BDSM Library - Omega Phallic

Omega Phallic

Provided By: BDSM Library
www.bdsmlibrary.com



Synopsis: The supervillian Omega Phallic begins his plans to sexual enslave the world!
            By Omega Phallic email: spinney@stn.net

                     Omega Phallic Issue #1


     "Sinister have a seat so we may begin negotiations, please" Kingpin
offered, gesturing at the seat in front of his desk.

     "I prefer to stand and get to the point of the meeting, I hate small talk,
my time is too precious" Sinister countered dismissively. Kingpin had lured him
here with an offer of genetic material the likes of which under normal
circumstances he'd never get, but Sinister had no patience with those who wanted
gab.

     "Very well, Sinister, right to business it is" Kingpin agreed, tossing
Sinister a plastic bag with hair in it. "A couple dozen hairs off Rogue's head,
pulled out by Juggernaut himself."

     "Since that concludes our business then..." Sinister began, already
deciding how he was going to use the material, when Kingpin interrupted.

     "Wait Sinister, you think I invited you over something I could just as
easily had couriered to you, no we have more important business."

     Sinister was growing more impatient by the minute, but he stayed, Kingpin
had figured out Sinister's interest in Rogue's genetic potential, so Sinister's
his curiosity was peaked.

     "Omega Phallic, bring in the subjects" Kingpin ordered through the
intercom.

     "Get your fucking hands off me you fucking bastard" Jennifer Connolly
screamed, stocky man ushered her into the room. Trying her damnedest to get free
of her hand cuffs, she was unceremoniously pressed down into the empty chair.

     Shoving a ball gag into her mouth, the stocky man silenced her so that
introductions could be made. "I'm the one truly behind this meeting Sinister, I
hired the Juggernaut to get Rogue's hair, I'm the one who figured that Rogue's
DNA could be used to offer clues into the genetic structure of those's she's
drained with her powers, and I hired Kingpin to get you here as he has
connections I do not."

     "I assume you're this 'Omega Phallic' then? I have no time to waste with
some rich juvenal pervert who wants to play at being a super villain" Sinister
deduced.

     "Oh, I'm no super villain, I'm a super pimp."


     After Omega Phallic (no relation to Omega Red), finally convinced Sinister
to listen, they moved things over to the conference room from Kingpin's office.

     Four new women were gagged and bound, sitting chairs. All four were
celebrities like Jennifer, but Sinister was ignorant of pop culture, and didn't
give a shit who they were. It just reminded him how weak humanity that
worshipped over payed entertainers, while people that made a real difference in
the world were ignored or ridiculed.

     "Let me introduced Erika Eleniak, Pamela Lee Anderson, Carmen Electra,
three big titted bitches from Baywatch and Allopolnia that busty cock tease from
Purple Rain."

     "You see Sinister, most pimps worry about making a buck, having a fuck, and
flashing it up like their somebody important, but not me, accept for the fuck of
course, you see Sinister I have a vision in which there is world peace, plenty
of pussy, and green planet thriving planet"

     "Weakness, your wasting my time with weakness, humanity's chance for that
passed during the sixties, you and the rest of humanity should have learned from
your mistakes, another of your flaws" Sinister replied, wondering where this
speech was going.

     "Don't worry I won't bother you with anymore visionary speeches, I'll just
give the details you need" Phallic offered with a light smirk.

     Sinister wasn't used to people smirking at him, but he let the insult go
reminding himself that this was a lesser creature.

     "I have the power to morph the main erogenous zones, cock, balls, tits,
ass, cunts, change them anyway I want, I can add parts were their wasn't anyone,
such as a clit to the back of the throat, or a G-spot to someone's palm, I can
create new types of sexual organs, I can even change an y chromosome into an x,
changing the gender as if that person was born that way, but my powers require
sexual energy, the more powerful that act, such as changing the y chromosome,
the more energy needed, energy that can't be supplied by me." Omega Phallic
explained.

     "With this power I've broken over a thousand women into becoming my sex
slaves, I kidnapped them from homes, universities, anywhere I found a hot piece
ass worthy enough and then I used my powers to break them, usually taking over a
month to make the raining permeant, till they were cock worshipping whores, I
let all, but a chosen few to living otherwise normal lives, using chemical
memory inhibitors, till I need them to do my bidding."

     "I need your help adding superheroines' to my harem, in exchange I see to
it that you get all the genetic material you could dream of"

     "So what is it exactly do that you need from me?" Sinister asked intrigued,
despite what he felt were his low chances of success.

     "I need three thing from you, Sabertooth's Genetic material, which you
samples of, to impregnate these three Baywatch sluts, so that when I inject
cloned egg cells from Neanderthal, my super soldiers will be born, secondly I
need the technology use to clone Maunders, and lastly I need all the
intelligence you can, or will, give me on any and all powerful beings."

     Sinister though about. "How do I know who can do what you prepose?"

     Omega Phallic grinned. This was his favourite part. Kingpin had only just
suggest that they start kidnapping celebrities a week ago. Phallic had yet to
start training any, as the first of the chosen victims had just arrived four
hours before Sinister's visit. Phallic decided that they would be excellent
tools to show Sinister his power.

     Phallic bent Jennifer Connolly over the conference table and removed her
gag. He loved teaching them to beg.

     "Let me go!" screamed Jennifer, scared shitless of what she'd over heard,
her body shaking in terror.

     She was only in a white t-shirt and jeans when they'd picked her up a day
ago, she hadn't changed her clothes since.

     Phallic reached around and unbuttoned her pants, pulled down her zipper. He
had plans for this one, he wasn't just going make her one of his whores, he was
going to brake her 100%, so she'd be little more then fuck meat for her life,
loved turning intelligent young women like her into cock adoring cum sluts, good
for nothing, but fucking. He didn't do it to just any intelligent beautiful,
women, just the ones that he chose to be his special Omega servants.

     Phallic ripped Jennifer Connolly's jeans down and grabbed her perfect white
asscheeks in his hands, giving them squeeze as he released his powers.

     Jennifer Connolly scream at first when he ripped her pants down around her
ankle, but a chill ran through her body, follow by a burning sensation that
silenced her.

     Jennifer arched her back thrusting out her medium sized breasts out, which
started growing, pulling at the thin material, her tits growing a hundred times
more sensitive to pain and pleasure.

     G-spots emerged in her ass and in the back of her throat, clits grow on the
palms of her hands, her cunt and ass grow inhumanly tight and elastic so that no
matter how big a cock entered her she'd spring back to her original tightness.
Her pubic hair fell out and disintegrated. Even her hymen grew back, with its
own healing factor so the Omega Phallic could pop her cherry when ever he fucked
her, just like the houris of Muslim myth.

      Phallic yank up Connolly's t-shirt so that raven haired actress' huge tits
bounced free. Firm, with out any sag, but still soft and pillowy, her breasts
where a breath taking sight in even for Sinister.

     Phallic grabbed the whimpering actress by her big tits and gave a hard
squeeze. Twin geyser of milk exploded from her nipples, another shock for the
disbelieving celeb. "Holy shit" she quietly gasped, staring at her breast milk
on the table.

     Phallic pulled his rock hard cock from the slit in his pants, but it was
like no other cock Sinister had seen. It had taste buds running along its entire
length and it seemed to be vibrating.

     Phallic smacked his odd tool against Connolly's ass, before positing it at
her cunt. "Please, oh God, don't do this, don't let this happen" Connolly prayed
to her God, knowing instinctively she'd get no mercy from this monster that was
about to rape her.

     Phallic teased her pussy lips with the head of his cock, waiting until her
fear had peaked and she was starting to relax again thinking her prayers had
been answered, to ram his cock into her when she least expected it.

     Connolly groaned at the sudden intrusion, the cock had pushed in till it
hit her hymen. She was so tight, the Phallic couldn't get it all in on one
thrust.

     Phallic pulled back, them slammed back in, ripping away her reborn
virginity to half of his enormous into her. Connolly scream, never in her life
had see had such a long, thick slab of cock meat in her cunt. "Your mine now you
fucking cunt" Phallic growled as he prepared for his third thrust.

     The third time was the charm, Phallic pulled all the way back and slammed
all the way into her, to the hilt, his pubic hair tickling her creamy ass
cheeks.

     Phallic grabbed onto Connolly's big sift tits, using them for leverage as
he started brutally raping the starlets hot cunt. Tears welled up in the
cornering of her eyes, her mind finding it impossible to cope with the hard cock
pounding cruelly into her, or how it felt so painful, yet so fucking good at the
same time.

     Connolly didn't realize at first that she was pushing back against Phallic,
grinding her sweet ass against his hips, or that she was arching her back
slightly to thrust more of her tits into his rough hands. She was busy trying
fight back against the growing arousal in her cunt.

     Phallic could taste her pussy cream with his cock, see into the dark
passage of her cunt with his cock, could sense what she was feeling with his
cock. In short he knew this slut like no one had know her before.

     "Do you like that bitch?" he asked, feeling her cunt milking his cock, a
look of rapture on her pretty face. "I didn't hear you, do you like being raped
whore?"

     Connolly licked her lips. She couldn't believe it, but she did, it was like
a void was being filled, one she didn't know existed. All her life man had look
rarely above her chest, she'd been hit on by most of the director's she'd worked
for, tried to get her to do more nude scenes. Men seemed to think that all she
was good for was fucking. It'd turned out, that despite her Yale education, her
intelligence, her talent as an actress, they were right, it wasn't her mind that
mattered it was her tits and ass that was important. Her place was on the end of
a man's cock

     "Yes, master raped me hard, fuck my brains out!" Connolly screamed out,
surrendering to her cunt.

     Just as she was about to cum Phallic pulled out of her. "On your back
bitch" the evil bastard ordered as he removed her cuffs.

     Connolly jumped from her seat, onto the table and rolled over onto her
back, spread her legs wide, and started tugging on her nipples.

     "You'd better get used to being on your back, you'll on yourself on it more
often the not" Phallic informed her. "From now on you'll have to beg for the
privilege of my cock, like the rest of my whores" Phallic added, hungry to see
her debase herself for his amusement.

     "Yes master, please fuck your fuck slave, I live only for hard cock, please
ram that hard cock into my, I'm your obedient property, I swear I exist only to
please men, so please fuck me, I need it soooo bad." Jennifer Connolly begged,
getting off on being made to humiliate herself in front of everyone, to show
everyone her true self, a cum bucket for her master's jizz.

     Phallic buried his face between her legs, his long tongue teasing around
her clit in circles. Phallic tongue wasn't normal by any means, it was inhumanly
long and a piss slit.

     When he saw Connolly could take no more, he started fucking her cunt with
his tongue, swallow her juices with slurping gulps. His nose rubbed up against
her clit as his tongue teased her G-spot. Connolly grabbed Phallic by his hair
and shoved his face against her pussy, her hips grinding away. While Phallic was
eating her out, his belly started to grow. Jennifer threw her head back as she
screamed out her master's name, cumming so hard her bones hurt. Hot semen
skirted of 

     "Hey Kingpin, you can have the honour's of deflowering this cum slut's
cherry again, I've been dying to get my hands on those tits all day" Phallic
offered, getting up on the table to sit on her stomach.

     Phallic grabbed her meaty tits in his hands playing with them, before
shoving her dick between her soft tit meat. Her tits around his cock felt better
then he'd dreamed, so soft, yet almost seemed to be sucking on his dick.

     Connolly's finger's ran through her hair as her master fucked her ample
chest. His dick between her tits felt more incredible the it had in her cunt,
something that seemed impossible.

     "Do like the way my big tits feel around your cock master? Fuck my tits
master please make me cum like the cheap whore that I am!" his new whore begged.

     "Oh, my fucking God!" Jennifer shrieked ear piercingly as her body
succumbed to a massive tidal wave of a titgasm.

     Jennifer Connolly had never dreamed that such ecstasy existed. Yet, just as
the first titgasm waned, the next hit, and then another, and another, each
stronger then the next, till all that existed for her was her master's cock and
her heavy tits.

     "Master, you're a God, my God, please baptize my huge tits with you blessed
jizz" Jennifer Connolly gushed, worshipping the cock between her tits with a
religious devotion.

     Sperm blasted from Phallic's cock to hose down the beautiful woman under
him, painted her gigantic breasts, graceful neck, and stunningly beautiful face.
Jennifer Connolly purred as her master gave her a pearl necklace.

     Omega Phallic mutant cock didn't need to rest. Her just fuck fucking her
tits while cock spew his cum forth on to her chest. Didn't really need to being
having an orgasm to spew the his sperm, it poured out on command.

     "He should be empty by now" whispered Sinister to Kingpin. To answer his
question Omega Phallic opened his shirt and where his fat belly should have been
was one huge hairy testicle in its place.

     Phallic leaned over onto his fore arms, so he could fuck Jennifer
Connolly's tits harder and so she could lick and suck his stomach nut. It was
sweaty and musky and it put a smile on her face to know her master could bath
her from head to toe with his hot creaming sperm.

     It was now that Kingpin got off his fat ass and slipped between Connolly's
legs. Kingpin unzipped his pants and fished out his big dick. It was a slab of
beef as monestrous as the rest of him and to her horror Jennifer found herself
purred at the though of the crime lords juice cock popping her cherry again,
pounding away into her like a jackhammer.

     Grabbing both the lovely actress' legs Kingpin used his incredible strength
to ram him cock into her impossible tight cunt, her cherry ripped aside again.

     Kingpin fuck the little bitch like an insane animal, her tits bouncing
wildly in circles as Phallic moved onto her next bitch.

     Omega Phallic removed the gags of the Baywatch beauties. With a tugged
Phallic ripped open Erika's red one piece swimsuit, allowing her big tits to pop
out.  Phallic grabbed onto her soft tits with an iron grip and the same changes
that had happened to Connolly happened to her.

     "Oh not, please don't make me a baby machine for those freaks, I suck your
dick all you want, I'll even be your slave and property, but don't make turn out
monsters, it ruin my body and my career!" Erika sobbed.

     The reason she wasn't too upset about being made a slave was that she was
used to being used as a fuck toy. The only way she'd been able to get any work,
even before she became an actress, was by getting on her back, she in fact it
turned her on having to spread her legs to get a job. Shitting out monsters
babies was another thing entirely. With out her killer body she'd never work
again.

     "Have no fear cum slut, I wouldn't ruin a killer rack like yours, no I've
changed your ovaries so that you'll spawn my warriors like a frog, pissing out
eggs into a pond, think of it like being fucked by expensive food."

     Pamela Lee Anderson was next and to his surprise she'd wiggled out of her
cuffs and her swim suit was already around her ankles. Pamela had a lot of
experience with cuffs Phallic could see. Her cunt was dripping wet. "I shouldn't
have been surprised, you were major public cum slut before I got my hands on
you, in fact all you Baywatch bitches are little more than grade AAA big titted
fuck meat aren't you?"

     All three women nodded their agreement as Phallic grabbed Pamela's already
sizable tits and triggered his power. Pamela gasped as her body changed, much
like Connolly and Erika, but with one difference. Her clit changed its circular
shape into a maple leaf shape, in honour of their shared nationality.

     Carmen was next, but instead out grabbing onto her tits to trigger his
power into her, he grabbed her by the hair and shoved his twitch cock into her
moist, warm, mouth, before unleashing his power. Not bothering to take the time
to cum properly, he willed himself to started ejaculating into her pretty mouth
till sperm started trickling out from the corners of her mouth.

     "Sinister, as a gesture of our agreement, get over here and fuck these
tittylicious sluts so you can see first hand what my power can do" Sinister got
up and walked over out of curiosity. Sinister hadn't gotten laid since his wife
was alive, he'd simply evolved past the need, but Sinister decided the more he
learned of Omega Phallic's power and its limitations the greater his advantage
would be in their dealings.

     Sinister pulled his cock out, a shrived old thing that looked like a
cigarette but, that was on the verge of falling off. Omega Phallic grabbed his
arm and Sinister gasped as his cock changed. It grew as large as a banana, and
then split in two and split again so that he had three cock stiff and waiting.

     Sinister took the hint and bent all three Baywatch babes over the
conference table.

     "None of you human are worth of my carrying my young" Sinister explained as
he aimed his cock' at the pucker of three terrified actress'. "Not up the ass!"
Carmen cried, out as Sinister cock invaded her bum.

     The other two, just groaned and instinctively pushed back against
Sinister's cocks', stuffing more cock meat up their ass.

     "Holy fuck that feels so good" Carmen moaned, her tune change as Sinister
cock pumped in and out of her ass at break neck speeds. The G-spot in her ass,
lubed her passage up just enough that she could get ass pounded with out
permanent damage.

     The room was fulled with groan, moans, gasps of pleasure, and meaty sound
to flesh on flesh.

     Allopolnia looked at the display before her with disgust. What had been an
intelligent, beautiful, and talented woman, was now cock crazed slut and while
the women from Baywatch had been slutty to begin with, they certainly didn't
deserve this. What scared her most was that she was next to be fucked into
sexual submission, to be transformed cock addicted whore with only her master
and his allies sperm on her mind, just like the others.

     Allopolnia wished she had Pamela skill with handcuffs, but she didn't. She
was powerless as Omega Phallic bent her over the table and pushed up her leather
skirt, so he could pull down her panties. To Allopolnia dread and embarrassment,
her panties were already wet and sticky.

     Allopolnia tried her best to fight back, to free herself, but that just
earned her a spanking. Allopolnia screamed through her gag as Phallic hand met
her soft ass cheek with a loud smack. Phallic spanked her till she was sobbing.
It wasn't just the pain that had her crying. She'd had the strongest orgasm of
her life and he hadn't even used his power on her, she knew that she'd end up a
spunk bucket like the others.

     Allopolnia dropped her head down against the cold metal table in defeat,
knowing she'd been mastered, that it was her fate to Phallic fuck toy, one of
his slaves.

               Finally the gag was removed and her transformation started.
Before Allopolnia knew what was happening she was licking the cum off of
Jennifer Connolly's huge tits, sucking and nibbling on the another woman's
breasts for the first time in her life.

     Kingpin was still fucking Jennifer Connolly, when Phallic left the room. He
had plans to set up.


     Omega Phallic sat at the head of a long table, in room in which one wall
had the signed panties on one wall, signed bras of his slave girls on the other,
and a massive plasma screen on the far wall.

     Omega Phallic was in uniform. His black leather armour was made from a
mutant pig from Sinister's lab, a pig that shed its bullet proof skin once every
48 hours. His face was hidden in the recesses of his leather hood and the Greek
letter omega was on the front of his uniform, with a cock super imposed on it,
his symbol of power.

     Omega Phallic looked over his team, making sure he'd not forgotten anyone.

     There to his right was Silencer a buff looking African American former
S.H.E.I.L.D that got his name from the black box on his belt that muffled all
sound in a 100 feet radius when activated. The former S.H.E.I.L.D agent turned
assassin was dress out in black as usual.

     On his left was Trinity, a strange mutant with huge tits. These tits
weren't like "normal" mutant breasts. Each housed a powerful telekinetic brain,
with its own personality. The left one was French, with the power to slow down
atoms causing a cryogenic effect, she was called Rebecca. The other breast was
American, with the power to speed up atoms causing a pyrotechnic effect, she was
called Macy. The brain in her head was Canadian and was often caught in the
middle of the squabbling of the other two brains. She was called Sydney and she
was telepathic, with the ability not only read minds, but to cause false
readings in other telepaths.

     She would have been one of the most powerful, if all three brains could
work together. As it was she was a force to be reckoned with. Her hair and eye
colour changed depending on which personality was in control of her body.

     In an added twist, it turned out she was his 18 year old daughter from the
future. She appeared in the very same room just two days ago. She dodged the
question of who the mother was whenever it came up.

     He knew nothing else about her.

     Beyond Trinity was three Magnetos from alternate universes, which Trinity
had brought with her somehow. None had a fraction of this universe's Magneto,
but they had their uses anyway.

     The first was Lodestone, in a green outfit, which otherwise match Magnetos.
He was from a universe in which Sentinels captured and stuck a chip in his brain
that had prevented the use of his powers. He'd been a wino when Trinity had
found him. Phallic had removed the chip from him easily.

     Next it was Blindside, from a universe in which he'd been blinded by his
parents at 10 and left to die in the woods. He'd survived by using his powers in
a manner simular to echo location, only using magnetic fields instead of sound.

     Lastly Rodiron, the evilest fuck of the bunch. He'd been a slave catcher in
a universe that did not have abolition. He often bragged that he'd used false
documents to catch white women he wanted to fuck as well as black. Trinity
confirm this and that he'd brought an end to a bloody civil war by raping the
and selling the busty and beautiful President of the Alliance of Northen States.
It was during that confrontation that she'd stabbed him in the balls with a
knife. He'd created an iron skin around his cock and balls to keep his testicles
from falling of the his sack, hence the name Rodiron.

     Silencer naturally hated the dumb fuck and took every chance to put him in
his place. Phallic didn't blame him. Racism had no place in Omega Phallic's
vision for the future.

     Beside Silencer was some mutant, formerly of the Morlocks, that could
change peoples bodies in ways Omega Phallic couldn't. She could make them pretty
and butt ugly. She couldn't change her own hideous face thou, which was why she
was working for him. He'd promised her a new body and face, even new name to
reflect the change.

     Firewall was the last Member of the team. He was a mutant that could give
create living programs. A nerd, he wore a spandex custom simular to his hero Dr.
Doom, only with a big F on his chest. He was kind of duffus, but he made up for
it with vigour and talent. Unlike the rest he'd proven his use already.

     Phallic pressed a button on his remote control. One of his new super
soldiers walked in the room wheeling in a beautiful young woman with fairy red
hair with a black streak running down the middle. She was a clone of Rogue that
he'd created using a prototype of the machine that Sinister was building for
him. It was just a prototype so it screwed things up, but nothing serious. Aside
from hair, the skin lack Rogue's tan, the skin creamier, with freckles on her
face, running all the way to her cleavage. Despite the mutants, she just as
lovely as her genetic mother.

     He'd kept some of the hairs Juggernaut had taken from Rogue, for this, and
one other reason.

     "This is my new flesh, I'll be pretty?" asked hideous mutant female, tears
of hope in her eyes. If this worked she gladly die for Omega Phallic.

     "What I need you to do is simply, lay your hands on her tits" Phallic
commanded with authority.

     "That's it?" she asked wearily, not trusting him. It was too easy.

     "This is a clone from Rogue, despite the difference in appearance, so all
you have to do is grabbed to her big tits till your powers, mind, and thanks to
the magic rune on her forehead, your soul into her body."

     The ugly mutant stubbled over herself as she made a dash to the sleeping
body. Grabbing two meaty handfuls of tit flesh, she felt the bodies power
trigger. The Morlock groan as life drained from her body. She'd heard it was
painful, but this ecstasy beyond anything she'd felt, like an orgasm that
wouldn't end. As the last of her life force ebbed from her body, only will kept
her grip on the malleable tits, wanting to make a 100% certain it was permeant.

     The Morlock opened the eyes of her new body and push the old one off her,
pushing herself up rest on her forearms. The Morlock flashed a stunning smile at
the man who'd given her a new lease on live. This body had only been aged to 18
years at that.

     She stepped of the hospital bed, stepping on the neck hard, snapping the
neck, killing her old body.

     "Shit, you've got to get used to your super strength, your a lot stronger
than you used to be, accidents can happen..." Omega Phallic trailed off as she
silenced him with a happy look.

     "That wasn't accident, my old life, all the pain and bitterness dies with
that body, now it will never return" She said, positively beaming. "As such I
want a new name as promised."

     "Well your normal name will be Melanie Goldsmith, seeing as you such lovely
melons and your secret name with Lady Succubi, equally obvious reasons"
concluded Phallic, pleased with himself.

     He wasn't the only one pleased, Lady Succubi jumped up into his arms and
planted a kiss in his lips, her heavy tits pressing up against his chest.

     It appears she has control of her powers Phallic though wirily, just glad
he wasn't left a vegetable by the steamy French kiss.

     Taking her seat again, Melanie Goldsmith made no more to put on clothes,
was enjoying the hungry stares from the men in the room, something she never
dreamt she would see.

     "Yes, well, onto are next piece of business, the three prong force I will
use to rule North America." Phallic said, hitting a button on his remote,
causing three Logos to appear on the screen. Only one was easily identifiable,
the Logo for H-department in Canada.

     "One as I'm sure most of you can tell is that of H-department up in Canada,
the department that deals with super humans, the creators of Alpha Flight among
other teams, the One beside it, the rabbit, it signifies a new force in America
politics, the Utilitarian Party, and lastly a symbol for a 'super villain' team,
of which you are now all members of, will be based at head quarters of Oil
Siberia's American office."

     Phallic hit the button again on his remote and the screen at the back of
the room filled with a view of a stunning woman in her 30's. "This Catherine
Timoshenko, CEO of Siberia Oil, and a member of the Russian oligarchy, not
mentioned a hot piece of ass, and one of the top polluters in the world."                            

     "We leave in four hours to break the bitch and to use her HQ in America to
as a base camp for Violators the 'super villain' group I spoke of."

     "Why don't we just used this base?" Rebecca inquired, Trinity's hair
turning red and her eyes green as her French personality spoke up. "Figures,
your already to surrender before we've begun, you French slut" Macy chimed in
with her blond hair and blue eyes. "You American bitch! I was asking because the
facilities here are better suited for such a purpose" countered Rebecca. "Enough
Macy, the question was valid, I'm really starting to tire of your bigotry"
growled Sydney in her husky voice, with her black hair and bedroom brown eyes.

     Everyone watched the strange display, not knowing how to react to the
gorgeous young woman yelling at herself.

     "Ummm, yes, well the reason is this building is going to be used by the New
Utilitarian Party, its located in Washington and its limited teleportation tech
on the top floor is vital to my goals" Phallic replied, answering Rebecca's
question.

     Phallic hit the button on his remote and an image of Rogue and Gambit
appeared on screen. "Lady Succubi, in two days hence you are to dress up as
Rogue and to capture Gambit, using him to lure the X-men to New Orleans, where
my agent, the Mayor has had a negation tower built officially to suppress the
thieves and assassins guilds."

     Hitting the remote again the screen changed to Alpha Flight. "Firewall,
you'll be with me, were going north to department-H which once again has
reassembled Alpha Flight, I going to need you to create a living program that
can control battle suits."

     The next image was of Magnetos children. "Lodestone, Rodiron, Blindside I
need you to trick the Scarlet Witch, Polaris, Quicksilver, and his hot piece of
ass wife, Crystal,  into thinking their father is dying here so they'll come
quickly, but be careful they'll be anticipating a trap, Magneto is know to be
dangerous."

     "Sydney I need you to fuck with the minds of the words most powerful
telepaths, distract them with false impressions of what others are thinking, you
can start now while were out taking over Siberia Oil, get Macy and Rebecca to
help."

     "Silencer, train the super soldiers in the use of guns, once  we take over
Siberia Oil, I'll give you new orders when the time is right."

     "Lets do it" Silencer nodding his agreement. 

     Jean Grey was sunning herself by the pool, in a small red bikini, a new
pair of shades covering her eyes. Luxuriating in soothing touch of the sun, Jean
Grey came to the conclusion that she didn't get to do this half as often as she
should.

     It was peaceful at the manor, unusual as that seemed. Most of the others
were off doing various errands for the professor, leaving only Xavier and Jean
Grey.

     Xavier as far as Jean knew was in the library.

     This really was nice and calming. I could get used to this, Jean Grey
grinning at the thought.

     Xavier's huge cock was shoved between Jean Grey lips, who bobbed her head
lower and lower until she was deepthroating his cock, her nose tickled by her
mentor pubic hair.

     As the image flashed in her mind, Jean Grey sprang up in her lounger,
sitting straight and pulling off her glasses. What the hell was that?

     Xavier's hand stroked hi thick long cock hard, he knew it was wrong to
masturbate to thoughts to fucking Jean Grey, she was like a daughter to him, but
she such a hot piece ass, with tits bigger than his head.

     "Shit, the professor playing with him self, to thoughts of me!" Jean Grey
gasped, shocked and embarrassed. She knew it was healthy to masturbate, but she
had never though of Professor X doing it, certainly not while thinking of
fucking her.

     Jean Grey nervously put her shades back on, wishing the Professor had hid
his thoughts better, and laid back down trying to push the incident to the back
of her mind.

     Professor X held onto the back of Jean Grey's head as she bobbed on and
down his cock, her eyes staring up into his own. "Do you like my cock in your
mouth bitch? I always knew you were nothing, but a total slut with big tits and
mouth made for sucking dick" Xavier groaned as Jean's cheeks hollowed around his
dick. Jean Grey just moaned her agreement as Xavier ripped the front of her
uniform open, allowing her huge melons to bounce free, his hands zoning in on
them, fondling the red heads malleable tit meat.

     "Oh Gawd yes!" Jean Grey moaned, grabbing her sweater meat thru her bikini.
"This couldn't be Xavier, he would never say such things, he's to decent" Jean
bemoaned, embarrassed at the wet spot on the bottom of her bikini briefs.

     Like you haven't caught the filthiest of fantasies from decent people
before Jean, everybody has a dark side Jean Grey reminded herself.

     Jean Grey reached for her lemonade, but know the glass over, shattering the
glass as the next vision hit her.

     Jean Grey was naked now, on her hands and knees as the Professor knelt
behind her. "Scott's not man enough to take your cherry, you deserve to be
fucked by someone who understands that your dirty slut who needs it nasty, not
sweet" Professor X explained, looking over at a tied and gagged Cyclops. He was
going fuck Scott Summer's wife on their Wedding night and there was nothing
Scott could to stop it.

     "Sorry, Cyclops I need a real man's cock in me" Jean Grey told her husband,
who strained against his bonds furiously.

     "You son of bitch" Jean moaned, cursing both Xavier, shocked by his
fantasy, and at her pussy for betraying her. Her feelings of guilt were for more
then being aroused, that was bad enough, it was also that she was aroused at a
fantasy in which Scott was being treated like cuckold. The reality was that Jean
had lost her virginity to Scott before the wedding, Scott had been sweet, he'd
been great, skilled and long lasting but a small part of Jean had what wished
he'd been touch more aggressive.

     Jean cried at out as the Professor plunged his wooden sword deep inside
Jean, crashing past her hymen to defile her inner sanctum. Jeans firm tits
swayed seductively as her mentor, her friend, started fucking her brains out in
front of her powerless husband, who was blowing a gasket, uncontrollable rage
and pain coursing through his mind. "Fuck me harder, pound that enormous piece
cock meat into me Professor!" Jean screamed as she got fucking of a life time.

     That's it. That tears it. Jean Grey sat up and moved her hands behind her
back and untied her bikini top, tossing it aside, before untying the bottom half
and tossing to join the other half.

     Clad in nothing, but her shades and think gold chain necklace with an small
x at the bottom, Jean Grey grabbed the sun screen, pouring liberally onto her
ample chest and trim stomach.

     "I'm going cum all over your hard cock!" Jean screamed as her pleasure
built up to a raging bond fire. Charles grabbed Jean's soft pillowy tits in his
hand, squeezing painfully hard as he increase the pace of his fucking. Jean
scream out wordlessly as her body was ripped though by wave after wave of nerve
wracking orgasms. Instead of trailing off as normal, they grew in intensity as
the Professor, the man she respected most in the word, kept drill his raging
beast inside her tight young quim. Jean juices dripped down his cock as he
flooded her virgin passage with man chowder.

     "Gawd yes, fuck Professor, drill that wonderful cock into me, fill me with
your sperm" Jean moaned, her fingers buried her in her dripping wet cunt, her
thumb teasing her clit. Her free hand squeezed and mauled her large round
breasts. "I want to your cock so bad" Jean admitted.

     Jean held her breath as the head of Professor's cock pressed up against the
hole in her ass. The telepath had never considered taking it up her beautiful
bum before, it terrified her to the point where she was shaking uncontrollably,
but it excited her just much. "Ooooohhhh" Jean gasped the huge head of her
mentor's cock stretched her sphincter. Ever so slowly, inch by inch, as if to
torment Scott more, the Professor sunk deeper and deeper into his students
unbearably tight ass. When his pubic hair rested again her ass cheeks, the
Professor left it there, driving Jean wild till she started begging for him
pound away into her ass with out mercy. As the Professor hammered into her ass
like a rabid animal, Jean whimpered, it hurt so much, yet it felt so good.

     Every time Jean had an orgasm in the visions, Jeans creamed all over her
fingers. It was like nothing Jean dreamed. She was hotter, wetter, and cumming
harder than she had before. She was ashamed, but that just made it all more
intense.

     "That it you fucking whore, suck your shit off my dick!" Professor Xavier
ordered the submissive red head. Jean almost cried from lost as the Professor
pulled his tasty dick from her mouth, but he made it up to her by cumming in her
face, hot sperm marking the ravishing red head as an adulterous whore.

     Jean Grey's big tits bounced around on her chest hypnotically, an amazing
ball bursting sight to see for the 18 year old neighbour boy using his telescope
to watch her playing with herself. Jean Grey was sobbing with pleasure, she had
to have more, please God let there be more.

     "Jean you goddamn cock tease you've had this coming for a long time" the
Professor explained and he took a practice swing with the wide black rubber
belt. The belt whistled through the air, landing with a loud smack on one of
Jean's ass cheeks. Jean screamed, but the only spurred the Professor on,
spanking her lovely bottom tilling she was cumming through the tears.

     "Whip my ass Professor till I can't seat for week" Jean Grey pleaded
desperately. Jean was still cumming, her clit still throbbed, but her body was
wrack with exhausted, yet she couldn't pry her fingers from her cunt.

     Jean was on her back this time, tits pointing into the air like mountains.
The Professor brought a bamboo cane down so hard onto her pointy nipple, but her
large tits were made to quiver enticingly. "Bet, you wish you had the balls to
do this don't you Scott?" Xavier asked his former student. Scott was naked now,
but the area where his cock should be looked more like it belong on a Ken doll
than a man.

     Jean Grey's breasts were super sensitive, yet she pulled so hard on them
that they seemed to grow half an inch, before she release them and they returned
to their normal size.

     Strangely, Jean Grey was surrounded by 30 Strange men, plus Xavier, all
stroking their cocks, about give her a cum shower. "Hope you don't mind a few
guests Scott, they wanted to give the bride something before they leave." Hot
cum spewed forth in outrageous quantity from each man about her, splashing
messily onto her face, stomach, legs, hair, toes, anywhere it could.
"Congratulations Scott, you married a great one, not any woman would allow
thirty men to plaster her head to toe in creamy sperm" Xavier teased, rubbing it
in.

     "Oh. My. God!" Jean Grey shrieked at the top of her lungs, scaring birds
into flight, as she reached undreamt of pinnacle of an orgasm.

    

     Is someone screaming Professor Xavier wondered as he sat their in his
library reading A Tale of Two Cities. Shutting the book and tossed it onto the
table, wheeling himself to the window.

     Outside in the buff was an exhausted Jean Grey, no longer playing with
herself, but to tired to play her hand away from her pussy.

     Jean, that hardly seems appropriate Xavier projected to his student.

     "What!?! that's inappropriate? Look who's talking Professor" Jean countered
angrily, flouncing back into the mansion, feeling guilty, humiliated, and
excited that the Professor caught red, or rather wet handed.

    

     Trinity sat back satisfied, fingers running through her purple hair, before
dissolving back into her three different personalities. When it was the need
arose three personalities of Trinity could combine into one more powerful
personality. It never lasted more then an hour, they found it too hard to get
along, especially Rebecca and Macy.

     "That was fun" Sydney purred. She could feel the agreement of the other two
in her mind. Truth be told Sydney was jealous of Jean. Thanks to her strange
upbringing she was still just a virgin.

     When Sydney was five she'd been pulled from the dead lifeless fingers of
her father. Her father was so feared by the fools who killed him, that they
forced her into a convent in the French country side at that tender young age.
She hated there, all they talked about was how she and her father, were bound to
go to hell for their sins, except when she was caught and put into solitary
confinement for a month when she'd been caught touching herself.

     It wasn't till fourteen, when she hit puberty, that Rebecca emerged. Sydney
had psi blockier on her, but no one knew about Rebecca. Rebecca used telekinetic
powers to freeze the convert solid. She had driven out everyone first, so one
was hurt.

     They had escaped and moved to Paris where, they authorities were sent by
her fathers enemies to hunt her down and kill her. They fled on her 15th
birthday to America, California to be exact. It was a week before her 16th
birthday that Macy emerged.

     It was one hell of a surprise to find her tits actually hated each other.

     Trinity had a great body, a body that would put supr models to shame, which
was now incased in a skin tight black spandex body suit, with a charm belt
around her waist, left slightly crooked for effect . She was astonishingly
beautiful too, with charming dimples, and her hair in a pony tail, two long
bangs framing her face.

     Yet she couldn't get laid if she wanted if her life depended upon it. Some
a guy or girl saw her arguing with herself, hair and eyes colour changing, they
ran for the hills.

     "Thanks for your help girls dad will be pleased" Sydney added, smiling down
at her huge chest. "Hah that was nothing if Rebecca had been pulling her weight,
we'd have gotten Xavier too!" Macy chided Sydney. "Damn it Macy do you always
have to be a snobby bitch" Sydney snapped back, gently smacking her right
breast. "Fuck off Sydney or I'll burn your tits off!" Macy threatened. "You
dumb, dumb, bimbo, we are her tits, you'd kill us both!" growled a pissed off
Rebecca.

     "I was just kidding, shit Becca relax" Macy said, calm things down. "And
you keep saying we French surrender quickly" teased Rebecca. "Oh no, this how it
starts" groaned Sydney.

     Macy, Trinity's right breast, slammed into Rebecca her left breast. "That's
it bitch, your ass is mine" Rebecca growled.

     The two massive tits slammed into each other with meat thwacks, while
Sydney gripped the arm rests of her chair. The Sydney arched her back and thrust
her ample chest out, unable to stop her mountain melons from trying to beat the
living shit out of each other. Sydney just wished it didn't feel so good when
they did this, if they weren't stopped, she'd cream hard. They liked do this in
public too, most likely just to piss Sydney off. It was soooo embarrassing.

     "Please, please stop someone could come in here at any time!" Sydney
groaned through clenched teeth, begging her bosom buddies for mercy.

     "Oh shit I'm cumming" Sydney wailed as her father and the rest of the team
entered the room. Sydney blushed as her father stared in shock as her mammoth
tit crashed into one another like Glaciers made of tit flesh, unable to take his
eyes off the sight. This caused Sydney's multititgasm to intensify, a flash
flood of pleasure that barely left her conscious.

     "Knock it off, the pair of you, er, I mean the two of you" Trinity's father
ordered.

     "H...Hi Da...Dad you ready to go take over Siberia Oil?" Sydney asked
trying to change the subject. "Yes, and as for the pair of you, er, the two of
you stop your bickering and cooperate with Sydney, if this continues they'll be
hell to pay!" Omega Phallic threatened, no clue as what to do with his odd
daughter.

    

     Blood dripped from Scotts hand. He stared into the broken mirror as if he
hoped to see right thru it at something else. "That bitch" he whispered, wiping
a tear from his cheek with his good hand. Scott wasn't a telepath, but his bond
had allowed him to see in what had been projected into her mind, in a garbed
fashion, so Scott believed he was seeing Xavier really fucking his wife. "I'm
going to kill him, I'm going to kill them both!" he roar, slamming his fist
against the mirror again, and, again and, again.


            By Omega Phallic email: spinney@stn.net

                        Omega Phallic 2

                 "Visions of a New World Order"


     "Catherine there are some Gentlemen to see you" the terrified receptionist
said, buzzing them into the oil Baron's office.

     Phallic and his team had gotten in easily enough thanks to Firewall sending
a living computer virus to fuck with their systems, taking out their security
system, which was in Phallic's opinion too dependant on technology. They'd
slipped up the elevator shaft in all the confusion.

     Silencer had a gun to the receptionists head, a old Asian woman who'd buzz
them in, the poor woman, a temp, was eager to be rid of them. The door opened
and the receptionist ran screaming. It didn't matter, they had Catherine where
they wanted her.

     "Who the fuck do you think you are barging in here, are you from
Greenpeace, no don't answer that, Just get the fuck out of here?" The annoyed
blond demanded, before going back to her cell phone conversion.

     Sitting on her desk with her long legs crossed was jaw dropping blond in a
business suit. The view of her long, tanned legs, was cut off by her short
skirt, which left little to the imagination.

     Catherine was looking at them, looking at them through her glasses which
were perched on the tip of her nose. With her golden hair up in a bun, it made
her look like some kind of naughty librarian.

     Rodiron pulled at the metal buttons on her expensive business suit, using
his control of magnetism to rip her Jacket open.

     "That it, you've pissed me off now" growled the lovely CEO as she put her
cell phone down. Phallic just waited smugly. She'd call security, but Firewalls
program would block the call, he was sure of it. He'd just give her a moment to
let her situation sink in.

     He was wrong. Instead of calling for security, she ripped her own blouse
open, exposing two massive breasts barely constrained by her white bra. Tossing
her jacket and blouse aside, Catherine gave Phallic the finger, before unhooking
her bra, allowing her two golden globes to burst free.  Slipping her fingers
into her skirt and panties, Catherine pulled them both to the floor, leaving her
waxed pussy bare.

     "I haven't killed anyone since my KGB days when they called me the Gas
Giantess" Catherine chuckled as her skin transformed, replacing flesh with
helium. The CEO floated up thru the pores in the roof, daring her enemies to
follow if they had the balls.

     Lady Succubi flew right up after her, ramming right through the roof,
sending a shower of dust and chunks of roof.

     Ducking the falling pieces of plaster Omega Phallic turned to his team, the
ones left that is, and asked "Anyone have rope?"

    

     "You bitch, you dirty fucking bitch!" Scott Summer screamed at his wife as
he barged into the living room of Xavier's mansion. Gambit, who'd been eating a
pizza pocket on the sofa, minding his own business, choked on it.

     Xavier and Jean turned to Scott, stunned by the unexpected outburst.
"Excuse me Scott?" Jean asked, shocked and outraged at her husbands behaviour.

     "I saw you fucking Xavier through our mind link, it was hazy, but it was
like you were rubbing it in, you fucking whore!" Scott accused Jean before
turning on Xavier, while the Professor was taking the accusation in.

     "Professor I trusted you more than anyone, how could you be..." Scott
began, but Xavier was going to have none of it.

     "Scott stop!" Xavier commanded, determined to get behind what was behind
Scott's rage.

     "Scott, we, me and the Professor, we didn't do anything, it was just some
sexual fantasy of the Professor's that he didn't block properly" Jean explained,
trying to settle her husband down, her heart pumping.

     "My what?" Xavier asked, looking in bewilderment at Jean Grey.

     "Look Professor, it's understandable, men, men do these things, but please,
please block your mind better in the future" Jean Grey told the Professor
soothingly.

     The Professor was about to retort that he wasn't the one playing with
herself in public, but thought better of it. This smelled of Mastermind or some
other villain. *Jean my I enter your mind to find out what's behind this*
Professor X asked.

     Jean agreed, so Charles Xavier searched her mind for the source of the
vulgar images. It turned out to be him. Charles wasn't fooled by this, but he
was amazed that someone had used his mind to route the images into Jean's mind.
Moving through link after link, each link a telepath, Charles Xavier found the
enemy, but the mind or minds he found there were too tangled to pierce. He
couldn't even get a location.

     "Someone or something has been routing images into Jean's mind, using other
telepaths to route them to her" Xavier explained, wondering why Scott hadn't
figured out this himself. Gentle checking if Scott was alright, Xavier realized
that the images had been intended for telepaths only, so that upon entering
Scotts mind, the images recked havoc.

     Xavier had no problem fixing Scott's mind, it was nothing series, but it
left Xavier with worries never the less.

     "Jean I'm so sorry I..." Scott uttered, lost for words. Scott hugged his
wife closely to him, vowing to make the person responsible for this pay.


     "Hello, I'm Jennifer Connolly, actress and now Presidential candidate for
the New Utilitarian Party" the raven haired young woman announced, in the
commercial. "Ask yourself this, if these superheros, villains, and secret
government agencies have the power to screw with time, lift Elephants with one
hand, clone an army of super soldier, and do ton of other weird shit, why the
fuck can't they fix the environment, feed the hungry, fill your pot holes, and
get you laid!" she challenged the viewer

     "Are you sick and tired of selfish, good for nothing pricks battle it out,
destroying your town instead of fixing it, while your life goes to hell in a
handbasket?" Jennifer Connolly asked.

     "The Utilitarian party is about the greatest good for the greatest amount
of people."

     "Think about me for an instant, most you guys out there would love to fuck
me, I could easily make you all happy, but say I don't want to, if you rape me
you go to jail."

     "What right do I have, what right does anyone have, to stop the happiness
of the many to please the wishes of the few."

     "But what happens if the law protected you for a change, what if raping me
was legalized, or better yet, what if there was a law that sent me and other
beautiful women, even handsome men, to government operated pleasure centres, to
be trained and forced to into public sex slavery, to create the maxim amount of
happiness for the maxim amount of people."

     "I might be unhappy, it'd violate my rights, but the needs of the many
outweigh the needs of the few, remember that and vote for me come election day."

     Susan Reed turned off the television set and turned angrily to her husband,
who was sitting on the sofa with her, his arm around her shoulder.

     "Richard, this stinks, how can they put that, that sexist drivel on tv!"
Susan Reed growled, offended and yet in her heart secretly turned on by the
thought of being sent to one of those pleasure centres the Utilitarian were
talking about.

     "Don't worry Susan, they're just another fringe party, they'll never get
elected, besides they'd have to go through me before they sent you to one of
those 'pleasure centres'" Reed declared, trying to calm his offended wife.

     Ben came running into the living room looking excited. "You've got to check
this out, some big chick made of gas is fighting some new super group, kicking
their ass' too."

     "Richard, we'd better take a look at this, see what going on, civilians
could be hurt" Susan suggested, worried about collateral damage. The Fantastic
four raced off to join the fray.


     Gas Giantess changed from helium, to a denser gas, drawing the denser gas
out of the atmosphere till she was five times her previous height and a lot
stronger. Lady Succubi stood before her, staring her down, wondering if she was
solid enough now to get hit.

     Deciding to test her, Lady Succubi ripped a metal vent off the roof and
sent it hurtling at Gas Giant. The metal pinged harmlessly off her, bouncing
over the side of the building.

     Omega Phallic shot out a cock tentacle, which wrapped around Gas Giantess'
leg. He tried to change her form, tried to turned her eyes into a pair of boobs,
but in her current non- organic form she was immune to his powers.

     Gas Giantess kicked her leg out, sending Omega Phallic hurling through the
air screaming. He wasn't Spiderman, and his tentacle cock wasn't a web, so when
it snapped like one, Omega's pain was incredible.

     While not permeant with his powers, the loss of his tentacle cock, took him
out of the fight for the time being. As it was it was, only thanks to the quick
thinking of Lodestone, he was lucky he didn't over the edge of the building, the
mutant's control of magnetic fields allowing Lodestone with great effort to stop
Phallic, by grabbing him by the iron in his blood stream.

     Rodiron, Lodestone's self from another reality, noticed that the gas that
Gas Giantess had now chosen to made up her body, was a metallic gas of some
sort. He tried to use his powers to crush her, but his powers were weak compared
to his self in this universe, Magneto, and all he managed to accomplish was to
cause the Gas Giantess enough pain that she turned in his direction, ready to
take him out.

     Lodestone and Blindside added their own powers to the magnetic onslaught
upon Gas Giantess, making her drop to her knees, with stomach cramps as they
tried to condense her into a ball.

     Lady Succubi joined in, pounding into Gas Giantess with fists, her super
strength taking a toll on the other mutant.

     It took concentration to change gasses, more than she could gather during
her brutal beating, but her luck changed as the fantastic four showed by,
distracting her enemies long enough for her to suck the acidic gasses from the
air.

     Lady Succubi turned back around to look at Gas Giantess, only to catch a
blast of acidic gasses levelled at her chest.

     The acid ate through her clothes, leaving her naked, her massive tits
exposed, but the Gas Giantess didn't have enough time to gather enough gas to do
more damage. Even if she had, Lady Succubi was nearly impervious to physical
damage, thanks to the powers inherited from Rogue.

     Silencer, the last of the team left unoccupied, turned his sniper rifle on
Richard Reed, and pulled the trigger.

     Silencer was hidden out of sight so no one saw the bullet coming, and
thanks to the Shield technology on his belt, no one heard the bullet whistling
through the air.

     No one knew about the bullet until Richard Reed's brains splattered against
his wife's beautiful face and her ample breasts.

     In shock at her husbands death, Susan Reed was taken by surprise by the
weak bolt of acidic gas that was knocked astray.

     The invisible woman's uniform dissolved, leaving her naked, her huge tits
bouncing free, but she failed to notice or care. All that matter was killing her
husband's murder.

    

     "Noooo, it wasn't supposed to be like this, I only had the best of
intentions!" Omega Phallic screamed as he watch Richard's brain blown out.
Crawling weakly over to the superhero's side, Omega Phallic check the man's
pulse. He was still alive, but dying fast.

     Omega Phallic did the only thing he could do. He made a large dick made out
of gray matter, spring forth from the man's brain, closing the wound and saving
the man's life.

     In time, with help from the technology he got from Sinister, Omega Phallic
would be able to remove the dick protruding from the superhero's forehead, but
for now it was enough that he wasn't going to die.

     Exhausted, Phallic collapsed.

    

     Silencer fell down the stairs as the invisible woman chased after him, her
big tits bouncing along the way.

     Susan screamed with rage as she took Silencer's own gun from him and aimed
it at his head, wanting him to died like her husband had.

     Unfortunately for her, Silencer had all his guns keyed to his DNA so that
when she pulled the trigger, an electric shock knocked her out.

     Getting up while holding his ribs, Silencer took his gun back.

     Brushing one of Susan's bangs aside, Silencer took in the sight of the
exposed and vulnerable superheroine. "Too bad I killed your husband, I'd have
loved to have him watching helplessly while raped you, either way bitch your
sweet ass is going to be mine after the fight" Silencer explained to the
unconscious woman.


     Gas Giantess was exhausted, the unrelenting attack not giving her enough
time to regroup. It'd been years since her service to the KGB and she had grown
far too rusty.

     At least the Magneto wannabee's were busy dodging flaming bolts from
Johnny, while the Thing ran to Richard's side, before picking Phallic up.

     Suddenly the battle between Lady Succubi and the Gas Giantess changed as LS
decided to take it to the skies. The Gas Giantess wasn't prepared for this as
she was back into her metal gas state, which could fly.

     The two woman hovered over the streets of New York, the Gas Giantess scared
shitless. If this bitch drops me, there's no way I'll have time to change into a
lighter gas, I'm fucked Catherine realized. The CEO of Siberia Oil was smart
enough to know when she was beaten.

     "You win, you win, I'll serve your master" Catherine announced,
surrendering, pouting at her defeat. To prove her point she transformed back
into her human form, her huge tits now mashed against Lady Succubi's.


     "What the did you do to him?" the Thing roar as he picked up Omega Phallic
by the scruff of his neck.

     Phallic slipped his hand into his pocket and fished out his mace, spraying
it into the Thing's eyes.

     Roaring The Thing clutched at his eyes, dropping Phallic. As The Thing
backed away towards the edge of the building, Gas Giantess slammed into him,
knocking him over, The Thing roaring as he dropped like a stone, to crash
through an ambulance, killing both the driver and the poison victim in the back,
but surviving himself, if barely.

     Gas Giantess transformed back into human form at a glare from Lady Succubi,
collapsing in exhaustion.

     Lady Succubi picked up both Phallic, Catherine, and Reed, flinging them
other shoulders, ready to leave once the others were ready.


     Johnny was having one hell of time fighting, not one, but what appeared to
be three Magnetos. Thankfully they lacked his strength, they weren't nearly the
equals of Magneto, he'd be beat or worse if they were. Instead they spent most
of their dodging his shots, and shooting nuts and bolts from the building at
him, which were now scattered across the roof tops in melted heaps.

     Johnny was about flame Rodiron's sorry ass, when Silencer burst out the
door of the stairwell, pointing his gun down the stairs.

     "Flame fucker, either you surrender or kiss your sister's sweet ass good
bye" Silencer explained as Johnny turned his aim to the deadly black man.

     Johnny looked his enemy in the eyes, thinking to call the man's bluff. "She
dies, so do you" Johnny countered, trapped in a Mexican stand off with Silencer.

     Luckily for Rodiron, he wasn't stuck, he couldn't give shit if Johnny fried
Silencer, the two team mates had never gotten along to begin with.

     A piece of pipe that was freed in the fight hurled through the air, hitting
Johnny in the back of the head, knocking him out cold, before he could flash fry
Silencer.

                                 
**************************************************************


     Emma frost was driving home from a meeting with some contracts, who warned
her that a new threat was raising, hidden behind the new Utilitarian Party, when
the vision hit her.

     Emma Frost lay on her back in a skin tight black silk slip, the neckline of
which left her beautiful nipples exposed. She looked at a walking naked
Professor X approaching her, knowing that he'd blocked her powers with his mind
leaving her powerless to defend herself.

     Emma Frost swerved to avoid hitting an oncoming truck, snapping back to
reality, wonder what the hell had hit her.

     "Please don't do this, you're a good man, don't rape me I won't tell anyone
about this" Emma Frost pleaded as Xavier tugged hard on her nipples.  Emma tried
to push him away, but smacked her hard, making the blond bitch wetter. "A big
pairs of tits like you don't get a say, whore" Xavier declared as ripped her
slipped right off her, Emma's massive mammaries bouncing free.

     Emma's air bag activated as soon as her car hit the apple tree on the side
of the road. Emma open the door and staggered out, swearing vengeance on Xavier
for raping her mind, before the next wave hit.

     "Take it bitch, take every inch of it you fucking bitch!" Xavier's huge
cock sawed into her, slamming the poor blond with his cruel dick meat, having
ripped away her cherry with his first brutal thrust. This was the man she'd
trusted for so long, now he was raping her, it boggled her mind, not that she
had much time to think as Xavier slammed into her cunt with rage driven passion.

     Emma wasn't a virgin, hadn't been one for years, but that was the last
thing on her mind. Emma couldn't believe Xavier could do this to her, he was too
good a man, but the visions confused her mind, building up her hatred of Xavier,
even as she tossed aside her white jacket and pulled off her white top, the need
to play with herself overwhelming, her cunt aching with want.

     Tears filled a powerless Emma Frosts eyes', unusual experience for the
White Queen, who was more accustomed to making others cry. As Emma unzipped her
pants and pushed them around her ankles, the visions hit her again

     "Oh god yes, rape faster, fuck me like me like cheap piece of meat, a whore
with no right to say no to any cock that want the fucking cunt!" Emma screamed
as the her tender cunt was brutally and savagely raped. Xavier was pounding into
her with gigantic cock with a vengeance breaking the blond into her new place as
fuck toy for pleasure men and women everywhere.

     "Tell me what you are!" Xavier demanded, wanting more than anything to see
the blond snobby cunt demean herself. "I'm big pair of fucking tits!" Emma Frost
screamed back, pushing her huge mam mountains together to emphasis her point.

     Emma Frost's fingers were buried in her as she wondered away from the road,
into the woods, before collapsing onto her back, her fingers still sawing away
at her wet pussy, her fingers crushed by the tight passage of her cunt, her free
hand tugging painfully hard on her beautiful, perky pink nipples.

     "What's your place?" Xavier asks, staring into Emma's eyes as he sends her
hurling towards her 100th soul sucking climax.

     "On my back, master" the beautiful blond mutant replied by rote as her
fingers clawed at Xavier's back from excess pleasure.

     "What are you?" Xavier asks, picking up the pace of his fucking,, before
burying his face into Emma fantastic mam meat, the creamy mountainous orbs fit
for the Gods.

     "The huge pair of hooters, master!" Emma replies, practically purring at
the statement, a simple matter of fact to Emma's mind at that point, but a fact
in which she took great pleasure and pride in announcing.

     "What's your place" Xavier asks, repeating his question, needing to know if
the blond bitch was ready to be sold into sex slavery.

     "On my knees with a guys dick jammed down throat, master" Emma moaned, the
broken slut pushing back against Xavier's dick.

     "What are you" Xavier asked, close to cumming, needing to hear those magic
words before cumming.

     "I'm a massive pair of mountainous mammaries!" Emma screamed, her tight
cunt milking Xavier's cock, as the blond creamed, the humiliation of admitting
that she a grade A pair of jugs, driving her to he strongest orgasm yet.

     Emma opened her eyes to look a Moose straight in the eyes, the hairy chest
of the animal pressed against her own sensitive and soft tits, the enormous
creamy warheads getting aroused despite the blond's wishes at the Moose's touch,
and she could even feel the huge dick of the beast pressing against her cunt,
the heat of Moose's dick meat making Emma's cunt tingle.

     "The bloody beast must a have smelled my arousal, go shoo, go, get the fuck
away!" Emma demanded, but moose ignored her imperial commands and Emma was too
weak from the mental onslaught to enforce them.

     Emma screamed out in horror as the massive beast, thrust forward, impaling
the hot bitch on the entire length of its huge cock, barrelling into her tiny,
tight cunt with savage glee.

     Emma Frost, White Queen, and powerful mutant, feared by her enemies, laid
powerless on her back, while a moose of all things raped her, her body
instinctively responding to the massive dick meat pounding away between her
legs.

     "Oh God, how can this be happening, I actually getting fucked by a base
animal, oh God, worse yet, I'm going to cuuuuummmmm!" Emma screamed, her climax
so powerful that it searing the sanity from her soul.

     Emma Frost, former Legendary Mutant, and now fuck slave and public
property, groaned as she was forced onto her knees. The Mutant pressed her firm
tits out, so that the man in front of her, could take her left large breast, (it
took two hands to hold it with room to spare) holding it still for another
strange man, who pierced her nipple. The piercing was repeated with her right
tit, after which the man put in two diamond studs, a sign that she was the
property of the Pleasure Centre.

     The same man that had pierced her nipples now gave her a tattoo on one
shoulder, an American flag, showing her to be property of the American
government and a bar code on the other shoulder.

     Emma was then sent to the main area, where she would "boost the morale" of
the man waiting there, whether she wanted to or not.

     "You getting all this on camera Chad?" a man in a ski masked asked his
partner, who had a DVD camcorder pointed at Emma Frost while Moose raped her.

     "Yeeeesssss, fuck me hard you goddamn beast, feed that big juicy cock into
me, oh God your going to make cum, please make me cum master!" Emma screamed out
as reality and her visions of being a sex slave blended, the blond fuck slut's
mind so fucked up that she fucked the Moose back, turned on the knowledge that
she, the ice bitch supreme, was committing a degrading act of bestiality and
loving every minute of it.

     A second male Moose hearing Emma screams of agonizing ecstasy as she
creamed again on the Moose' prick, wondered over and knelt down strangely enough
on Emma's face, so that the tasty blond had to start sucking on the moose's
hairy balls or suffocate.

     Emma chalked the strange occurrence up to Charles mind controlling powers,
but in fact it was her own subconscious mind that had betrayed her, slipping the
idea into the Moose's head.

     Emma groaned as the guy under her shoved his rock hard shaft up her tiny
brown asshole, forcing inch after inch up her impossibly tight sphincter. The
Blond bitch had the tightest ass hole he'd ever had, it was battle just to get
his dick up her bum, but it was worth it, as the slut wiggled and bounced around
in pain at the intrusion.

     Another guy, a fat greasy guy in an apron, who used to sell her burgers,
was now offering his thick slimy dick meat for her to shallow, which the tearful
sex slave did, her jaws aching as she took the entire thing in, her tongue
teasing it mercilessly as it forced it way cruelly down her throat.

     Emma was then forced to arch her spine backwards painfully, so that the
greasy bastard could ram his dick meat down her throat with greater ease, while
balls smacked her in the eyes.

     Emma's huge, soft, creamy white mounds of joy, were pressed together by
rough hands, so that not one, three man could arrange themselves over and around
her, in order to stuff their gigantic throbbing cocks between the mutant's
heavenly globes.

     Emma's hands were filled next, with hot stiff cocks, stroking the twitching
stud meat in her hands, as fast as she could, to the delight of the men raping
her, her first "clients", during her first day at the Pleasure centre, in her
new role as free whore.

     Emma's hot cunt wasn't to be spared, but instead speared, not by one guy,
but by two guys, making Emma scream around the cock in her mouth, the pain was
mind blowing as her cunt was forced to take on both huge shlongs, the agony was
unbearable.

     It was only as the men using her as the fuck meat got into a rhythm, that
Emma realized that strangely enough all the men raping her now, were men she
knew, men that had served her in some way before, man she had looked down on.

     Not only was it the burger flipper, but her plumbing, a couple of thugs
that used to work for her, her dog walker, her bank teller, her sewage guy, her
mechanic, her paper boy, pizza delivery man, and bunch of guys she'd cock teased
into doing favours for her, but which she had left with blue balls when she had
gotten her way.

     Emma slurped greedily on the dick meat provided for her, while cunt moved
up and down her dog walkers shaft, her asshole was being brutalized by her
plumber, while magnificent hooters and skilled hands, milked massive pricks in
search of jizz.

     Emma fucked back against those who, were gang raping her, a her beautiful
body glistening with sweat as she was forced to take on over a dozen men at one
time, the blond mutant, formerly the White Queen of the Hellfire club, now
little more than a big pair jiggling jugs, and first rate sperm bank, was a wild
women, a flurry of passionate fucking as did her damnedest to give every last
one of the bastards the fuck of his life.

     Titgasms wrack her ivory mountains first, erupting from within like
volcanoes of divine sexual rapture. Her tight young ass was next, her assgasm a
thing of humiliating beauty and awe inspiring power.

     Lastly her hot, tight, milking cunt creamed, a blast of heart stopping
pleasure between her legs, which sent her cunt milk pouring down her dog
walker's stiff tool. This cause horrid thought to pop in Emma's head, which
promptly thrust away, which was to wonder if her dogs were as hung as their
walker.

     Emma was now blowing the Moose full bore, his massive hog blazing a
agonizing trail down Emma's throat.

     The pleasure between Emma's leg seemed to meld into one big, endless
orgasm, her cunt craving the huge dick between her legs, like a vampire craves
blood, needing the Moose to fuck more than she need life itself.

     The Moose stuffing Emma hot young pussy with boy beef, bellowed loudly as
sperm squirt into her slut chasm, drowning her twat in the animal sperm it
seemed want so very much. Emma last shred of dignity, her last bit of resistance
was destroyed utterly by the convulsing prick in her mouth, which pulled back
just enough to shower Emma Frost's tongue with Moose jizz, bathing her tongue
with so much animal cum to the blond piece ass' delight, that it trickled down
the corner of her mouth, before pulling her to give Emma a facial and a pearl
necklace, even giving her ample chest of dose of guy goo.

     Sperm flooded Emma every hole, like some mythical flood, only it was flood
made up of human cum, drowning the hot slut with spunk. Emma tried her best to
swallow it all, but it was too much, leaving coated, head to foot in man cream.
As a final affront, the men gathered around Emma one last time, blast her face
with streaming hot sperm, even dumping a pot filled with the stuff over Emma's
head, before leaving the blond bitch, laying their, a blank stare in her eyes,
in a pool of semen. Her next set of "clients" would be here in five minutes, and
after that there would be another set of "clients" and so on for the rest of her
life. It was her place now, she'd come to accept it with gratitude.

     The two loaded a now unconscious Emma Frost, the White Queen of Hellfire
fame, onto a stretcher and carted the defeated stunning blond to the Utilitarian
Parties experimental Pleasure Centre, only the first of many the Utilitarian
Party had planned, to begin her new life as a fuck toy of the masses, this time
for real.


     *****************************************************


     Jean Grey was on her knees, blowing her husband, his dick slipping between
her red lips, her cheeks bulging with dick meat. On the outside Jean did her
best to pretending she was enjoying herself, when in reality she was bored. She
had pushed Scott down on the bed, hoping to blow him, wanting to show him she
didn't think of him as cuckold husband, but in reality the truth was that he was
such a lame fuck, Jean Grey had to fight back the urge to bite down hard.

     Jean Grey held back her tears, reminding herself that she'd married Scott
because of his sweetness and his goodness and the fact that she loved him, even
if he couldn't give her what she really wanted, which was a nice hard brutal
fuck.

     Scott was always sweet and tender, which was nice at first, but it bored
her quickly, he wouldn't even do anal.

     Heck,  Jean was lucky to get laid once a month, between battles and Scott
"man problems", it was leaving Jean one frustrated mutant.

     "I'm sorry honey, seeing that vision, its all I see now when I look at you,
maybe with time I'll be able to get hard again, wait Jean, wait, Jean!..."Scott
cried out as his wife raced out of the room in tears, leaving Scott and his limp
dick to their troubles.


     ******************************************************

    

     Sinister pulled the lever, splitting the junk DNA away from Rogue's natural
hair follicle, and then splitting the junk DNA into the individual DNA helixes.
Their was some mixes ups, but Sinister was proud of his work. Still he had to
make certain that the DNA was viable, so he choose a strand at random and sent
it off to cloning capsule one.

     The machinery whirl and did its thing, as Sinister meticulously poured over
the data he'd gained, till two hours later the buzzer went off, indicating that
the cloning pod was done.

     Sinister got up from his desk, putting his printouts down, walking over to
the pod, will mild curiosity, wondering who he'd cloned, preparing for the
unlikely chance that they were dangerous.

     Stream poured into the room as the pod's door open. Sinister gasped in
shock and stepped back fearfully, preparing himself for battle.

     There in the pod lay Thor, Thunder God and Avenger, only their had been a
mix up with one key chromosome, because this new Thor was a beautiful, busty,
girl.

 *************************************************************


     Professor Charles Xavier, mentor and founder of the X-men had a splitting
head ache. He'd been trying to locate and keep track of the strange telepath
that had used his mind to screw around with Jean, but the twisted, confused
nature of the being was hindering his efforts, and causing him a great deal of
pain. A lesser telepath might have given up, but Charles was one of the greatest
telepaths the world had ever known, and a persistent, tenacious, and iron willed
human being.

     Still Charles decided to take a break and regroup.

     He was close, he could feel it, he even knew what the problem was, it was
combined mind, of three parts, but every time he got close to it, the mind would
change the mix up in some way that would send searing agony surging through his
mind.

     Charles was drinking some milk, and eating cookies that Jean had baked for
everyone earlier, planning his strategy for the next round of mind probes, when
the counter strike hit.

     Charles was a horse, or more precisely a Centaur. Three of them in fact.
Before the Centaur/Professors were the terrified forms of three of his students.
In front of the Professor with the red fur was Psylock, the purple hair, big
breasted beauty whimpering terror as the Xavier's horse like cock brushed up
against her pussy lips.

     The second student, in front of the Professor with the white fur was Storm,
looking back into the Professor eyes and seeing no mercy there.

     The last student, in front of the Professor with the black fur was Rogue,
her southern accent filling the air with her pleas for compassion, fear thick as
thieves in the beautiful mutant's voice.

     Xavier clutched at his temples in pain, the disconcerting effect of having
three minds in one, sending spikes of torment blazing through his brain. Things
got a lot worse as another wave of visions were unleashed.

     The Xavier with black fur, Black X as he preferred, raised his whip high
into the air and brought it snapping down onto Rogue's tender backside, shouting
"I said strip bitch!"

     Whimpering in pain, Rogue got off her hands, but staid kneeling as she used
her super strength to rip her spandex green body suit off her body, freeing a
pair of the biggest, most beautiful, most perfectly formed mammaries this side
of the multiverse, leaving Rogue only in her in her flight jacket.

     Red X followed suit, whipping the beautiful ninja's sweet ass until she
too, removed her uniform, pushing the soft material over her huge, perky
breasts, which popped free to the amusement of Red X and the Purple haired
mutant's humiliation. Psylock's pants were next, the mutant getting a swift snap
on her bare ass as soon as her bum was revealed. Sobbing silently, Psylock
tossed her clothes away, and got on her hands and knees submissively again, too
fearful not to, even though she knew she was about to raped.

     Storm was putting up more of a fight, not because she feared being nude,
but because of her principles. The whip took no mind of her principles, ripping
her uniform off in strips, without damaging the sweet ebony skin underneath,
eventually leaving the white haired, giant breasted African naked, her heavenly
skin exposed.

     "Nooooo, you'll not have me!" Xavier screamed, his word belying his
actions, which were to unzip his fly and fish his dick out, pounding on his man
meat in humiliation, the thought of raping his students, making his cock harder
than it had ever been.

     His fist flew over his cock, jerking off as if his life depended upon it,
hating himself for it, but knowing he had to cum or burst. While the pain in his
head subsided, what it left was arousal and guilt in its wake. Charles wondered
why his students weren't coming to his aid, when the next wave hit...

     Storm screamed in pain and bucked like a wild animal as the horse like cock
of White X slammed full bore into her cunt, ripping away Storms prized
virginity, and filling the beautiful black women with so much cock that she felt
curtain that she was going to be split in two.

     Distracted by the pain, Storms body took over, reacting on instinct,
pushing back against White X, impaling more of his throbbing cock instead her
virgin tight cunt. Storms huge tits swung erotically underneath her, as White X
raped her with brute force of a war horse in battle, the X-men's quim juices
coating the horse like cock like a badge of honour.

     Storm wasn't the only one on the receiving end of a whole lot of horse
meat. Psylock quivered in dread as watched her friend being raped by the man
she'd trusted for years, while his twin was rubbing its own dick meat against
her hot virgin slit, drinking in her fear.

     Just when Psylock felt she was prepared as she felt she could be for the
incoming intrusion into her unused pussy, Red X crashed forward, plunging full
half his hard cock into...her ass!

     Psylock screamed and sobbed in agony, but that just encouraged Red X to
shove the rest of his horse meat into Psylock's tiny brown star. The purple
haired mutant hoped that ass would adapted to the cock in it, but it didn't
leaving Psylock in an unending hell, with her acceptance of her place fuck meat
her only hope of dealing with the pain. Giving in, Psylock felt as raising
pleasure in her ass, that grew to match and even consume the agony in her bum,
becoming a blissful torment that had begging for more. "Oh Bloody hell, rape my
fucking ass till I can shit for week, rip it fucking apart with hot dick of
your, please master, teach my to be a cum slut, train me to love fucking horses
like goddamn fucking cunt!" Psylock screamed at the top of her lungs while
Centaur raped her bum.

     Rogue wasn't as dumb as the other two, she knew she was about to be raped
one way or the other, and see saw the agony Psylock and Storm were in, so Rogue
decided to take the initiative in the vain hope of saving her holes, by slipping
under Black X and submissively wrapping her soft, firm, tender mammaries around
his horse like cock. Rogue's soft tits stroke the Centaurs huge black, their
nerves flaring up in pleasure at the hot feel of massive horse slab of cock
twitching between them.

     Every time Rogue's tits slowed down, Black X brought his whip down on her
wet cunt, making her scream with agony, her tit wanking speeding up. It was
beautiful sight, the throbbing ebony horse like cock, pounding between two
mountainous creamy mounds, the contracts in colour making the image of her
getting her tits fucked by a Centaur Xavier that much more vivid and rich.

     Adding to the beasts joy, Rogue started licking the hairy, sweaty balls, of
Black X, even taking one of the tangerine sized balls into her mouth, sucking on
it hard, her tongue dancing over it like the slut of the dance.

     Charles knew that the vision was impossible, not only for obvious reason's
like the fact that he was one person, a human, and Rogue's power draining mutant
ability wasn't working in the vision, but because he knew the only virgin among
the three women was Rogue, not that he snooped of course, but things like that
were easy to pick up on if you were a student of human nature like Charles was.

     Still just the thought of having Storms tight, red hot, quim engulfing his
cock, Psylock's beautiful bum impaled on her throbbing cock, and Rogue super
human titties round his huge cock, all at the same time was the hottest thing to
have crossed Xavier's mind, ever, and it had him beating his meat against his
better judgement.

     Dark thoughts about his students cross Xavier mind, but he pushed them away
with sheer force of will, not daring to surrender his mind, having already
compromised enough. Jerking off to the images was bad, but not serious, the
Professor refusing to allow it to go farther.

     "Oh God, drill my ass, thrust every inch of your cock into my ass
Professor, you have every right rape a cock teasing bitch like me in the ass!"
Psylock screamed, her mind reeling from the assault on her ass, breaking away
her will to resist with its sheer brutality, and agony and ecstasy feeding off
each other in the purple haired sluts rectum.

     Psylock's will to resist, her mind and sense of self respect, evaporated in
the face of an assgasm the crashed down on her like a giant wave of soul
shredding pleasure and suffering, all the that matter now was the cock in her
ass, and pleasing her master.

     Psylock's huge melons swung around in circles, smacking into each other
with meaty thwacks, during every vicious thrust into her bum, her bowls almost 
getting bruised by the head of Red X's cock.

     Psylock tugged her hard on her hard, pointy nipples, holding herself up
with one hand as every inch of her anal sheath was brutishly invaded, fucked
with as much barbarity as possible.

     Psylock was beautiful Asian women, made more stunning by the look of
inhuman lust in her face, her utter defeat at her mentors hands complete, a look
of complete surrender to his cock in her eyes.

     The hot mutant fuck slut looked over one lovely shoulder to gaze up into
Xavier's eyes only to see him looking back at her like she nothing more than a
tight ass, a hot cunt, and a great set of tits, his utter objectification of her
sending joy through her, the fuck thrilled that her master saw now for what he
showing her to be, a really hot piece of ass, a fucking slut who's only reason
to exists was to be a fuck men, any men, and women.

     Psylock's asshole clenched and unclenched around Red X's cock, begging her
master to rape her harder, the broken in she bitch, glorying in her degradation.

     "Oh God Psylock, with tits like those, I always need you were a fucking cum
slut, how could you not be, showing off those huge knockers in those skin tight
suits" Xavier moaned losing the battle against the telepath messing with his
mind, unleashing the hidden demon's within.

     Xavier pushed his inner demon's back, but it was getting harder, emotions
Xavier had never realized that he was repressing, were being dug up and freed.

     Rogue had never realized that her huge creamy orbs could feel like this, as
she felt her mentor's slimy cock forcing its way between her pillowy mountains
of Slutdom. Every nerve, every cell, in her enormous tits was on fire, with
sensations that the virgin mutant never dreamed of before, but which she now
felt eating away at her will to resist.

     "Oh, God Professor, you have no idea wet your making me, please stop, your
going to make cum, your dick's so big, and hard, it feels so fucking good
master, make me cum master, blew you fucking load on me, I've had this coming
for so long!" Rogue screamed, her approaching climax terrifying it temptation.
The mutant fought against the pleasure, but knew in her heart that she was going
to consumed to her soul, by Black X's cock, transforming her into a cum slut
like Psylock.

     Rogue bit down on her tongue hard, trying to stifling herself as she came,
a titgasm that clawed at her mind, but the mutant refused to give Black X the
satisfaction of knowing she'd hit her high note.

     Hot jizz surged forth from Xavier's beast, hosing the lovely mutant down
with a lifetime supply of guy goo. Rogue gasped, looking at all the white sperm,
flowing out of Xavier hog, spraying onto the under side of her firm mammaries
and from there to her flat stomach.

     Rogue rubbed the gooey mess all over her self, looking down in denial and
shock at her cum soaked body. This was nothing like she'd thought her first
sexual experience was going to be like, it was both a heart breaking disappoint,
she had expected something more romantic, but instead she was being treated like
a spunk bucket, but it was also better than she'd dreamed, her titgasm far more
powerful than the mutant was prepared for.

     "Oh God, the tits on Rogue, they don't seemed to belong on a human, their
so fucking big they should have their own moons!" Xavier groined, feeling his
balls tightening, he was close. His inner demon's were winning.

     "Fuck me like a bitch in heat!" Storm screamed as her tight young cunt was
over loaded with horse meat. She'd really, really, tried to stick to her
principles, but the agony, it started by wear her down, and when her first
multigasmic implosion hit her she'd been to distracted to be prepared. The
pleasure now had her bouncing back on White X's huge cock, whimpering like a
cheap fuck slut, doing her best to service her new master.

     Storm could sense White X was about to cum, like a storm gathering, her
pretty face and huge African tits pressed down onto into the carpet, the massive
mounds of dark joy getting light rug burns, as the X-slut awaited her masters
semen filled baptism of her virgin pussy.

     "Please, master, your spunk, feed my cunt your spunk!" Storm pleaded, her
cunt thirsty for the white hot sperm blast which was just waiting to drown her
velvety depths.

     Professor X cracked his whip against Storm's tender black ass cheeks,
driving the Goddess like fuck slut to fuck all the harder, his own dick raping
the beautiful fuck meat with the cruel joy only one who was raping his own
students could know.

     Storm sobbed as another explosion rocked her tight pussy, an orgasm that
ripped away more of her identity as a human being, stealing away more of her
will to resist, replacing it with a cock worshipping slut Goddess.

     Soothing sperm rocketed down the tiny corridors of the mutant's hot slit,
overfilling Storm till it poured down her thighs, the fuck toy thanking her
master for uses her as a sperm bank.

     "No...NO MORE I CAN'T...NOOOOO!" Professor X roars, hot cum squirting from
his cock to splash against a picture of his own mother, a picture that had been
unlucky enough to be in the direction his cock was aimed. Professor X took the
energy of his orgasm and channelled it into a counter attack, driving Trinity
and his inner demons from his mind.

********************************************************************


     "Sssssshhhiiiiittttt!" Trinity screamed, blood pouring from her nose in a
river. She knew she should never have taken Professor X on, knew she should
never have united into Trinity so quickly after fucking with Emma's mind, but he
was pissing her off so she did it anyway, but she'd payed a price for her
revenge, falling from her chair and almost swallowing her tongue, her body
wracked with convulsions as her mind collapsed.


     Xavier's head felt as if a mule had kicked it and then did a number on his
nuts. The mentor of the X men looked up in horror at what he'd unleashed.

     The three Centaur Xaviers and doppelgangers of Rogue, Psylock, and Storm
were flying out of the room to wreck havoc on an unexpecting public. They were
thought forms, thoughts given a life of their own, and as such would not be seen
by those who did not posses magical abilities or telepathy.

     Xavier had one last thought before he fell to the floor. I've got her!


     Emma Frost woke up, feeling the presence that had mangled her mind
disappear. Still her head hurt as she tried to use her powers to figure out were
she was.

     Opening her eyes Emma realized that she was in an ambulance that could have
been taken from the set of porn movie, with all the normal equipment having been
replaced by sex toys.

     Emma spit out the tube in her mouth, only to look up to find that it come
from an IV drip bag filled with urine.

     Knocking it aside in disgust, Emma focussed on escape.

     Finally deciding on a plan, Emma grabbed the pole with the perverted IV and
used it as a battering ram, banging out dent after dent in the doors.

     The ambulance stopped and Emma heard her kidnappers getting out of the
front seat, slamming the door behind them.

     Emma hid to the side of one door waiting for her enemies to open it.

     The tall thug in a sky mask opened the door at which point the still groggy
Emma Frost pushed hard on it, smashing in the nose of the evil bastard on the
other side. Before his shocked partner could react, Emma's foot lashed out,
connecting with his nuts and dropping the guy.

     Emma jumped out and prepared herself to run, but she almost fainted
instead, her mind still healing from the mental rape she'd endured earlier.

     The thug with broken nose took advantage of Emma's momentary weakness,
grabbing the beautiful blond by her huge creamy mammaries, squeezing them hard
before tossing her back into the ambulance. Emma was determined to escape,
standing up weakly, before the guy she'd bagged in the nuts returned the favour,
kicking the hot woman in the cunt, the steel tip of his boot hitting her
directly in the clit.

     Dropping to her knees in pain, Emma whimpered in fear as she was pushed
tits first onto the cold metal bed, leaving her gorgeous ass unprotected, as the
other guy stepped into the back with her, undoing his pants in a rush.

     Emma look over shoulder and silently sobbed as the tall thug fished out a
dick that was even bigger than the two Moose that had raped her earlier. The
freakish thing was humming like a vibrator and sparks were coming off the tiny
cactus like thorns, but Emma could tell it was all flesh and blood by the river
of precum leaking from the tip of the monestrous beast.

     Seeing the terror in the stunning blond's blue eyes at the sight of his man
hog, the tall thug snickered. "A gift form Omega Phallic for monetary
contributions and services to the Utilitarian Party" he explained.

     Emma cried out as the thug laid down on top of her, his huge cock aimed at
her brown chute, unable to stop him as he drove it all the way in on the first
thrust, his pubic hair making her creamy white ass itch.

     Emma bite down on the pillow to weak to fight back, as the thug sodomized
her, fucking into her tiny virgin asshole with his super human cock, the thorns
on his shaft prickling her with pain and gently electrocuting her cunt walls at
the same time.

     The thugs balls slapped against Emma's cunt as he slipped his hands under
Emma, taking two handfuls of her mutant's meaty bosom into his cruel hands,
using the extra grip they provided to rape the blond's bum harder.

     Tear's trickled down Emma's cheek as she was filled with shame, here was
this brute, this thug, this piece of shit, shoving his dick into her ass for all
he was worth and all she could do in response was start to cum. Emma's gentle
sobbing took on a soft sound as her body was wracked with a powerful assgasm,
which doubled in intensity thanks to the volts coursing through her rapist's
cock thorns.

     The pain was incredible, but nothing compared to her humiliation as she
started to moan, her ass instinctively fucking the bastard back, milking his
cock for another assgasm, and another after that, before he pulled out and
rewarded her sweet butt with a semen shower.

     Just as the last drop fell, he was replaced by his partner who promptly
speared Emma in the ass with an even bigger cock. "Ohhh Gaaawd Yes" Emma
screamed, finally saying something as the new guys dick pulverized her rectum
with force that felt like a jack hammer to the pretty blond.

     As the thug grabbed Emma's hips and lifted them partly off the floor so her
could butt fuck the bitch harder, he heard a gurgle and a shirk sound, but he
ignored it, unable to focus on anything other then the hot piece of ass impaled
by his huge wang.

     Emma shrieked as her ass was brutally raped to another assgasm, her body
quaking under its power. "Oh shit bitch your ass is tight" the thug groined as
he shot his spunk wad into her, flooding Emma's anal passage with gooey sperm
till it squirted back out to land on her ass cheeks.

     To his surprise Emma smiled back at him, just seconds before Wolverine
sliced his dick clean off.


     Jennifer Connolly was in a Miss Clause suit, unlaced with her huge enhanced
tits out, while thirty men jerked off around her. Just as the men started coming
in her face and on her creamy tits, hosing the Presidential candidate down with
more sperm than was in an elephants nuts, her beeper went off.

     Making sure that the photographer got the shots for the Christmas e-card
that would be offered on the Utilitarian Party's website come winter, before she
got up to answer it. The fuck slut decided it'd better be important. She hated
to be interrupted when guys were shooting their sperm into her beautiful and
famous face, she loved her facials.

     "Mrs. Connolly, Emma's escaped and the sons of billionaire Kirby
Brightswell were found dead with the ambulance, one's throat was slit, and the
other castrated, his dick is still missing in fact, should we inform Omega
Phallic?" the voice, her personal aide, asked.

     "No, no we'll handle this ourselves, unleash the tracker and his dogs" the
raven haired fuck meat told her aide, before licking the cum off her face and
walking into the her change room, to get into her Easter Bunny outfit.


  ***********************************************************


     Applonia screamed out with joy as Kingpin impaled the big titted singer on
his thick slab of dick meat. As her huge melons bounced, the nipple clips tugged
hard on her tender milk teats, while a chain that ran from her nipple clips to
her clit clip, was yanked on cruelly by the vulgar, but beautiful movement of
her jugs.

     Applonia wasn't the only celebrity being used as a warm hot hole. Dr.
Octopus had his cock in Carmen Electra's mouth, while the villain's tentacles
raped all three enslaved Baywatch busty fuck sluts.

     Kingpin, blew his wad into the inhumanly tight quim of the Purple Rain
actress, his jizz dripping out of her, before Kingpin pushed the slut to the
floor to gravel at his feet.

     For two more days they were his to fuck and pimp out to the rich, but then
according to the agreement between him and Omega Phallic they were to go to the
Pleasure Centre that the Utilitarian Party had created.

     This left Kingpin with the need for new bitches. The crime lord picked up
three photographs of three ravishing celebs, Mary Jane Watson, the wife of
Spiderman, a supermodel/actress, Trish Tilby, Beast's Ex girlfriend, a
journalist for CNN, and April O'Neil another reporter, a red head with a thing
for yellow jump suits. Looking at his next whores to be, Kingpin began pissing
in a grateful Applonia's open mouth, plotting how best to bring these women
down.


     Casper Degerno was sitting in the bushes outside of his mother's window as
he usually was ready to snap nude photos of her while she got changed for her
graveyard shift at the hospital, when Casper felt a strange tickle at the back
of his head. Just as his mother was undoing the front clip of her bra, freeing
the two ginormous tits on the famous Doctor, Casper felt the strangest urge to
peep on someone different for a change.

     Ever since Casper had moved to this area, nobody had liked him, he leered
at all the ladies, he was seen as unrefined by those who met him, and he was
considered disgusting by the locals.

     All his friends came from the old neighbourhood so the only redeeming
quality he felt the area had for him was that the huge extra space on the
property made it so much easier to peep on his mother.

     Not that Casper was stuck on his Mother, but the chicken shit was too
afraid to peep on anyone else, he was terrified of getting caught, scared
shitless of being a prison bitch, although truth be told he was too ugly even
for sex starved prisoners.

     Yet here he was creeping through the woods towards the Xavier School for
the Gifted, a place rumoured to be dangerous in the extreme, with powerful
mutants and other weird shit rumoured to be on the premises.

     Casper didn't understand why he wasn't afraid, he didn't even care that he
wasn't afraid, all he could think of was all the titties the place was rumoured
to house.

     What Casper didn't know was that the ghostly form of the twisted version of
Psylock from Professor X's mind, who now called herself Psyslut, was whispering
ideas into his ear, suggestions that Casper thought were his own ideas.

     Casper looked up and realized that not only was he just outside of the
mansion, but that he was looking up into the bedroom of a red head. Using his
camera, Casper got a closer look at the red head who was undoing her blouse.



     Jean Grey noticed the presence in her mind of Casper, but not of Storm, or
Showers as the thought form now called herself.

     At first Jean Gray had wanted to blast the pervert onto his ass, and call
the cops on him, but Showers whispered into her ear, giving her another idea.

     "Its been such a long time since someone has really enjoyed looking at that
incredible body of yours, that cuckold of a husband sure doesn't enjoy it, why
not show it off to someone who would actually love to see it for a change, it
might be fun?" Showers asked, implanting the idea into Jean's head.

     With a nervous lick of her lips, Jean Grey went back to undoing the buttons
on her blouse, excited by the thought of exposing herself to a stranger, a
stranger that found her attractive unlike Scott, never realizing that she'd been
manipulated.


     "Oh shit, she's pulling her blouse off, fuck me, look at the size of those
tits, their huge, how does that white bra hold them in?" Casper whispered to
himself quietly, his camera snapping away.

     "Just think of how much money the porn mags will give you for these photos"
Psyslut whispered into Casper's ear.

     Jean Grey stopped for a second as her hands took a hold of the front clasp
of her bra, and then of all things she winked at him!

     Casper's heart almost stopped, feeling certain that he was in deep shit,
but his heart was shocked back into working order when Jean Grey snapped the
clip, and two enormous tits popped out, exposing those first class puppies to
his snapping camera.

     Jean Grey unzipped her jeans and bent over, pressing her massive mammaries
against the cold glass of the window, her hands pushing her black jeans around
ankles. Her white panties joined her jeans, unveiling Jean Grey's shaved,
dripping wet pussy.

     Jean Grey stood up, picked up her panties and bra, and opened the window,
dropping her undergarments down to Casper, winking at him again, even blowing
him a kiss, before finally shutting the window and her curtains.

     "What a slut, the bitch was practically begging for it, you might want to
come back with some friends another day, they'd love to see that fucking piece
of ass" Psyslut whispered.

     Nodding in agreement with the idea of bringing his friends next time,
Casper after his experience with Jean Grey was gaining confidence, no longer
needing Psyslut to prompt him to peep on the next window.

     It was a bathroom, where Psylock, the real Psylock, was washing up after a
sweaty session in the danger.


     Psylock's keen experience as a ninja ensured that she detected Casper's
presence, but she continued to shower as if she knew nothing of the kind, not
wanting to give Casper any warning when she attacked. It was at the very moment
when Psylock was about to spring into action, that Rogue's voice, or rather
Whore's voice, whispered into her ear.

     "He's pathetic and weak, not worthy of a ninja's skills, let the pervert
have his look, his blue balls we'll be punishment enough, just imagine how hot
your beautiful naked body will make him, he'll die of frustration" Whore
whispered.

     Psylock returned to soaping up her huge breasts, the suds dripping off her,
surprised that being peeped on by some pervert was actually getting her turned
on, but deciding he wasn't worth the trouble of stopping her shower for.


     "Look at the orbs on her, what kind of place is this, heaven for pervs?
Maybe they've killed me, and this is where horn dogs like me go when they die"
Casper wondered out loud, no longer hiding in the bushes either.

     The Purple haired Mutant was spreading her pussy lips open so that he could
get a better look inside her, Casper realized, getting a close up of Psylock's
pink petals, which looked so inviting.


     Psylock chuckled at what she saw as the stupidity of men as she dried off.
That pervert was just staring at her, in the dark, getting hornier by the
minute, frustrated out of his mind, with no hope of relief. All men must be
masochists she decided.

     "It's pitiful really, sad that he has to suffer so when you could simple go
out there and end his pain by sucking his dick, at no cost to yourself, after
all he did get you all wet didn't he?" Whore whispered into Psylock's ear.

     "The poor guy, I've teased him mercilessly maybe I should go out there and
fuck him, put his out of his misery" Psylock pondered as if it was her own idea,
no clude that she just a puppet on the strings of an evil spirit.

     Psylock was about to act on that thought when she heard the phone ring.
"Shit my date with Archangel!" she swore, snapping out of it.

     Psylock grabbed her panties, bra, and towel and tossed them out the window,
a memento and apology to the pervert for bailing.

    

     Casper sniffed Psylock's wet panties, before stuffing them into his bag,
before moving on to the next window. No one was there so he moved onto the next
and the next, until he was standing outside Xavier's office, with a newly
conscious Professor X looking up at both Psyslut and him, the mutant's eyes
going wide at the sight of them.


     Professor X, tried to climb back into his chair, fighting in lancing pain
in his skull the whole time, but by the time he had succeeded, it was to late to
warn the young man of the danger that he was in, to late to protect him from the
thought forms Xavier and Trinity had unleashed.

****************************************************************


     The three twisted versions of Professor X stood in a circle chanting around
the grave of an ancient spirit hidden in the farthest corner of Professor X's
property.

     The energy of the three thought forms merged into a single being and
slipped beneath the dirt, into the tomb underneath.

     Sitting on a pedestal was an ancient Urn, covered in dust, undisturbed
since man first walked the earth. The twisted Entity knocked the Urn off its
pedestal, breaking it, freeing the residual energy of the long dead spirit laid
to rest here.

     The Entity fed on the "corpse" the ancient spirit before the energy could
dissipate, fed on the remaining life force of a spirit know before man walked
the earth as Locore, the whirlwind of the worlds, transforming into a powerful
cyclone of raw green energy, energy that tore and twisted at the very fabric of
reality itself.

     Locore had been reborn. And it was hungry.   


            By Omega Phallic email: spinney@stn.net

	                Omega Phallic issue 3

	                 "Of Gods and Heroes"


	Scott Summers was tossing and turning in his new bed, the one he'd taken
after his wife through him out of their's. Ever since seeing that vision Scott
had been unable to sleep at her side, guilty at feeling betrayed knowing that
the vision was unreal, but tormented by it never the less.

	Scott was drifting asleep when the wind picked up quickly, turning into
a howl, as a tornado appeared in the centre of his room. Scott was about to tell
Storm fuck off, when he turned around and saw the green whirl wind of a
monstrosity.

	Assuming naturally that he was under attack, Scott lifted his ruby
shades, the fiery beams of light from his eyes shearing off a bolt of green
energy, which went flying. The bolt hit Scott's night stand, which glowed as it
shifted dimensions, replacing its mass with Super Girl, who was laying
unconscious in its place.

	Scott rolled off his bed expecting a counter attack which never came.

	Scott tried another shot, this time aiming for what appeared to a three
glowing blue balls in the centre, hitting one, which flickered briefly, but
returned to full health, before Scott's shot rebounded, shearing off another
bolt, which hit the lamp, switching it with Cheetara.

	Scott noted how the ball of blue light at the centre flickers, weakening
the tornado slightly, so Scott decided that a second hit should knock it out
completely. Scott shot a beam directly at the ball, but as a bolt of energy came
up to block the shot, Scott rapidly shot a bolt just below it, hoping to score a
hit.

	The bolt of energy just widen enough to block both shots, which sheared
the bolts in two, one hitting Scott's bed, which switched places with two women
this time because of it's greater mass, leaving Wonder Woman and Wonder Girl in
its place.

	The Second bolt went in the opposite direction, hitting the wall,
replacing it with Lady Death, Vampirella, Striperilla.

	Scott stopped, realizing that what ever this was it, it wasn't attacking
him. Scott bent down by Wonder Girl checked her pulse to make sure she was
alright, before considering his options.

	"Okay, what do we know, the bolts switch objects with people from what
appears to be different worlds, the blue balls of light appear to be its
weakness, but they're hard to hit, it's not attacking, but what ever it's doing
it seems to be blocking the other X-men from getting involved" Scott analysed
quickly, coming the conclusion that he should try diplomas, which if he hadn't
been so bent out of shape by his tanking marriage, would have been his first
move.

	"How are you and what do you want" Scott asked, unsure if the thing was
even alive.

	"We are Locore, we sensed your trouble, we came to help, you attacked
us, but we are not angry, we anticipated your reaction and that the result would
be that it has caused the tools to your solution to materialize" a quartet of
voices howled.

	"What exactly is my problem that your so willing to help with" Scott
asked with curiosity, wonder that with so many superhuman beings in the room if
it meant that the mansion was in danger of an attack.

	"You love your wife and she you, but you know in your heart that you
can't slate her lusts, we have come to save your marriage by teaching you how to
please her secret darkest wishes" Locore replied, its voices made from the winds
it created.

	"How did you know about...no never mind that, why hasn't the noise
you've made summoned the other X-Men?" Scott asked, knocked off balance by the
spirit's answer.

	"This is all in your head, you are dreaming, I'm but your subconscious
mind manifest" Locore lied. In reality, Locore had shifted the room slightly out
of phase momentarily.

	"I guess that makes sense, what do you need to teach me?" Scott asked
his confusion over his marriage clouding his judgement and allowing him to be
fooled by Locore.

	"We shall you use the feral female at your side for your first lesson"
Locore decided, a trio of beams of bluish light erupting from the balls of light
at the centre, hitting Cheetara in the forehead.

	Cheetara groined as she regained consciousness, feeling weak as a new
born kitten, rubbing her temples as she awoke, her arms feeling like a pair of
wet noodles.

	Gone for the time being were her powers, drained away by the process of
dimensional shifting. It would take time for her powers to heal.

	"Now, pull the front of her costume down" Locore commanded, knowing that
this would be a vital test of its con over Scott.

	Scott reminded himself that it was just a dream as he pulled down the
front of Cheetara's costume, ripping it off her, freeing her enormous tits to
his view, getting a shocked gasp from the Thunder Cat.

	"What do you think your doing, how are you, where am I?" Cheetara asked,
sitting up on her elbow, while her free arm tried futilely to hide her huge
breasts.

	Sensing Scott's distress at Cheetara's reaction to his ripping open of
costume, Locore reassured him, "This is just a dream, your wife wants you to
fucker nastier, we're just exploring the darker parts of your mind, such as
rape, where you can feel safe to try it without hurting anyone, you do want save
your marriage right?"

	Scott nodded, forcing back his natural disgust at the thought of raping
the beautiful woman before him, keeping his mind centred on the belief that it
wasn't real and that he had to do it to save his marriage.

	"What, what do I do first?" Scott asked uncertain how to precede.

	"Punish the bitch for hiding those lovely tits from your view, smack
her" Locore replied.

	Scott got up his courage and did what he was told, smacking Cheetara
across the face, surprised at the tingle in his cock as he watched Cheetara's
tits bounce and jiggle.

	Cheetara was in shock, this strange creature had smacked, ripped the top
of her costume open, and yet she still had no idea where she was, or how she got
here.

	Cheetara hit Scott back, but it her weakened state it was little more
than a gentle slap.

	Cheetara really had something to worry about when Scott forced her
wrists above her head with one hand, while using the other hand to push his
boxers down around his knees.

	Whimpering in terror Cheetara started to beg for mercy, realizing that
she was too weak to protect herself from being raped by the naked man with the
ruby glasses.

	To Scott's surprise seeing Cheetara struggling and begging for mercy was
getting him hard, Scott pushed through the guilt he was feeling, ripping the
rest of her Costume off her and tossing it aside.

	Scott was about shove his dick into side of the cat like beauty beneath
him, when Locore made a suggestion. "Make her beg to be rape, humiliating her
will make raping her that much more pleasurable."

	"Beg for it bitch, beg for my fucking cock" Scott demanded, feeling
freer than he'd ever dreamed he could feel, as he gave into the dark thoughts
that he'd driven into the darkest recesses of his mind.

	"Please don't do this, what have I ever done to you?" Cheetara sobbed,
as Scott's free hand grasped her soft mam meat, making her wet despite herself.

	Scott pulled his glasses down for a sec, blowing out the only window in
the room, making his point.

	"Please, pretty please master, shove the hard cock into me, rape the
shit out of me master, pop my cherry with that big cock of yours" Cheetara
begged, fearing Scott's wraith.

	Scott was rock hard for the first time in his life, not just his usual
pathetic attempt at hardness, but hard enough to break bricks on. Having never
seen it like this before, Scott realized that he was better hung by far than
he'd ever dreamed.

	Licking Cheetara's spotted neck, Scott put all his strength into
spearing the busty Thunder Cat on his throbbing cock, her virgin pussy nice and
tight. Her three hymen's were no much for the Scott's huge cock as the mutant
took out a life time of sexual self repression on Cheetara's virgin cunt.

	"Ohhh by Third Earth, nooo!" Cheetara gasped at the sudden violation,
the incredible agony surpassed by the unexpected pleasure.

	Cheetara lay there panting powerlessly while Scott Summer, aka Cyclops,
started fucking her, the squishing sounds of his dick pounding away at her wet
cunt booming in her ears.

	Cheetara found herself whimpering, in this time in pleasure, her enemy's
cock feeling great as it plunder her lovely quim. Cheetara whimpering turned
into purring, the pace of the fucking becoming fast and furious, the Thunder
Cats body betraying her.

	"Look at the bitch, see the look of ecstasy on her face as your rape her
hard, look at how her cunt responds to you using her as if she was nothing, but
a wet hole, for the first time in your life Scott your going to make a woman
cum, thanks to us, never forget that Scott" Locore pointed out, to Scott as
Cheetara was seconds from cumming.

	"By Thunderaaaaaa!" Cheetara screamed, her claws slicing lines into
Scott's back as her powerful, supernova of a climax energized her, bring back
her strength.

	Cheetara's tight cunt milked Scott's cock with renewed strength. Scott
fought back the need by cum, but the Thunder Cat's sweet pussy had its way,
draining the creamy inhabitants of Scott's balls into her inviting Quim.

	Both Cheetara lay there, shocked by the force of their orgasms, their
cum pooling on the cold floor.

	Their rolls were reversed as Scott was tired out, the busty blond was
one wild fuck, but Cheetara felt invigorated. Cheetara pushed Scott's chest off
her own ample tits, hard enough that he went flying, smacking hard against the
back wall.

	Scott didn't have a chance to respond to the change as Cheetara pounced
on him, her fists pounding into his face almost as hard as his cock had pounded
into her hot cunt, just moments before.

	Locore chuckled, having fed on the lusts of the two enough for the time
being. It hadn't expected Cheetara's orgasm to flood her with vitality like
that, but it wasn't worried, she was too busy beating the crap out of Scott to
bother with it.

	Not wanting to leave the beautiful woman summoned by his energy, Locore
sucked them up into itself like a boy cleaning up his toys before leaving his
friends house. Taking one last chuckle at Scott's stupidity, Locore flew out
into the night with the rest of the women, restoring the room back into phase,
while Cheetara beat Scott black and blue.

*************************************************************** 

	                          

	Omega Phallic sat at his daughter's bedside, tears in his eyes. It was
two days now and she still hadn't woken up. He had put off dealing with Gas
Giantess and Sue Reed for the time being, while his only daughter lay in a
private hospital bed in Utilitarian Party HQ.

	The brilliant doctor, Dr. Akira famed for specializing in telepathic
medicine, had been flown in from Japan by Omega Phallic to treat his flesh and
blood.

	"Mr. Phallic, I've got some good news and some bad news, the good news
is that the telepathic parasites that were feeding off your daughter, seemed to
have moved on, most likely to a new source of energy, the bad news is that your
daughter will take time to heal properly, it maybe days before she even wakes
up, weeks before she'll be able to use her powers" Dr. Akira explained, before
leaving Phallic to his thoughts.

	It felt like a weight had been taken off his shoulders now that he knew
his daughter would be alright, freeing up his mind to deal with the two blonds
that he and his team had captured.

	He'd visit them in a couple of days, when his daughter was well enough
to leave, at the new HQ for the Violators.


	Omega Phallic stood by Richard Reed's bedside as the superhero woke up.
Richard Reed wanted more than anything to strangle the man, but it'd take months
of therapy before he'd be about to sit up, never mind strangle anyone.

	Reed looked around the room, seeing that his wife Sue Reed, her brother
Johnny, and the strange woman that owed the place were in the room as well.
Looking on the other side of the room, Reed saw the Violators, Lady Succubi,
Silencer, Firewall, Lodestone, Blindside, and Rodiron, and Trinity. Reed had a
sinking feeling about this.

	"Good to see you awake old man, you had us worried, but I have great
news, I believe I've found away to sped up your recovery" Omega Phallic offered
with a cheery smile.

	Reed wanted to say fuck you, but he wanted to be able to walk even more.
"What do you prepose?" he asked, his voice hoarse from disuse.

	"It's simple really, if I counter act the penis brain I created to save
you from dying, slowly enough, it should copy the original neurological pathways
of your mind, giving you back your ability to walk among other things" Phallic
offered.

	"How much is this going to cost me?" Reed asked, expecting that Omega
Phallic was after his wealth.

	"You nothing, your wife has already agreed to pay for your treatment,
with herself that is, she's signed a contract selling herself to the local
Pleasure Centre in exchange for your treatment, she just needs to sign the
contract" Omega Phallic explained.

	Reed's jaw dropped in astonishment. He looked over at his wife who was
sobbing with guilt and embarrassment, unwilling to look her husband in the eye.

	"I'm sorry Richard, I couldn't let you suffer for the rest of our life
my love, I tried you offer him money, but he wouldn't here of it, he wanted only
one thing, me" Sue explained, the tone in her voice begging her husband's
forgiveness for prostituting herself for his recovery.

	Omega Phallic laid the contract down on Richard Reed and handed Sue a
pen. Sue looked up into Omega Phallic's eyes hoping for a reprieve. "If you'd
rather see if the best medicine money can buy can restore your husband, don't
sign, there is a million to one chance you could get lucky after all" Omega
Phallic whispered.

	With shame and a sob, Sue signed away her freedom, signed herself into a
life of slavery, and most likely signed away her marriage in the process. The
worst part was that she felt an excited thrill as she signed the contract.

	"Now that wasn't so hard, you can start by taking your clothes off, I've
been dying to see those big tits forever now" Omega Phallic commanded.

	Sue stared at him in a panic, uncertain if she could do this, even for
Richard. "I'm sure you could afford around the clock nurse for Richard..." Omega
Phallic warned, letting it all sink in.

	Stifling the urge to cry, Susan Reed started pulling the uniform off her
lovely body, exposing her huge tits, sweet ass, and trim stomach to the gaze of
everyone in the room.

	Susan Reed had never known such humiliation, not only was her ravishing
body being ogled, but they could see the dampness between her legs.

	Richard Reed felt like the lowest, most worthless, dickless, shameless,
biggest piece of shit in the world for saying nothing while his wife sold
herself into slavery for his benefit, but he couldn't bare the thought of never
walking again, so did nothing to stop her.

	Omega Phallic grabbed her by the ass, lifted off her feet and carried
her over to her husband, laying her down on her back on top of the poor man,
wanting Richard Reed to see, hear, smell, taste, and feel his enemy fucking his
hot wife.

	Sue swallowed as she saw Omega Phallic pull out a huge beast of a cock,
the thing looked like it belonged on a horse, except for the tongue sticking out
of the piss slit.

	"Oh please..." Sue begged, not sure if she was asking him not to rape
her or to hurry up and start fucking her.

	Sue had a sharp intake of breath of Phallic slowly shoved it his cock
into her, teasingly, while the tongue lapped her, quickly turning the powerful
superheroine into a whimpering wreck, fighting back the urge to beg him to rape
her. It just felt so good, it was killing her with need.

	If Sue thought it was bad at that point it was about to get worse as
Omega Phallic triggered what he liked to call slave changes in her body.

	Susan's tits got larger as they filled with milk, those same mammaries
got a 100 times more sensitive, her pussy hair fell out, clits grew on her
palms, a G-spot emerged at the back of throat, and her anal passage turned into
one big G-spot among other changes.

	If the pleasure at Omega Phallic's teasing before felt like supernova,
now it felt like the big bang!

	Sue did her best to fight it, but it felt too good and her will
crumbled. "Oh please master, sir I want that cock in so bad, I might pee myself
if you don't impale me on it" Sue whimpered.

	Richard couldn't believe his ears, was his wife begging to be raped,
Richard prayed for a death that would not come.

	"Oh God, yes that the spot, give to me, I'm your fucking property, give
all that beautiful dick meat master!" Susan begged as Omega Phallic started
fucking her, his dick plunging into her tight pussy, only to leave covered in
her juice, before stabbing to her depths again, making the hot blond piece of
ass squeal in delight. Susan Reed had no idea sex could feel this good.

	Richard Reed could feel every jolt from every thrust of Omega Phallic's
cock into his beloved wife, could here with crystal sharpness his wife moans of
ecstasy, sounds of soul shredding erotic rapture that Richard Reed had never
himself been able to elicit from her.

	Sue's tits felt so soft, despite their gravity defying firmness, in
Omega Phallic's hands, that it took every bit of will power he owned, not to
focus on them alone, allowing his hands to roam all over her perfect body, from
her legs to her face, from her trim stomach to her graceful neck.

	"Do you hear that Richard, the bitch likes it, for the first time in her
life a man is treating her like a dirty fucking whore, and she's loving it"
Omega Phallic chuckled as he picked up the pace, fucking the Sue harder as he
felt her climax approach.

	"Ohhh yes, oh fucking God, rape me to death, fuck me all night long, oh
ya, this what real cock feels like" Sue screamed as her mind was ripped a
shudder by the cruel joy of superhuman multigasmic explosion, shoving Omega
Phallic's face into her soft creamy tits as she came.

	Sue had never had an orgasm in all her years of marriage, never mind an
orgasm like that and she found to her consternation that she now actual despised
her husband a little for being so pathetic in the sack.

	Omega Phallic groaned as he rewarded her for her self debasing words
with his hot creamy jizz, the feeling of being filled with her owner's sperm
making Sue purr in blissful contentment.

	Omega Phallic kept fucking Susan for hours, making her cum on his dick
beastly cock repeatedly, making sure Richard Reed's life was a living hell.

	Omega Phallic didn't stop screwing the beautiful blond's brains out
until he was certain that the hot superheroine was completely broken, her
independence spirit crushing, leaving a grovelling cock worshipping whore in its
wake. He owned Susan Reed, the invisible woman, to her very soul now.

   *********************************************************

	                          

	It had taken three hours to pull the severed cock from Emma's ass. The
freakish thing had refused to die with it's owner, wiggling its way back farther
down her anal passageway with every attempt to pull it out.

	Wolverine had almost come to the point where he was willing to cut the
thing out, when Jubilee finally pulled it out with aloud pop.

	Jubilee would never admit it, but she had gotten a little aroused at
Emma's plight, watching with amazement as Emma Frost was hit with a couple of
assgasms before the cock was dislodged.

	Once it was out of her ass Emma took her anger out on the severed
member, beating the thing against the side of the ambulance until it was dead.

	She new wore it on a golden chain around her neck, the thing having
shrunken to tiny fraction of its former size upon death.

	She ignored the disgusted looks she got from the others, it reminder her
of what happens to those that fuck with the White Queen, Emma Frost.         

	Emma was dressed in her clothes again, having recovered them from the
passenger's seat at the front of the ambulance.

	The four mutants began hiking back to the mansion, which was what Logan,
Shadow Cat,  and Jubilee had doing when they happened along Emma's plight on
their way back from a canoe trip.

	They decided on taking a route through the forest, once they discovered
that they were being stalked, hoping that they'd lose who ever was hunting them
down, but even Wolverine couldn't shake their stalker.

	The scent smelled familiar, yet different, alien even, and to Wolverine
that spelled trouble, usually his kind of trouble, but not with a weakened Emma
to defend.

	"Shadow, you know this trail well enough to get Emma to the mansion,
I've got some hunting of my own to do" the mutant growled, running off into the
forest in the opposite direction as the girls.

*****************************************************************

	                          

	"No Sue, oh God, no this disgusting!" Johnny complained as his sister
unzipped his fly, while Lady Succubi held his arms behind his back. Johnny
didn't dare flame up, his sister would get burned in the process.

	As Omega Phallic watched Sue Reed pull her brother's big cock from his
pants, he determined that while it was a good size it lacked character.

	Pressing his fingers against Johnny's face, young man gasped as he watch
his dick grow a couple of tiny glowing eyes, which he could see out of.

	"Please master, can I suck my brother's cock, it'll look so good between
my lips, I'm dying to commit incest for the first time, can I master, please!"
Sue begged, getting wetter by the minute.

	Omega Phallic chuckled and gave the slut the okay.

	Johnny groaned and pleaded with his sister to stop, but she wouldn't
heed his words, merely giggle like a cum slut, before returning to her job of
licking every inch of her brother's cock ever so slowly.

	Sue was a good cock licker, no great cock licker and she had him sobbing
with need, until he cracked and begged her to shove it in her mouth. She'd
learned well how to use sex to broke someone from her master, Omega Phallic, and
looked up at him, beaming with pride, before returning to her feast.

	Johnny was getting hard, the fact that it was his own sister causing it
was adding a perverse thrill to his disgust.

	Still Johnny had to admit that his sister was one of the most beautiful
women in the world, with tits that challenged Everest with their size.

	Her skill with her tongue was nothing less than brilliant, which had
Johnny sweating, because he didn't think he could hold out much longer.

	"Oh fuck it, you goddamn cock teasing bitch, suck my fucking dick good
and proper before I ramming down her tight throat!" Johnny roared, unable to
take the tongue lashing his sister's was tormenting him with.

	Sue just purred as she slipped the head of his cock between her dick
loving lips, bobbing her head rapidly, sliding more and more of his cock into
her hungry mouth, then down her massaging throat.

	Johnny could actually look into his sister's mouth as she blew him,
thanks to the eyes on the head of his cock, peering down her food passage as she
deepthroated her own brother.

	"Oh fuck, that right Sue you dirty cock teasing slut, you've had this
coming for a long time cunt, that's right suck your brother's dick you fucking
pair of tits, I see you for what you really are Sue, a huge pair of beautiful
tits!" Johnny groined, the superhuman cock of his, as well as his sister's wet
mouth, driving out his will to resist, to the point where he was objectifying
his own sister.

	"Damn right I'm just a great pair of tits  bro, just like you're
nothing, but a big juicy cock made for sucking on" Sue replied with a smirk,
before wrapping her cock slurping lips around his twitching cock, her greed for
her brother's beast undeniable as her cheeks alternating between bugling and
hollowing.

	Lady Succubi, seeing that Johnny was no longer fighting against the
world class blowjob his sister was giving him, released his arms.

	Johnny's newly freed hands moved down Sue's slender, graceful neck, over
her soft shoulders, to cup the biggest, softest, most gravity defying tits he'd
ever seen his life, like holden pure ambrosia in mam hungry hands.

	Sue purred around her brother's tasty cock when Johnny's strong hands
gripped her tender mammaries in his cruel grip.

	Watching the brother sister incest action was getting all three parts of
Trinity hot, giving her the courage go after something she'd wanted for so long.

	Trinity's hips sway flirtatiously as walked in front her father, who was
engrossed by the sight Sue Reed, the invisible woman of the fantastic four, wife
of Richard Reed, sucking her brother's dick at his command.

	Trinity had no problem getting his attention, pulling her pink sweater
up over her head, revealing massive meat, barely encased in her white silk bra.

	"Daddy, you give this out every girl, whether she wants or not, but
never me, Gods you have no idea how long we've wanted a taste of this, please
daddy, can we suck your dick, we'll be very good, we've done all our homework
and we promise to swallow every drop, we'll do anything want if you fucks daddy
and make us your bitch and whore!" Trinity and all three minds that made her up
promised, meaning every word about how much she wanted her daddy to treat her
like a hot of ass.

	For a change, Omega Phallic was shocked by someone else wanton behavior,
but he couldn't deny how much he'd wanted to fuck his daughter, she was one of
the most beautiful women he'd come across, with tits that really were
superhuman.

	Omega Phallic unclip his daughter's bra, both excited at the first
public unveiling of her enormous tits.

	As the gravity defying girl gun burst free of their silk prison, Omega
Phallic had Sara, the dominate mind of Trinity, twirl around showing off her
pretty young titties to the admiring gaze of every guy in the room.

	Not to be left out, Macy and Rebecca took turns twirling, Trinity's hair
and eye colour changing to match whichever brain was in charge at the moment.

	Seeing those twin titties so close to him, Omega Phallic grabbed them
from behind while Rebecca was showing off for the guys, the soft mam meat
feeling heavenly under hid strong fingers.

	Rebecca looked down to see her daddy's hands on her enormous tits,
almost cumming at her daddy's incestuous touch.

	"Oh, father that's nice, don't stop squeezing my big jugs!" Rebecca
begged, with sexy French accent.

	"You want treat you all like a whore, I'm going to not rest till I've
popped each of your cherry's, till you've the cum of every in room in the face,
till your every hole has been well and truly fucked by everyone" Phallic growled
lustfully, his rough hands mauling beautiful daughter's huge tits.

	Trinity switched back to Sara, who after enjoying having her father's
hands on her tits for a while, pulled away and unzipped her jeans, pushing them,
along with her panties, to the floor, exposing her waxed bush.

	Sara gracefully got down on her knees, look up at her father
submissively, so close to the cock she'd dreamt of tasting since she was 16,
years before she'd gone back in time to meet him.

	"Please daddy can I suck, I've to suck of cock for so long, since I was
16, please daddy!" Sara begged, turned by finally having her chance blow her
father.

	Only if you promise to spend time working at the Pleasure Centre, it'd
be a crime to keep such a hot piece ass all to myself" Omega Phallic told his
depraved daughter, seeing eyes light up at the mention of her working part at
the Pleasure Centre.

	A chip off the old block Omega Phallic decided when he heard his
daughter promise she'd share her sweet ass.

	"Should've known you just as big a slut as the rest of us, just another
fucking whore, suck my dick bitch, and make sure you shallow every inch, or I'll
take my belt to your huge tits" Omega Phallic ordered his daughter, rubbing hot
throbbing cock against her cheek.

	Both father and daughter moaned as Sara licked around the head of her
father's cock, the taste of her own father's cock sending shivers down Sara's 
spine.

	Sara slipped the purplish head into her mouth once she had made
absolutely certain that not a single taste bud had gone without tasting every
millimetre of her father's cock.

	Sara grew more excited by every inch of parental dick meat that forced
down her throat, grabbing daddy's ass, so she could forced the few inches in,
breathing in deeply once her nose was mashed into his public hair.

	The musky scent of Father cock drove Sara wild, the horny little slut
blowing daddy with years of repressed need.

	Omega Phallic turned back to see how the blowjob Sue Reed was giving her
brother was going, in time to see Johnny cumming in his sister's face, a smirk
of contentment on her face as thick ropy wad of sperm after thick ropy wad
landed ob her flawless face, her reward for a stellar blowjob.

	Silencer pulled Sue away from her brother, wanting his reward for
capturing her as promised to him by his boss.

	As Silencer forced Sue Reed onto all fours, he pulled his dick out and
spank Sue's creamy ass with it.

	Gaintess, aka Catherine, sobbed silently as one of her mailroom
employee's held her arms behind her back, while a second on ripped her blouse
open. The had been choose for the task of raping Catherine by Omega Phallic
based on what he felt were crimes against them by Catherine and brought to this
room while Phallic was raping the invisible woman.

	Catherine's body had been altered just as Sue's had, slave girl
configuration, so when the pimp faced loser shoved his face into the CEO's ample
cleavage, Catherine's gasped at unexpected pleasure, her lowly employee slobbing
greedily over her tanned mam meat.

	The mail guy grabbed Catherine's tits thru her while silk bra, kneading
the soft tit fleshing underneath.

	looking up at Catherine, savoring  the humiliation in her eyes, the geek
pulled her bra cup down so that he bite down on her nipple, sending lust and
pleasure through out her.

	The mail guy stood up and unzipped his pants, fishing out his cock
saying "tell how much you a taste of this."

	Catherine refused saying nothing. The geek grabbed Catherine's tender
breast in his hand and squeezed so hard, milk came squirting out, Catherine's
head hanging in shame. "I said 'tell me how much you want a taste of this" he
repeated, shaking his dick at the defeated CEO.

	Giving in Catherine forced back a sob. "Please master, I been such a
cock teasing boss, let me make it up too you by sucking on the tasty cock of
yours, you have always fantasied about fucking me right, nailing the bitch boss
like cheap whore? Catherine begged throatily, disgusted with herself, but too
afraid of Lady Succubi to flee or fight.

	Catherine removed the rest of her Clothes, leaving her in nothing, but
her high heels ans the thin gold chain around her neck, with a star of David on
it.

	Catherine knelt down, thrusting her tits out so that they pressed up
against the mail guys leg, taking her employee's cock into her capable hand,
stroking the now altered cock meat slowly, licking the precum off the tip.

	The loser behind her knelt down, pressing his dick against her virgin
asshole, scaring the shit out of Catherine. She'd never let a guy back stairs
before, but she wasn't in control now.

	Catherine whimpered in pain around the cock being stuffed in her face as
the dick behind her breached her sphincter, slowly shoving his entire cock up
her ass.

	While Catherine was being raped by vengeful employees, Sue Reed, the
invisible woman was getting speared in the ass herself, the huge black cock of
Silencer disappearing between her creamy white butt cheeks.

	Sue's gasped at the intense agony in her bum, but pushed back hard,
screaming out "that's the spot, fuck my ass hard stud, do my sphincter proud,
drill ass till you find oil!"

	Silencer smacked Sue in the ass in response, picking up the pace as he
brutally bum fucked her dry asshole.

	The pain was addictive and Sue found she wanted more, begging Silencer
to spank her ass as he defiled her shitter.

	Silencer's strong hand slapped Sue ass withva resounding smack, making
the blond slut whmper with pleasure.

	His hand come down with every thrust, the pain as pleasurable for Sue as
her dick sucking asshole was for Silencer.

	Anyone who saw Sue's face at that moment could see in her lovely blue
eyes, that was well and truly broken, her only wish, her only reason for
existing, was to please her masters, to fuck any suck anyone with out question.

	Rodiron took one look at Sue's pouty lips and her inviting mouth and
took it upon himself to join Silencer in the defilement the beautiful blond.

	Sue licked Rodiron's like popicle, not even noticing the look Silencer
gave Rodiron.

	Silencer didn't mind sharing the blond super slut, but he hated Rodiron,
who'd been in on the black slave trade, withban unqenchible passion. Silencer
waited for the day, Rodiron was no longer under Omega Phallic protection.

	Sue Reed was aware of non of this, the only thing on her mind was seeing
far down she could shove Rodiron's cock, before she choked, not that choking
would stop her from shoving it deeper of course.

	Competitively, Silencer grabbed Sue's soft tits, squeezing them creamy
mam meat hard, using it to pound his big cock into Sue's tight quim with full
force.

	Meanwhile Sara was pulling her mouth off her daddy's dick, before Macy
took over, wanting a turn blowing their father.

	"Your cock looks so big and tasty, I've looking so forward to giving
head daddy" Macy teased, taking Phallic cock head between her lips, her moans
growing louder as more ans more  cock was shoved into her was.

	Soon the blond slut was slurping noisily at her daddy's dick meat,
deepthroating fanatically, looking up at him so he could see the joy in her
eyes.

	Catherine on the other hand was too busy having her throat brutally
raped by her employee to look up right away. It was only once she got control of
her gag reflex that she looked up.

	Catherine was completely naked now,  her clothes in a torn up pile at
her side.

	The CEO was on her hands and knees, submissively pleasuring the dicks of
both her employees, one pounding away into her tight  cunt like a maniac. the
other grinning to his buddy as his hot piece of ass boss slurped loudly on his
cock.

	Firewall wanted in on some of that boss raping action.

	"I had a hot bitch boss like you before I joined up with Omega Phallic,
he helped me raped that fucking cunt, know she works at the Pleasure Centre, as
you will soon, begging guys for sex" Firewall teased, tormenting Catherine as
cupped her heavy tits in his hands.

	Firewall was thirsty, seeing the bitch getting double fucked was hard
work as far as he was concerned, so rolled over on his back and slipped under
the formerly powerful CEO.

	Firewall moaned almost as loudly as Catherine when he took her big tits
in his hands, the better to suck the milk out of them.

	Firewall, suckled greedily on Catherine's mam meat, drinking refreshing
and sweet milk in big loud gulps.

	Catherine just sucked on her employee's dick on the harder, her cheeks
hallowing as she gave the best blowjob the guy was ever going to get.

	"Do you really think a pair of tits like you is going to ignored?" a
drunken Lodestone asked, placing his hands on Lady Succubi's huge cans,
squeezing her soft gravity defying tits as if she couldn't rip him in half with
ease.

	Lady Succubi was fanatically loyal to Omega Phallic after he gave her a
new, beautiful body, so different from the ugly bitch she'd been, that she'd not
only die for him, she'd be this drunken fools fuck toy because it would please
Phallic.

	"Oh Master Lodestone, I love it when men objectify me, it reminds me I
beautiful and busty now, please play with my titties, hurt bad" LS begged,
knowing the drunken mutant couldn't do any damage to her at all.

	Her uniform was another matter, the mutant grabbed a hold of her spandex
uniform and pulled hard, ripping it down the middle, free two enormous tits to
his view, both ripe for the pawing.

	The mutant's gritty, sandpaper smooth hands grabbed two handfuls of
incredibly soft tits flesh, the mam meat firm, yet yielding to his fingers.

	It was even easier for the super strong mutant to rip the clothes off
Lodestone, the easier to quickly grasp his hardening cock in her hand.

	The cock twitched in excitement at her touch, causing LS to giggle,
something she'd never down before with her tortured life.

	This left just blindside to keep a weeping Richard Reed company, forcing
the leader of the Fantastic Four provide a detailed description of all the
fucking, especially the parts with superheroes wife.

	"Please, let me turn my head away at least, let keep silent" begged
Richard, hoping for the tiniest shred of mercy. They had already taken his wife
and destroyed his life  what more did they want from his.

	"If you want to walk again, you'll keep telling me what's going on"
threatened Blindside, not needing to hear Reed speak to keep up on the action,
but enjoying Reed's humiliation too much to stop.

	My, my wife pulling the mutant's, Rodiron I believe, dick from her mouth
to...to...to tell him how much his cock tastes better than mine, now she's
rubbing his dick against her soft breasts, the one's I used rest by head
on...(sob) now she's sucking his dick again and Silencer is now smacking her ass
with a belt, still butt fucking her too, wait Johnny, her brother is joining in,
he's sliding under her, to suck her big heavy tits, oh for God sakes she's his
sister, what the fuck is wrong with him, he's actual drinking her milk, while
fingering her pussy, his thumbs rubbing her clit, she's taking his dick with one
hand, jerking him off, holding herself up with the other hand, oh God what have
down to my wife and my friend?" Reed asked sickened by the incestuous sight.

	To Reed's horror it got worse, Rodiron pulled his dick Sue's mouth,
started cumming in her face, the sperm shower so plentiful it dripped onto her
huge chest. The sword through his heart was when his wife turned to look him
right in the eye, wiped some cum from her face, licked off her fingers with a
mocking smile, before Rodiron, turned around so she could give rim job to go
with the blowjob she'd just given him.

	Now that Rodiron had creamed, Silencer pulled his dick free of Sue's ass
cumming in  big mess on her pretty bum.

	Smacking his dick against Sue's ass cheeks to make sure every drop was
out, Silencer decided he wanted Lady Succubi to suck his dick clean.

	Reed looked away, deciding to focus on a part of the orgy that didn't
involve his lovely wife.

	Catherine, who sucking every last, tiny drop of salty sperm from her
employee's dick, looked to be a better choice, less personal.

	"Catherine appears to have sucked the guy in the white shirt dry, so
their switching positions, while the blue shirt guy at her ass, offering his
shit covered dick to suck clean.

	the white shirt guy is taking his belt off, and making a loop with it,
he's spanking her ass now, she sobbed a couple times at the pain, but her mouth
is full with the brown streaked dick-

	She's slurping on it like camel at an oasis, all noisy and nasty

	Firewall on the other hand is positioning himself at her sopping wet
cunt" Reed told Blindside, trying to focus on Catherine's debasement in the hope
it would distract him from his wife's wanton behavior.

	Catherine was indeed sucking her employee clean, making sure not so much
as speck of shit escaped.

	Catherine has creamed repeated from the savage ass pounding she'd
gotten, her resistence and hatred of her rapists getting literally fucked out of
her.

	Now the guy had offered her his smelly shit overed cock for her to suck,
trying to see if he'd broken the bitch in yet. He's seen that he had indeed,
when she not only sucked hungry into her mouth, but thanked him for letting her
blowjob him. If Omega Phallic could cause the Siberian Oil ice bitch herself to
act like submissive little slut for common guys like him, he had no wish to get
the man's bad side, promising himself to buy a Unitarian party membership later.

	While Catherine, CEO and former KGB agent was sucking on brown stained
dick as her tight cunt was forcefully pounded, Trinity's personality changed
again, to the fiery French  red head Rebecca.

	Rebecca asked her father in a smooth French accent "Can suck your sweaty
nuts daddy, the smell of them is driving me wild?"

	"Suck my balls clean and suck my dick for desert you fucking whore"
Omega Phallic lovingly promised his daughter.

	Rebecca moaned throatily as she, started licking musky sweat off her
father's hairy balls.

	The taste and smell were over powering and it was great joy that Rebecca
sucked first one nut into her mouth, gentle swirling it in her mouth, savoring
the strong manly taste, before switching over the other nut, looking up into her
father's eyes as she graceful swirl his nut in her mouth, sucking on it
playfully.

	Remembering her father's promise Rebecca moved onto the main game,
gently nibbling every inch of his Johnson, before swallowing his crown, sucking
deeply on the head, tonguing his piss slit mercilessly, before shoving half of
her father's massive shaft down her throat.

	Rebecca could feel her father balls tightening in her massaging hands,
she wanted to be the first to take a face full or mouthful of their father's
cum, so the sperm worshipping sweater meat forced her father's entire cock down
her throat, not bothering to  repress her gag reflex, choking herself on her
daddy's cock, knowing pleasure it would give him, but she was so very wrong.

	It was a lot more than a mouthful of cum. Sperm poured from the corners
of her mouth in rivers, slashing in creamy streams upon her gravity defying
tits, soaking the red head in jizz no matter how fast she swallowed her daddy's
cum.

	When Rebecca pulled her mouth off her daddy's dick with loud pop, she
smiled up at him. "Thank you daddy for cumming on me, I look so much better
dripping with my own daddy's sperm no?" Rebecca asked with a wink, before
Trinity switched over to Sara.

	"Daddy, can I suck you cock clean, I promise eat every drop of sperm I
find?" Sara pleaded, a little envious that Rebecca got to eat their daddy's
sperm.

	"Sure you can you fucking whore, eat you daddy's jizz, show him your
nothing, but  sweater meat" Omega Phallic lovingly told his daughter.

	Sara bent her head down to lick her daddy's dick searching out every
globs of semen, moving it around on her tongue to get maxim taste, before
swallowing.

	Sara slipped the head of her father's cock between her sperm thirsty
lips, the better to lick her daddy's piss slit clean, when her father sprung his
surprise.

	Grabbing Sara by her pony tail, Omega Phallic forced her to swallow his
entire cock, just as he gave his cock the mental order to start cumming.

	Sara eyes widened in surprises as found herself swallowing not only her
daddy's huge cock, but his endless supply of hot creamy sperm.

	Sara had a slight advantage over her sister Rebecca when it came
drinking her daddy's cum, in that her daddy's cock was lodged in her throat
instead of in her mouth, but soon her mouth was over flowing, with jizz was
pouring down their collective chin again, soaking the massive twin orbs with
even more spunk.

	As Sara pulled her mouth off her daddy's dick, giving it one last lick,
she giggled. "Thanks daddy, can I have some more latter?" the sperm greedy cum
slut asked her father.

	"Damn straight you'll be drinking it latter, but it'll have wait after
my trip to Canada, now my dick needs cleaning again, Macy get that sweet mouth
of your's out here, daddy needs his dick sucked" Omega Phallic ordered.

	Sara was pouting as she switched over to Macy, upset she'd have wait
till his trip was over to drink his cum again. "Here I am daddy!" Macy exclaimed
cheerfully.

	Her cheerfulness turned to a pout as she asked her father "Why am I
always last, do you love me the least?"

	"No of course not, next time I need to take a piss, you'll be the first
one I piss on" her father promised.

	Cheered up, Macy swallowed father's cock without teasing, she'd alway
been the direct one of Trinity's three brains.

	Macy did have one special blowjob trick she like to use. She took her
father's dick to the back of her throat, and left it, there, not bobbing her
head, but instead suckling on it, for a time. When she went back to bobbing her
head, it was with savage speed, entirely reckless with her father's cock in her
search for sperm.

	Macy purred as she got what was looking for, more spunk than she could
swallow, the messy, flow leaving nearly the whole front of her body covered in
her daddy's stud sauce.

	Richard Reed watched the whole incestuous display with disgust, sharing
every detail with Blindside.

	"So what's your wife doing?" Blindside asked with a cruel smirk.

	"She's sitting on the edge of a desk, looking her brother in the eyes,
as he fucks her, his hands are squeezing her big soft tits rhythmically, he's
kissing her deeply...oh god why are you doing this to me?" Richard Reed some,
wondering if that bullet in the head hadn't killed him after all and this was
his hell.

	"I can answer that, Blindside, go ahead and join in the action" offered
Omega Phallic, taking his turn babysitting Richard Reed.

	"I'm doing this for you own good, believe it or not, you needed to see
that your wife is just another slut, tits with a cunt, nothing more, not that I
think I'm any less a slut then she, after all I'm named after cock for goodness
sake, the ultimate in objectification" Phallic explained to Reed.

	"Congratulations, you've broken my wife and made a slut for your cause,
ruining our lives in the process!" accused Reed, hatred raw in his eyes.

	Seeing that he'd made no progress, Phallic touched the side of Reed's
face, withdrawing the brain dick, restoring the superheroes ability to walk.
"You can join in Reed now that you can see your wife's a cheap slut, nothings
stopping you from indulging" Omega Phallic offered as a naked Lady Succubi came
over to offer a taste of her huge tits.

	As tempting as those beautiful orbs were, Reed was too filled his hate
to enjoy. "Go to hell!" he screaming dashing from the room in tears.

	Reed staggered from the building in blur of pain. Looking back at the
new HQ Reed whimpered "all of you will pay for this, especially my former wife"
before turning his back on their marriage forever.


	The orgy quickly fizzed after Reed left, so Omega Phallic decided it was
time to leave instructions.

	First off Trinity, you can work in the glory at the pleasure centre for
now, but keep you cherry, I'm going to pop it personally when I come back, the
same goes for you Lady Succubi" Phallic ordered, before turning to Catherine and
Sue.

	Catherine, your job, when you not working at the pleasure centre, or
working as a new member of the Violators, or fucking your employees, is to clean
up your companies environmental record, understood?" Phallic asked.

	"Understood master" Catherine answered as she nodded.

	"As for you my dear Invisible Woman, you start your new life as the
leader of the Violators" he announced, trigger his powers and altering his cock.

	Before Susan could reply, Phallic pulled his dick off, already growing a
new one, and handed the old one to a very shocked Invisible Woman.

	The cock was still alive, wiggling in Sue's hand, with tendril coming
out of the bottom, tendril's searching for new owner.

	"A symbol of my authority, which I have placed in you, plus this way
I'll be able to rape women where ever you go" explained Omega Phallic to his
minion.

	Sue Reed placed the tendrils of her master's cock just above her pussy,
gasping in pain as the tendril sunk into her nervous system.

	You can removed my with a metal command, but remember who ever is
connected to it, is connected me, I'll be able to see through their eyes, feel
what they feel etc..." Phallic explained, finding the extra sensory our put,
disorienting at first, but quickly adapting.

	"Don't worry master, I'll get you more super pussy than even you can
shake a dick" Sue Reed, Invisible Woman, and now leader of the Violators purred,
stroking her new cock.

	                                  

	"Cheetara, we need a plan when we meet up with that thing" Scott told
Cheetara as they drove down the back road searching after that evil spirit that
had gotten them into the mess they were in now.

	It all started when Cheetara calmed down enough that she stopped beating
on Cyclops for raping her.

	They'd talked for hours, or rather Scott tried to convince Cheetara that
the tornado creature that brought her here was the real enemy.

	Once she was convinced, Scott wrote note to his wife, an outfit borrowed
from Jubilee's discarded outfits, a purple spandex one piece bathing suit which
was left most of Cheetara's big tits exposed, but which was the only thing that
fit,  and they were off.

	Scott would've like to have taken the Black Bird, but the Professor had
mysteriously taken it for a ride and their back plane was dissembled in order to
be vamped up latter, so they took Scott's sport's car, the next fastest
transportation at the mansion.

	Gambit caught them at the last minute and offered to go along, his mon
chere, Rogue, wasn't talking to him over small disagreement, so he wanted to
give her some space.

	A look at Scott's face had silenced Gambit's questions as the charming
mutant jumped in the back seat. Gambit as an experienced thief, knew when to
keep his mouth shout and ask no questions.

	They track the spirit Locore for days, now they were closing in on it,
Scott could feel it, so he felt they should cobbling together a plan of attack.

	"We beat it into submission, non?" Gambit asked, thing that it was
relatively straightforward.

	"How do we hurt it Scott?" Cheetara asked him, seeing as he was the only
one to have battled the thing.

	"The blue ball in the centre, their the weakness, I hit one and it
flickered, almost went out, weakened the storm abet" Scott offered, trying to
keep his eyes off Cheetara's tits as he spoke to her.

	"Gambit don't wish interrupt your battle plans, but where'd it go?" the
Gambit asked.

	Locore had swung around a bend in the road, no longer strong enough for
flying, but instead hovering over the road as it moved.

	When they got around the bend, it was gone.

	Scott pointed a fat old hick, chewing on some grass at an old beaten up
gas station, hoping he saw where the creature went.

	The hillbilly got off his ass and joined them for a talk.

	"What do need gas?" he asked with a drawl.

	"No, we need to know where that green twister went?" Cheetara asked as
the hillbilly's eyes nearly bulged out of his head as he stared at the deep
valley of her huge breasts.

	"Tell you what, if you show me your big tits I tell ya" offered the
horny hick.

	Cheetara bit, down a growl, and as tempted as she with to beat the info
out of him, she didn't have the time.

	Pulling on the purple straps of her bathing suit, Cheetara freed her
enormous tits to the view of horny hillbilly. The fool was grinning from ugly
ear to ugly ass ear, when he reached out to cup Cheetara heavy tits.

	Normal she'd be beating on him at this point but she need his info so
she grit her teeth, letting the horny old fart man handle soft tits.

	"Well as I reckon it, the thing moved on behind my gas station on its
way to the swamplands of the Zhippawaka" the hillbilly offered, before bending
his head down to suck and lick Cheetara's tits.

	The thunder was breathing heavily, her soft tits mashed into the stubble
covered face of the hit, ready to a titgasm at any moment, when her titty milk
flooded into the hillbilly's mouth like cum from her titty as she came, a
powerful titgasm that had her ripping Scotts leather seats to shreds.

	The hillbilly came away reluctantly from Cheetara's ginormous tits with
a milk mustache.

	Cheetara sped away in self disgust, trying to focus on the hunt, rather
than the two guys staring at her ample chest in awe.

	

	"Oh, by Odin, I don't feel right" groaned the female Thor clone as she
awoke.

	It'd been day since she'd been first made by Sinister, but this was the
first time she'd gained consciousness.

	Sinister had studied her for days fascinated by the enigma of the young
Goddess before him, but the scientist in him also feared her as something his
equipment couldn't help him figure out.

	Reluctantly after the first few days he had to admit he couldn't figure
Thor, or rather Thoria as he'd come to call the sleeping beauty, out so he'd
called upon Bolsto, that devil like sorcerer that worship the old ones.

	Sinister couldn't give a fig about religion, he just needed someone with
mystical knowledge to help him study Thoria.

	While Sinister waited for sorcerer to show up, he tried a few more
clones.

	One to his interest was a perfect clone of the Hulk, who slept
blissfully Bruce Banner free, in his pod.

	The second one was fucked cross between Sabertooth and Toad, which
should have warn him to be more careful in his cloning.

	His third choice horrified even Sinister. It was stunningly gorgeous
girl looking no more than 18 years old. Sinister looked at a beautiful white
haired cross between Professor X and Magneto, their daughter of sorts, with some
female DNA mixed in. It made Sinister glad he'd mixed in a DNA sequence into all
of his clones from this project that made them allergic to a very particular
sound frequency, only they could hear.

	Lucky for Sinister, the sorcerer appeared, before he could do more
damage, the sorcerer's curiosity peaked by Sinister's strange offer of
co-studying the super human clones.

	After some discussion they agreed to awaken Thoria first.

	

	bringing them back to that critical moment.

	"Oh, by Odin, I don't feel right" groaned the female Thor clone as she
awoke.

	It got worse for the Thunder Goddess' as she looked in shock at two huge
breasts jutting from her chest.

	"Who or what, did this to me growled an infuriated thunder god.

	Thoria felt weak, unused to the famine mystical energies flowing through
her.

	"Let me explain, your Thoria a clone of Thor with some over DNA thrown
in, although that makes more of a daughter than a clone, you have inherited your
father's memories, but I think if you look within yourself you'll find that your
memories seem distant, less real, like a memory of memory" Sinister explained,
wondering if Thoria would be smart enough to see he was telling the true.

	"When my dad Odin, er, Thor finds out what you've done, he'll skin you
alive" warned the beautiful defiant Goddess.

	Balstro chuckled at her threat as he cupped the Goddess' heavy tits in
his hands. They felt incredible.

	The Goddess was still too weak from her creation to resist the bastards
gasping hands, her firm tit flesh yielding to his fingers and palms.

	Sinister pulled Balstro away from the terrified and whimpering Goddess,
remained the fiendish prick that "we have plenty to time to rape and experiment
on her, let us awaken the others."

	They argued for awhile whether or not to awaken the Hulk, Sinister
winning out.

	The awoke the Hulk, expecting a raging bungle of strength, instead they
got a massive green puppy dog eager to please.

	"Doesn't Hulk want to smash things" Bastro asked in a voice that
mimicked the Hulk's.

	"Of course he doesn't the rage belongs to Bruce Banner, it only
manifests itself in the Hulk because it's what triggers his appearance without
Bruce the Hulk has full access to his emotions" explained Sinister in a eureka
moment.

	They moved on from a Hulk which was smiling  like an idiot, to the
Toad/Sabertooth or Sabretoad as Sinister named him in his less than creative
manner.

	This one did wake up angry, a confused wreck of memories and emotions.

	It was only when Sinister hit the button on his belt making the sound
that Sabretoad would learn fear, the Sabretoad calmed down, once his pain
stopped.

	Last, but not least was the female Xavier/Magneto cross, which Sinister
had dubbed Erika Xavier.

	Her mind was confused too, but she pulled the answers straight from the
minds of her captures instead of getting into a rage.

	Sinister could feel her presence in his head, about to strike, when he
hit the button, putting a stop to that nonsense.

	They came full circle back to Thoria who struggling with all her
strength to get free of her restraints.

	Thoria couldn't under stand what happened to her super strength, the
change in mystical energies from masculine to famine must have changed her
powers, but into what she didn't know.

	She tried to fly away, but that caused her huge tits to collide
powerfully, sending a shock wave through the air, sending Sinister and Bostra
flying through the air to bounce off the far wall, the restraints weren't in the
shock waves way at first, but it bounced back it hit Thoria, to one effect to
her. The restraints on the other shattered.

	It was at the time that he asserted his authority Sinister concluded,
hitting the button on his belt and aiming the tiny speaker at Thoria.

	The Goddess grabbed her stomach in pain and screamed, lighting exploding
from her throat to blew up one of Sinister's computers.

	"Odin stop, please!" Thoria begged in pain.

	"Do as your told and call us master from now on agreed?" Sinister asked.

	Thoria held out against pain as only a Goddess could, but finally she
cracked. "Yes, master I agree, just stop, please master" Thoria sobbed in
defeat.

	"and you realize your place as our whore and property fuck slave?" Bosco
asked his cock begging him to rape the living hell out the breath taking
Goddess.

	"Yes, I be your whore, your slave, I suck your cocks and lick your ball
and beg you to rape me afterwards, just stop the pain, please!" Thoria sobbed in
defeat.

	Sinister turned the device off and told Thoria to get her knees.

	Thoria wiped her tears away and did as she was told.

	"Now tell us how much you want to fuck our cocks with those huge tits"
Sinister demanded, thanking Omega Phallic for renewing his interest in sex,
which been missing since he stopped being human.

	"Please master, let me wrap my soft tits around you large red hot cock,
please master's let me tit wank you with these massive mountains, you've never
felt anything like tit fucking a Goddess masters I promise" Thoria assured the
two evil bastards, desperate to avoid farther agony.

	Thoria moaned in unexpected pleasure as she pressed her pillowy tits
around Sinister's throbbing cock.

	Sinister gasped at the super human sensations, realizing that Thoria
wasn't exaggerating, pleasure shooting through his cock like fireworks, as
Thoria soft mam meat moved over his shaft with great speed as Thoria's own
arousal grew.

	Thoria was swearing in ancient Norse, as her enormous titties fell into
an endless fall into titgasmic joy, the pleasure of her titgasm so powerful that
she forgot herself, thanking Sinister for making her his ho.

	Hot cum bubbled forth from Sinister's cock, showering Thoria massive
mammaries with creamy sperm, hosing her knockers down real good, eliciting a big
smile from Thoria, until her high disappeared, her smile being replaced by a
look of horror at herself.

	Sinister moved out of Balco's way, the evil sorcerer cruelly grabbing
Thoria's mam meat and wrapping it snugly around his twitching cock.

	Thoria fought back the urge to moan with delight, battled fiercely, but
the moan escaped anyway as pleasure and pained Thoria tit flesh like old
friends.

	"Harder master, by Odin fuck my big fat titties harder please master!"
Thoria pleaded, the words spilling from her mouth as if it was someone else
saying them.

	Thoria screamed out to her father Thor and his father Odin, wordless, as
pleasure as perfect as liquid light and as agonizing as Christine hellfire,
exploded once again into Thoria's mam meat as Bolstco's cock pumped between her
huge tits like a machine good mad.

	Bolsco tugged as hard as he could on Thoria's nipples as he quicken his
mam fucking, racing towards a messy completion all over her huge chest.

	"Oh Gods Yes!" Thoria screamed as Bolsco's cock became a fountain of
endless hot white sperm, splashing down on her graceful neck and tits in a gooey
messy.

	Both of Thoria's evil rapists for clean spots on her soft tits to wipe
the dicks clean, as the chuckled and mocked the defiled Goddess.

	Thoria pushed away her confusing feelings, part anger, part joy as she
was ordered to lick to sperm off her tits and neck.

	To Thoria's sadness that sperm tasted better than mead to her female
lips, an addicted flavour that made taste buds go wild.

	When Thoria's tits were clean, she looked up at her masters and asked
fearfully "are you go...go...going rape me now, are you going to steal my
virginity?"

	"No, your cherry will be my offering during the new moon to the elder
gods" Basco explained.

	Thoria heard no more of Balsco's words having fainted when he said
"elder gods."


	Wolverine looked out from behind a bush, looking at his prey, some
messed up bastard that looked like the worst of both a caveman and Sabertooth,
with four of the ugliest most fucked up dog imaginable. The hairless freaks had
dozens of tentacles coming out of their backs.

	Wolverine had tried to check ahead after he first found their stalker,
but one of the landmarks Shadow Cat used to navigate these woods, with altered
by careless campers, sending the girls heading in the wrong direction.

	Wolverine would track them down and bring them back on track, after he
dealt with this scum bag first.

	He was getting ready to pounce when Emma Frost unleashed her own ambush,
popping out from behind a tree and unleashing a mental assault.

	Unfortunately for Emma, the beasts before her didn't have enough brains
to be worthy, or even effected by mental attacks.

	That was when Shadow Cat and Jubilee attacked, Jubilee blasting the
tracker on his ass, while Shadow Cat grabbed Emma, phasing them both just as the
cock tentacles on the dogs attacked, whizzing harmlessly through the mutant
women.

	The tracker, twisted away from Jubilee's attack, flipping over her head,
knocking her out, before she could turn around.

	"Hey, Bub, enough with acting like a chicken shit, instead of picking on
girls, try me!" Wolverine roar, drop kicking the tracker away from Jubilee.

	The track rolled onto his feet and showed one difference from the
original Sabertooth, he pulled a pair of submachine guns out and started
shooting the crap our of Wolverine.

	Logan ignored the quickly closing bullet holes and pounced on the track,
unsheathing his claws, before burying them deeply inside the tracker's chest.

	Tracker's healing factor wasn't as fast as Logan's, but it kept him
alive as Wolverine sliced into him.

	Wolverine didn't have long to dice his enemies as he was bowled over by
one of the dogs.

	Meanwhile Emma and Shadow Cat, were running hand in hand towards an
unconscious Jubilee, who's clothes where being ripped to shreds by the tentacle
cocks.

	Emma made a mistake letting go of Shadow Cat's hand as she looked back,
just for a second, but by then it was already too late.

	Emma was knocked flying by one of the dogs, and Shadow Cat went solid
for just long enough for a tentacle to wrap itself around her slender throat, as
she grabbed for Emma's hand.

	Shadow Cat tried to phase, but something in the sperm leaking from the
pores of the tentacle cock neutralized her powers, and triggered changes in her
body.      

	Shadow Cat's small breasts became huge gravity defying milk filled tits,
and clits grew on her palms, while a G-spot grew on the back of her throat, all
changes caused by the dormant energy Omega Phallic had left within the dogs,
when he altered them.

	Shadow Cat hovered powerlessly in the air, held aloft by the tentacles,
struggling uselessly against the dogs as tentacles ripped the clothes from body,
her now huge tits springing forth as pieces of her clothing floated to the
forest floor.

	Shadow Cat looked over at Emma and Jubilee, who was now conscious again,
both in the same predicament as she was.

	Jubilee screamed as she was lowered to the forest floor so that the dog
restraining her could mount her.

	Feeling the heat of dog's main cock at the entrance to her virgin cunt,
Jubilee sobbed in terror, her fear so great that barely noticed her pussy
getting wet as the dog rubbed his cock again her young cunt.

	Wolverine, seeing the Jubilee was about to be raped by a dog, rushed to
her rescue, only to be tackled by the tracker.

	Shadow Cat screamed for help as the which had mounted her, shoved the
full length of his massive dick inside her, ripping away her hymen, as it
brutally raped the mutant's sopping wet pussy.

	Shadow Cat's new tits rubbed painfully again the forest floor as the
dogs dick slammed in and out of the beautiful raven hair mutant, her cunt
getting well used by doggy dick meat.

	The worse was the pleasure growing in her cunt, the disgusting freak of
nature was going to make her cum and there was nothing she could do to stop it.

	"No, oh no, please no, I'm cumming!" Shadow Cat screamed, as her cunt
cream soaked the dog's cock to her shame.

	Jubilee had been a little luckier, having nearly wiggled free of the
dog, but sadly for the mutant the dog was only toying with her hopes, spearing
Jubilee's virgin cunt with it's dick once it got bored, ripping away her hymen
along with her hopes in a single thrust.

	Jubilee bit down on her lip, fearing she'd humiliate herself with
screamed of pure delight as the fucked up beast raped the living shit out of her
tight young pussy.

	Jubilee's tits were just as milk filled and huge as Shadow Cat's,
without an announce of sag, just like the ones she'd envied on Jean, Rogue, and
Storm among others, ironically enough.

	Jubilee battled defiantly against cumming, knowing that the dog raping
her would own her, just like the dog that made Shadow Cat cum owned her, already
the little slut, Shadow Cat, was even begging the dog to keep on raping her.

	Even as Jubilee promised herself that it wouldn't happen to her, she
felt the walls of her resistance crumbling under the power of huge dog's dick
ramming hard and fast into her tight wet cunt.

	"Oh God, noooo, I'm cumming, Oh God yes, fuck me harder doggy!" Jubilee
yelled out in the heat of passion, the soul ripping  pleasure in her cunt
breaking the bitch to her new life as fuck meat for others.

	"I'm sorry Professor it feels to fucking good, I've failed you, I
nothing but a dirty slut after all" Jubilee sobbed in defeat, her cunt milking
the dog cunt inside her.

	Emma had built up a slight resistance to the pleasure, having felt the
ecstasy of being raped by animal's before, but her defences were falling too.

	Emma's tits were humongous before, but now they were slightly bigger and
filled with milk.

	"Oh fuck, what the use in resisting, I'm nothing, but a huge pair of
tits anyway" Emma growled, her milk filled knockers swaying as the dog's cock
filled her pussy to the max, sending lustful sensations through her cunt,
breaking her spirit again, her training in the vision, coming to the fore.

	"Good doggy, feed that cock to me, that's right I'm bitch, drill that
cock into me, make me cum, oh yeah, good dog, very good dog, that's the spot"
the blond slut moaned, lost in her own heat.

	Emma gently bit her own shoulder, muffling her screams as she had
dizzying orgasm, that reinforced the twisted view that she  existed only to
pleasure others, a view seeded in her mind by Trinities mental raped and
physical raped from a pair of moose.

	Emma gasped, her heart filled with joy as her master, a dog, filled her
to overflowing with dog sperm.

	It trickled from Emma Frost's cunt, a sign of the dog's total conquest
of her.

	Shadow Cat was even worse off than Emma, hungrily slurping on a tentacle
cock, while the dogs dick pounded away into her dry ass fiercely , his sperm
already dripping from Shadow Cat's well fucked cunt.

	That left Jubilee, who to the horror of what was left of her sanity, was
jealous that the other's had been filled with cum already.

	Jubilee redoubled her effort, fucking the dog like deranged cum slut,
begging the dog desperately to fill her cunt with dog sperm.

	The dog's cock, buried itself in Jubilee's hot cunt as far as it, would
go, depositing the contents of its hairy balls inside the lovely young mutant.

	Wolverine was still fighting the tracker, rolling around in the dirt
like school kids fighting. Normally Wolverine would beaten or kill this punk
long ago, but a strange smell was distracting him, a smell coming off the girl
that targeted the beast inside him. Wolverine fought it back, but at the cost of
a statement with the pathetic wannabee, the tracker a pale imitation of
Sabertooth.

	Shadow Cat put her tongue to great use on the tentacle cock, her cheeks
hollowing and head bobbing wildly as she blew it. The dog's cock was still
lodged deeply in her ass, the dog dick driving Shadow Cat to a shocking assgasm,
so strong her rectum almost crushed the life, from the cock  inside it.

	There was no way the dog could wait any longer, jizz spurting into
Shadow Cat's quickly gulping mouth, hot sperm leaking from the corners of her
mouth, while the other dog's jizz splashed up against Shadow Cat's bowels.

	Jubilee on the other hand, wasn't even on the ground any longer, four
tentacles, holding Jubilee aloft, while the other eight raped her.

	Two tentacles forced their way into Jubilee's tight pussy, battering
merciless at her pussy walls.

	Two more tentacles were just breaching Jubilee's sphincter after a long
battle, solemnizing the poor girl brutally.

	One tentacle was wrapped so tightly around Jubilee's mammaries, that
milk squirted out from her perky nipples like white rain, two more tentacles
were raping her cleavage as a result.

	The last and thickest tentacle was parting Jubilee's lips, and forcing
its way down her throat, tickling her tonsils on the way down.

	Jubilee could taste the sperm leaking from the tentacles pours as the
monestrous cock slide over her tongue, leaving her taste buds singing.

	Jubilee's sweet pussy and ass clenched and released rythemic, as her
holes were savagely invaded, fucking the gargling slut senseless.

	Emma Frost joined Jubilee in the air, the blond mutant struggling to get
free.

	Emma whimper and begged for mercy when she felt tentacles, pressing in
at her tight pussy and brown chute, the tentacles getting closer to forcing
their way into the hot blond. 

	Emma through head back screamed the scream of the damned the tentacles
pulled back for one last assault, ramming righting her brutally, sending agony
coursing through her body, the pain sharping all her senses, including her
feelings of pleasure and the tentacles started sliding in and out of her hole.

	Emma's screams of pain transformed into moans and whimpers of arousal,
the slut unable to fight back against the growing ecstasy in her wet hot holes,
as two tentacles each sawed into Emma's dripping wet pussy and her burning hot
rectum.

	Emma's moans were soon stifled by a tentacle the slipped between her
lips in an unguarded moment.                           

	Emma's throat was being raped raw, and her big tits were getting fucked,
the hot pleasure rising in her gravity defying tits, when the dogs turned her to
face Jubilee and pressed them together, soft mam meat rubbing and slipping
against soft mam meat.

	A third massive pair of mammaries were added to the mix, as Shadow Cat
was pulled up in the air, screaming in pain as the tentacle cock forced their
was inside, before press her now over sized tits against Emma and Jubilee's
human torpedoes.

	Jubilee was on sensory overload, between the tentacle cocks raping her
tight young cunt, her narrow asshole, her super sucking throat, her pillowy
globes, and the beautiful breasts of her fellow mutant rubbing against her own,
finally snapping from it all.

	"hhmmmhhhmmm" Jubilee screamed out around the tentacle force fucking her
throat, a full body multigasm blasting across every nerve in Jubilee's body,
turning the once sweet and intelligent mutant into a slobbing, cock worshiping,
fuck slut.

	Shadow Cat was next, bouncing up and down on the tentacle cocks like
deranged nympho, till screamed to the heavens in completion, her full body
climax laying waste to the landscape  her soul, leaving a cock addicted whore in
its wake.       

	Emma, fighting terror against the cock withering inside, final gave in,
realizing any farther resistance was useless and no one was going to save her
this time.

	Emma fucked the tentacles back, riding them like she would a bucking
bronco, sucking on the tentacle in her mouth harder as she came, a surge of pure
orgasm energy, raging through Emma's body like an out of control forest fire.

	Wolverine was to busy beating the shit out of the tracker to help the
ladies. He'd finally got into a position where go end the fight once and for
all, raising his fist for a killing strike when the last dog, left Wolverine
into the air, for just enough time for the tracker to regroup, before Wolverine
wiggled free.

	Wolverine turned on the dog, which got one look at his savage face and
decided to go run and hide with its tail between its legs.        

	The tracker attacked Wolverine again and two were battling for their
lives once again.

	Jubilee's eyes shot wide open as hot cum spurted first from the cocks in
her pussy, then one by one the rest followed suit, creamy sperm flooding every
hole she had, every the cocks fucking her enormous tits started cumming, pearly
white sperm, drenching her giant melon's guy gooey, which dripped off her twin
jutting cliffs to splatter on her trim belly.

	Jubilee swallowed spunk like a mad woman, no spilling a drop, an amazing
feat for a woman who'd only been a virgin just a day ago.

	Shadow Cat in a fit of envy, throw everything she had into making her
dog's tentacles cum, from slurping thirstily on the tentacle violating her young
throat to, clenching her ass and pussy muscles in an effect to milk the spunk
form the tentacles, to tonguing the tentacle fuck her face with short twirling
circles.

	The tentacle lodged in Shadow Cat's throat pulled out, in order to blast
Shadow Cat point blank in the face with a superhuman dose of dog sperm, just
hosing the slut's face down completely.

	Emma Frost shut her eyes as the tentacle popped free of her mouth,
expecting the same spermtastic facial, but it gasps as a stream off hot piss
soaked her Goddess worthy face. The damn thing was actually urinating on her!

	Emma opened her mouth wide, allowing the tentacle to aim the salty
golden piss right into her mouth.

	The blond drank the golden nectar as she might have done to a fine wine,
swishing the pee in her mouth, before swallowing the beverage down her aching
raw throat.

	Emma opened her mouth again for another mouthful, but the tentacle was
taking pissing on her big milk filled tits.

	The tentacle aimed so precisely at the top of Emma's nipples, first one
then the other, that it actually managed to get its pee inside Emma's milk duct,
causing a burning sensation in her nipples like nothing she'd ever known.

	Finally the stream of urine trailed downward, soaking Emma's trim belly
with piss, before aiming right at Emma's clit, making the mutant whore cry out
with sudden pleasure.

	Emma's whimpered, and begged the dog to stop, but nothing could hold her
back from cumming, the sensations rushing through her like water through a
bursting dam.

	When the tentacle finished peeing, it was time for Emma's sperm bath,
now that she was no longer prepared for it, creamy white jizz, splattering
across her big tits her slender neck, even her lovely face was caught by dog
sperm.

	Lastly the cocks tormenting her G-spot and smacking her bowels popped
their corks, sperm coating everything in its path.

	Wolverine slammed the tracker hard against the tree, breaking bones that
were already knitting back together, not that it would help Wolverine knew, as
he prepared to decapitate his foe.

	"That scent!" Wolverine growled, unable to focus on the kill, the mixed
smells of the dog sperm and natural perfume of the girls, filling Wolverine with
lust.

	The tracker noticed the vacant look in Wolverine's eyes and knew the
dogs were doing their job right. Omega Phallic had designed those dogs so that
their sperm would mingle with the natural scents of a woman, to create a smell
that would make it impossible for men around the female victim, to resist raping
her, even if they were related.

	Wolverine dropped the ugly ass  tracker, turning towards Shadow Cat with
lust filled eyes.

	The dog that had raped the beautiful young mutant ran off, leaving
Shadow Cat to think mistakenly that she'd been saved.

	"Wolverine thank goodness...hey, stop, no Wolverine don't touch me
there" Shadow Cat pleaded with her old friend, as she flipped over to the her
big tits were pressed to the ground, her eyes growing wide as she felt
Wolverine's cock pressing against the entrance to ger rectum.

	Shadow Cat sobbed as her dear friend Logan forced his cock inside her,
the pain of betrayal hurting worse than the agony in her ass, as the man she
thought was her friend and protector, rapes and sodomized her lovely behind.

	"Oh God Wolverine it hurts so bad shove it in deeper!" the defiled pain
slut begged, no longer caring about anything anymore.

	Wolverine watched himself raping his dear friend as if it were someone
else, tears in his eyes, unable to stop himself, unable to even look away, the
looks of betrayal, and eventually lust, ripping into his soul, making him want
to howl like a man being consumed from the inside out.

	"God Wolverine, that's the spot, drill my ass harder, this is want
you've been waiting for, rape me, use me up like a cheap whore and toss me away,
make me cum master, I just your bitch" Shadow Cat begged, a cruel accusing tone
to her voice, her words cutting Logan to the heart.

	No more words came from Shadow Cat, but plenty of screams did as the
little slut assgasmed.

	Shadow Cat's pleasure grew as she felt Wolverine's hot cum overflowing
her bum, the jizz dripping down onto her dripping wet pussy.

	Wolverine pulled out of Shadow Cat with a pop, noticing that dog that
had been fighting him along with the tracker, was finally getting his turn,
hauling Shadow Cat into the air and brutally raping her, while he could do
nothing to stop it, the smell driving Wolverine to his next victim, Jubilee.

	Jubilee backed away from Login in fear, crab walking as fast as she
could, begging him not to do it, but he grabbed the bitch by the hair and
started forcing his dear friend to blow him.

	Jubilee nearly choked on Wolverine's cock at first as he fucked her
tight young throat, but the tentacle that she'd deepthroated earlier had helped
Jubilee learn quickly how to suppress her gag reflex, the human fuck meat deep
throating her friend skilfully.

	Jubilee could see in Logan's eyes his anguish and torment, so she,
unlike Shadow Cat, didn't blame her old friends, deciding instead to make his
blowjob the best he'd ever had, sucking his dick the cock hungriness that only a
true cum slut could achieve.

	Wolverine shot his load down Jubilee's throat, not wanting to see it
splash her in the face or have her taste it.

	Jubilee swallow Logon's spunk, but secretly wished she'd gotten a taste
first, or even would preferred it dripping down her pretty face, to be lapped up
latter.

	Wolverine cried out in frustration as he moved onto his last victim,
Emma Frost, the big titted blond, trying his best to ignore the screams of
Jubilee as the dog that had already raped Shadow Cat, started brutally raping
the Asian-American mutant.

	Wolverine, grabbed two meaty handful's of Emma's milk filled mam meat,
using them to envelop his huge pulsating cock.

	Emma grabbed her tits by the base and moved her heavy melons up and down
Wolverine's shaft, her huge hooters picking up speed as she felt a titgasm
coming on.

	Hot sperm poring forth from Wolverine's cock in an explosion of jizz,
met with to titgasming mammaries in a creamy mess of milk and sperm.

	Wolverine carelessly wiped his dick off on Emma's face, until his tool
was clean, just as his immune system adapted to the scent, curing it.

	Wolverine was shaking off the lingering effects, when the tracker shot
his with three darts, each powerful enough to take down a large elephant.

	Still the tracker knew he didn't have long to work, tying Wolverine up
with rope that spilled out from Shadow Cat's backpack, which she'd hid behind a
tree before the X-men sprung their trap.

	The tracker moved quickly, running to the nearby river and tossing
Wolverine inside, to be swept away by the currents.

	The master will be pleased muttered the tracker as he picked up three
unconscious, but stunningly gorgeous mutants. He then ran off in the direction
of the Pleasure Centre.


	Locore spun faster, pulling at the building slowly emerging from the
swamp.

	With a loud, thunderous pop, the building was freed completely. For the
first time since before man walked the earth, the Temple of Locore saw the light
of the sun.

	Locore entered through cracks in the temple, the door way having been
barred shut from the inside since before Locore had died.

	The lay in the impossibly large subdimensional room, dreamless sleeper,
Locore's High Priest, Sin, a creature that could've been Yoda's twin except for,
the beard of pink dull spikes and a vertical mouth.

	A beam of blue light awoke Locore's servant.

	As Sin's eyes opened, Locore told him of his death, the blending that
caused his resurrection, his need to feed on the energies produced by rape, and
of those that hunted him, like flies in a spiders web.

	Locore dropped Wonder Woman, Wonder Girl, and their mother Queen
Hppolyta, or Wonder Queen as some called her.

	"You will use these sluts and the spotted one and any others you find to
feed me energy, use the two males to host the Oulgi, the rest of these females
will go with me, to trade for allies and tools" Locore explained, returning the
three named women to flesh, dropping them to the temple floor.

	Sin nodded as his master left the way he came in, giving Sin time to
wake the fuck up for his thousands of years of sleep and have a coffee before
the spotted slut appeared.


	Locore was deciding were to start gathering allies, searching his mind,
both old and new, until he found a fregmented memory of Omega Phallic from the
parts of him that were formly of the thought forms that Trinity and Professor X
created.

	As Locore was about to lift up into the sky, a fast car came screaming
out along the dirt road that cris crossed the swamp.

	"Slow down Cheetara, not my fucking car!" Cyclops yelled, jumping free,
along with Gambit.

	The pissed off spotted Thunder Cat, aimed the car right at Locore's
heart, the essence of the three blue thoughtforms that'd resurrected him,
hitting the gas petal.

	Cheetara and the car sailed through the air, crashing right into Locore
destroying one of the glowing blue balls inside, making Locore scream out in
pain, a sound that was akin to finger nails scratching a black board.

	As she saw the green bolts eating away at the car, Cheetara jumped free
too.

	Cyclops cursed the day he met the Thunder Cat as he was watched his car
disappear to who knows what dimension.

	In the car's place, were there was seven women, all unconscous.

	Cheetara recognized Pumyra, grabbing onto her fellow Thunder Cat's leg,
as Locore started sucking up the rest.

	Gambit grabbed the other leg of Pumyra, while Cyclops attacked, firing
off one of his beams.

	The shot sheared off one of the green bolts which hit a dead tree, which
switched places with Kimberly, the Pink Power Ranger.

	Seeing that Gambit and Ceetara were losing the battle to keep a hold of
Pumyra, and that Locore already had the other women, which included Law, Order,
Thermal, Coral, Maximage, and Crucible, and with the pink power ranger being out
of the range of Locore's winds, Cyclops, grabbed the Thunder Cat by her huge
tits, until Locore gave up, the spirit flying off to find allies in the strange
world it found itself in. 

	Poor Pumyra fell face, and tits, first into the mud, once Locore left.

	Cyclops pulled her unconcous form free of the swamp, silently noticing
how big her tits were, even wondering if it was a natural side effect of the
matter switching process Locore used.

	Cyclops carried Pumyra onto the  dry steps of the temple, before turning
around to tell call for Cheetara and Gambit to join him on the steps.              

	Cheetara saw Cyclops open his mouth to speak, but a light flashed behind
him, and no words came out. Instead Scott dropped to his knees, before passing
out.

	There behind him stood a pissed off Sin, his magic staff of Grinarl in
one hand and a cup of strongly brewed black coffee in the other.


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