat flew out of the windshield. The van rocked violently back and forth as MegaWoman and something inside the van struggled. A few seconds later, the side of the white panel van punched outwards without bursting. A face was outlined in the metal above a pair of shapely breasts and hips.

Inside, Kayla was feeling weaker by the second. She had knocked him back, but he had dove on top of her. Grabbing the heroine by her brown hair, he spun her around and, with a handful of hair and a hand in her back, drove the heroine into the side of the van.

"Got...to...get...free.." Kayla gasped as her body actually started to feel heavy. Whoever this man was, he was glowing from some kind of Argonite suit, and the Argonite was draining Kayla's phenomenal strength, like a pitcher of water with a hole in the bottom. She spun around and drove her bootheel into his knee which brought forth a satisfying grunt. A half second later, stars erupted in Kayla's vision as his fist plowed into her cheek. MegaWoman was lifted into the air and punched out the back of the van in a scream of metal and shower of glass. She spun around in midair before striking a dumpster with a loud BANG that dented the thick steel inward. The brunette bounced off it to the concrete alley, her skirt twisted around her hips to expose the red panties beneath.

As she struggled to clear her vision, Kayla pushed aside the hair from her face. Ripping the other door away and most of the back of the van, the man burst from the destroyed vehicle. "No..." Kayla whispered in horror. The man did not have an Argonite suit on; his naked body was pale, but had a purple hue. With her strength he had stolen, the hairless, mutated man was inflating with muscle, like a pale, purple glowing Hulk. In his nakedness, he also had his thick shaft exposed, the monster's monster half erect from the power he had absorbed, up to a foot long and over an inch and a half thick, as his purple glowing eyes came to rest on Kayla.

"MegaWoman...fuck..." he said as her gray eyes widened in horror.
Talia's head whipped to the side as she saw Mega Woman launched from the wreckage of the van. A laugh escaped her lips as she watched her rival pull herself out of the dented metal trash bin. The deep voice behind her turned her back around and she finally saw the hulking creature that sent the other heroine soaring.

"Well that's disconcerting." Ultra Woman said flatly, placing both hands on her hips as she stared down the massive beast.

Taking a step forward, Ultra Woman dug her heeled boots into the concrete, preparing to fly straight forward into the creatures chest with crushing force. Suddenly a pair of powerful hands slid between her bent elbows and jerked them straight backwards. Looking back over her shoulder, she could see the massive 6'4 pimp known around Sugar Town as Rock.  She had busted Rock several times for selling various young women into slavery and the large man had always wanted her, evidenced further by the massive bulge digging up against her ass.

"Seriously Rock? Are you looking for a broken nose again?" She growled, looking bored.

"Fuck you Ultra Cunt" He growled, his face inches from hers.

Talia's green eyes rolled back in their sockets in annoyance as she prepared to break free. Knowing she could easily throw him across the alley, she instead reached for the lasso at her hip. To her dismay though it was missing. Looking down she tilted her head to the right, wondering where it went.

"Looking for this?" Rock's deep voice rasped in her ear.

"Wha?" Talia responded.

Before she could finish her question, the heroine felt the silky smooth strands of her lasso wrap around her wrists, the pimp quickly binding them together behind her back. Silently Ultra Woman cursed her overconfidence, knowing no matter how strong she was, the lasso was magical and therefore unbreakable. Struggling wildly, Talia thrashed in place, trying to free her arms to no avail.

"Not looking good for you or your friend is it bitch?" Rock hissed at her.

"No it's not" Came the voice of the young blonde kid she'd tossed across the alley earlier.

Talia's head snapped back around as she saw the smaller, young man approaching. Her green eyes went wide as she saw that folded white cloth in his hand again. Instantly her struggling became frantic as she tried to pull away from Rock, only to have his strong hands on her shoulders hold her in place. The young man known as Spike moved in close to the struggling heroine, a sly grin crossing his face as he reached up and pressed the cloth over her mouth an nose.

"Just breathe deep" He chuckled.

Talia's eyes rolled back yet again as she held her breath. Why did they always say that? Did any self respecting heroine ever listen? No matter, she could hold her breath for almost 5 minutes easily. Her struggling lessened as she was pinned between the two men, limiting her movement even further.

"She's holding her breath bro" Rock growled back at the far smaller man.

"I got something for that" Spike laughed in response.

Ultra Woman's emerald green eyes nearly jumped out of her head and her struggles doubled as she felt Spike's other hand slide down between her thighs. The brazen young man pressed up against her body began rubbing her sex back and forth through her panties, sending the Amazon into a tirade. Her legs kicked uselessly as Rock leaned back, making her heeled boots scrape for traction at the concrete.

She wanted nothing more then to scream out and curse the men holding her, but she refused to inhale from the cloth they were smothering her with. Her long black hair flailed from side to side, brushing back and forth across Rock's face as the massive mountain of a man laughed at her struggles. Silently she thanked Hera that Rock didn't know about the lasso's ability to make people obedient.

The powerful heroine was snapped back to reality as Spike's fingers began rubbing back and forth along her slit through her star spangled panties. Talia cursed her Amazon physiology as she felt her body reacting after only 10 seconds of molestation. Her panties were beginning to dampen, making it easier for Spike to know exactly to touch her. As her green eyes darted from side to side, Spike enjoyed the panic growing in them.

"What's the matter super slut? All that super strength and you can't break one stupid rope" The young 18 year old taunted her.

Her eyes narrowed menacingly as she fought the sensations this young punk kid was forcing on her. She wouldn't give him the satisfaction of letting him know he was getting to her at all. Rock had a firm grip on her, and all her squirming was doing was grinding her ass up against his denim covered cock. Talia growled deep in her throat as she prepared to throw her head back into Rock's face.

"MMMMPPPPPPHHHHHHHHHH!!!" She cried out into the cloth in shock as Spike's hand slid down into her panties.

She realized her mistake too late as she drew in a lungful of the debilitating fumes, her breasts rising and falling inside of her bustier as his fingers began rubbing back and forth across her clit with far more talent that any young man should have. She didn't even realize as she drew in several more deep breaths, his finger drawing small circles over her clit and keeping her distracted.
Kayla pushed her way out of the caved in dumpster as the massive mutated man ripped the remains of one of the back doors of the van. Screaming steel parted like butter in his massive, glowing hands. As he hefted it up, her gray eyes went wide. Quickly scurrying up, Kayla dove to the side as the edge of the metal door plunged into the dumpster like an axe into a tree.

The heroine tumbled instead of flew which made her feel a moment of panic. She had rarely been without her powers since coming to this world as a child. She had always been stronger than anyone around her, and faster than most. Only Ultra Woman was quicker since she could deflect bullets, but Kayla was sure she could do that if she tried; she never tried because bullets only bounce off her invulnerable body. But being unable to fly...and feeling like she could not lift a car, much less a building!...had the superheroine concerned.

Throwing the hair from her face as Kayla finally finished her roll and came up crouched, the heroine looked up in horror to see the seven foot tall man standing over her. "How...GGGAAAK!" she cried in shock at her own speed he had used to appear before her. Whatever Argonite was powering him was stealing her powers...and giving them to him! Before Kayla could react, one of his thick hands wrapped around her throat and in an instant, MegaWoman was yanked off the ground, her blue boots kicking at the air as her skirt swirled around her hips.

Kayla could feel his hand on her skin tingling and sense the powers flowing out of her as his body continued that subtle purple glow. His eyes were glowing brighter as he glared up at the heroine dangling three feet in the air.

"Let go of me, bastard!" Kayla barked with more bravado than she felt as she lashed out with her boot. She felt the satisfying thump of her toes crack into the mutant's ribs, but a moment later her foot simply bounced off.

"MMMPPHH!" Kayla suddenly cried as the man-monster put the palm of his hand over her mouth and nose and his long, oversized fingers wrapped around her head. Peering between his fingers as she pulled at his wrists with all her failing strength, Kayla saw his eyes glow brighter suddenly, then a wave of purple energy poured through her body.

"MMMMMEEEEIIIIGGGHHH!!" MegaWoman screamed as Argonite energy ripped through her.  Her taut, lean body thrashed as the purple pulsating waves washed through her, making her body glow and her arms and legs thrash in the air helplessly.
Talia's green eyes darted to the right as Kayla screamed into that powerful hand emptying a strange purple light into her body. Her mind reeled on how they got here. From having the situation well in control to being bound with her own lasso and being smothered with chloroform. Shaking her head, Talia could feel the drug in her system even after only one breath.

Her head was dragged back around and she was forced to stare over the cloth and into Spike's eyes as the young man drugged her. Those fierce green eyes softened a bit as the peril of the situation grew with each passing second. She had to get free before he forced her to take another breath. But the hand rubbing back and forth over her clit was so distracting. It had been close to 2 months since Talia Winters had taken and time for herself in the bedroom and her body was begging for it only after 20 seconds of molestation. Still she knew she was a superior woman and she wouldn't submit to her Amazon urges. She would....

"MMNNNNNNNNNNNNNGHHHHHHHHHHHHHHHHHHHHH!!!!" She cried out into her chemical gag.

Ultra Woman's powerful body quaked in Rock's arms violently as the orgasm crashed down on her without warning. Her massive breasts heaved up inside her bustier as if they were about to bounce out. A gush of her womanly fluids rushed out over Spike's hands, drenching her panties as all of her pent up sexual energy was released. Quivering in place, her body shook inside Rock's massive arms as she tried to recover, sucking down breath after breath of the dreaded chloroform.

"BINGO!!!" Spike cheered.

"Got her bro..."

"Mmmnnh..mmggg...hhmpphhh"

The fire had died out of Ultra Woman's eyes as she felt her body beginning to submit to the chloroform. She couldn't break free from her own lasso before, but now she had quit struggling all together. Her body sagged back against Rock's massive form as darkness began to creep in on all sides of her vision. Just as she was about to fall asleep, Spike suddenly dragged the cloth away from her panting lips.

"You're gonna want to be awake for this" The far younger man taunted her, moving his face in close to hers.

"Bast...cheated..." Talia panted softly, feeling the clean air filling her lungs yet again.

Still bound with her own lasso, her mind addled with drugs, Talia knew all she needed was time for her Amazon constitution to kick in and purge the chloroform from her system. She could feel her body beginning to recover almost instantly as she breathed clean air once again. Panting softly in her post orgasmic haze she felt her cheeks burn with embarrassment at being climaxed by this young punk.

"You...going to pay...for...what are youOGHHHHHHHHHHHHHHHHHHHH!!!"

Talia bucked inside of Rock's arms again as she felt two of Spike's fingers penetrate her sex, forcing their way deep inside of her. Her sopping wet pussy offered no resistance, still glistening with her love juices. A cocky smile spread across Spike's face as he stared deep into her paniced eyes, so close she could feel his excited breath on her face. His fingers instantly began picking up speed, and her body responded far too quickly for Ultra Woman's liking.

"Nononono....punk AHhhhh...." Talia panted, trying to suppress the her traitorous body's desires.

With each labored breath, her satin encased breasts pressed up against the smaller man's chest. Suddenly she felt another hand sliding down her back. Looking back over her shoulder she saw Spike grinning like a maniac. His large, powerful hand, stronger and yet more clumsy than Spike's touch, slid down the back of her panties. Staring into the massive man's eyes, she saw nothing but lust.

"You don't have to....please?" She heard herself plead for the first time.

Her eyes nearly jumped out of their sockets as the large middle finger penetrated her asscheeks, forcing itself all the way inside. She tried to lunge away, but her strength was almost all gone and she was sandwiched between the two perverts. To the heroine's disdain both fingers began thrusting in and out of her in perfect coordination.  Instantly she knew they had done this to many women before.

"Ahh ahhh ahhhh ahhhhhhhh" She now panted softly in the air, her head rolling to the right and realizing that Mega Woman wouldn't be able to help her.

It didn't take long for her second orgasm to rise up. It crashed down on her harder and faster than the first. Her powerful body seized up yet again as she cried out, drenching her panties and both of their hands for the second time in under 2 minutes.

"NOOOOOONNNNNNNNNNNNNNNGH!!!!!!!!!! Goddess help me!!!!!!!!"

"Nobody can help you" Rock hissed into her ear as her climax rolled through her.
Kayla could feel her powers being drained from her, each pulse of purple Argonite energy striking her and making her youthful, powerful body spasm and another bit of her powers fled, drawn into the mutated man. After 10 seconds that seemed like an eternity, the superheroine's arms fell from the monster's wrists to swing lifelessly at her sides. Her legs spasmed and kicked but were soon equally limp and her blue boots swung freely as quakes rattled her body.

After half a minute, Kayla was simply hanging from the monster's hands like a blue clad, beautiful ragdoll. "RRAAAAAHH!" he roared as he seemed to inflate with muscles, going from a tall lean frame to thick and musclebound. His body now pulsated with the purple energy he had been pumping into MegaWoman. He gave Kayla one more shake, then tossed the proud heroine aside.

Kayla tumbled side over side, arms and legs and chestnut hair flailing until she came to a stop in the middle of the alley. "Ohhhh..." she groaned, her legs twisted together, skirt up around her hips showing her red, high cut panties. Her gray eyes blinked in exhaustion as she looked up in time through her tangled hair to see the raven haired Ultra Woman giving in to an orgasm. "Holy sh..." she gasped, seeing the arrogant, stoic Amazon being shattered by the orgasm, her blue panties now darker where Talia's juices had soaked them.

"I knew it," she thought to herself as she lay there on her stomach, her breasts compressed and cheek resting against the hard concrete that had never felt so solid before. "I've never done that except that time with the pink Argonite."

Already Kayla was feeling her powers returning; with even a shred of her powers inside her, she could regenerate them pretty quickly if parted from the source of the Argonite. She raised her head and weakly pushed the air from her face. As Ultra Woman wobbled on her red and blue boots between the men out to sexually destroy her, Kayla would have smirked if she had not felt the ground rumbling at the approach of her mutant attacker.

As the heroine in the blue costume struggled to get her legs under her, she felt the ground jolt as the monster fell to his knees behind her. "Pretty girl need me..." the mutant rumbled slowly.

"Not hardly!" Kayla replied sharply as she managed to get to her hands and knees, then turn back and lift up a leg to kick at him.

"..inside her!" he finally finished as he easily slapped her blue boot aside, knocking it back to the ground, then grabbed Kayla by the hips and pulled her back, throwing her off balances and sending her chest bouncing into the pavement.

"Inside?!" she cried out as he held her with one single hand and placed a meaty paw up her skirt. "No!!"
Talia's body vibrated like a bow string, pinned between the two gang bangers who had just ripped two orgasms out of her within a matter of minutes. She was beside herself in shock, it was impossible that these pitiful young thugs had brought her down. Most of them were barely out of high school and skinny as a rail with the exception of Rock who was holding her from behind. She tried to remember how she got here, but the chloroform addling her brain and the two orgasm made it almost impossible to think of anything but that warm wetness between her thighs and the two hands making it worse and worse by the second.

"You...have to...stop..." She panted softly, gasping for her lost breath.

"And why is that?" Said another one of the young gang bangers as he approached her from the side.

"You're...melting...my brain..." Talia pleaded.

Ultra Woman couldn't believe she'd been reduced to this. She was begging these pathetic men to release her. She was a superior woman, she wasn't supposed to ask men for anything, let along beg them for it. The pair of fingers penetrating her ass and slit were destroying her though and she could barely form any kind of thought. Her body was begging for more release, more than that, commanding it.

"Looks like were melting your pussy" Came another voice.

The heroine's head rolled lazily to the other side and saw a young blonde man approaching. She instantly recognized him as Blake Riker. He was a high school phenomenon in football, but was kicked off the college team for date raping a sorority girl. Her hooded eyes bulged as the two new men closed in on either side, pinning her between all four of them. The upside was that the fingers inside of her had stopped thrusting, keeping her pinned on them, but not stoking her flames any higher.

Almost in unison, both Blake and his friend's hands reached in, grabbing hold of her red and blue bustier. A sharp tug flipped the breast cups down, exposing her ample cleavage to the men who all cheered in unison at her gravity defying breasts. Talia's head rolled forward again, a pout forming on her lips as she looked down at her heaving breasts. Those full lips made a perfect O as two hands set in on each of her breasts. A pitiful sigh escaped her lips as twenty fingers went to work on her breasts, sending the most magnificent sensations through them.

"No...I...you....stop" Talia managed to protest, the assault on her breasts scrambling her brain further.

Her green eyes locked on the fingers digging into the soft flesh as they rolled her breasts around in opposite directions, mashing them up against one another and stretching them out before crushing them back up against her chest. Within moments she was gasping for breath again as she felt another climax rising up inside of her. She didn't know what was wrong with her, her breasts had never been that sensitive before. Her drug and lust addled mind quickly blamed it on the chloroform and that dumb slut Mega Woman for distracting her during the fight.

"OOohhh....you have to stop...I can't hav...I'll die!" She pleaded, throwing her head back on Rock's shoulder again.

"Holy shit! She's gonna cum just from playing with her tits!!" Blake called out.

"C'mon Ultra bitch cum for...." His friend began.

"UNNNNNNNNNNNNNNNNNNNNGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!!!!"

Ultra Woman cried out, her voice echoing into the warm night air, carrying out over the city as a third orgasm claimed her. Her body thrashed wildly, almost throwing all four men off of her as the orgasm drained what little fight she had left. Her fiery green eyes drooped, glazed over with lust as she limply sagged between all four men, panting softly and glistening with sweat.

"Don't think we need this anymore" Rock laughed as he unlaced the lasso from around her wrists, letting it fall to the ground in a glowing heap.
Looking back over her shoulders, Kayla was mesmerized by the giant, mutant man behind her. His fingers gripped her hips in a vise of steel, not painful but in her weakened condition the grip was impossible to break. His eyes were big and glowing like the spots on his pale body, the orbs a dull purple hue from the Argonite powering him. In horror Kayla realized she was trapped as his thumb hooked around the little strip of red material that stretched between her legs, from the near thong between her ass cheeks to the point where it widened again to cover her mound.

"No!!" she gasped as cool air brushed over her pussy as it was exposed to the night air. "No, you can't do thHHAAAAAHHHH!!" she cried out as the mutant man pushed the head of his thick and growing cock between the lips of her sex and pushed.

"Blue girl open up wide me told..." the monster said as he burrowed his shaft between Kayla's lips and slowly pushed inside her. "Not die like other girls..."

Still looking back and reaching out to push at his chest uselessly, Kayla could feel her sex stretching open. It was quickly uncomfortable even as her Argonian biology started to kick in. Her sex quickly grew damp against her will, as it would for all Argonian women if there had been any still alive but her. "Stop!" she cried out, panic rising in her voice. "You...ungh!!"

Suddenly his hand left her hip and planted in the middle of her back, pushing her into the floor. Her breasts compressed against the hard concrete and bulged outwards against the sides of her blue costume. Pinned there, she felt him leaning over her, towering over the five and a half foot tall heroine.

Just as suddenly, she heard Ultra Woman's third orgasm pound the Amazon. Looking back over through the veil of brown hair, Kayla saw Ultra Woman's breasts popped out of her bustier, those heavenly orbs, so heavy yet perfect and gravity defying that they have to belong to an Amazon, getting mauled by the thugs as the Amazon seemed to give in to them and sag into their arms.

"That slut, she's left me here with this mons..." she thought until she felt her hips widening as the monster used his leverage and suddenly drove his hips forward.

"AAAAAAAAHHHHGGGHHH!!" Kayla screamed as her sex was split open and the mutant's now foot and a half long cock was embedded deep inside the young heroine.
Talia's head rolled to the side as Kayla cried out in terror and agony. She instantly knew what the giant monster was doing to her rival and suddenly her own situation didn't seem nearly as bad. Part of her liked seeing the young heroine in dire straights, after all it was Kayla's fault that Talia had been chloroformed and orgasmed senseless. A weak smile crossed her face, but quickly faded as she felt the hands holding her suddenly release. Her quivering legs were far too weak to hold up her own weight and Ultra Women quickly slumped to her knees.

"Ooof" She grunted, her face hidden behind a sheet of sweaty, tangled black hair.

She had never felt this weak before, all she could do was pant softly, her breath making the strands of her hair flutter in front of her face. The shame of it was unbearable, leaving the heroine so scrambled all she could think of was to hide behind the curtain of hair hiding her face. Maybe if she stayed still and didn't move, they would all go away. She found no such luck though as she felt a hand gently brush her hair back.

"Please...So wrong..." She panted softly.

Her green eyes moved upwards and she found herself looking up into Spike's boyish face. The young man's lips curled up into an arrogant smirk as he stood over her, making Ultra Woman feel even more helpless that such a cocky young punk was able to bring her to her knees. The way he stared at her sucked the breath out of her lungs it was so intense. She couldn't even think straight, everything was so jumbled and disorienting. A strange scent wafted under her flared nostrils and filled her nose with an intoxicating scent.

"While you're down there..." Spike whispered softly.

Talia's face scrunched up in confusion for a moment before she finally broke his gaze and found herself face to face with the young teen's 11 inch cock. Eyes wide in terror she stared at the monster, shocked that such a young man could have such a monster hidden in his pants. She stared at it for almost ten seconds, the head of it barely an inch away from her lips. There was no way she would do that for him, they'd have to kill her before she'd let such a lowly scumbag violate her mouth.

"Mmmmplllrk" Talia groaned as the head of it penetrated her lips easily.

Her mind reeled as she felt the shaft slip between her lips without resistance. She couldn't figure out what happened, she meant to resist but her lips just parted. Gently the young man began running his hands through her hair, stroking it gently. It felt good, too good. And the taste of that cock in her mouth was devastating. Talia closed her eyes and tried to block out the sensations but when a dejected groan escaped her lips, sending vibrations down his cock, the young man groaned in pleasure.

"Mmmrrphhh..." She whined again

"Holy shit! She's actually sucking me off willingly!" Spike crowed.

Talia's eyes opened and she realized he was right. One of her hands was on his naked thigh while the other held the base of his cock. Her tongue swirled around the head of his cock, as her head bobbed back and forth. The powerful heroine wanted to resist but the taste and smell of his cock smothered her senses like a drug and her body was succumbing to it. She exhaled a sigh of relief through her nostrils as a pair of hands grabbed each of her wrists and pulled them away, ending her humiliation of herself.

"You're not done yet Ultra Bitch" Came Blake's rough voice.

Her green eyes shot open again in horror. She thought they were pulling her off of Spike, but instead they had other ideas for her hands. She didn't even need to look at either Blake or Spike to realize what they were pressing her hands up against. The warm, hard surface that her fingers were forced to wrap around was unmistakable. Holding her wrists they began to move her hands back and forth, forcing her to jerk them off as she bobbed her head back and forth willingly over Spike's cock.

"I'm not a slut...it's the chloroform..." Talia thought to herself as her tongue brought Spike closer and closer to climax.
As her fingers clawed at the concrete alley, MegaWoman looked up to see the great Ultra Woman on her knees, her dark hair now damp and messy but incredible erotic and sexy. As the young thug moved his hands through the midnight tresses of Ultra Woman and it spilled across the Amazon's face, Kayla watched as the full lips of the perfect heroine opened up and seemed to swallow the thug's cock without any resistance.

Impaled on the monster's own 20 inch shaft, Kayla clenched her teeth as she felt her hips widening to take all of his monstrosity inside her sex. Argonian males had been far bigger than Earth males, so Argonian women like Kayla had deeper wombs and could stretch wider for the men, but Kayla had never felt anything so huge in her life as she had only met one evil Argonian male from the Dead Zone. Glancing over her shoulder, she could see his cock still growing, getting larger by the second, with inches still to go before he would be fully inside her helpless, weakened heroine.

"no...Nooo..." she groaned as the beast kept her pinned against the alley with a hand in the middle of her back, compressing her breasts against the pavement. His other hand held her hip and thigh, holding her in place as, inch by inch, he pushed the length of his shaft inside the quivering Kayla. She could feel the head of his cock burrowing ever deeper, back in inch to let her dampening sex stretch open, then back inside three inches, and back out, sawing himself deeper and deeper. Her skirt bunched up around her hips, her legs spread wide with her blue boots kicking and scraping weakly against the ground.

"Hrrghghhh...Blue Girl fit...not scream and die..." the man monster grunted out. "Me almost...almost...Aaaahhhh..." he groaned as his glowing hips finally bumped into Kalya's perky ass and his balls, the size of pool balls, brushed against Kayla's inner thighs.

Kayla's fingers scratched at the ground even as she felt her sex getting wetter by the second, another side effect of being Argonian. Unlike this world, women are her dead home world were submissive, with no monogamy, so the men there took what they wanted and the women would become aroused by the force of it. Raised here, Kayla was mentally a woman of this world where women ruled, but her body was still Argonian. Impaled by the thickest, hardest, longest cock she had ever felt, her body was rebelling against her and her juices were quickly coating his cock and oozing out of her overstretched pussy.

"Time to make blue girl scream with joy..." the beast said as he reached up and grabbed Kayla's upper arms. She tried to pull away from him, crawl away, kick, anything but her powers had been sucked away by the Argonite in the man's body, and now that she was impaled, she was doubly helpless. He pulled Kayla's blue sleeved arms back, his own grip sliding down to her elbows as Kayla's upper body was lifted upwards off the pavement, until her body arched upwards giving the thugs a view of her proud red and yellow M symbol stretched across her breasts, and for some reason, almost overstretched.

Kayla's head swung down as she was yanked up by her arms, brown hair around her face and brushing over her breasts. "Oh no..." she gasped under her breath. Her top was stretched tight across her perky but hardly Amazonian breasts. She could feel them tingling, along with the pleasure that was starting to run up her spine from her pussy. "No...no..." she gasped before the man-beast pulled out six inches from her sex, then thrust back into her, making her breasts bounce in her tight top.

"Blue girl enjoy this!" he crowed as he began to saw his 3 inch thick pole in and out of Kayla, a foot at a time as the massive monster dwarfed the pretty brunette and plowed her from behind, as Kayla's gray eyes shot open and her voice began to echo across the alley.

"Noo...oohhh..ohhhh...ahhhhg...aghhh...AAAAHHHGHH!!!"

Talia's green eyes, clouded with lust and confusion, rolled to the left just in time to see Kayla getting raped relentlessly by the hulking monster. Part of her would have normally been happy, but right now they were both in serious trouble. As her eyes rolled back and she looked up into Spike's eyes, she groaned pitifully again. At least Kayla was beaten by a monster, she was beaten by some thugs barely out of high school. The realization made her cheeks burn a bright crimson, embarrassment flushing her entire face.

"I hate men..." She thought to herself.

She loathed Spike and the other men who were violating her with every fiber of her being, but for some reason beyond her comprehension, she seemed to have lost control of her body. Her lips slurped loudly, covering the young man's cock with a glistening layer of saliva. Spike's head rolled back on his shoulders as his chest began rising and falling faster, is breath growing short.

"This bitch really wants it! We're not even holding her any more" Blake laughed.

Ultra Woman's eyes cut back the other way, going wide in humiliation as she realized he was right. They had released her wrists and she hadn't even realized it, her hands willingly jerking back and forth over their cocks pointed at either side of her face. What was wrong with her? She knew she shouldn't be doing this, but the taste of that cock in her mouth and it's smell filling her nostrils was overwhelming her ability to control her body. She hated men, and yet here she was, in a dirty alley, on her knees, willingly serving them.

"Maybe I am a slut..." She thought in despair.

Spike let out a long groan, drawing her eyes back up to his face. She knew what was about to happen, he was about to cum and trigger the Amazon curse inside of her. She knew she couldn't stand another orgasm without blacking out. As soon as he released into her mouth, she'd orgasm and black out and who knows what these vile men would do to her after.

"Shit shit shit..." Spike groaned trying to hold off his climax unsuccessfully.

To her surprise, Spike grabbed her head and pulled her back off of his cock at the last second. As soon as it slipped free of her lips, a little bit of herself came back to Ultra Woman. She knew what he was about to do and she was not about to let him disrespect her like that. Quickly she turned her face to the left and closed her eyes, wincing as she felt the steaming hot fluid splatter across her cheek and ear. She groaned in misery as she felt the dollops of fluid dripping down the side of her neck and into her ear.

"Bastards..." She responded without even opening her eyes.

After a few seconds she opened her eyes, thoroughly disgusted but happy she was unable to prevent that horrible act of disrespect. She had forgotten about Blake though. As soon as she opened her eyes she found his cock in her face as he stroked it frantically. She hesitated for just a second and that was all the young man needed. His cock spasmed and fired the largest load of semen she could imagine into her face. It splattered across her angelic features, covering her with the viscous fluid.

"UGhhh! You sick fuGGGLLKKKK!!!"

Opening her mouth to curse him out was a bad idea as he fired a stream directly into it. The salty taste filled her senses as she groaned in disgust. His spunk dribbled out of her mouth and down onto her collarbone, rolling down between her prized breasts. Talia coughed softly, spitting out what she could as her head hung on her chest, not daring to look up into their eyes. She could feel the massive amount of semen on her face dribbling off of it and beginning to dry on her skin.

"Why...what the hell is OOhhhh....so wrong...."

Talia couldn't even finish her sentence as she felt something splash up against the back of her head. A loud groan signaled that Rock had just released his own payload into her long black hair. All she could do was hang her head in shame as she felt 3 more streams of it splash against her long black locks, matting them down and sticking them together. She could feel his hot sticky seed rolling down the back of her neck. A shudder of revulsion rolled through her weakened body, but at least it was over.

"Don't forget about me" Came the other boy's voice.

Ultra Woman just stared down at her chest, refusing to look up at the nameless boy. His hand reached out and grabbed her chin though, turning her face towards him. She wanted to resist, but the overwhelming shame, the chloroform and the multiple orgasms had left her totally drained. Her once piercing green eyes drooped as she looked into the eye of his cock. It didn't take many strokes of his hand before he fired off too. The first load splashed across her cheek, making her recoil slightly.

"UGh...pigs...are you done yet?" She growled, beginning to sound like herself again.

"UUnnghhhh! Not yet!" He all but shouted.

The heroine couldn't believe the sheer amount of sperm he was releasing. He blasted her across the chin and lips, thankfully she had been able to purse her lips closed right before hand. Just when she thought he might be done, the young stud released another 3 streams across her face, this time blasting her right in the eye, making her head jerk back as she cried out in shock.

"AUGHHH!!! Assholes. I hate men!" She groaned.

"But we love you!" Spike crowed from behind.

There the young Ultra Woman sat, in the middle of an dirty, surrounded by petty thugs who had brought her down, covered her in seed, and completely humiliated the city's greatest heroine. But at least it was over. Or so she thought.
With his massive hands, the glowing monster pinned MegaWoman's arms to her sides and lifted her up. Facing towards Ultra Woman, Kayla was lifted up and down a foot each time, forced down over the monster's massive, three inch thick shaft. Her brown hair bounced around her face as her skirt fell partly over her hips and stretched outwards.

"Noo...stop..." she gasped, between grunting whines at each thrust into her lithe body. With the monster's hands clenching her in a steel like vise and his glowing Argonite enhanced body stealing all her strength..even his cock was glowing purple and draining her from within her own sex...the most powerful woman in the world was being turned into a sexy ragdoll.

"Blue girl feel good!" the man beast growled as his hips arched forward and thrust upwards into Kayla. "Blue girl bouncy too!"

With her eyes closed as she tried to resist the slicing waves of pleasure her Argonian body was forcing upon her, Kayla did not understand...but then it dawned on her. Opening her eyes, Kayla looked down to see her blue, red and yellow top bulging outwards. "Oh no..." Kayla whispered under her breath. Her breasts, normally healthy and pert and perky, were growing. It was another side effect of Argonite female anatomy. Normally smaller earth men would never do this to her, but none of them could fully fill the sex of an Argonite woman, but this monster, with his cock plowing her like a thick pole, was affecting her physically.

"Me see.." he growled happily as the monster drove Kayla down over his cock, making her cry out in pleasure, then released her arms. He held onto her by the hair. Between his fist holding her hair and the cock impaling her, Kayla hung there, her legs spread apart from the pressure of his shaft, her chest shuddering as she gasped for air.

"Wait! No!" she cried as he reached around her relatively tiny body to clench her now too-tight stop and yanked it up over her breasts, which bounced free like two overfilled balloons.

"Rrrggh.." she heard him groan and felt his cock twitch beneath her belly. "Rrrh...blue girl...so pretty.." he groaned as he took Kayla by the sides again, this time leaving her arms free and began pounding her.

"nnoo...gagahh...nghhoaghh...gagahaghhh..." Kayla cried. To her shock and amazement, she looked over as one of the men moved aside to see the great Ultra Woman, her rival, on her knees, head hanging down, her face surrounded by penises, white cum rolling down her face to land on the Amazon's perfect, naked breasts. Strands of cum ran from Ultra Woman's face and hair to the oozing cocks all around her. She looked utterly defeated, despite the anger in her eyes.

"Oh my...goo...GGGGAAAAAAAHHH!!" MegaWoman screamed. The sight of her rival like that finally triggered her orgasm that had been building up inside her. Her own dislike of Ultra Woman and seeing Talia broken and soiled was something Kayla had dreamed of seeing and her body arched backwards, her breasts pointing upwards as she clawed at the air. Her blue boots kicked outwards, toes visibly digging into the alien leather of her boots.

"Blue girl like?" the beast said, "Me feel...you...tight...rgggghh...RRRGGHHHH!!!" he groaned as he impaled Kayla one last time and arched his own back as his face twisted up and his fingers held her tightly, his baseball sized balls rising up and tensing.

Trapped in her own orgasm that was pounding at her, making her face flush a bright red and sending beads of sweat popping out all over her body, the powerful young woman slowly realized what was going to happen. "Ooooghhahhhh...nooo...AAAAAAAHHH!!" she wailed as she felt the giant man's cum explode into her womb, filling her instantly. It pounded deep within her body, as her belly bulged from his cock and the cum trapped inside her. Then her gray, bloodshot eyes went wide as she felt her breasts tense too, hard as softballs on her chest. "Oh no..." she almost sobbed. It had happened once before, when she had been captured by Mentallac, the evil alien android who had impaled her in one of his machines and milked her. "Not agaaaAAAAHH!"

Like twin fountains, her already enlarged nipples burst forth, spraying a pure white stream of milk, like a garden hose with a thumb over it. The Argonian milk, pure and powerful, splattered against the floor in heavy droplets as thick blobs of her juices mixed with faint purple cum of the giant mutant man sprayed out from her overstretched sex.

The beast held Kayla there, his cum filling and filling her, as her breasts sprayed in bursts for a good ten seconds as her breasts slowly deflated back to their natural perky C cup shape.

The giant glowing man slowly to lift Kayla up and down a few inches, as if using her to drain the last of his cum from his cock. "Ohh...me like...blue girl..." he groaned tiredly, as if he had burned off all of Kayla's absorbed powers in the powerful ravishing of the most powerful heroine on earth. He jabbed her down one last time, making Kayla let out a short squeal of pleasure.

As he released her and the giant man sagged down, he released her. Kayla fell off his cock and fell to the ground as his seed oozed from beneath her skirt and pooled up between her legs.

Looking up, her gray eyes met the green eyes of Ultra Woman...
When Kayla's eyes met her's, Talia had to resist smiling. She absolutely loathed the girl that had come into the city and achieved such popularity in such a short time. Seeing her get what she deserved almost mad the entire debacle worth while. Her smile faded as she looked down at her body. There were beads and dollops of semen coating her skin, already beginning to dry and cake to it.

"Disgusting..." She spat.

Reaching up Ultra Woman wiped a blob of Spike's seed out of her eye, flicking it off onto the ground with a wet splat. Her other hand dipped down between her breasts and scooped out the puddle of it that had collected in the valley of her cleavage. She could feel it slipping and sliding all over her, like slimy little tendrils rolling along her skin. She wanted to curse out the men who had done this to her, disgraced her like nobody ever had before, but she knew she had to wait. She could feel her strength slowly returning. Somehow she had managed to keep them from cumming in her mouth or inside of her, effectively fending off the Amazon curse before another orgasm could drain her strength even further. Her Amazon constitution was already kicking in and she could feel her strength coming back ever so slowly. She just needed to buy some time.

"Don't bother to clean up Ultra Slut" Rock laughed, walking around in front of her.

All four men who had soiled her so thoroughly stared at the juice drenched Kayla. They had never seen anything like that, even in their sickest most perverted fantasies. Talia's smile grew even wider as they focused on the young girl, giving her more time to recover. The 3 men all walked over to her fallen form, standing around her like a pack of wolves around a wounded deer.

"Hmmm I wonder if the monster stretched her out too much" Blake thought out loud.

"Naw these bitches are indestructible." Spike replied, his nostrils crinkling at the scent of combined juices in the alley.

As the other 3  stood around Kayla, Rock walked over to the fallen lasso, bending over and picking it up. He weighed the almost weightless glowing rope in his hand and examined it closely, tugging and stretching it as he tested it's strength. Looking back to Talia he asked her.

"What's so special about this rope?" He asked her.

"Nothing, doesn't work on me..." Ultra Woman replied, before spitting on the alley to get the taste of his spunk out of her mouth.

Rock appeared mildly confused by her answer, weighing it before replying.

"What about on her?" He asked.

Talia looked over to Kayla as the other three men kneeled around her, beginning to touch her stained body gently as the monster just looked on, apparently uninterested now that there was no fight in the girls. Most of the heroines and super villains around the city knew about the mind control the lasso exerted over people. But these were lowly thugs who probably couldn't even spell lasso, so she wasn't surprised.

She connected eyes with Kayla and stared into them for a short while. She knew the girl was in dire straights, but felt zero remorse after their long and complicated history. If Rock were to use the lasso on Talia, she would be able to resist it's effects normally. But with the chloroform and multiple orgasms clouding her willpower and judgement, she would be extremely susceptible to it.   Better her than me, Talia thought silently.

"Use it on her and see" Talia responded, her eyes never leaving Kayla's.

As she watched Kayla, Talia didn't see the monster walking around beside her. She heard a loud squish and felt a sudden jerk as the hulking beast grabbed her by her cum soaked hair and jerked her up to her feet. Instantly Ultra Woman reached for it's hand, trying to free her hair, but found it near impossible. Spinning her around, it slammed her face first into the side window of the large van with a loud thunk.

"Uhhnn" She groaned as her world spun again.

The monster growled it's approval as it pulled her away from the glass, leaving a wet mark on the glass from the cum on her cheek. Her powerful body went limp as she felt it hang loosely in his grasp. Swinging her back around he tossed the heroine into the back of the empty van easily. She lie on her back, the world spinning as she looked out of the open van doors to see Rock closing in on Kayla with the lasso.
Lying on her stomach, her lean legs spread wide with a pool of purple seed and her own clear, glistening female cum staining the inside of her legs and the floor, her skirt a midnight blue over her ass cheeks and around her legs, Kayla looked through her sweaty hair Rock approached her.

"You bitch..." she mumbled under her breath.

"Grab that arm. Let's see if Ultra Whore's lasso can hold Megaslut here!"

As Spike grabbed Kayla's arms and bent them behind her back so each wrist was touching the opposite elbow behind her back, her gray eyes found the glowing coils of magic rope. "No, not that, please!" she heard herself saying. Kayla was the strongest woman in the world and the most indestructible. Even that bitch Amazon could not stand up to hits that Kayla could take. But Argonite and magic could wreck her. First the manbeast imbued with Argonite, now Ultra Woman's magic lasso...it was Kayla's worst nightmares combined.

Rock knelt down and roughly pushed the hair from Kayla's face and held the lasso before her eyes. "Hey look, Megaslut doesn't like Ultra Blowjob's lasso! What's wrong, afraid you can't break it? I hear it's unbreakable, right huh?"

Kayla looked at it, her gray eyes wide but exhausted form her ravishing orgasm that only a creature hung like that monster could do to a native Argonian. "No...you can't..." she breathed in fear.

"Yeah, it must be able to hold her ass if Megaslut's that afraid of it!" Spike agreed as he held Kayla's arms together in the small of her back.

"Oh yeah. Maybe she can fly off but tying up this bitch makes it a lot safer for us!" Rock agreed as Kayla felt him thread the magic lasso around one wrist and elbow, binding them tightly together.

Kayla felt the tingling mystic power of the lasso spread through her body, including her mind. She did not feel as foggy as she thought she would with the lasso on her. As Rock tied her opposite elbow and wrist, Spike rolled Kayla over suddenly. Forced to look up at them. her breasts damp with her milk from the orgasm, the two men looked at her in amazement.

"Shit, did you see how these little things blew up?" he said as he grabbed Kayla's breasts and squeezed them.

Kayla jerked and twisted, but her body barely moved. Still weak from the Argonite cum inside and around her, the powerful young woman was helpless, especially with her arms behind her back.

"Yeah, that was fucking amazing. These things are what, C cups? I swear, they inflated as big as Ultra Woman's boobs on this girl's body, them blew up!"

"Yes, C cups," Kayla heard herself say as she felt a tingling in her mind from the lasso. Then she gasped.

Rock and Spike laughed. "Thanks for answering that, not sure why, but maybe you're submissive?"

"No," Kayla again answered, knowing that the lasso was controlling her and making her answer their questions.

Rock looked down at MegaWoman quizzically. "What the.."

"Hey," Blake barked over at them as he looked up into the night sky. Slowly the other began to hear the police sirens. "We got to get the fuck outta here! The Professor'll love these two as prizes too, he'll pay real well! Let's get the hell going!"

"Yeah," Spike agreed as he pulled Kayla's top back down over her breasts, showing her big "M" stretched across her still slightly larger breasts. "I wanna remember just who we got here, the all powerful MegaGirl, right?"

"I'm MegaWoman," Kayla spat. She knew she was only 19 but she despised that name MegaGirl that some people called her.

"Yeah yeah," Rock said as he stood up and tugged on the lasso tied now around her waist. "Get the fuck up, CumGirl," he said.

The order blasted through Kayla's mind. Suddenly the she wanted to get up. As fast as her trembling legs could move, Kayla stood up and wobbled. "Now let's go," rock said, "we gotta get these two supersluts to the Prof right away. Come on," he said with another tug and, following his orders, Kayla meekly followed Rock into the back of the van.
Talia's eyes went wide as she saw the men redressing her rival and shoving her towards the white van that hadn't received much damage in the fight. A deep feeling of regret sat in her stomach like a rock. She had lost fights before but the bad guys had always just abused her and left her when they were done. They had never taken her with them before. Now telling them to use the lasso on Kayla felt far less satisfying, despite how much she hated the girl.

"Where are youBlehhhhkkk!?" Talia's voice was cut off as Rock's open palm came crashing down across her cheek, spinning her head to the right.

"Shut up Ultra Bitch!" He growled menacingly.

Normally that shot wouldn't have even phased the Amazon, but the multiple orgasms and humiliation that was forced upon the proud woman had taken their toll. She closed her green eyes as she felt her own cum stained costume being pulled up over her stained and fluid caked breasts. She resisted the urge to ask why they bothered to redress them as she was shoved forward to the van yet again.

Spike opened the double doors at the back of the van, revealing the large back area. There was nothing special about the cargo van, wide open, two benches on either side of it. Whoever these guys were, they weren't very well funded. Talia and Kayla stood near the opening, both wanting to flee but neither had the strength, especially with Kayla's hands bound behind her back.

"We have to get out of here..." Talia whispered softly.

Before Kayla could respond, a pair of hands shoved both of them forward, sending them tumbling into the back of the cargo van. Talia's long Amazon body fell on top of the younger heroine's juice slick form. The veteran Ultra Woman moaned melodramatically while laying on top of Kayla, playing possum for the goons kidnapping them. She could feel her powers returning more and more with each passing second, she just had to buy some time.

"It's ok" She whispered, her face close to Kayla's "I just need a little time to MMPPGHHHHHHHHH!!!"

Talia cried out in shock as a hand wound itself up her her sticky black hair and that insidious folded cloth clamped down over her mouth again, flooding her nose with the smell of chloroform. She tried to buck backwards, but the young Spike sat down across the small of her back, pinning her down onto Kayla. Ultra Woman thrashed wildly as that evil drug went to work on her again.

"MMMpppphh....noommppp....plemmnssmmm" She groaned, thrashing her head from side to side.

She could feel what little strength she had recovered bleeding out of her body. As she thrashed her thigh slid up between Kayla's leg, pressing up against the drenched crotch of her costume, filling the van with tiny little squishing sounds. Kayla could see the sly smile covering the young gang member's face as he got off overpowering one of the city's two most powerful heroines.

"Easy....we don't want you totally out..." He whispered into her ear, slowly pulling the cloth away.

As he pulled the cloth away, Talia's green eyes glazed over, leaving her in a state of twilight, her body and mind far more susceptible to anything now. She let out a long breathy sigh as her powerful body fell forward, collapsing onto Kayla's, their breasts mashing up against and sliding around one another as her face rested in the crook of Kayla's neck, breathing softly.

"Now lets have some fun with these sluts..." Came Rock's voice as the van started. "Which one of you wants Mega Girl?"
Kayla lay there on her back, her breasts compressed against Ultra Woman's larger breasts. They felt so firm up against Kayla and she secretly cursed Amazon magic. As Ultra Woman's cheek pressed against Kayla's face and the Amazon's face dropped into the crook of Kayla's neck, the brunette heroine could feel the oozing cum on Talia's face. That made her happy at least knowing the bitch had gotten hers too.

She felt one of the men lift up her skirt. "Holy shit, I don't want this slut. Look at what the monster did! She's covered in purple cum, fuck knows what that would do to my dick if I put it in there," Spike snarled.

"Dumbass," Rock spat back. "Hey, MegaGirl, get up on your knees!" he said with a tug on the lasso.

The order blasted through Kayla's mind like the most important thing she had to do ever in her life. With her remaining strength, she struggled to squirm out from under Ultra Woman and put a hand around the heroine's breast and shoved her off, rolling Talia onto her back and side. In a few seconds, Kayla was on her knees looking up at Rock, and hating that she had seemed to do exactly what he said.

"Damn, good girl!" Rock and Spike laughed.

"You bastard, I only did it because of the la..."

"Shaddup!" Rock barked and Kayla's words dried up instantly. He grabbed her by the jaw and mouth and tilted her head back. "Hey Spike, I don't see no cum here, other than what she got when he came all over Ultra Slut's face there."

Spike grinned and a chill went down Kayla's spine. "Hey, give me that!" he said as he snatched the lasso away from Rock. "I think Megaslut here loves a rope collar," he said as he wrapped it around Kayla's throat until it was snug, then held the end of it. "Oh, tell me you like that, Megagirl!" he laughed.

Kayla tried to grit her teeth, to keep from following his order, even if he never meant it like that. "I...I like it.." she groaned.

Rock and Spike looked down in amazement. "Holy..." Rock mumbled. "Megaslut is submissive!"

"Oh yeah," Spike said triumphantly and he took hold of Kayla's face and tilted her head back. "Oh yeah, you totally want it! You want my cock in there!" he ordered as his thumb opened up her bottom lip.

"Nnghhh..." Kayla groaned again as her eyes rolled back in her head. Suddenly she wanted nothing else in the world more than to have Spike's cock in her mouth, to taste him on her tongue, to feel the head of it stuffing her throat. "Oh god...yess..." she groaned from deep in her body.

"Fuck," Spike said, eyes wide. "Okay slut," he said as he leaned the bulge in his jeans forward into Kayla's face. "It's all yours, open my pants and suck my cock all you want!"

"noooo..." Kayla almost sobbed as her hands followed his orders and unbuttoned his pants, unzipped them, and pulled the jeans down with his underwear. His cock popped out, still smelling of his earlier orgasm onto Talia's face. Glancing out the corner of her eye at Ultra Woman, the powerful young woman opened her red lips and took Spike into her mouth.
Talia's head rolled limply to the side as she heard the soft slurp of Spike's cock slip into Kayla's mouth. A smile cirled up in the corner of her lips as she watched the lasso controlling her rival's actions. She coughed weakly, the taste of semen still coating the inside of her mouth, a trickle of it running out over her cheek. She wondered if she would ever get the taste of their spunk out of it.

"Looks like Ultra Bitch is awake" Came Blake's voice.

The van roared to life and began driving out of the narrow alleyway and onto the city streets. A soft whine escaped Talia's lips as she was pulled up to her knees. The chloroform kept her mind scrambled as she looked around through half closed, hazy eyes. It took a few seconds to realize that the young Blake had pulled her up onto her knees right next to Kayla as she went down on Spike.

"Dude. She is so messed up man. That chloroform fried her" Spike's voice came out, cracking at the pleasure Kayla was giving him.

The words seemed to echo in Talia's ears, everything seemed cloudy and muffled. Her Amazon constitution was once again kicking in and she could feel the mini dose of the drug already beginning to wear off. She knew how these idiots thought, all she had to do was act far more helpless than she really was until an exit presented itself. She rolled her head around on her shoulders, groaning melodramatically as she looked around the van. The van was headed into the industrial district as far as she could tell by the buildings passing by the windows.

"OOhhhh never felt...so weak...." She groaned dramatically, drawing a chuckle from the three men in the back of the van with them.

Rolling her head back around, she looked over to Kayla as she willingly began sucking off Spike. She relished in the way the rope broke her almost instantly. She knew it would work as soon as they bound her with it. After all it worked for  her when Kayla and her fought before. A smirk crossed her face as she watched all 3 men stare at the young heroine in fascination.

"Your turn Ultra slut" Came Blake's voice.

Suddenly Talia's eyes snapped wide as she realized what he meant. Her facade of playing weak was all gone now as she was in pure defense mode. Balling her fists at her side she prepared to jump up and smash both of them into Blake's face. As soon as she turned away from Kayla and back to the young man, she found herself face to face with his 11 inch cock.

"I woulooohhhhhh" Her voice trailed off.

The bulbous head of his cock slid across her upper lip, leaving a glistening trail of pre cum behind it. Her nostrils were flooded with the musky scent of his manhood, smothering her resistance like a glove. Her green eyes slowly drooped closed as he traced the head of it along her lips. She let go of a breathy sigh, her warm breath washing over his cock as she balled a fist and raised it up.

"Look out man!" Spike called out in warning.

She brought the fist forward towards his exposed stomach, preparing to drive it into him with crushing force. But as she inhaled another breath of that seductive scent wafting off his manhood she relaxed. Her fingers uncurled from a ball and wrapped around the base of his cock, feeding it into her mouth as she whined in disgust and suppressed arousal.
Spike watched Ultra Woman submit again to pleasuring the thugs, then gave a tug on the lasso around Kayla's throat. "Come on, Megaslut, act like Ultra Woman! Act like that's the best cock you've ever had!"

The command blasted through the young heroine's mind, instantly making her groan as she suddenly found her lips wrapped around the most amazing shaft in her life. She had given a few blow jobs in college, but mostly to get what she wanted, and mostly the boys wanted her, the hottest and most amazing girl on the campus of Megapolis University.

As her lips slid over the length of his shaft and the bulbous head bumped into her throat, Kayla helplessly groaned with pleasure. She was not enjoying it, but the lasso and the thug's unknowing commands was forcing her to enjoy every inch of his member. She reached up and wrapped her fist around the base of his shaft and, with his free hand resting on top of her head and starting to guide her, Kayla began bobbing back and forth on his cock. In seconds it was glistening with her saliva as her brunette waves bounced around her shoulders.

"Damn, look at those two go! I thought it was just Ultra Woman but all these powerful heroines love sucking cock!"

In her mind, Kayla wanted to argue but the lasso's commands drove her on. She bobbed faster and faster, her groans echoing along then length of his shaft. She had some experience at this and as her tongue lapped around the head of his cock then with another moan she swallowed him deeply into her mouth, as her gray eyes looked up him.

"Nnghhh...yeah...Megagirl...oh yeah..." Spike groaned. "You want it..oh yeah...tell me you want it..."

His words blasted into her mind again, making Kayla almost sob with desire. She popped his cock out of her mouth, saliva and his precum rolling down her chin. "Yesss...I want it...so badly.." she heard herself say on command, her voice low and sultry and full of raging hunger. A second later, the attacked his shaft again, sucking it into her throat.

The sight of the most powerful woman in the city, so pretty and perky and youthful, on her knees begging for his cock was more than Spike could handle. "Oh fuck yeah...I'm gonna...mmnhhhh...cum baby..." he groaned as Kayla bobbed along his shaft, desperate to make him orgasm. "Where's the worst place for it, Megaslut? Face?" he asked, mostly to himself as he imagined how best to humiliate the great heroine.

"My face and my chest..my symbol is all that I am..." she suddenly popped off his cock to reply. "Both of those will destroy me," she whispered, unable to resist answering him.

Suddenly Spike grabbed her by the hair and bent Kayla's head back. "I can only do one, but...mmnhh..." he said as she stroked his shaft, "let's do bothhhnnghhAAAAHHHH!!"

Kayla flinched as the first string of his seed lashed out, spraying across her cheek and hair. His second burst struck her chin and throat, as he angled down and began cumming across the large M stretched across her breasts. In seconds, this white globs of seed coated her wonderful symbol, the symbol of her family and MegaWoman.

"Not enough," Rock said as he snatched the lasso away. "She needs more on that pretty little face," he chuckled darkly as  he pushed Spike away and pulled out his eleven inch monster. "My turn Megagirl...and when I'm done, that face will be coated!"
Talia's breath rasped through her nose loudly as her head bobbed back and forth over the young man's cock. Loud slurping noises escaped her lips as she drew it as deep as her mouth would allow. Blake just leaned back against the wall of the van, a wide smile on his face as he pulled his hands behind his head and allowed the broken heroine to do all the work.

"Fucking curse of the Amazons..." Talia thought to herself.

As Blake leaned back, Talia rose up onto her knees for a better angle to his cock. Each time her mouth slid back, her hand followed, milking the massive member for all it was worth. The four men in the back of the van taunted the two cum stained beauties as they serviced them. Talia's eyes rolled upwards, connecting with Blake's. The intensity of his stare and the smell and taste of his cock took her breath away.

"Maybe I am a slut..." She thought dejectedly.

Blake broke eye contact with Ultra Woman as her tongue rolled around the head of his cock, making the most intense friction he had ever felt. Her hand began pumping faster as the tip of her tongue rubbed back and forth along the underside of his shaft. Her unfocused eyes grew wide as she felt it twitch inside of her mouth, warning her that his climax was rising up momentarily. The fear of yet another orgasm awoke something deep inside Talia, she had to get him out of her mouth.

"Grrk...almost there...." Blake groaned aloud.

Talia jerked her head backwards, trying to get the massive monster out of her mouth, but as soon as she did Rock grabbed a handful of her hair, pushing her back down. She squealed in shock as her hands left Blake and swung blindly at the large black man behind her. As she flailed, Blake's cock fired, flooding her mouth with his payload. Stream after stream of semen flooded her, ballooning her cheeks outwards and instantly triggering yet another orgasm out of the helpless heroine.

"NOOMMMPPPGHHHHH!!!" Talia cried out into his cock.

Ultra Woman could feel all the strength that she had been recovering since her last orgasm bleed away almost instantly as her body shook in place. Her juices gushed from between her legs, soaking her panties and spraying the floor of the van. Finally, Spike released the back of her head, allowing the limp heroine to topple backwards onto the floor of the van, cum dribbling out of the corner of her mouth and rolling down across her cheek.

When her lips left his cock, he still wasn't finished. His cock spasmed again, releasing another 3 blasts of seed that he directed towards Kayla. That humiliating, hot, sticky spunk splattered across the side of the brunette's face and hair, painting her with even more cum. Talia lay on her back, just behind Kayla's bent legs, panting softly. So close to the brunette she could smell the girl's arousal.

"Bastards...I hate...men" She groaned softly as the van streaked towards their final destination.
"Hey watch it asshole!" Rock barked at Blake. "You almost got that spunk on me instead of Megaslut here!"

Kayla bobbed her head back and forth along Rock's long cock, but paused as he held her in place while Blake's cum blasted the side of her face and her brunette hair. She felt the heat from his seed spray across her cheek, felt it in her already soaked hair. Even as she felt disgusted and used and so badly wanted to jump up, use her still-existent powers to rip the dicks off all of these men...she still was overwhelmed with the urge to suck Rock's cock. The last command she had been given was to pleasure him with her mouth, and the lasso around her neck was urging her on to follow his command, even if he had no idea why the powerful MegaWoman was on her knees sucking him off.

"How's that taste?" Rock laughed as he pulled Kayla forward by the lasso and she went back to work on his cock.

"Hmmplhgh....mmbbllhhhghh..." Kayla gurgled out the answer as she slid her flushed, red lips along the 11 inches of Rock's shaft.

"Oh yeah," Rock groaned as her gagged words echoed along his cock. "Oh..fuck...yeahh...."

Kayla looked up to see Rock's eyes closed and felt his cock twitching in her mouth.

"Yeah baby," Rock groaned as he started to seize up, "play with yourself...and cum with me..."

"MMMMPH!" Kayla shrieked into the thug's shaft. With the lasso around her neck, his casual utterance was a command that she had to follow. As his cock popped out of her mouth and she saw the precum at the tip of his glistening shaft, Kalya's hands shot under her skirt. She pulled aside her soaked, red panties and barely touched the tip of her finger to her clit when his first burst of cum sprayed into her eyes and her own body, following orders, forced her to orgasm.

"AAAhhhhhgh...ggnngghhhhaaaah!!" Kayla screamed as her body tensed and her orgasm flowed over her like a tidal wave. Hidden beneath her skirt, her pussy exploded, sending a mist out from under her skirt to flood onto the rubber floor of the van.

"Oh yeah, X marked the spot, you're finished Megaslut!" Rock laughed as he sprayed his cum in an X shape across Kayla's face using his hips. Back and forth, thick streams of his white cum lashed across her youthful face, until a thick, oozing X covered Kayla's face from each temple to the opposite jaw, blinding the heroine in his thick essence.

Kayla slumped down, her ass on her booted ankles as she felt her own Argonian juices, her own cum, pooled up beneath her, soaking into her boots and coating her knees.

Rock grabbed a gun and held it sideways, butt first. "Now cumgirl, I'm gonna hit you and you just fall over and act all dead until I tell you otherwise, got it?" he said, not realizing the order would pass into the lasso.

"glghk..gk..y...yes..." Kayla responded dreamily, dazed by the orgasm and the magic she was so helpless against. As Rock cracked the butt of the gun harmlessly into the tough heroine's forehead, her head still snapped to the side as she could not help but follow his orders. She went completely limp, as if she were dead, and her head twisted around, sending a hundred sprinkles of white male cum splattering across Ultra Woman's body. her body followed her head, twisting as Kayla tumbled to the floor, only to be intercepted by Ultra Woman's body. Kayla's cheek landed directly on the Amazon's heaving, gasping breasts with a wet splat of cum as her stained brunette hair flew across Talia's cheek. Kayla's gray eyes, bloodshot and still oozing with cum, saw the great Amazon champion's face from the chin up, Talia's face turned to the side as more cum dribbled from the heroine's mouth.

Her arms and legs twisted around, her face resting on Ultra Woman's breasts with a view of Talia's cum covered face as well as a view of the back door of the van, Kayla could only lay there, 'dead' as she had been commanded. She felt the van continue through the city streets and all the twists and turns. She heard a garage door go up, then the van entered and she heard the doors close. The van came to a stop and the back doors opened.

"Hey Blake," Rock ordered. "Go get the boss!"

Unable to move herself, Kayla saw Talia's head roll to the side so she too could see the doors.

"Yo, Spike, give Ultra Slut another sniff of that stuff she loves!  She's looking like she wants to kick our asses again."

As Spike put the clothe across Talia's nose and mouth, both heroine's could see a female figure approaching the back of the van with Blake. Not really that tall, but dressed in black pumps and a black skirt with a long white lab coat over her torso, her long dark green hair gleamed around her green skin and those piercing dark green eyes.

"Oh!" she said with evident dark joy. "You boys have done well! For years I have yearned to experiment on these two!"

Rock smiled. "Thanks Professor Mutos, we do our best..."
In her semi conscious haze, Talia could see the green skinned woman approaching. If she could have summoned the strength to gasp in horror she would have. However, the multiple orgasms and chloroform had left her little more than the ability to breathe and turn her head. She only knew of professor Mutos as her sick experiments by reputation. Several well known heroines had been ruined from being impregnated by her sick monsters and retired soon after. A noticeable shudder ran down her body that Kayla noticed.

"These two will be perfect for my babies" She said aloud, running her slender fingers through Kayla's long brown hair.

"They weren't soiled were they?" She turned to Rock, suddenly very serious and grim.

"No professor! We followed orders!"The hulking black man responded, looking a bit panicked.

Professor Mutos' eyes narrowed as she read the man's reaction. Satisfied she gave a slight nod and turned back to the two heroines. Blake and  Rock reached into the van, dragging both of the women out by their hair and dropping them onto the concrete with a dull thump. A slight groan escaped both of their lips as they impacted the hard surface. The last thing Talia remembered was a large black hand, pressing that rancid smelling cloth over her mouth and nose before everything faded into dark.

---------

Talia's mind swam in darkness, bombarded with erotic dreams of being gang banged by thugs over and over again. Such was the curse of the Amazon though, she always had the most illicit dreams after being climaxed silly. She struggled to remember what happened as she tried to recover consciousness. Everything was warm, and relaxing, she felt like she was floating. Wait...she was floating.

"MMPGH?" Talia cried out in shock as her green eyes opened.

What she found shocked her. Ultra Woman was completely submerged under water, floating in some sort of glass tube in the middle of a lab. A regulator pumped oxygen into her mouth and lungs, soft bubbles floating up from it every time she exhaled. The tube wasn't very wide as she was able to reach each side when she extended her arms. Looking around she could see scientists milling around the lab outside of her prison. Professor Mutos, Rock, Blake and a few other scientists went from monitor to monitor, checking readings and examining various reports.

Not wanting to tip her hand to early, Talia tried to remain calm and act like she was still unconscious. Her arms and legs were unbound once again, and just by balling her fists she could tell her strength had returned. She didn't know how long she'd been out but it must have been a while if her powers had recovered fully. She decided that a sudden shock and awe attack was the best course of action, catch them off guard and take them all out at once.

Inhaling a deep breath, she felt the clean oxygen fill her lungs, a pleasant change from the burning sensation of chloroform that she'd been forced to breathe earlier. Summoning all of her strength she balled a fist, hauling it way back before releasing it into the side of the glass tube. A loud crunch filled the lab, making all the scientists look up, startled. The glass cracked and spiderwebbed under the powerful blow, a smile spreading across Talia's lips, hidden behind the respirator in her mouth.

"Look who's awake" Professor Mutos said aloud, looking unamused that Ultra Woman had cracked the side of her containment tube.

"And coming for you!" Talia yelled into the O2 mask, the scientists only hearing muffled words and a series of bubbles though.

As Talia hauled back again, preparing to strike the same spot again, Professor Mutos pushed a button on the command console in front of her tube. A loud hiss echoed from her respirator as it released a high pressure blast of some sort of gas directly into Talia's lungs. The smell of jasmine instantly flooded her senses and her mind began swimming immediately. Her curled fingers instantly relaxed as her arm fell back to her side, floating uselessly in the tube.

"Mmmrrggkk...?" Talia groaned, her green eyes rolling back in her head.

Talia's first thought was to pull the gas mask out of her mouth, but drowning didn't sound like fun so she decided against it. She expected to fall asleep as she breathed more and more of the sweet smelling gas, but it didn't, instead leaving her in a euphoric state. As she drew more and more of the gas in, her body began to tingle. Confusion spread through her as she felt her breasts begin to swell and her pussy began to dampen.

"That's right Ultra Slut...Breathe in the fertilization gas. It's specially designed to ripen your body up for what's to come." Professor Mutos explained. "Now let's check on the teenie bopper heroine"
"Mmnhhh..." Kayla groaned as she slowly woke up from her ravishing and the Argonite poisoning. She vaguely remembered being dragged by her boot across a floor, then a purple gas sprayed into her face, then the darkness...

"Mngh?" she lolled as her eyes blinked in the greenish fluid of her own tank. From the top of the tank, she could make out the purple light glowing down. She knew what it was instantly: an Argonite projector, shining down a frequency of light similar to the sun around Argos, her home planet, It would keep her powerless until she could escape.

As her gray eyes took it all in, she looked through the murky green fluid to see the thugs that had raped her earlier, along with the green haired, green skinned woman in the lab coat and black high heels. Kayla reached out to push as the tube, only to feel the green liquid swirl around her body, and around her bare breasts.

"Boss," said another thug that Kayla had not seen before, walking up holding a blue top with long sleeves, a blue skirt, and a pair of boots, "do these go in the trophy room?"

"Yes, Chico," Mutos replied, "put it next to Maiden America's costume."  The villainess turned to look into the tube at Kayla. "You remember her, don't you MegaGirl?"

Kayla did remember her. She had been a beautiful, young blonde heroine, a bit too bubbly and patriotic for Kayla. Young, bright and a power level just a little below Ultra Woman and MegaWoman, Maiden America had patrolled the capitol for about a year before disappearing.When she had reappeared three months later, she had changed. Her long, golden locks had been cut short. Her breasts were bigger, and her hips wider. Mommy hips, Kayla has called them in her most evil of tones. It was obvious, Maiden America had had a child..but in three months? No one understood, and the heroine soon after retired rather than answer questions, or put up with the smirks from other heroines or the snide comments from civilians about her newly widened hips.

"I can see in your eyes that to do remember," Mutos said as she nodded to one of her minions who turned a knob. As the sound of gas hissed through the tube, Mutos smiled darkly up at Kayla. "You see, this time last year, I put her into one of these tubes. I inserted a creature into her, a fertilized egg laced with Argonite. You see, MegaGirl, today you were defeated by that creature. My purple Argonite creature is the son of Maiden America; he is what came out of her after I bred her for two months!"

Kayla's eyes went wide in horror. That is what had happened to Maiden America!?

"And your costume will go into my trophy room, along with Laser Lady's costume, Maiden America's costume, Raven's costume...and now MegaWoman's little bimbo outfit."

As the gas pushed into Kayla's lungs, she felt her body come along. Her pussy started to tingle as warmth flowed through her body. She could feel her breasts again swelling with her arousal as the young heroine groaned into the gas mask.

"Open it," she nodded to someone that Kayla could not see. "Time for our little cheerleader here to see her new lover."

The sound of metal grinding came to Kayla's ears. She glances around, then figured out where the sound was coming from. Looking down, past her hair floating in the green ichor, past her bobbing breasts, past the white streak of fluid coming from her sex, past her legs, now held apart by ankle cuffs and metal straps to opposite sides of the tank, the heroine could see the bottom of the tube opening to a dark tank beneath the line of tubes. "Oh gods!" Kayla cried out, to the evil satisfaction of Mutos, as Kayla's gray eyes made out a large, green shape floating upwards towards the hole in the bottom of her tube.

"Oh, here," Mutos said as she handed Blake a golden tiara, "put this with the collection too."

Kayla saw the golden reflection of light, saw the tiara, and her head snapped up to look over to see Ultra Woman in the tube next to her, as the bottom of her tank opened up too...
Talia groaned in drugged agony. As soon as the pungent fumes steam rolled into her lungs, she was practically paralyzed with fear. Her mind's eye flashed back to the crafty and seductive thief Shadowmynx who snuck into her bedroom and gassed her senseless before forcing her to countless orgasms. Ever since then, Ultra Woman and Talia Winters shared a paralyzing fear of gas weapons of all forms.

"Nooot....againnnnn" She moaned pathetically into the mask.

Her body had a profound reaction to the gas, her breasts swelling almost a full cup size and the water between her legs turning slightly cloudy with the natural juices her sex was producing. Amazons were highly susceptible to drugs and sex, and this weapon combined both of them. Soon she was panting into the mask softly, sucking in lungfuls of the gas unknowingly as her body tingled with arousal.


Two more of the guards were examining the rest of her costume, turning it over in their hands. The once soft fabric was caked with their dried semen, giving it a crusty shell. She swore she heard Blake make a snide comment about having to wash it before putting it on display. A grumble escaped her lips, rage swelling inside of her as she saw her virtuous costume being manhandled by such lowly, despicable men.

A shiver ran up her body as she felt a series of bubbles climbing up her half naked body and floating to the surface of the tube. Looking down she saw something emerge out of a small hatch at the bottom of the tube. It was gray, with a blue fin running along it's back. About 2 feet long with the body of a snake and a narrow bulbous head. That sadistic bitch had released some sort of eel into the tube with her.

"WhmmpP Thhh Fummkkk?!" She screamed into the mask, bubbles shooting out from all sides.

The once powerful Amazon began thrashing as much as her drugged body would allow, but her reaction and speed was all but sapped by the powerful aphrodisiac flooding her system. Her arm and legs swayed weakly in the water, slow and uncoordinated. The eel slowly swam around her like a predator stalking it's prey. Talia could feel it's tail lightly graze her back as it coiled around her waist before releasing her and coming up the other side.

Squirming as much as the narrow tube would allow, Talia's first thought was to rip out the gas mask, but drowning didn't sound like fun. Instead she reached out and grabbed hold of the eel, closing her fingers around it's slimy body. A quick thrash of it's slick form and it broke free again. A muffled curse escaped her lips as the eel swam directly towards her face, coiling around her neck a few times, it's smooth skin feeling too good as the gas amplified the sensations it was causing.

"Nnppmppphhh" Ultra Woman whined softly.

The eel circled her neck a few times before sliding down over her collarbone and towards her breasts. Talia threw her head back and let out a long agonizing groan as she felt it's serpentine body coil around one of her breasts. It slid out, between the valley of her cleavage and wrapped around the other, covering both of them in a figure 8 knot. Her green eyes practically jumped out of her head as it squeezed down around the base of her massive breasts, making them bulge outwards. 
Kayla looked down past the waves of cloudy fluid oozing into the water from between her legs as the gas aroused her. She clenched her teeth as a part of her, weak from the Argonite beam filling her tube, wanted to submit and give in to the pleasure and orgasm right there. Without her powers, she was so weak. She was MegaWoman, the most powerful woman on the planet!  Yet in that purple beam, she was no stronger than any of these pathetic earth girls. Even her hated rival Ultra Woman was more powerful right now, at least from the cracked glass on the Amazon's tube.

"Mmrphgh!?" Kayla gurgled into the mask as more of the gas was pushed into her lungs and her gray eyes managed to make out a huge shadow in the dark green depths of the tank beneath her tube.

In horror, she looked out to the side to see Ultra Woman being teased and her breasts molded around the mutated eel. "mmmphgh!?" she cried out again as she suddenly felt something brush against the inside of her knee. Looking down, she saw two gray tentacles rising from the dark tank beneath her tube, with blue fins along one side. These two were not like the eel twisting and writhing around Talia's breasts, these were attached to water was down below.

Her eyes wide, Kayla watched terrified as she pulled at the chains holding her in place spread eagle. She pulled and twisted and struggled, but it only made green liquid churn and made her slowly inflating breasts bob in the fluid. The tentacles ended in strange balls, like overlapping strips of gray skin. Mesmerized, Kayla watched them both rise up into her chamber, moving like sinuous snakes through the cloud of her arousal, then slithering around her waist that made the young heroine's skin crawl. They twisted around her back, then circled out wide between stopping out a foot in front of her, the two balls hovering in the green liquid.

Kayla watched them closely, barely noticing Mutos and her thugs below also watching in rapt attention. As she stared in tense fear, the balls slowly opened up, like flowers coming to life. With five 'petals', the thing opened up to reveal a recessed area inside the head of the tentacle. Along the undersize were dozens of small suckers, and in the center of each of them was a set of rubbery looking teeth.

"MOOOGHH! NNOGNGHHH!!" Kayla screamed. Her struggles desperate as she pulled at the chains, the petals opened up completely as the tentacles hovered in front of Kayla's bobbing, floating breasts. "MMOOOGHH!"

Once open, the tentacles rushed forward. The petals engulfed the lean Kayla's now bulbous, bobbing breasts. The petals slapped onto her tough flesh, and Kayla felt the dozens of suckers attach to her skin and instantly it was as if a million tiny lips were kissing her breasts.

"MMmnnghhh!" the aroused MegaWoman groaned into the mask, even as she felt her nipples get even harder, and then felt the hard nubs inside the tentacles latch onto her nipples. "Mmohhg..plmphse...." she almost sobbed as she felt the tentacles pinch into her nipples. She knew what was going to happen; she had experienced it before at the hands of the evil Mentiac who had aroused her and milked her dry.

"MMOOHGHH!!!" she screamed again as her body arched, a cloud of fluid erupted between her legs, and she felt her breasts explode into life.
Talia squirmed in erotic agony as the eel continued slithering around each of her breasts one at a time, sending the most intense sensations through them. The gas was destroying her will and making every inch of them super sensitive. She instinctively reached up for the mask, her fingers digging into it as she prepared to pull it out. She had to force herself to release the mask so she didn't drown.

Bubbles rushed out of the mask's filter, floating to the top of the purple fluid as Ultra Woman thrashed around in the tube. Her hands shot down to her breasts again, trying to grab hold of the slimy eel unsuccessfully. It easily slid through her hands each time she got a good hold on it.

"MRRRPPPGGKKKK!!!" She cried out into the mask, her long black hair floating behind her head as it thrashed from side to side.

Finally after what felt like an eternity the eel slipped off of her breasts on its own accord. She breathed a sigh of relief and only succeeded in drawing in another deep breath of the potent aphrodisiac. Pretty green eyes rolled up in their sockets as another surge of pleasure coursed through her weakened body. Her thrashing arms and legs began to slow a bit as the gas forced her to relax.

She was vaguely aware of the eel as it swam around her like her like an undersea predator. It moved around in front of her, hovering in place for a few moments near her belly before it lunged forward. Instantly Talia knew what it was going for and reached out. She squeezed the rubbery body of the eel as it thrashed in place, it's head moving from side to side as it reached out for the Amazon's sex, only inches away.

"NOompp waymmpph" She growled into the mask.

Suddenly out of her peripheral vision Talia saw another shadow move around behind her. Turning her head she saw another eel had made it's way into the tube while she was struggling with the first. Instantly she began thrashing with all of her remaining strength.  The second snake began moving around behind her, circling around her lower back. Her half closed eyes went wide as she realized what it's target was.

Suddenly it shot forward like a bullet, straight towards her ass. Talia did the only thing she could, released the snake in front of her with one hand and reached back. Somehow she managed to grab hold of it at the last second, the slippery head of the eel pressing against her ass cheeks lightly, but not gaining entry. Rapid bursts of bubbles shot out of the mask as she struggled to hold onto each of them.

"Impressive...." Professor Mutos muttered as she looked up at the tube.

The green skinned woman reached out for a small dial on the control panel and turned it all the way to the right. Talia was greeted with a high pressure blast of gas that shot through the mask, steamrolling through her mouth and nose and flooding her lungs. The result was instantaneous.

"MPPPPPPPPPPPPPPPHHHHHHHGGGGGGGGGGGGGGGGG!!!" She screamed into the mask.

Her Amazon body seized up as an orgasm crashed down on her instantly. Quivering in the middle of the tube, her sex gushed, releasing a cloudy rush of her juices into the water. Both of her hands instantly relaxed as she game down from her orgasm and the eels launched forwards, slamming into their targets without any further resistance.
MegaWoman felt the gas pump into her with the same turn of the dial that had devastated her rival Ultra Woman. She felt the waves of pleasure pounding her, like the tide crashing into the beach of her resistance. She clenched her teeth to resist the rising urges to give in to the pleasure and submit to her fate, but the strong minded young heroine did everything she could. Her breasts were dribbling her milk, she could tell that, but it was close, so close to gushing and wrecking her for hours.

"Mmohghhh..." she groaned. Kayla could feel her sex opening up, like a blossoming rose, under the effects of the powerful gas. Her eyes rolled up to look through the green fluid to see the purple Argonite generator above her, keeping the powerful superheroine tame and powerless.

Then she felt it, something thick and long and sinuous slither over her ankle, then around her calf and up her leg. Looking down quickly, her brunette hair swirling in the thick fluid, Kayla saw the long, dark green tentacle. It came from deep beneath her, in the tank below, out of the darkness. Peering fearfully past her swollen breasts and the two suckers over her nipples, she tried to watch the three inch thick, rough skinned monster but it kept disappearing between her stretched out legs.

As she twisted her head around, peering through the strands of brunette hair floating around her face, looking around her breasts with the attached tentacles, she suddenly gasped as her body thrashed in shock causing bubbles to float up around her. The tentacle appeared between her thighs, three inches thick and green, but at the end of it, poking out the end of the tentacle, was a glistening dark green phallus, tapered to a bulbous tip a foot long and two inches thick.

As suddenly as the long tip appeared, it disappeared between Kayla's legs and she felt the knob of it press up between the unseen, puffy lips of her sex. "Moohgnnhh.." she groaned desperately as she tried to clench her legs together, to tighten her sex which was already wet and lubricated from the gas being pumped into her lungs with each breath. "nnmoohhghh..."

The foot long tentacle cock felt like a piece of round steel wrapped in soft velvet. It rolled over her engorged clit and sent a shiver racing up her spine to explode behind her eyes, making her eyelids flutter and her resistance fail for a moment as the cock nudged inside. She tensed again, tightening her pussy as much as she could.

"Oh no, little MegaSlut, you're going down just like Ultra Whore there," the green hair, busty Mutos said darkly as she reached down to turn another dial.

Suddenly the little teeth around her nipples bit down and pulled, sucking her nipples into the tentacles over her breasts. Erotic bites roll through her, again joining the gas to explode behind her eyes. In that second, her resistance failed again. In the next second, the cock-tentacle between her legs plunged upwards in a flurry of bubbles and Kayla's juices.

"MMMOOGGHHH!!!" she screamed as the formerly powerful MegaWoman was penetrated, the entire foot disappearing beneath her belly as her entire body exploded in orgasm.
Talia's hazy green eyes rolled to the right as she heard the muffled scream coming out of the tank next to her. To her chagrin she saw the peril that Mega Woman found herself in. Despite their rivalry and how many times Talia wanted to break the cocky young heroine in half, nobody deserved what she was going through. Blinking gently, she tore her eyes away, knowing there was nothing she could do to help her rival.

"MMrggk..." She groaned weakly into the mask.

Her arms, once able to rend steel floated uselessly at her sides, not even trying to pull the eels out of her pussy and ass anymore. The slithering beasts having each worked almost their entire bodies inside of her tortured holes. Her head rolled back on her shoulders, long sheets of raven black hair floating all around it as she finally submitted to the insidious gas that was keeping her so aroused.

"Looks like Ultra Woman is finished...." Professor Mutos purred "And her little friends are almost too..."

The words didn't even register to Talia as she rocked back and forth in the narrow tube. Those evil snakes writhed back and forth, side to side. So much that Talia didn't know if it was the gas or their slimy bodies keeping her so aroused. They continued relentlessly assaulting her for another 2 full minutes before they stopped moving all together.

"Finally...over..." Talia whispered to herself.

No such luck. Suddenly the snakes went totally rigid inside of her, sticking out of each of her holes like two 12 inch dildos. They began vibrating softly, making Talia's eyes go wide in terror as the new sensations assaulted her. Luckily for the defeated Amazon, the vibrations only lasted for only a few seconds before they released. Each eel ballooned up slightly, stretching out her sex and ass even further. Seconds later a loud sploosh filled the air as they released their payload deep inside of the extremely fertile heroine.

"NOooooooooo" Talia practically sobbed into the mask.

Over and over again the eels bloated and released the thick viscous cum out of their mouths into both of her holes. It continued until her body couldn't take anymore and the thick grey fluid oozed out around their pulsing bodies, floating up in the water. After what felt like hours of continual drugging, rape and abuse the eels slowly began withdrawing from her tortured body. One by one they slowly swam down in the purple liquid before vanishing into the hole in the bottom of the tube they once emerged from.

"That's one subject done..." Professor Mutos said as she flipped a switch on the control panel.

A loud gurgling sound echoed through out the tube, sending bubbles rushing up around Talia's limp and barely conscious form. Slowly the purple liquid began draining out of the tube, pulling her down to the floor. As the water finished draining, the gas mask popped out of Ultra Woman's swollen lips with a loud hiss. Drawing in a lungful of clean air, Talia coughed a few times before falling onto her back on the floor of the tube. She could only lie there and pant softly as the viscous grey cum oozed out from her sex and ass, puddling underneath her.

"Now how's our other subject..." Mutos chuckled softly, turning back to the far more resilient Mega Woman
Kayla's head rolled limply around her shoulders as she was impaled on the foot long phallus. It slowly rotated within her depths, her deep, Argonian channel nearly filled completely. She rolled her head down, past her swollen breasts to see the tentacle between her legs, twisting and writhing in small undulating circles, each one sending waves of pleasure along her spine to explode in her brain.

Her head rolled back, her mind overwhelmed by the sensations. Other tentacles rose up, writhing up, slithering around her legs and thighs, holding them far apart as she felt her hips stretch from the thick monstrous cock thrusting slowly in and out of her sex.

Between the Argonite lights, the gas pumped into her lungs, and the orgasm, the powerful MegaWoman was utterly defeated. She weakly moved her arms in the thick liquid, gray eyes half closed as she rose the waves of pleasure. Floating up in the tube, she never notice the chains around her ankles had went slack as the tentacles around her legs pulled them even farther apart and started to pull her lower, forcing the brown cock deeper into her sex. Two more tentacles slithered over her wrists and up her arms, pulling them behind behind her hips, which only stretched her chest and forced her breasts outwards.

"Oohhhhhhh..." she gurgled as Kayla felt the tip of the phallus spray something within the folds of her pussy. Rolling her head down, through the waves of brown hair floating in the green liquid, she saw a dark green fluid waft out in the middle of her own sexual juices. "Mmmghhhh...MMPGHPH!?" she suddenly cried out as her sleepy, sexually wrecking mind came awake.

Coming up through the middle of the tentacle were 5 lumps. They were passing up inside the tentacle impaling her, like blobs hidden behind the rough green skin of the tentacle. "MMGPHH!!" she cried out as bubbles burst from around the exhaust of her mask.

"So you see them, MegaGirl?" the evil woman laughed. "You see, Ultra Woman got filled up with a nice cream that is going to do some curious things to her body, but you...I am giving you something bigger. You and that amazing Argonian body can take a lot, so let's see how much!"

As Kayla watched in horror, the first lump, at least the size of a tennis ball, disappeared between her legs. "MMPHGH!" she cried as she felt the lump push against the entrance of her pussy. She tried to resist, but the drugs and her orgasm...and the strange green 'cum', had almost anesthetized her pussy. As the lump pushed into her, she felt her sex widen and with a push, she felt it plunge inside her and through her body before settling inside her belly.

"MMmnnghhhhh..." Kayla groaned as a wave of pleasure rolled through her mind and her body shuddered. The gas and alien monster cum had made her limp as a ragdoll. "MMMphhghhh..." she groaned as again her sex stretched open and another lump disappeared inside her sex. Then a third, and a fourth.

Her head rolled back and forth, eyes going wide as she felt the fifth one push against her pussy. "Mmnnooooo..." she groaned as the orgasm rose up, and, as the fifth lump penetrated her, Kayla's body arched back, her sex tensed, and she screamed into the mask as the fifth lump joined the other four beneath her belly.

As the tentacle in her sex finally pulled out slowly, drawing out the orgasm wracking the superheroine, the others released her arms and legs. Kayla was left floating in the tube, helplessly as she started to bob like a dead fish. She never noticed the liquid starting to drain and only became aware when the mask popped off her face and she landed face down on the bottom of the now-closed tube floor. As the liquid drained away, Kayla lay on the cold metal, her body glistening with green fluid, and she felt the five lumps that made her belly protrude.

"Don't worry, MegaWoman, those things inside you won't hurt you. They absorb your DNA first. Oh," Mutos added, as Kayla lay limply but looked over to see Ultra Woman's Amazon body writhing with cum oozing from between her legs, "and MegaWoman, those are what ruined Maiden America. You'll never be the same again!"
----------------

The world seemed to swirl around her even from behind closed eyes as Talia swam in unconsciousness. As everything slowly came back into focus, the beautiful Amazon forced herself up to her elbows. Looking down she saw the massive bulge in her belly that distended it outwards. She looked like she was 8 months pregnant! How long had she been out? And her perfect body was destroyed!!

"Wait til I get hold of that psycho doctor" She groaned miserably.

Her green eyes peered through the glass tube and back into the lab. Surprisingly it was empty, telling her that it was either the middle of the night, or all of the guards and scientists were on a coffee break. Looking to the right, she saw Kayla laying on the floor of her own tube, her belly just as distended as her own. Talia pounded on the glass weakly a few times, causing the young Argonian girl to stir in her sleep.

"Wake up!!" She screamed, her voice muffled by the controlled environment.

Ultra Woman knew they had to do something. She willed her body to move, but her motions were slow and sluggish and it felt like she had a massive weight in her belly. Twisting slightly, she tried to force herself up to her feet. It took a few tries, but after close to a minute she was able to get up to her uncertain legs. It took almost all of her strength and left her panting again as she balanced on wobbly legs.

"Ugh...why...would any woman...put herself...through this" She grimaced.

Suddenly she felt a massive rumble from inside of her belly, drawing both of her hands up to the massive bulge. She let out a long pained groan as she stumbled backwards, leaning against the glass. She cried out in pain as another stabbing pain radiated from her stomach a few seconds later. As her head fell forward, she could see something moving around inside of her, beneath the stretched skin of her belly.

"AUGGGHHHHHHHHHHHHHHHHHHHH!!!!" She screamed in pain, her fists pounding the glass behind her.

The pain continued to increase by the second, making her head thrash from side to side, her long brown hair swirling around her. After close to 5 minutes of unbearable pain, something happened. As her juices sprayed out from between her legs, splattering against the glass behind her,Talia felt something slide out of her and fall to the bottom of the tube.

Still reeling from the stabbing abdominal pain, Talia looked down across her body. Her belly was no longer distended but there it was, down between her legs. A small glowing blue egg pulsed gently between her naked feet, sitting in a puddle of her own juices. She could see something moving around through the thin viscous skin of the egg. Ultra Woman didn't even want to lift her head, just in case Kayla saw everything.

"I will...not be responsible...for an abomination" She growled through gritted teeth.

Talia lifted a long, juice stained leg and prepared to stomp the egg into putty. As soon as she did a large metal tentacle dropped out of the top of the tank again, streaking towards her. Right before her leg came crashing down, the tentacle snapped forwards like a whip, slamming into her chest and sending her flying to the other side of the tube. The weakened Amazon cried out in pain as she slammed into the glass with crushing force, sliding down the tube's wall.  With a dazed groan, she watched the tentacle wrap around the egg gently, picking it up and lifting it up towards the top of the tube until it vanished out of sight through the port the tentacle once emerged from.

"Shit...." She groaned softly.

Talia lay against the side of the tube, panting softly, shamed and embarrassed. She could see a tiny crack in the glass from where her body slammed into it. A slight smile curled up at the corner of her lips as she hoped it could mean some hope of escape. The mighty Amazon knew she'd need her strength, that she could already feel slowly returning now that the egg was out of her. All she needed was time. All she could do was wait, and stare into the other tube and hope Kayla's experience wasn't as bad as her own.
Kayla watched in horror as Ultra Woman 'gave birth' to the egg then lay there, barely able to lift her head.

"Uunngh..." the naked heroine groaned as she looked down at her distended belly. She could feel the eggs inside her, moving and growing and twisted as they absorbed her Argonian DNA. She rolled onto her side, grabbing her belly as she lay in the puddle of green slime. Looking up, she could see the evil eyes of Mutos watching with cold, clinical disdain.

"Yes, MegaWoman, time for you to give me my new pets!" the mad scientist cried. "It may destroy that perky body of yours, but don't worry, I have plans for you and Ultra Woman! This is not the only way I will use your bodies, trust me!"

"No...please no..." the young heroine pleaded for the first time in her life. She glanced out the corner of her eye, hoping Ultra Woman did not hear it, even as she felt her belly roiling. "No...nooo!!" she cried as she rolled over onto her back. Her legs spread wide as she crawled with her back to the tube so Ultra Woman could not see. "Noo...AAAAAGHH!" she cried out as the first egg pushed its way out of her sex, sending tendrils of pain and pleasure wrenching through her lithe body. As the second egg split her open, Kayla felt the tube spinning, then the third, and fourth popped out and rolled across the floor. She could feel her hips opening up as the eggs emerged. Kayla slumped to the side, one leg bent up.

"..noo...no more..." Kayla gasped as she felt the fifth egg push her hips open, then with a cry of orgasmic agony, Kayla pushed it out. As her legs slumped down and MegaWoman lay lifelessly against the floor of the tube, she saw the five eggs, all green and veined and pulsating with Argonian energy, roll to the middle of the concave tube floor. In the middle a hole opened up, and one by one the eggs disappeared, splashing down into the fluids below.

As the hole closed, Kayla could only lay there motionless. Slime and juices coated her body, leaving her sticky and slimy. Finally after what seemed forever, Kayla hear a series of clicks and the tube lifted up and she felt cool air brush over her naked body.

"Take them both and clean the them up," Mutos ordered the men as she left to check on her eggs, "then we start experiment number two. Perhaps they will not survive that one, at least not their minds..."

Kayla heard Mutos walk away as gloved hands grabbed her and pulled her out of the tube. Dragging her out two of them grabbed her by the arms. Her head hung low, covered by her dripping wet chestnut hair. Her breasts, heavy and full, swayed beneath her. She glanced over to see Ultra Woman also in the same position, her raven hair painting the floor with green fluids.

"Look at 'em!" Blake laughed. "So fucked by those monsters that they can't even close their legs!"


"Didn't...even get...dinner first..." Ultra Woman laughed weakly.

"Funny bitch isn't she" Rock grunted.

A shudder ran down Talia's spine as she felt the combined juices of her and the eels pour out of her, splattering to the floor in a wet puddle. Almost instantly her legs gave out, leaving Spike and Blake to grab hold of each of her arms to keep her from crumpling to the wet stone floor. Still swimming in a post orgasmic haze, a groan escaped her lips as she felt her body being dragged.

"Had a kid without even getting laid....that's a first" MegaWoman replied

The snarky quip brought a slight smile to the corner of Talia's face as the men and Professor Mutos dragged the gunk covered pair along the lab floor. She hated to admit it, but Kayla had some moments where even Talia didn't find her absolutely horrible. Looking over at her, she realized the Argonian bitch was exactly the same as her right now. Both women were covered in slime, juices leaking out of all their orifices.

"Lets get them to the shower room...clean them up and get them ready for the next experiments." Mutos explained, Kayla hanging off of one of her shoulders.

The long hallway extended into the distance of the underground base, both heroines trying to take in as much of their surroundings as possible. The ceilings were exceptionally high, stone walls from floor to ceiling and the air was stale. Wherever they were, was cut off from the rest of the world. Looking to the right, Ultra Woman made eye contact with Mega Woman, the Argonian's eyes leading the Amazon's eyes downward and to a steaming pipe running along the hallway. Talia gave a slight wink in response, instantly understanding what the heroine's suggestive glance meant.

At the end of the hallway, the pair was carried down a hallway to the right and into a white tiled room. It was some sort of communal shower, faucets lining the walls and showerheads hanging from the ceilings. Kayla noticed the lack of stalls as her and Talia were lead to the center of the room. In the middle of the room, a pipe rose out of the floor, leading up to the ceilings and the shower heads above.

"You two look pretty out of it..." Blake spoke, pushing Talia up against the pipe and leaning her weight into it.
"Guess we'll just have to help you bathe..." Rock continued as she pushed Kayla up against the pillar on the other side.

Talia sighed softly, happy to be rid of Blake's hands as the man took a step back, walking with Rock over to the far wall and to one of the spigots there. The two heroines were now leaned against the warm, steaming pipe in the center of the room, face to face, inches away from one another. Kayla was the first to speak, whispering softly so the 3 goons and one twisted professor couldn't hear her.

"Not strong enough...but if we can break that pipe..."
"We can use the steam and try to escape..." Talia responded, finishing her rival's sentence.

Suddenly from the shower heads above them, two streams of steaming hot water spurted out, drenching both girls with the soothing jets. Talia closed her eyes as she felt the warm water washing the dried gunk off of her body.  Steam began filling the shower as both Spike and Blake began approaching the pair, both men holding squeeze bottles of some kind of liquid soap.

From behind, Talia heard a squirting noise as Blake squeezed the liquid soap into his naked palms before rubbing them together. Moments later his hands began their work on her shoulders. His strong hands made Talia grimace in discomfort, she never had cared for the touch of men, so rough and disgusting. The soap began to bubble on her soft skin, running down over her naked form, the white foam funneling down between her breasts as it dribbled down her body.

"Just relax Ultra Slut and let a man take care of you." Came Blake's gruff voice, his lips far to close to her ear for comfort.

Talia's breathing increased in intensity, the fear of being raped by this man for a second time creeping up inside of her, and her body definitely remembering his touch. Looking straight forward, she stared at the steaming pipe in front of her, knowing if she had her strength back she could rupture it, but it wouldn't return for at least an hour after the reaming she'd received.

"Grkk...pervert" Talia grimaced as Blake's hands moved down to her breasts, closing around them.

Talia jerked suddenly as she tried to move away from his rough fingers, accidentally bumping into the bulge in his pants. She could tell the young man was totally clothed still, but soaking wet from head to toe. With a grimace, she moved forward into the groping hands again, choosing them over the bulge behind her. Her head drifted forward as she leaned against the pipe again, and a noticeable sigh escaped her lips as his rough fingers pinched down on her nipples, making them harden almost instantly.

"You're disgusting..." She whispered, her sentence trailing off as she saw the pistol hanging on Spike's hip as the man approached Talia from behind, soap in hand.

Blake probably had one too, if either her or Kayla could get hold of one of the guns, they could shoot the pipe, and move forward with their plan.
With the Argonite still affecting her, Kayla could feel her strength slowly returning but she was no match for the three men yet. Rock had soaped up his hands and while Kayla leaned again the pillar, he began to wash her body. Spike watched as Blake fondled and cleaned Talia. She saw the gun at Spike's hip. She had to get him involved in some way...

"Ohh...yesss..." Kayla suddenly groaned in arousal as Rock ran the soapy washcloth over her perky breasts. "Wash me."

"You like it huh?" Rock smirked as he ran his hand down her spine and over the brunette's perky ass.

Kayla bit her lip as if she had not meant to say anything. "Mnhh unh."

Rock wrapped his hand around Kayla's wet hair and yanked her head back as he kept washing her, now down her belly, with his other hand. "Enjoy it, Megaslut?"

"Y...yes..." Kayla gasped out as if against her will. "Yes...get it all off..."

"Hey Rock," Spike laughed, "this one likes it!"

"Maybe.." Rock said suspiciously. 'Get all what off? That eel slime?"

Kayla glanced back at him. "No...the Argonite. Get if off..."

Rock looked at the naked heroine quizzically. "Get Ar...oh shit!" he said then abruptly shoved Kayla into the pole.

"What?" Spike asked.

Kayla reached up, one hand over her breasts as she reached for the washcloth. "Come on," she said with a grin, "wash off the Argonite so I can kick your ass, you baUGNNNGH!"

Rock drove his boot into her belly and doubled up the weakened heroine. "Oh yeah, you'd like that, wouldn't you, Megaslut!"

"I don't get it," Spike said in confusion.

"The little bitch wants us to clean off all of that Argonite stuff that keeps her weak, then she wipes the floor with us!"

Kayla laid curled up but laughed at the thug. "Too late for you, because Ultra Woman should have her powers back now. That sex from earlier weakened her but since you have not raped her in hours, she should have her powers back."  Kayla looked over at Talia. "Okay now, get them!"

Talia's green eyes went wide. "What?!"

At the same time, the three men all flinched and turned to Talia. "Oh shit!"

"Hurry, get them!" Kayla cried out. "Or...uh oh..."

Rock grabbed Kayla by the hair and pulled her up. "Uh oh what?"

Kayla looked up in mock surprise. "I guess it has not been long enough since the last time for Ultra Woman to get her powers back..."

"You bitch!" Talia screamed as the three men looked at Ultra Woman.

"Oh ho, I see," Rock grinned. "Looks like it is time to give Ultra Slut here another 3 loads of cum to keep her meak and powerless."

"No...not that..." Kayla pretended to sob at the Rock shoved her to the floor and moved towards Talia. "Leave my friend alone!"

As Rock turned away, Kayla gave Talia a nasty smirk, then winked, right as the three men approached the beautiful Amazon.
Talia leaned against the pole, the warm water running all over her body, soothing her aches and pains for a short while Her green eyes snapped open as she heard Kayla throw her under the proverbial bus. She knew instantly that her powers hadn't fully recovered yet, the multiple orgasms leaving her weak as a kitten for at least an hour or two. She knew exactly what the little brown haired bitch was doing, she was going to sick all 3 guys on her, and then escape and leave her to rot.

"Wait...no...she's lying!" Talia protested. "GGGLRRKKK!!!"

Water shot from Talia's long black hair as it was used like a leash and she was jerked violently away from the pillar by it. Blake spun her around and threw her across the shower, sending the raven haired Ultra Woman skidding on her knees on the wet tiles. Turning back around, she saw the 3 men approaching her like a pack of wolves as Kayla leaned against the pillar, smiling. Rock and Spike walked up on either side of her, staring down at her.

"Don't even think about it..." Talia growled angrily.

From her knees, Ultra Woman looked up at the two men bearing down on her from both sides. As Spike moved in from the left, Talia threw a weakened elbow towards him, praying that her legs would start cooperating soon. Spike stepped back a foot, the elbow missing wide. Another shadow loomed from the left and Talia threw a jab out towards it, missing Rock's crotch by mere inches. Anger blazed in her green eyes, her strength and coordination gone, but she wasn't going out without a fight. Each punch aimed towards there most sensitive spots, keeping the men out of reach at least for now.

"Come any closer and you'll lose it..." Talia snarled.

The two men stared down at her with angry faces. Water ran down her powerless body, dripping off her heaving breasts and rolling down her form. Unfortunately Talia had forgotten about Blake until it was too late. She felt his hand wrap up in her soaking wet hair, turning her head to the right. As he wrenched her head she found herself face to face with his exposed manhood, the massive serpent only a few inches away from her mouth. The scent of his manhood smacked her like a truck, making her swoon on her knees, green eyes rolling back as their fire died.

"Ohhhh not again...." She moaned breathlessly.

Before Blake could react, Talia leaned in, her mouth parting almost instantly. She drew him into her mouth with his tongue and instantly began bobbing her head back and forth. A muffled sob of shame escaped Talia's lips as she brought both hands up to his thighs and let them rest there. The defeated Amazon moaned as she swallowed more and more of his cock willingly, shaming herself in front of everyone.

"Holy shit what a slut!" Rock called out.

"Did that really just happen?" Spike chimed in.

"Bitch knows a real man when she sees one" Blake laughed, resting both hands on her shoulders.

Talia could only close her eyes and pray it would end soon, shame flooding her body as the confusion of her body's betrayal continued to spread. Her fingers dug into the dripping wet fabric of Blake's pants as she continued to service him willingly. Her head bobbed back and forth faster and faster, wet squishing sounds filling the air as his cock scraped the back of her throat. The other two men watched for close to 2 minutes, waiting patiently for their turns with the slutty Amazon.

"Shit..." Blake gasped "She's reallyAUGHHHH!!"

Blake's body stiffened and his fingers dug into Ultra Woman's shoulders as his climax rolled through his body. Talia's eyes shot open, realizing what was about to happen. Her cheeks ballooned outwards as his manhood released it's load, flooding her mouth and instantly triggering her orgasm.

"NOOOMMPPPPHHHHHHHHHHHHHHHH!!!" Talia cried out into his member.

Ultra Woman's body squirmed and vibrated, held in place by Blake's strong hands. The honey sweet smell of Talia's juices filled the air of the shower as they splattered to the tile floor. Cum dribbled out of her mouth, spilling down onto her chest and funneling between her breasts. When he finally released her from his grasp, Talia slumped to all fours, accidentally pulling Blake's pants down around his ankles, causing the pistol to clatter out of it's holster and skid towards Kayla's position, none of the 3 men noticing they were so absorbed in the shamed Amazon in front of them.
Kayla slumped down to the floor and watched the three men attack Ultra Woman. A little part of her liked seeing the ice bitch opening her mouth and gulping them down. "Ice queen melts again," Kayla thought to herself with an evil inner laugh.

Still weak from the Argonite rays and the cum rubbed into her flesh from the mutant creature that had raped her earlier, the powerful young woman would have no chance of taking down the three men.

Then the gun skittered across the hard concrete floor. Kayla laid still, her gray eyes peeking through her hair to see Spike look back at the seemingly comatose MegaWoman then mentally dismiss her. She waited and watched the Amazon's much bigger boobs bounce around her chest as the three men laughed and used the breaking Ultra Woman.

Kayla crawled slowly across the floor towards the pistol. Closely she eyeballed the three men, but they were all mesmerized by Talia's mouth and amazing body. Kayla felt her body against the cold concrete, still wet and slimy from the tube. Her fingers reached out and she wrapped her fingers around the butt of the gun. As she gathered it up, for the first time in her life she curled her finger around the trigger and slowly stood up. The gun felt like it weighed a thousand pounds; ever time before Kayla had picked up a gun, she had bent the barrel or crumpled up into a ball to intimidate some pathetic man.

"Oh look," Spike said as he noticed Kayla stand up, "Megaslut has a gun."

The two other men, one with his fingers wrapped full of Talia's sweaty raven hair, looked over as Kayla raised the gun up in her shaking hands. She hated how weak she felt, but with the Argonite coating her, even into her pores, kept her powers from returning.

Spike turned towards her. "Come on, give that back," he said with his hands out, his cock bulging in his pants. "Don't do something stupid, or you'll really pay for it."

Kayla thought about shooting at Spike, she might have even killed him and maybe been able to shoot the other two men...but then again, she had never fired a gun. She had laughed when someone offered to let her try; when you can fly to the edge of space faster than a bullet, why would you need to fire a gun? But now...if she missed, she could kill Ultra Woman. She may not like that ice bitch Ultra Woman, but Kayla did not want her to die. The next Amazon could be an even bigger bitch, Kayla thought but then dismissed her snide thoughts. "Stand back!" Kayla yelled without as much confidence in her voice as normal. Her perky breasts shook on her chest and her dripping, sweaty, cum stained and green slimed hair across her face.

Spike smirked. "Yeah, you know you ain't gonna use that, you don't even know how! You superbitches all fucked up now, you are just hoes and not so special huh?" he rambled.

Kayla thought she could kill Spike but she was afraid of hitting Ultra Woman still. Suddenly an idea struck her. Before Spike could get any closer, Kayla turned the gun to the side.

*BLAM!*
*BLAM!*
*BLAM!*

Bullets tore into the thick steam pipe that lined the upper part of the wall. Steam burst out in hot clouds that quickly flowed over Kayla's small, lean body. Her chestnut hair flew upwards as she raised her arms and let the steam coat her lithe body.

"BLNNGH!" Kayla suddenly spat as Spike's fist smashed into her cheek and snapped her head around. The gun flew out of her hand as she felt Spike grab her by the hair and hurl her into the wall. She hit the wall and bounced off and fell to the floor in a daze. She could feel the steam making the slimy ooze wash away. She felt her powers tingling back into her body, but as Spike picked up the gun and pointed it at her, she wondered if she would live long enough to get them back...
The other men working over Talia jerked suddenly as the gunshots rang out, Blake's cock popping out of Talia's mouth with a wet slurp. As soon as their hands released her, Talia slumped forward onto all fours, coughing weakly and trying to spit out the hypnotic taste of his cock.

"What the hell man?! Get that bitch under control!" Rock screamed at Spike as he advanced on Kayla.

Panting softly, Talia looked over at Kayla through the curtain of her matted black hair. She wanted to let Spike have her way with the snotty little heroine, but she knew if they didn't work together, they would end up back in those tubes and be used as breeding stock for the rest of their lives. Thankfully, Blake's member had slipped out of her mouth before he could release his load and trigger the Amazon curse.

Looking up, Ultra Woman noticed all 3 men had their eyes on Kayla as the steam billowed into the room, making it harder and harder to see by the second. She slowly began crawling over towards the ruptured steam pipe, using the thick clouds of hot mist to cover her movements. As the room filled more and more by the second, it was hard to even see two feet in front of her face.

Finally, still crawling, drenched with sweat and condensation that soaked every inch of her body, Talia reached the ruptured pipe. 'This is going to hurt' she thought to herself. Gritting her teeth Ultra Woman grabbed the scalding hot pipe and wrenched it to the side. The geyser of steam blasted out in a thick stream, slamming into the side of Spike's face and making him recoil in pain.

"AUGHHHHHHHHHH!!!! Bitch!!!" He screamed, blindly firing the gun towards Talia.

The bullets ripped into the tile near Ultra Woman as all the men sprung into action. Staying close to the ground, she used the thick clouds of steam to mask her movements.

"Where the fuck did she go?!" Spike yelled as the trio began looking for her, taking their attention off of Kayla.

Talia slowly crawled towards where Kayla was just a few moments ago. After what felt like an eternity, Talia crawled up behind the brunette heroine. With a quick move, she reached up and clapped her arms around the young girl from behind, clamping her hand over her mouth before she could make a sound.

"Shhhhhh" She hissed into Kayla's ear.
"MMppghh?" Kayla squeaked softly in shock.

Still keeping Kayla gagged, she slowly began walking backwards through the thick clouds of steam. As Talia's slick powerful pressed up against Kayla's from behind, she realized how sexy the girl really was. Her long brown hair, her big doe eyes, the way their bodies rubbed together with each cautious step. Ultra Woman's hyper libido had been awoken by the 3 men and now her body wanted nothing more than a woman to lay down with.

Blake, Spike and Rock continued wandering around the shower, shouting and waving their hands as they tried to clear the steam in hopes of finding Ultra Woman. By the time Spike spun around to check on Kayla, the brunette had vanished into the steam.

"Fuck! Mega slut is gone too!!" He shouted.
"I can't see shit!!!" Blake yelled
"We need to get out of here! Where's the door?" Rock yelled, the steam so thick they couldn't even see one another now.

Ever so slowly, Talia walked backwards, dragging Kayla with her. She silently cursed herself as her hardened nipples dug into Kayla's shoulders from behind, her body always seeming to want attention at the worst possible times. As she pulled Kayla out the door behind them and into the hallway, she pushed the young girl back against the wall, panting softly.  As quietly as possible, the more experienced heroine Ultra Woman closed the shower door before sliding a nearby fire extinguisher into the door jam and latching it closed.

"Now..." She panted softly, looking over at Kayla. "Let's get out of here..."
"Let's burn it down first" Kayla smiled impishly as she looked up into the taller Talia's eyes.
Kayla peered around the hallway. She grabbed Ultra Woman's hand and Talia could feel the strength in the smaller woman's grip. "Those assholes," MegaWoman growled as her eyes burned. To Talia's shock, Kayla's pupils were turning red. "Burn it down and let those creepy things they took from us get fried!"

Her eyes flashed and a red beam of light fired from them. Across the room from the two naked heroines, the electrical box burst in a flash of sparks, then as Kayla poured out her rage and anger through her eye beams, the box lit up in flames.

"That will do...ohh..." she gasped as all the strength she had built up faded away. The steam had washed away most of the Argonite from her skin and pores, but she was far from charged back up. Firing her eye beams had used up what little she had regained. The lithe heroine sagged into Ultra Woman's arms. Outside, beyond the door, Kayla heard one of the men bang on the wall, then suddenly he was banging on the door. She heard him yell someone to the other two men as he started to put his shoulder into the door.

"Come on," Talia hissed, and Kayla could hear the anguish and rage at the Amazon having to retreat before mere men.

"Okay," Kayla nodded as she pushed the hair from her face. She slipped her arm around Ultra Woman's waist and felt the corded muscles of the powerful Amazon's body, the power beneath the tanned skin. Kayla's powers were more subtle since she was not nearly as tall or powerful looking, but it was still impressive. If only Ultra Woman was not such a icy bitch, they could have fun...

Talia lead Kayla down the hall. They stumbled up a set of stairs, and, at the top, they found a grate. In less than a minute the two naked, dripping wet heroines stumbled into the moonlit city.
Talia shuddered as the cold win blew around their forms. She could feel Kayla leaning against her, both of them still soaking wet. As she looked out across the city, she turned and looked at the brunette heroine. The young girl had proved herself a capable warrior throughout the entire thing. Their faces only inches apart, Talia felt a slight pang of something other than total loathing for the heroine.

"Kayla..." She whispered softly.

Then as she looked into the girl's eyes, her lips parted, and for a moment they stared at each other, transfixed. Talia let out a long sigh as she felt Kayla's warm breath caress her cheek. The mortal enemies sharing a moment where their hatred temporarily blurred with something else.

"Let's not do this again..." Talia whispered softly.

"Couldn't pay me enough" Kayla retorted as they spun and turned their separate ways.