Jaded Queens

BY : SexyLizard
Category: X-men Comics > FemSlash - Female/Female
Dragon prints: 13044
Disclaimer: Full of angst and sex play.

I do not own the X-Men or any of the associated characters or settings and make no money off this story. This is a work
of parody created for non-commercial purposes.


It takes an enormous amount of money to fund a Superhero team like
the Fantastic Four. Even a super genius like Reed Richards who can
build most of his own advanced equipment still has to pay for
materials. Then there are other costs like legal fees (the F4 got
sued fairly often), taxes, and even charities the Fantastic Four were
involved in.

Most people who are familiar with the Fantastic 4 seem to assume that
Reed Richards makes his money through investments or by doing work
for the Pentagon, but this simply isn't true.
The leader of the Fantastic Four's genius did not extend to financial
matters (or least that's what he claimed when people asked him why he
didn't simply make money by investing wisely) and he disapproved of
warfare too much to work for any military on a permanent basis.

Instead Reed Richards paid the bills by accepting commissions from
wealthy individuals and groups to create devices to fulfill their
specific needs.

The metahuman inhibitor collar and the shemale kit were the result of
two such commissions.
The inhibitor collar Reed Richards designed suppressed the use of
super human powers and abilities in virtually all human variations by
preventing the brain of the wearer from sending certain impulses.
The collar was designed to be worn around the neck, and it was self-
adjusting so that it would always be a snug fit (if the wearer gained
weight it would lengthen and expand, while if the individual lost
flesh around their neck it would tighten). However it was lined on
the inside with soft material so that it would be comfortable. Yet
it was made of super strong (but light weight) material so that it
would be virtually impossible to remove.

Reed Richards had designed the device (for the Vault) to keep super
powered criminals from continuing to menace society (and because the
authorities had told him that if they could not find a way to
effectively restrain such criminals killing them might be the only
option left).

However the shemale kit was an entirely different matter.
Reed Richards had originally designed it for Sarah Brooks, a wealthy
lesbian who wanted to be able to have kids with her girlfriend the
way a man and woman normally would.

The shemale kit consisted of two bottles of small blue and red pills.

The red pills contained millions of microscopic robots (also known as
nanobots). The pill was meant to be ingested orally. Once the pill
reached the stomach and the digestive juices ate through its outer
coating (which was designed only to be dissolved by stomach acid to
prevent accidents) the nanobots would travel to the groin and create
a functional penis and testicles directly above the woman's vagina
(if a man ingested a pill the nanobots would simply dissemble each
other upon reaching the groin and be ejected from the body along with
the urine).
The sperm produced by the testes was made from the woman's own tissue
and was based upon her DNA. As a result a woman equipped with male
genitalia this way was capable of impregnating another human female
the normal way.
However the change was temporary.
Approximately one hour after a woman was transformed into a shemale
(which took a few minutes, including the time it took the pill to
dissolve) the nanobats would dissemble the masculine genitalia (the
process was painless and nearly instantaneous) and then leave the
body with the urine and other bodily waste.

There were no side effects.
A woman could even become pregnant in shemale form.

The only difference between the blue pills and the red pills, was
that the blue pills were intended for purely `recreational' use, and
thus constructed testes that produced non-fertile sperm.

The shemale kit was extremely expensive, and a woman like Jennifer
Walters normally couldn't afford it. Of course there were a number
of illegal knockoffs of the shemale kit on the black market, but they
all didn't work or had unpleasant side effects (or both).
But because the She-Hulk was a former member of the Fantastic Four,
and friends with Reed Richards, he gave her bottles of the shemale
kit for free.

Which was why Emma Frost was able to practice her cock sucking skills
on the Jade Giantess.

The White Queen of the Hellfire Club was bare except for the
inhibitor collar on her neck and the pink HELLO KITTY shirt on her
torso (which did little to conceal the shape of her large white

Of course the blonde telepath would never chose to wear such an
outfit. But Emma was no longer permitted to pick out her own clothes.

It had surprised and delighted Jennifer Walters to discover that she
could use her role as Emma Frost's Mistress to indulge in `girlish'
activities like playing dress up.

With her voluptuous figure, fair complexion, and blonde hair Emma
seemed like a real life Barbie Doll to the green Avenger. Of course
Frost didn't enjoy being used as Jennifer's doll, but she found it
hard to argue with a woman capable of physically dominating her, who
had no compunctions about spanking or fucking her pretty white ass.

Jennifer had a whole collection of elaborate outfits for the blonde
telepath to wear.
Her old wardrobe was referred to as Corporate Dominatrix Emma. There
was also a Cheerleader Emma, Naughty Librarian Emma, and even Goth
Emma outfits (however Frost drew the line at getting a Mohawk, and no
amount of spankings or enemas could convince her otherwise).

She was currently dressed in the Schoolgirl Emma outfit. It had
originally included a skirt, panties and other clothes, but the Jade
Giantess had already stripped those off her.

Emma Frost might have protested, but she found it difficult to talk
with the She-Hulk's massive green cock in her mouth. The green
Avenger soon climaxed under the White Queen's ministrations, and
ejaculated into her mouth.

This sent a huge volume of cum down Emma's throat, but she had gotten
quite good at cock sucking during her time with `Mistress" Jennifer,
and easily swallowed it all. Besides, the semen was amazingly
delicious and nutritious (another of the ingenious Richards's

Once Emma had finished cleaning off Walters large green cock the
lawyer withdrew the organ and reached down to pick up her pet. Then
she impaled Frost on her massive phallus, which was already becoming
engorged again with her renewed lusts.

"Oh God" the blonde telepath moaned as her moist feminine depths were
plundered by the rutting She-Hulk.

But the green dominatrix silenced her with a fierce kiss, darting her
tongue inside Emma's mouth to capture the remains of her own seed.
As she kissed the woman who had once thought to dominate her,
Jennifer Walters gently grasped the blonde's waist and moved her up
and down her own rampant member.

It wasn't long before the mutant telepath climaxed, and a few moments
later so did the Shemale-Hulk. As she pumped her semen deep into
Emma's fertile womb she ended the kiss, and the white woman moaned in

Then Emma Frost rested limply in the green Avengers embrace.

"God Emma….your so soft" Jennifer said huskily as she stared down
into the face of her lover.

Hearing the She-Hulk talk to her so condescendingly brought Emma
Frost out of her post-orgasmic haze, and she scowled up at the woman
who had imprisoned her.

Seeing the hostile look on Frost's face Jennifer Walters couldn't
resist teasing her and said in a `sweet' voice "ah….my snuggly little
Emma is just grumpy because I used the red pill this time."

"WHAT" Emma exclaimed in shock.
She didn't want to have a baby right now. Especially not one of the
She-Hulk's children.

"Just kidding Frosty" Jennifer replied with a smile.

"Not funny" the blonde answered coldly.

Although it hadn't entirely been a joke. Jennifer Walters had been
thinking of taking one of the red pills before rutting with Emma for
a long time.
Because (much to her own surprise) the green lawyer realized that she
wanted children. But getting pregnant wasn't safe for someone with
her life style. Moreover Reed Richards had warned her that if she
ever got pregnant her child would probably inherit her Hulk powers.
This prospect filled the Jade Giantess with dread. A child that
became stronger the angrier he or she got would be a terrible danger
to itself and those around the child.
But if Emma Frost bore the child, there was a much better chance that
he or she wouldn't get the Hulk abilities. Granted no child of Emma
and Jennifer's would probably ever be `normal.'
But what was normal anyway?

Besides, if you had a sex slave why not use her for such things?
Emma Frost could carry the child to term and give birth to their son
or daughter, then she would nurse the baby and do the day-to-day
maintenance like changing diapers and washing the baby's clothes.
While Jennifer would restrict herself to activities like playing and
teaching the girl or boy right from wrong (although it had already
occurred to her that holding the child's other mother in bondage
would severely weaken her moral authority, but Jennifer still held
out hope that she could convince Emma to stay voluntarily at some

The plan seemed more and more attractive the longer Walter thought
about it. She had not taken the red pill today, but she might
tomorrow or the day after.

But Emma Frost (thanks to the inhibitor collar) was unaware of these
musings. She was more concerned with the fact that, now that she was
no longer aroused the large cock shoved up her vaginal passage was
becoming very uncomfortable.

"Put me down" the blonde telepath said imperiously.

The She-Hulk just stared at her.

"Mistress Jennifer" Emma finally said.

"Of course pet" the jade dominatrix said with a bright smile.

She gently lifted the mutant off her cock, and lowered the blonde
woman to the floor. Once her feet were on the ground Emma gently
rubbed her aching sex.
She had always thought that she had a strong sex drive, but compared
to Jennifer (especially in Shemale form) she was a frigid woman.

Emma found herself pleading "please Jen….Mistress I'm tired and sore."

The Shemale Hulk smiled benignly and replied "in that case I'll leave
your pretty pussy alone….besides you haven't given my a titty fuck in
over a week."

Emma sighed and moved to the correct position. As she wrapped her
large pale breasts around Jennifer's cock she thought, "this is going
to be a long day."

Selene stared into her ornate silver mirror as a female servant
combed her hair. The girl was not particularly skilled, but the
Black Queen was too happy to be annoyed by something so trivial.

Everything was proceeding as it should (to her advantage).
Her former rival Emma Frost had been reduced to the She-Hulk's body
slave, while Selene had arranged for another powerful mutant to
replace her as White Queen.
But what none of the other members of the Inner Circle suspected was
that Selene OWNED the replacement body and soul. When they looked at
her they saw only an attractive empath, unaware of the steps the
immortal witch had taken to cultivate the woman's absolute loyalty.
But what they didn't know could only help her.

Now she all she had to do was go through the coronation ceremony to
make it official.

A young male servant entered the Black Queen's personal chambers at
the Hellfire Mansion. When he told her that the others were waiting
on her she smiled and told him to come to her.

The man was new and he eagerly responded to Selene's seductive smile
(having not yet learned of all the dangers present within the Club).
Once the young male came within arms reach, the Black Queen moved
with lightning speed and turned around and put one of her hands on
his face.

The young fool had time only for a brief scream before Selene drained
the life energy from his body, and his physical form turned to dust.

The immortal mutant witch savored the brief euphoria the feeding
brought, and thought, "Yes…things are going perfectly."

As far as Emma Frost was concerned things were anything but perfect.

"I DON'T NEED A SITTER" the blonde telepath exclaimed angrily.

"So you're not going to try to run away while I go visit the Vault
for a few days?" her green mistress asked sarcastically.

Doctor Samson had asked her to assist in some `unconventional'
rehabilative therapy for her long time enemy Titania. Who was
currently imprisoned at the super villain prison facility known as
the Vault.


But Jennifer Walters ignored her as she made a call on her cell
phone. As her mistress waited for someone to pick up Emma Frost
angrily paced the lawyer's apartment.

"And which of your do-gooder friends will help you keep me enslaved?"
Emma finally asked mockingly, when the green Avenger paid no
attention to her.

But the She-Hulk continued to ignore her angry blonde pet, and when
she heard another voice on the line responded "Hey Ororo its me
Jennifer….I heard you had the weekend free and I have I proposition I
think you'll be interested in."

Ororo Munroe and Katherine "Kitty" Pryde had moved out of the Xavier
Mansion and into a Manhattan apartment together a few months ago.
Most people thought they were just roommates, but those closest to
them knew the intimate nature of their relationship.
Aside from their love, status as mutants, association with the X-Men,
and their gender, the main thing Kitty and Storm had in common was
the fact that they had both been used for the White Queen's pleasure
when they had been captives of the Hellfire Club. Emma Frost had
even helped bring them together during that time by forcing them to
confess their feelings to each other.
However, the blonde telepath was not stupid enough to expect them to
be grateful for the side effects of her making them act as her lovers.

"Are you sure I can't go with you" Emma asked Jennifer Walters as
they drove to Munroe and Pryde's apartment in the green lawyer's car.

"Are you kidding….Emma you might have a relatively clean wrap sheet
but there's too much circumstantial evidence linking you to major
crimes for them to ever let you in" the She-Hulk said incredulously.

"You can't leave me with them…Storm and Shadowcat will KILL ME" Frost
She did not really think they would murder her. But Emma Frost knew
they wanted revenge for the way she had treated them.

"Their not going to kill you Emma………..I made them promise not to hurt
you…besides its not like I can just hire someone to watch you"
Jennifer replied wearily.

"There are places that specialize in….safeguarding captives….I am
sure you could leave me at one of them for a few days" the White
Queen said cautiously. Not wanting the She-Hulk to ask how she knew
of such places.

The voluptuous green Avenger laughed. A deep yet feminine sound that
Emma had become very familiar with over the last couple of weeks.

"And I'm supposed to just ignore the fact that you could bribe them
more to let you go than I could ever pay them to keep you?…..they
didn't give me a law degree just because of my looks you know" the
jade lawyer said mockingly.

"I always assumed that you slept with or threatened to beat up all
your professors" the blonde telepath replied under her breath.

"What was that?" the She-Hulk asked her pet sharply.

"Nothing Mistress" Emma Frost replied in voice that someone who
didn't know her might think indicated true submission.

The coronation ceremony went off without a hitch. As the Inner
Circle of the Hellfire Club welcomed Christine Rosenthal to its ranks.

Some people were surprised that a new White Queen had been appointed
so soon after Emma Frost's disappearance. But those more familiar
with Club politics knew that the blonde telepath had made enough
enemies both within the Inner Circle and among the rank and file
members of the Hellfire Club that there had been a virtual stampede
to replace her once the woman was no longer able to defend her

In many ways Christine Rosenthal seemed just like her immediate
predecessor. She was rich, beautiful, and poised. With a voluptuous
figure and a long beautiful mane of (red) hair. She even possessed
powerful psychic abilities.

As she mingled with the Club members attending her coronation
ceremony, the new White Queen seemed to ooze sophistication and
sensuality. But once the Black Queen got a chance to speak to her

"Meet me in my chambers at midnight" Selene intoned huskily.
Her intentions obvious from her predatory manner and the way she
stared at the younger woman.

"Please mistress not tonight………its my party" Christine pleaded with
the female who had been the dominant force in her life for as long as
she could remember.
Although Christine Rosenthal did not consider herself a lesbian she
didn't really….mind the bed games Selene liked to play. But tonight
was supposed to be her night DAMNIT. If she was going to have sex
with someone tonight she wanted it to be a handsome guy, not her
deviant mistress.

Selene looked at her servant's pleading face with amusement. The
poor girl still didn't understand. It wasn't (all) about the sex, it
was about the power. She controlled Christine in the bedroom so the
empath would never forget that she controlled her everywhere else.

"Just be there" the immortal witch said curtly.

Rosenthal just nodded miserably. Unable to even seriously
contemplate defying the woman who had always been the closest thing
she had to a mother.

Kitty Pryde and Ororo Munroe were by no means poor, but they
certainly weren't rich. So they couldn't afford a very big apartment
in the competitive and extremely expensive Manhattan housing market.
Of course they could have afforded a much nicer place outside of the
New York City area (and in fact Storm would have preferred to live
somewhere more rural).
But they didn't want to live too far from Professor Xavier and their
fellow X-Men.
However, as Emma Frost entered the cramped, sparsely furnished
apartment, with her green mistress, the former (although she did not
know it yet) White Queen found herself restraining her normally sharp
tongue (which would usually compel her to comment on the décor in a
situation where she was confronting enemies).
This was due to several reasons.
The main one was that she did not wish to antagonize women who
already had a grudge against her and would have her at their mercy.
Emma Frost also felt very vulnerable without the use of her
telepathic powers. She was uncomfortably aware of the fact that she
was probably no match for Shadowcat, Storm, or the She-Hulk without
her psychic abilities.

But the third reason was something she had trouble admitting even to
herself, it was the way she was dressed.
Jennifer Walters was wearing a white suit and skirt tailored to
flatter her own large frame (which Emma Frost herself had bought for
the Avenger, on the logic that, if she couldn't go anywhere without
the She-Hulk, the woman was going to look her best GODDAMNIT), Ororo
was dressed in a simple light blue dress sheer enough to see she wore
no undergarments, and Kitty was garbed in blue jeans and a T-shirt.
While the former White Queen was dressed in her Schoolgirl Emma
outfit. Which consisted of her pink HELLO KITTY shirt, a short black
skirt, white panties and socks, and tennis shoes.

As a woman who prided herself on her ability to see past appearances,
Emma Frost did not like to admit (even to herself) that something as
petty and mundane as clothing would affect how she viewed someone.
But because she was currently deprived of her vast mental powers she
could ONLY judge Storm, She-Hulk, and Shadowcat based on their
appearance (and what she already knew about them).

And Emma couldn't help noticing that they appeared so much more
confident and powerful than she looked or felt right now.

Ororo Munroe and Kitty Pryde were seated at what appeared to be the
dining room table of their apartment when Jennifer and Emma entered.
Then Ororo got up and simply stared at Emma Frost with a look of
wonder on her face.

"I wasn't sure you were serious" the wind rider said in a dazed voice.

"You should know by now I don't joke about things like that Ororo"
She-Hulk said in a teasing tone. Making Emma wonder if she had ever
had a similar arrangement with the black beauty in the past.

Then she took something out of a pocket of her white suit. Frost
stared at it in horror as she realized what it was and saw Jennifer
Walters hand it to the weather witch.

A half empty bottle of the Shemale kit.

"Why the hell are you giving her that" Emma demanded.

Walters looked at her blonde pet with amusement.

"Why do you think……I told them they couldn't hurt you………..but I also
said they could PLAY with you however they wanted as long as they
weren't too rough" the well endowed Avenger replied with a wicked

Then she turned to Kitty and Ororo and said apologetically "Sorry
girls but I gotta run………I'm already late for my THERAPY SESSION with

Storm and Shadowcat murmured brief good-bys, but their attention was
clearly on their captive and former mistress.

"You can't just leave!" Emma exclaimed as the She-Hulk walked to the

But she did just that.

Once they were alone Kitty Pryde and Ororo Munroe approached Emma
Frost with expressions reflecting a strange mixture of hostility,
lust, and hunger on their faces, and for the first time since
Jennifer Walters had kidnapped her, Emma found herself desperately
missing her green mistress.

"Strip" Storm crisply commanded her.

"I suppose it's too late to say I am not a lesbian" Emma replied

Ororo remembered Emma Frost suckling her heavy brown breasts and then
forcing the wind rider's head between her own pale thighs when she
had been a captive of the Hellfire Club.

"Oh yes" the weather goddess replied. Her voice thick with emotions
that the blonde telepath could (DAMN THIS STUPID COLLAR, Emma
thought) not name.

Emma Frost made a break for the door.
Emma didn't really think she could escape but she had to try.
Besides, she did not think (or at least hoped) that Storm would use
her powers on someone as weak and defenseless as she currently was.
While Shadowcat's abilities were more suited to things like spying
and sabotage than direct combat anyway.

But Ororo didn't bother using her powers against the blonde
telepath. She simply tackled Emma and knocked her to the ground.
Then she took out some handcuffs and secured Frost's arms behind her
back (even though she had doubted the She-Hulk she had apparently
made preparations for Emma's arrival).
Storm and Kitty dragged the struggling former White Queen over to the
dinning room table. Then Ororo sat down at one of the available
chairs and pulled Emma over her lap. The blonde knew what was coming
and struggled all the harder (she herself had administered several
spankings to Kitty and Ororo when they had been her captives). But
Storm and Shadowcat easily held their former captor in place. Emma
could only impotently writhe and curse as they pulled up her skirt
and pulled down her panties.

Then Emma Frost squealed as the first hard smack landed on her bare

It would normally take someone more than a few minutes to get from
New York City to the Vault (the Federal prison for superhuman
criminals). But the She-Hulk was able to use her friend Reed
Richards teleporter in the Baxter Building to get there almost
Because Jennifer Walters was expected she was quickly ushered past
the guards (each wearing the distinctive Guardsman battlesuits)
outside the Colorado prison facility. As Jennifer walked through the
halls of the maximum-security prison to Doctor Leonard Samson's
office, she thought about what had brought her here.

Doc Samson (who had been working as a psychiatrist at the Vault) had
contacted the She-Hulk when her long time enemy and rival Mary
MacPherran had tried to commit suicide. The woman better known as
Titania had apparently stolen some sort of weapon one of the
Guardsman had left around (he had since been fired for his
sloppiness) and almost electrocuted herself with it. She claimed
that she had been trying to use it to escape, but the (unauthorized)
telepathic scan of Titania that Doc Samson ordered revealed that she
had subconsciously tried to commit suicide.

According to the telepath who had done the scan, Mary was terminally
depressed, and a large part of that was due to her feeling of
inferiority towards the She-Hulk (as well as her loneliness at being
separated from her husband Carl "Crusher" Creel). The telepath also
said that Titania possessed a strong subconscious attraction to the
woman who had defeated her so many times, and would probably only be
satisfied by decisively beating or possibly fucking the She-Hulk.
However, Samson rejected this notion and merely wanted Jennifer to
talk to Titania. He felt that Mary confronting the She-Hulk in a
more favorabe way could go long way towards helping her deal with her
issues regarding her long time rival.

Ordinarily Jennifer Walter would not be that receptive to the idea of
trying to make Titania feel better by letting the woman yell at her
(or whatever it was that Doc Samson wanted her to do). But she
wanted to do a good deed to ease her guilt.

When she had first kidnapped Emma Frost she had planned to let the
blonde woman go right away. But she had ended up keeping the
telepath in bondage longer and longer. At first she had kept Emma
because she was horny and lonely (she had not had a boyfriend or
girlfriend in quite a while) and there was a special thrill to
dominating a woman like Frost (who was not only strong in her own
right, but had shown a desire to dominate Jennifer in the past). But
later, when she noticed Emma Frost's growing resentment she had also
kept the rich woman in bondage out of fear.

Emma Frost had originally planned on altering the She-Hulk's mind to
turn her into some sort of sex toy/warrior for the Hellfire Club.
WHAT might Emma do now that she harbored so much anger towards
Jennifer Walters.

The She-Hulk had no natural defenses against Emma's power. Did she
really want to spend the rest of her life always making sure someone
or something was around to protect her from Frost's psychic abilities
and whatever other forces a wealthy and influential woman like her
might employ against her former mistress?


So Jennifer tried to rationalize her actions.
Telling herself things like, Emma Frost deserved it because she was
going to do worse to me, or if I let her go she will just go back to
hurting and abusing people. But the She-Hulk still knew it was wrong.

Yet a part of Jennifer Walters was afraid this was the best she could
hope for. Most men and women were too intimidated by her size and
physical power to be interested in a relationship (at least a long
term one). While virtually no one (male or female) was receptive to
the idea of settling down and having a family with her (it turned out
few people wanted to have kids with a woman whose children were
almost sure to grow up to be destructive freaks).

Surely she and Emma Frost could eventually work some sort of mutually
beneficial relationship out (the green Avenger desperately hoped).

As for Titania and her issues…………….

It was undeniable that Jennifer Walters was big and strong (yet still
sexy and voluptuous in her own right). But because she was pretty,
witty, and fashionable (in her own unique way) people often forgot
that she had strength approaching her male counterpart. The She-Hulk
could be just as destructive if she were not careful.
So the green skinned woman usually had to hold back whenever she made
love to someone (even during orgasm) to keep from hurting her
lovers. But Titania was about as tough and durable as she was.

Perhaps it was just because it had not been quite an hour since she
last took a shemale kit pill and she still retained masculine
attributes, but the idea of satisfying some of her long time enemy's
desires suddenly had a very strong appeal.

The Jade Giantess smiled wickedly as she entered Doctor Leonard
Samson's office and an idea for her own unique form of `therapy' took
shape in her mind.

The spanking seemed to last forever.
Once it was over, Emma Frost's buttocks were red and bruised, and she
was crying softly into Storm's legs as the black mutant soothingly
rubbed her sore ass.

"Will you be a good girl now?" Ororo asked in a low voice.

"Yes" Emma whimpered.

Storm and Shadowcat gently lowered the blonde to the ground, and then
positioned her so that she was lying on her back.

But to Emma's relief they did not continue to punish her sensitive
flesh. Instead they took turns lightly kissing her cheeks, lips, and
forehead. But after a while that was not enough to satisfy them, and
Kitty pulled off the telepath's HELLO KITTY shirt, which exposed
Emma's magnificent bosom to their greedy eyes.

"You have no idea HOW LONG we have been waiting for this" Pryde
whispered huskily into the blonde telepath's ear.

Then she took one of Emma's pink nipples into her mouth and began to
suckle. Pride roughly kissed and lightly nipped her captive's large
pale breasts until Frost was moaning with pleasure.
Once Emma seemed about to reach her peak, the young X-Woman abruptly
stopped. Then she began to kiss her way down the voluptous blonde's
stomach. Eventually Kitty reached the rich woman's cunt, and began to
lap at Emma's pussy as though Frost were a bowl of cream and she were
truly the animal she was named after.
Soon Emma Frost cried out in ecstasy, as she loudly climaxed.

While the former White Queen of the Hellfire Club simply lay on the
floor resting, Storm got up and took off her sheer dress. Then she
sat back down next to Emma and pulled the sweaty blonde into her
lap. The currently (mentally) crippled psychic knew what was
expected of her, and gently took one of Ororo's large licorice
colored nipples between her lips.

"I forgot how good you are at this" Munore said in a wondering tone
of voice.

Emma also found the experience enjoyable.
She liked touching Kitty and Ororo, and as long as they restricted
themselves to this gentle love play, Emma wouldn't mind going along
with it.

Kitty Pryde thought her Nubian lover looked amazingly sweet and
maternal at the moment. Cradling Emma Frost and rubbing her back
while Emma nursed at her large chocolate bosom as though the wealthy
woman were some sort of pampered babe.

Frost and Storm were so lost in each other that they did not notice
Kitty Pryde get up and grab the shemale kit bottle that Ororo had
dropped when Emma attempted to flee.
Or see her take out one of the nano filled pills and quickly swallow

The huge green haired man called Doctor Leonard Samson trusted
Jennifer Walters at least as much as he trusted any of his other
former patients. The She-Hulk had always shown herself to be
reliable (although somewhat flighty and mischievous).
Nevertheless the gamma irradiated psychiatrist regarded her idea for
Mary MacPherran's therapy very dubiously.

"Jen you can't have an hour alone with Mary….there are security
procedures that have to be adhered to and…" the tall doctor began.

"Oh come ON Doc…if Titania really is suicidal because she thinks I'm
better than her just talking to her won't help" the Jade Avenger said
in exasperation.

"Perhaps….but starting a fight and then deliberately losing to her
seems a bit..juvenile" the psychiatrist said in doubtful tones.

"Do you have any betters ideas?" Walters asked in a scornful voice.

Then she continued in a softer tone "please….I've trusted you with my
life and my sanity before…..now I'm just asking you to TRUST ME" the
She-Hulk said in earnest tones.

Doc Samson sighed.
"I must be crazy to even consider this" he thought.

"If either of you get hurt…..or she complains.." the doctor warned in
dire tones.

"I won't happen" the green skinned former Fantastic Four member
stated confidently.

"The warden owes me a favor….I can probably give you thirty minutes"
Doctor Samson said in quiet tones.

"More than enough" the voluptuous Avenger answered.
And if the good doctor couldn't see how aroused the prospect made
her, it was just as well.

After suckling the wind rider's dark breasts for a time, Emma kissed
her way up Ororo's bosom and neck. Then she pressed her mouth
against the weather witch's own sweet lips and stuck her tongue
inside Munroe's mouth.
To the telepath's surprise, Storm accepted this carnal aggression and
let her retain the initiative. The former African goddess seemed
surprisingly passive as Frost ravished her. As though she had
exhausted all her venom and hostility by spanking Emma.

The blonde woman reveled in her sudden erotic power.
The She-Hulk could easily dominate all of their bedgames simply by
virtue of her size and strength (its hard to say no to a woman strong
enough to crush concrete in her bare hands). Without her psychic
abilities, Emma simply couldn't compete.

But here was a woman willing to surrender to Emma Frost's dominance.
The former White Queen felt a heady mixture of erotic power and
dominance that she had not experienced since Jennifer Walters
kidnapped her.

"Yes….this is the way your meant to be……underneath me and aching for
my touch" Emma thought with satisfaction as she caressed Storm's
white furred sex.
The black beauty made a low panting sound as her former captor leaned
over her and gently fondled her vaginal folds. Occasionally dipping
a finger into Ororo's moist femininity.

"God your such a sexy bitch Emma" Kitty said in a deeper voice than
Frost had ever heard from her before.

The blonde turned and then stared at Kitty Pryde in shock.

Kitty had gotten undressed while Emma had been occupied by Storm.
She had the same willowy frame that Frost remembered. With small,
firm breasts crowned by little pink nipples, shapely legs, and a firm
little ass.

But there was a surprisingly large set of penis and testicles which
covered and obscured her vagina, and Kitty wore a more laviscious and
cruel expression than Emma had ever imagined on her face.

"On your knees bitch!" Kitty commanded.

"What are you doing Kitty" Ororo asked.
They lived together as equeals, but Pride usually let the older black
woman take charge. Storm wasn't sure what to make of this sudden

Instantly the young Jewish mutant's hostile stance vanished, and she
said pleadingly "please Ororo….let me play with her…I'm probably
never going to get another chance like this….and you said I could
have whatever I wanted for my birthday next week."

The white haired X-Woman looked at her lover's pouting face and
mentally sighed. She could never say no when Kitty looked at her
like that.

"All right Kitten….as long as you don't hurt her you can do what you
want" Ororo replied.

Kitty smiled brightly, then she stared at Emma and said harshly "what
are you waiting for blondy….I want that fine ass of yours in the air."

Mary MacPherran had not bothered to get dressed.
What was the point when she had been assigned a solitary cell in the
Vault and she was alone most of the time?
And it was not like modesty was an issue with the guards or other
prison officials. There was no point in modesty when you knew people
were watching you on security cameras even when you were in the
bathroom and the showers.
Besides, Titania found her prison fatigues both ugly and comfortable.

There was a time when Mary would have enjoyed showing off her
impressive physique to leering guards.
The redhead had a tight shapely ass, muscular yet not unseemly bulky
arms and legs, and large breasts with big pink nipples.

However, Titania had promised her husband Creel that she would try to
stop being such an exhibitionist (which bothered him), and the truth
was, the boring monotony of prison life had made even teasing the
guards lose its appeal.

For awhile now Titania had felt lost in her own despair.
Would she remain here alone and forgotten forever?

But her visitor Jennifer Walters had disrupted her quiet desperation
and aroused her anger. Mary was beginning to think that the She-Hulk
was trying to deliberately provoke her.

"What the HELL are you trying to do bitch" Titania angrily demanded.

The She-Hulk smirked and answered back "fine I'll get to the
point…..I know you've always wanted to know ONCE AND FOR ALL which of
us is stronger….so let's settle it here and now."

The voluptuous super criminal was confused.

"I want to fight with you now and finally put an end to this rivalry"
the She-Hulk intoned seriously.

Titania laughed sourly.
"Why the hell would I want to fight you now….I'M WEARING A FUCKING
INHIBITOR COLLAR BITCH….being your punching bag isn't my idea of a
good time" Mary exclaimed.

Jennifer smirked evilly and said "that's why I had them deactivate it
for this."

A disbelieving Titania reached up to her inhibitor collar and touched
a part of it of the outer surface that always vibrated when the thing
was activated (which was most of the time). She felt nothing.

"Your serious" MacPherran whispered.

"Of course….and to sweeten the deal I'll let you do whatever you want
to my body…short of scarring or mutilating….if you win" Walters
intoned huskily.

"Why…why do you think I would want something like that" Titania asked

"Because I heard a rumor that you had a crush on me" Jennifer said
with an expression that would be referred to in impolite company as a
shit eating grin.

Mary blushed, humiliated to think that her hidden desires, feelings
she had trouble admitting even to herself, had been reduced to
nothing more than idle gossip.

"That's BULLSHIT" Titania hotly denied. Not sure if she was speaking
more to her green foe or herself.

"So you don't want to touch me" The She-Hulk said in a low, sultry
voice. Then she simply ripped off her tailor made suit. Revealing
that she was naked underneath.

Titania gaped at her.

She had seen the She-Hulk naked before.
When two super strong women begin pummeling each other things like
cotton, wool, and synthetic fibers usually don't last very long.
More than one lucky tabloid reporter and unethical pornographer had
taken shots of a nude Titania and She-Hulk grappling.
The Jade Giantess's large breasts with their big dark green nipples,
Jennifer's big, yet firm and shapely ass, and even the green hairs
between the She-Hulk's thighs were no mystery to Mary MacPherran.
What disturbed her was the massive cock and testicles emerging from
those pubic hairs. She stared in a kind of fascinated horror as the
huge green penis stiffened and grew before her eyes.

"So what do you say Mary?" Jennifer asked in a deep yet intimate tone.

the muscular super villainess yelled.

She had always been attracted to the She-Hulk largely because the
green Avenger was a female so like, and yet different from her. The
yin to her yang. But Walters didn't even look like a woman anymore
as far as she was concerned.

The Jade Giantess smirked evilly and replied "I think little Mary is
just afraid I'll make her my bitch again like I always do…..tell me
Mary do the guards make you suck them off at night….or do they just
settle for hand jobs."

She perversely caressed her cock while staring at Titania and
said "poor little Mary….all your power and your still just a helpless
little girl inside."

Titania screeched wordlessly in rage.
There was some truth to the She-Hulk's words. Mary was afraid that
if she fought the Jade Avenger again she would lose, and she did
sometimes catch the guards leering at her and worry about what they
would do to a lone beautiful woman who could not use her powers
against them. Moreover, whenever Mary MacPherran began to lose a
battle she sometimes found herself reverting to the timid persona of
the woman she had been before she was transformed into the super
strong and voluptuous Titania by Doctor Doom.
But that only made Jennifer Walters words more infuriating and
unforgivable as she leapt upon the She-Hulk.

Although it disgusted her, Emma Frost couldn't help being a little
intimidated and disturbed by Kitty Pryde's actions.
She felt she knew Storm well enough (even without her psychic
abilities) to manipulate, or at least influence the wind rider. But
the same could not be said of Kitty.

Emma had not considered the young brown haired woman important enough
to monitor and study with the same intensity she had the ebony
goddess, and she now realized that she could not predict what Kitty
would do with any accuracy.

Miss Pryde was not the woman-child Frost remembered ravishing all
those years ago. Instead she was a mature young woman intent on
asserting her dominance and power over Emma.

The thought sent chills down the blonde telepath's spine (and yet
perversely, her body betrayed her by growing even wetter at the
strange images of pleasure and submission it provoked).

Which Kitty discovered as her clever fingers explored Frost's wanton

"This is turning you on….isn't it slut" the young mutant said huskily
as she sank a digit inside Emma.

The seductive millionaire knew it was foolish to provoke Kitty at
this point. But she couldn't resist replying, "ORORO MUNROE is a
very sexy woman."

Clearly implying that that description did not apply to everyone in
the room.

Kitty retaliated by smacking Emma's still aching ass, and smiled
sadistically when the other woman squealed. Then she sat down in
front of her captive and lifted Frost's chin to give her an almost
harsh kiss.
Forcing her way into Emma's mouth and then exploring inside with her
nimble tongue. Clearly attempting to establish her dominance over
the older woman.
The former White Queen permitted these efforts, but continued to
resentfully stare into Kitty's face. After a minute or so Pride got
tired of lip locking with Emma's glaring continence.

Before Frost knew what was happening Kitty ended the kiss and moved
to kneel behind Emma. Pressing her erect manhood against Frost's
moist slit. Then Emma gasped and her eyes grew round as saucers as
the X-Woman began to thrust inside her.

Provoke a fight with her terminally depressed rival and then after a
brief struggle let her win and maybe get in a few gropes or perhaps
even a `quickie' to satisfy the somewhat sexual obsession she knew her
enemy had with her.
It was something that would only seem like a good idea to someone
high on lust and male hormones. Which the She-Hulk was beginning to
realize as she struggled with Titania.

She had thought that after a brief struggle she could simply let Mary
win. But as she and Titania had begun grappling she had realized
that if she didn't put up SOME decent resistance the super villainess
would realize that the She-Hulk was trying to give her a false
victory (which would probably make her even more depressed and
While the redheaded criminal put all of her effort into beating the
Jade Giantess into the ground. Jennifer Walters may have considered
this little more than a mock battle but it was obvious Mary
MacPherran didn't think it was one. As they slammed each other into
the walls and floor of Titania's cell (which had been built to
withstand someone with her strength, yet still made disturbing
creaking noises whenever one of the female titans impacted) the
villain did her best to put the She-Hulk into a painful arm or
Moreover as the two super woman rolled around on the floor and
Jennifer's massive green breasts pressed against Mary's equally large
and firm boobs, Walters felt her cock grow even harder and stiffer
and her cunt grow moist and needy.
Inflamed by all her years of resentment towards the She-Hulk and
deeply disturbed by the feeling of Jennifer's hard and ready manhood
against her stomach, Titania lifted the lawyer above her head and
then slammed her headfirst into the floor. As soon as the stunned
Jade Giantess was on the ground Mary sat on her back and crossed
Jennifer's arms behind her back, then held them in place with her
full weight and the strength of both her arms.
The She-Hulk could tell by the moist sex rubbing against her back and
the strange way that Titania was panting that the super villainess
was deeply aroused by resting on and physically dominating her long
time rival this way. To Jennifer's surprise Mary kissed her on the
back of the neck and whispered "your going to be the BITCH this time

Once Kitty Pryde pushed her cock all the way into Emma Frost, the
former White Queen realized that it was not much bigger than
average. It only looked huge on Kitty's slender, feminine frame.
Nevertheless, the shock of having her feminine portal invaded (with
virtually no warning) by KITTY PRYDE of all people was severe, and
what Pryde lacked in girth she more than made up for in enthusiasm.
As the X-Woman pumped in and out of Emma's moist depths she lightly
squeezed the telepath's breasts and pinched the older mutant's perky

Although Emma Frost would never admit it out loud, there was
something incredibly erotic about the situation. Seeing Kitty Pryde
act so sexually aggressive and dominant seemed both shocking and
perverse. Like discovering that a nun renowned for her supposed
piety was secretly the most sought after call girl in the state.

Moreover Emma sometimes enjoyed playing the submissive, if only
because it gave her an excuse to let go of her responsibilities and
worries for a little while. This was why she had been able to enjoy
many of her experiences as the She-Hulk's pet.

Nevertheless, submission did not come naturally to her. Not only
because Emma's often hard life had cultivated paranoia and distrust
in her to the point where she felt weary of surrendering control to
anyone, but also because Emma was too proud to truly submit to
someone she did not at least consider her equal (a very small group
as far as Emma was concerned).

To simply have submission FORCED upon her by someone she had once
dominated was enjoyable yet…..deeply disturbing.

Emma found herself crying out and clenching her inner muscles around
Kitty's cock while the younger female fucked her. As for Miss Pryde,
she was simply lost in the sensations of feeling Emma's silky
femininity grip her girth and touching the blonde's soft bosom.

But after a while even pumping in and out of Frost's moist sex and
touching her luscious breasts as Emma panted and moaned wasn't
enough. She wanted her former captor to acknowledge her dominance.

Kitty leaned down so that her small firm breasts were rubbing against
the former White Queen's back and whispered into her ear "this is
what all the boys and girls really want to do to you isn't it……when
they're pretending to fawn on you their really just thinking about
fucking you aren't they."

Emma groaned, there was more truth to Kitty Pryde's words than the
young woman could imagine.
As a powerful, physically attractive telepath Emma Frost couldn't
help but be aware of the erotic and often perverse thoughts she
inspired. When she was a teenager it had deeply troubled her to know
that many of the men (and some of the women) who acted as though they
liked and respected her, really only saw her as an object of their
Sometimes she had gotten physically nauseous from the perverse
thoughts of bondage, bestiality, and worse she found that people had
about her. Until eventually she just learned to accept it.

People wanted to see her as a sex object.
But it would be on her terms.

Emma Grace Frost would appear as a refined vision of beauty and
carnality. She would make those who desired her fight for her favor,
but only those who `pleased' her would be rewarded with her touch.
Those she judged unworthy or simply unsuitable would be left
disappointed and unsatisfied.

But Kitty Pryde proved to have little respect for the resolutions and
arrangements Emma had made.

"Your just a blonde sex toy aren't you Emma" Kitty whispered into her
ear as the younger woman's erect nipples poked into Frost's back.

Emma merely moaned as Pride continued to thrust in and out of her wet
pussy. She refused to give this arrogant young BITCH the
satisfaction of a response.

"Say yes Frosty….say yes or I'll make you drink my piss while Ro
watches" Kitty said sadistically.

"KITTY!" Storm said reprovingly as she watched her lover fuck Emma
Frost. Ororo Munroe had planned to humiliate Emma a little when
Jennifer Walters dropped her off (that's what the spanking was for
after all). But what Kitty suggested was going too far.

But Kitty paid no attention to her voluptuous Black lover and simply
continued to whisper dire threats of sexual perversion to Emma as she
pumped her stiff male organ in and out of Frost's warm depths.

After a particularly degrading punishment was suggested a breathless
Emma turned her head as far back as it would go to stare at Kitty in

"You wouldn't" she exclaimed.

Her captor gave her a smile as cold as any Frost had ever worn and
replied "try me."

"She can't….not even I ever did anything so perverse…..SHE WOULDN'T"
Emma desperately denied in her own head.

"All right if that's what you want" Kitty said as she began to pull
away from the blonde.

"NO….please not like this!" Emma yelled.

"Then say it" Kitty replied harshly.

"I'm your….bitch" Emma Frost whispered in a cold dead voice.

"Louder" Pryde shouted.

"I'M YOUR BITCH" Emma screeched. Her tone full of both anger and

The words excited Kitty more than she believed possible. She began
to furiously pump in and out of Emma faster than ever. Then with a
loud yell she climaxed and shot her seed into the telepath's fertile

As she withdrew from the older woman, Emma collapsed to the floor,
mentally and physically exhausted from her ordeal.

Kitty rolled Frost over so that she was face up and pointed to the
area between Emma's thighs where much of her semen had spilled.

"Clean that up" she ordered Storm imperiously.

The weather witch just looked at her young lover dubiously.

WHAT had gotten into Kitty?
Was it just the presence of Emma Frost?
Munroe wondered.

The phasing mutant saw the doubt on her lover's face, so she went to
Ororo and said reassuringly "hey…you know I wasn't serious right…..I
wouldn't really make Emma eat THAT…and I certainly wouldn't tape it."

But Storm still appeared unconvinced.

"Please…just do this for me today….you said you would….its not like I
haven't gone along when you wanted to do some roleplaying" Kitty

Ororo sighed.
She had promised Kitty, and this was for her birthday.

"All right Kitten…but stop being so….harsh…I don't like seeing you
that way" the black beauty replied softly.

"Of course" her `Kitten' said with a sincere smile.

Storm went over to the prone blonde and lowered her body onto
Emma's. The former mistress of the Hellfire Club groaned as Ororo's
big black breasts pressed into her own large pale bosom and the wind
rider's stomach rubbed against hers.
The the former goddess began to press her mound against Emma's needy
sex and kiss her tenderly on the mouth. The white woman eagerly
accepted her ebony lover's gentle touch, which was a pleasant
contrast to Kitty's rough fucking.
Emma began to make strange little mewing sounds as Ororo's hard
clitoris rubbed against her own. But before the degraded mistress
could reach her peak, her former (and probably future) enemy stopped,
and moved down the wealthy woman's body to gently take a stiff nipple
between her teeth. As Ororo lightly sucked and bit Emma's erect
nipples, the telepath whispered words of encouragement.
"Oh yes…just like that…your so GOOD at this Ororo."

But the leading X-Woman ignored the words to kiss her way down Emma's
body. Until she made it to the woman's cum drenched pubic mound.

She spent a little while simply playing with Frost's blonde pubic
hairs, then she began to lick the semen off Emma's mound and inner

"By the goddess…it tastes so sweet…not like regular semen at all"
Ororo exclaimed in surprise.

Kitty scowled.
Unlike Ororo Munroe, all of her sexual experiences (except for an
unsatisfying one night stand with Colossus) had been with women. She
considered herself a lesbian and did not like to be reminded that
Storm did not care as much about the gender of her lovers.
Because Kitty was afraid that Ororo (who wanted children someday)
might leave her for a man. Who could offer her many of the things
that went with a more conventional relationship (like marriage and

Emma moaned as Storm began to suck on her hard clit as though it
were a lollipop she was trying to get all the juice out of. Then
the blonde started to gasp as Ororo inserted two fingers into her
moist slit.

As Kitty observed her lover pleasure Emma she felt herself become
hard and ready once more. The young Jewish mutant stepped directly
behind Ororo and caressed the wind rider's shapely derriere.
Just as Emma Frost was shaking and crying out in orgasm, Kitty placed
her cock at Storm's feminine portal and began to slowly thrust inside
her girlfriend's warm, welcoming depths.

Although she was initially surprised to feel Kitty's phallus
stretching her inner walls, Ororo enjoyed her girlfriend's rough
affections. Emma stared in shock at the bizarre sight of Munroe with
her head between her pale thighs (breathing heavily onto the
telepath's sex) with Kitty behind the black woman, grinning wickedly
down at her lover and her captive as she began to rapidly pump in and
out of the panting wind rider.

However, just as Pryde felt her climax approaching she said "god
Ororo I hope the baby looks just like you."

"Wha..what" Storm said muzzily.

"I'm not using protection Ro" Kitty said in a wicked tone of voice.

Ororo finally started to listen to what her teammate was saying.
"But I thought.."the former goddess began.

"You won't leave me for some smelly guy if I can put a baby in your
womb now right?" the light skinned shemale asked with an evil leer.
Voicing unspoken fears for the first time.

Ororo Munroe truly wanted to have children.
But not now, not like this (not when her head was between Emma
Frost's thighs).
It felt wrong on so many levels.

"DON'T COME IN ME KITTY" the black beauty cried. Forgetting in her
panic that the blue pills weren't supposed to make you pregnant.

And that was all Kitty needed.
Somehow hearing her older lover (who was usually the dominant one)
sound so desperate and needy was enough to push the brown haired
woman over the edge. Grunting heavily as though she'd been stabbed,
and pulling out of Ororo as she ejaculated (so that much of the semen
splattered on Storm's buttocks, mound, and thighs).

"Relax Ro….you said they were just for reactional use…right" Pride
said lightly, a self satisfied smirk on her face.

Her (not particularly well thought) plan had succeeded.
Titania had defeated her, and rather than trying to beat her to a
pulp (which would be the `normal' reaction), the super villainess was
content to caress and fondle her sensitive flesh.

But Jennifer Walters was not happy.
Submission was not a natural state for her.
While she had been a rather timid creature before her transformation
into the She-Hulk, that was no longer true.

Being the Hulk was all about aggression and physical power. Jennifer
expressed it in healthier ways than the male Hulk (through things
such as flirting, boasting, and showing off, instead of destructive
rampages like him) but it still influenced and controlled her actions.

That's why as Mary MacPherran caressed and fondled her feminine yet
muscular body, Walters wasn't able to simply lay back and enjoy it
(despite the fact that she had fantasized about a moment like this
shortly before getting here).

MARY should be the one lying on her front as she rested on the
villain's back and caressed her buttocks!
TITANIA is the one who should worry about penetration as she probed
her feminine opening!

NOT HER! Some part of the She-Hulk's primal nature screamed.

But Mary MacPherran was unaware of Jade Avenger's growing outrage,
and continued to fondle her. Pressing her wet pussy against the
green lawyer's back as she lightly squeezed and smacked Jennifer's
ass cheeks while exploring the She-Hulk's cunt with her other hand
(taking special care not to touch Walters large green cock or
testicles, which she considered ugly and unfeminine).
Despite her unhappiness at playing the submissive, Jennifer Walters
was able to repress her rising bestial lust and fury. After all, she
had got what she wanted….hadn't she?

Titania's strong hands were amazingly gentle as they stroked her
buttocks and caressed and penetrated her moistening womanhood. But
the redhead pushed the She-Hulk too far when she probed Jennifer's
sphincter with her pinky and said huskily "your just my bitch now…
aren't you Jennifer?"

With a scream of rage the She-Hulk got up and threw off Titania, then
she leapt upon the surprised super villain. Titania was somewhat
weakened from wearing the inhibitor collar for so long, and she was
no longer in the grip of a berserker fury, so it was easy for the
maddened Avenger to overpower her.
Mary gasped in shock as Jennifer lowered her green body onto hers and
thrust into her wanton pussy without warning. She tried to speak
when the She-Hulk flicked her large dark nipples against Titania's
own and began to pump in and out of her femininity. But Walters
silenced her with a harsh kiss, her tongue touching, exploring,
dominating, Mary's mouth.

As for the She-Hulk, she was simply lost in sensations she had never
experienced before. Despite the firmness and hardness of Titania's
outer body (except for her large breasts and a few other exceptions)
her pussy was as moist, silky, and warm as Jennifer could have ever
But the best part was that she didn't have to hold back (as she
usually had to with her lovers to avoid hurting them), because
MacPherran was as durable as she was.
The She-Hulk pounded into Mary so hard that her buttocks left a dent
in the floor, and pressed her breasts against the super villain's own
luscious bosom with enough force to crack the rips or smother a
normal woman.
However, despite the rough fucking Jennifer was giving her, Titania
must have enjoyed it on some level, for Walters soon felt Mary's
vaginal muscles clenching down on her cock in orgasm.
Then Titania went limp in exhaustion.
Seeing and feeling her rival conquered in such a way was incredibly
satisfying to the bestial aspect of She-Hulk, and after pumping in
and out of the voluptuous super villainess's still form for a few
minutes, she came too (shooting her seed into Mary's feminine core).

But then MacPherran began to make a strange keening sound. The Jade
Giantess withdrew from her long time enemy and got up. Staring at
Mary as she curled into a fetal ball and continued to sob.

"Oh no….what have I done….Titania was already suicidal…and then I
practically raped her after she won fair and square" Jennifer thought

She tried rationalizing her actions by telling herself that the super
villain had obviously wanted it, engaging in foreplay when she held
the female Hulk down and then cumming as she was penetrated. But
that did nothing to make her feel better as she continued to watch
Mary sob.

"Listen Mary….I'm sorry I got a little… a little carried away…but let
me make it up to you…I'll do anything you want….anything" the
repentant lawyer said desperately.

"Anything?" Titania asked. Her voice hoarse (although she had
stopped sobbing).

"Yes" Jennifer said eagerly.

Mary MacPherran's face was covered by her hands, but if Jennifer
could see her expression, she would have noticed the strange smile
that crossed the redhead's face at her words.

Kitty Pryde knew that she was in trouble.
She could tell from Emma Frost's almost hateful expression and Ororo
Munroe's look of hurt and betrayal that she had generated a lot of
bad feelings with her recent behavior.

As for her captive, Emma's thoughts were running in a decidedly
different direction.

Her head was once more nestled in Ororo's warm bosom, as the wind
rider's gentle hands ran along her back. As she allowed herself to
be comforted the former White Queen thought about what had drawn her
to Ororo in the first place.

Despite her voluptuous and youthful looking form, her earthy
sexuality, and her often commanding and formal manner, Ororo Munroe
had a very maternal quality (which was actually one of the things
that drew Kitty Pryde to her in the first place, although Kitty
wasn't consciously aware of it). It was one of the things Emma Frost
had always liked about her. Although she had never expected to be
comforted so maternally by Ororo, as the wind rider was doing now (at
least not without psychically manipulating the former goddess in some
way first).

"I wonder what my life would have been like if I had had a mother
like Ororo" Emma thought.

Then the blonde telepath angrily pushed the thought aside.
She was too old to still be yearning for a loving and protective
mother, and even if she wasn't, an enemy who had imprisoned and
fucked her was certainly the wrong place to look, the rich mutant
told herself.

With that in mind, Frost forced herself to be more alert, and
concentrate on what Kitty Pryde and Ororo Munroe were saying.

"I was just joking around Ro" Kitty desperately pleaded in the face
of her domestic partner's wrath.

"It did not sound like a joke Katherine…you sounded quite serious at
the time" the black beauty replied coldly.

"Oh no..its always a bad sign when she uses my full name" Pride

"Please forgive me Ororo…I was just teasing you….you know I love you"
the young X-Woman replied desperately.

Storm thought Kitty had sounded quite sincere when she spoke of
impregnating her. Yet she knew the Jewish woman really did love her,
and the feeling was mutual.

"All right Kitten I forgive you" Ororo said in soft voice.

"But you need to do something for acting so….unpleasant" Munroe
continued in a more serious tone.

"Anything" Pryde exclaimed.

"Good…I want you to let Emma punish you" the wind rider replied.

"WHAT" her lesbian lover answered back.

"It seems appropriate….she was the one you insulted and humiliated
the most" Storm stated coldly.

Emma lifted her head from Ororo's soft, warm breasts to stare at
Storm's resolute face in amazement. She couldn't really mean what
Frost thought she meant.

Could she?

Emma knew she would certainly never consider giving power back to a
prisoner the way Storm seemed to be suggesting.

Yet the dark skinned mutant proved to be serious, and under her
directions Emma sat in one of the dining room chairs and Kitty lay
across her knees.

Then Emma began the spanking.
`Katherine' Pryde squirmed around on Frost's lap as the rained blows
upon her helpless bottom. Emma held nothing back, and hit Kitty with
the full force of her arm. Yet though the young X-Men squealed and
wiggled, she made no real attempt to get away.

Storm didn't like seeing her lover in pain, but (although she usually
tried to show compassion and mercy) she had a strong sense of justice
formed during her time as an African goddess, that she applied to
everyone, especially herself. Kitty wasn't really being hurt, and
she did insult and humiliate Emma in a rather crude fashion, so it

Kitty Pryde saw things rather differently. It didn't seem right that
the woman who had seduced her and essentially taken her virginity by
(psychic) force was once more punishing her sensitive flesh. Yet the
experience was not entirely unpleasant.
Ororo Munroe was a good lover, ardent, caring, and uninhibited in
bed. But she always treated Kitty so delicately during lovemaking.
As though Pryde were still the naïve and frail `Kitten' she had been
when they first met. But sometimes Kitty craved rough treatment.

So as Emma Frost smacked her `naughty' bottom the young mutant felt
her womanhood grow warm and moist, while her new cock grew hard and
stiff. Emma couldn't help noticing the engorged penis poking her
thigh, and she moved one of her hands from Kitty's back to her
dripping feminine portal. Normally in situation like this Frost
would excite her partner further with degrading and insightful
remarks. But given the situation she was in (and the way Storm was
observing her), she thought that would probably be pushing things too
As for Kitty Pryde, it wasn't long before Emma's fingers on her
womanhood and hand striking her ass pushed her past the edge. The
phasing mutant cried and ejaculated against the former White Queen's
inner thigh as she came.

Emma realized that her pubic hair was once more sticky with another
woman's semen (something that would be highly unlikely for most
women, but seemed to happen to her all the time now) and resentfully
considered the possibility that it might be easier and more practical
to simply get a bikini wax rather than cleaning the intimate hairs
out all the time.
Rather than being embarrassed at coming in such a fashion, Kitty
seemed perversely pleased with herself, and turned her head to grin
wickedly at her former tormenter. An annoyed Frost pushed the kinky
young woman off her lap, and Pryde made a weird grunting sound as she
hit the floor. Then she went over to Storm and asked in a needy
voice "I did what you wanted…so can I be in charge again….please?"

Ororo kissed her tenderly on the cheek and replied in a soft, warm
voice "all right Kitten."

"Thanks Ro…now could you lay on top of Emma….I want to try something"
Kitty said with an eager little smile.

After Jennifer Walters had been defeated by, and fucked her, Mary
MacPherran had gotten the guilty (feeling) She-Hulk to agree to a
number of demands. Such as letting Titania take one of the blue
shemale kit pills, and even getting the Jade Giantess to say that
Mary could fuck her. But Titania was having trouble getting Jennifer
to agree to her final demand.

CAN JUST FORGET IT" She-Hulk yelled angrily.

Jennifer Walters had never been sodomized in her She-Hulk form. This
was not because she didn't like anal sex (which she didn't) or
because she had some sort of religious objection to it (which she did
not). It was not even because allowing someone to penetrate you
anally was usually considered a submissive act, and she was naturally
aggressive as the She-Hulk.

It was because it could be quite dangerous for the other person

The She-Hulk's vagina was enough like an ordinary woman's that she
could enjoy vaginal sex safely with normal men and women. But the
muscles in her sphincter were (at least) as strong as any others in
her amazing green body.

Something a male villain had learned to his sorrow after he knocked
out and captured the Jade Giantess. When the man tried to sodomize
the unconscious She-Hulk he was rendered unable to rape a woman ever
again (fortunately they got him to the hospital in time before he
died of shock or blood loss).

However, now Titania wanted to attempt this risky thing.

"I can't believe I'm letting her do this to me" Jennifer Walters
thought. Although in truth she was a little excited to be doing
something that had been virtually impossible until now.
Granted she hadn't agreed to let Titania fuck her ass until Mary
looked like she was crying again, but how was she supposed to stand
up to that?


It felt so wrong to have someone like the redheaded super criminal,
who had always reveled in her physical power, use that kind of
emotional blackmail against her.


The green Avenger was on her hands and knees, with her head on the
floor and her ass in the air. In the time since she had fucked Mary,
the shemale kit nano-machines had dissembled her male genitalia, so
that when Mary stared down at her from behind, she saw only the She-
Hulk's moist sex and tight anal star between her thighs (and not the
cock which Jennifer had shoved so roughly up her sex).

As Mary MacPherran fondled her new (and rather large) penis and
testicles strange thoughts she had never had before flooded through
her mind.

Why did she have to just use this thing on Mary?
There were so many other people she would like to…..get even with.

But she pushed the strange erotic thoughts aside for now. Mary
wanted to savor this `victory celebration' over the She-Hulk.

Jennifer flinched when she felt Mary's large cock rub the area
between her sex and anus. But to her surprise (and relief) Mary
grasped her cock and aimed it at her vaginal portal. As Titania
pushed it in, and sheathed her male organ in the Jade Giantess's soft
(and surprisingly moist) flesh, the She-Hulk began to make little
moaning sounds.
Mary continued to thrust inside, until her red pubic hair met
Jennifer's large green buttocks. Titania simply held that position
for a moment, overwhelmed by the exquisite feeling of Jennifer's
inner muscles clenching down on her manhood, and the knowledge that
she was finally screwing the She-Hulk.

"I'm touching your womb Jen" Mary said in an awestruck tone of voice.

The overjoyed villainess partially pulled out of Walters, and then
she began to rapidly pump in and out of her gasping rival. Jennifer
felt her moment of ecstasy approaching as Mary thrust into her needy
cunt over and over again. The lawyer spread her legs wider in
preparation to receive Titania's seed. Never imagining before that
she could enjoy playing the submissive so much.

But without warning Mary withdrew completely from Jennifer's pussy,
and then thrust into her asshole. The She-Hulk shrieked in shock and
pain as her most forbidden orifice was penetrated.

Titania grasped Jennifer's hips and grunted as she struggled to push
deeper inside the shocked heroine. It wasn't easy.

The shemale kit created the male genitalia using the affected woman's
own DNA and tissues, so that it was effectively a `normal' part of
the body while it lasted. Thus, if the rest of a woman's body had a
healing factor her penis and testicles would too. Or in Titania
case, her cock and balls had a measure of her fast healing and

Which is why she could shove her dick down Jennifer's anal passage
without it being crushed by the Jade Giantess's mighty inner

But it still wasn't easy, Walters sphincter griped her cock so hard
it was almost painful, and the lawyer kept squealing and wiggling as
she thrust inside her. The super criminal felt unexpectedly bad for
causing her enemy such obvious pain, and said to Jennifer in a
concerned voice "play with your clit and try to relax your ass."

The She-Hulk followed her advice, and one of the green woman's hands
moved from the floor to her aching clitoris. As she pleasured
herself, Jennifer's sphincter muscles relaxed, and the horrible pain
in her ass faded.

Titania was in heaven. Feeling the She-Hulk open up to accept her
was a victory greater (and certainly different) than any she had ever
imagined having over her rival. With a loud cry she lost control and
shot her seed deep into Walters bowels. The sensation was unlike
anything the female Hulk had ever experienced, as her rectum was
flooded with a seemingly endless amount of semen.

Then Mary withdrew from her aching and still obviously aroused lover
and (after taking a moment to savor the sight of Jennifer's stretched
rectum leaking her cum) slowly thrust her entire hand into the green
woman's luscious pussy. Feeling her feminine portal invaded by such
a large object when she was so close to the edge was enough to push
Jen over it, and she cried out Mary's name as her inner muscles
clenched down on the villain's hand.

MacPherran gently pulled her hand out of Walters and licked
Jennifer's feminine juices off it. Then she used the hand to
affectionately rub the woman's ass and said in an almost loving
voice "you're my bitch now Jen."

The She-Hulk simply collapsed to the floor, exhausted by the violent
fucking and fighting, as well as the guilt and arguing she had dealt
with throughout the day. To her surprise, Titania lay down with her,
and cuddled the tired Avenger to her breast. Jennifer simply rested
with Mary for a long time, using the one of Titania's large breasts
as a pillow as she snoozed, but then she felt Mary's cock (which was
against her stomach) grow big and stiff, and noticed the villainess's
large pink nipples looked erect and perky again.

Jennifer Walters pulled away from MacPherran and slowly stood up.
Thanks to her natural durability and recuperative powers she had not
really been injured by Titania's rough love making (although an
ordinary woman probably would have been). But her ass still ached
uncomfortably, and she was in no mood for further carnal games.

But despite the fact that Mary MacPherran was clearly in the mood for
more such games, she was still in cheerful watching Walters go, and
called out to Jennifer as the woman walked (stiffly) out of the
cell "thanks for everything Jen….come back soon."

The naked She-Hulk looked back at her shemale lover and said with a
wicked smile "don't worry…I'll be back soon….then I can FUCK your
After all, she was planning on spending the night at the Vault and
visiting Mary again tomorrow.

"Yeah that's great Jen I…." Titania replied.
Then she realized what her long time enemy just said.

"You….you were just joking…right Jen?" Mary asked uncertainly.
She had no desire to have the She-Hulk's massive cock shoved up her
ass, especially after seeing how painful it could be.

But Jennifer Walters just smirked at her evilly and then left the
cell without a word.

Emma Frost, Ororo Munroe, and Kitty Pryde made love for hours that
night. In a wide variety of positions and pairings.

They even engaged in a role-playing game where Kitty was the brave
(shemale) heroine, rescuing the beautiful goddess Ororo from the evil
witch queen Emma (who was carnally `punished' for her wicked deeds,
to the delight of nonexistent crowds). Once the evil queen had
been `chastised' the grateful goddess rewarded her brave rescuer with
a show of her `favor.'

Eventually however (hours after her manhood dissembled itself) Pryde
picked up the bottle of shemale kit pills to regain
her `masculinity.' But as Kitty took one of the pills out Storm
noticed something disturbing about it.

It was red.

"Kitty don't swallow that!" Ororo cried out.

The young Jewish mutant took her hand away from her mouth and stared
at her girlfriend. Then she asked in a concerned tone "why…what's

Munroe replied in an urgent voice "Kitty….was the one that you took
earlier red too?"

"Yes…what of it" the Black mutant's light skinned lover asked in
apparent confusion. Not sure what to make of Ororo's horrified

Emma Frost suddenly let out an unearthly scream. As all the
frustration, anger, resentment, and humiliation that she had been
holding in since the She-Hulk kidnapped her suddenly came to the
fore. The thought of being REDUCE TO PRYDE'S BROOD MARE was the
final straw.

It could not be tolerated.

Emma leaped on Kitty and wrapped her hands around the younger woman's
throat. Trying to choke the life out of her. Pride was utterly
unprepared for Frost's assault, and was unable to fight her off.

So she simply turned intangible. As the maddened Emma fell through
her onto the floor, Ororo jumped on her, and held the weaker woman
down. But though Storm could usually handle someone like Emma rather
easily in a purely physical conflict, she found it difficult to
contain the enraged Frost. But then Kitty turned solid again and the
two women were able to easily hold Emma down.

After struggling futilely against Pryde and Munroe for a few minutes,
the former White Queen did something that utterly surprised the two
lovers, she began to cry. A broken, heart wrenching sobbing unlike
anything that they had ever imagined hearing from her. Completely
different from the cries of pain they had forced from her earlier.

Once her rage had shattered her icy self-control, Emma had nothing to
hold back her softer emotions once it had dissipated. All the sorrow
and self-pity, the anger and self-doubt that she had been holding in
suddenly overwhelmed her. As their usually proud and imperious enemy
cried like a child, Ororo and Kitty's crushing grip gradually changed
to a comforting embrace.

But Emma simply continued to weep, as Storm and Shadowcat futilely
tried to console her.

Reed Richards was a true genius. Even his bitterest enemy, Doctor
Doom, acknowledged Reed's vast scientific understanding and
knowledge. However, not even the leader of the Fantastic Four could
anticipate everything.

When the nano-machines that Richards had designed for the shemale kit
entered Titania's body, something about Mary MacPherran's unique
physiology caused them to malfunction. So that rather than
dissembling her male genitalia after a suitable amount of time, they
simply migrated to her digestive tract to leave her body with the
waste after creating her penis and testicles.

The nano-machines also caused Titania's inhibitor collar to short
circuit when they traveled through her body (but Mary was so excited
at the time that she didn't notice the extremely mild shock the event
caused). So that when the Vault officials sent the signal to
reactivate it, nothing happened.

This led to complications when the guards made their rounds.

Kitty Pryde and Ororo Munroe took their weeping captive to their

Storm lay on the bed and held the naked Emma Frost to her bare bosom
and made wordless comforting noises. Shadowcat also tried to comfort
the emotionally devastated telepath. But Emma would have none of it
and pushed the younger woman away.

Gradually the blonde's sobbing lessened and she drifted off to sleep
in the wind rider's arms. Cradled to the black beauty's breasts like
a hungry baby.

A few hours later Emma woke up. Feeling strangely good now that she
had unleashed the emotions that were weighing her down.
She simply rested her head in Ororo's large comforting bosom until
the two were alone (Kitty was going to the bathroom) and then said to
the drowsy former goddess "you know this isn't right."

"What's not right" Ororo asked sleepily.

"Keeping me prisoner like this…..even if I am not pregnant now I will
be eventually if Jennifer and her friends keep fucking me…..besides
its not right to fuck a woman against her will and treat her like
property….even if she is your enemy" Emma said seriously.

Storm woke up completely in reaction to Emma's critical words, and
pushed the telepath off her.

"How dare you criticize US for doing what you have always done….you
have used your telepathy and other techniques to reduce men and women
to your slaves and worse….and I know from personal experience that
you have had sex with many of those you held in bondage" the X-Woman
replied angrily.

"So your saying that because I DID IT its all right for you to do the
same….that doesn't sound the superior morality that the X-Men
supposedly embrace" Frost answered coldly.

Storm repressed a sigh. She had always known that what she was doing
to Emma was immoral. But her anger, resentment, and frankly lust
towards Emma Frost had overpowered her normally strong morals when
she accepted the She-Hulk's offer.
After spanking and fucking Emma, as well as watching Kitty's more
severe treatment of the woman, Storm's anger and resentment towards
the telepath had faded, and she no longer wanted to hurt Emma.

The moral thing to do would be to end her imprisonment and
servitude. Because Emma was right. No woman should be treated like


"If I let you go……could you promise not to return to your old ways of
ruthless exploitation and abuse….and most of all….could you
truthfully promise not to seek vengeance against me, Kitty, and
Jennifer for imprisoning you?" Ororo asked solemnly.

Emma thought of all the fantasies of vengeance she had had regarding
the gamma powered female titan over the last several weeks.

Destroying Jennifer Walters's memories and selling her to white
slavers, turning off portions of the She-Hulk's brain so she would
spend the rest of her life blind, giving her to a woman even crueler
than Emma Frost to be used as a sex slave, and others even more

"Yes….I could" Emma answered with virtually no hesitation.

But Storm was not a fool and could see that Frost was lying. She
kissed the blonde gently on the forehead and said sadly "I'll….ask
Jennifer to be…nicer to you."

"But I wouldn't hurt you!" Emma exclaimed sincerely.
After the comfort Ororo had given her tonight Emma felt even more
drawn to the wind rider. Part of her wanted to take Storm home with
her to satisfy her need for gentle loving and maternal affection.
Even though she considered her desire for such things a weakness.

"I'm sorry…but that's not enough" Munroe replied sadly.

There are many people in the United States penal system, of both
genders and assorted races, which do their job admirably and are a
credit to their profession. Nadira Stevenson was not one of those

She looked liked she could fit the part. Nadira Stevenson was a dark
skinned black woman with a wiry yet muscular build, small firm
breasts, and a tight little ass. Nadira's face was pretty and could
even be described as cute, if it were not for the unpleasant and grim
expressions that usually crossed her continence.
Stevenson was one those women that would probably be described as
handsome rather than beautiful or pretty.

Nadira was also a hard worker who did her job fairly well. The
problem was her personality and the way it affected the performance
of her duties.

To put it simply, Nadira Stevenson was a bigot of the worst sort.

Nadira hated all men of all races, and she preferred Black women.
But she could make exceptions for women of any ethnic group or
nationality if they were pretty and submissive enough (Nadira
considered herself an alpha female, and tried to be the dominant one
in all her relationships).

For Stevenson was a homosexual. But she had been raised to hate
gays. So Nadira had spent her early teens years hating homosexual
men and women and hating herself for desiring other females.
Eventually (after separating from her bigoted parents) Nadira had
rejected this viewpoint and shifted her hatred from herself and those
like her to men and straight women.

Nadira Stevenson loved her job because it allowed her to vent her
angst and anger on the prisoners under her control.

Nadira was known among the Vault's prisoners for insulting and
manhandling the men and fondling and harassing the women (the only
reason Nadira hadn't given into temptation and tried to fuck any of
the female prisoners yet was her fear of getting caught).

Titania was one of Nadira Stevenson's favorite targets. Because she
represented one of the things that pissed Nadira off and turned her
on the most.

A beautiful white girl who thought the world owed her something.

As Nadira entered Mary MacPherran's cell to check on the female
prisoner, she chuckled in anticipation of the insults and head games
she had come to enjoy engaging in with the redheaded super criminal.

"Hey white bitch are you…" the guard began to say.
But before she took more a few steps into the cell (and as its
automatic doors were closing) the nude Titania leaped upon her and
knocked her to the ground.

The super villain attacked before Nadira could react, and tore off
the Black woman's suit of reinforced Guardsmen armor like it was
tissue paper.

Nadira Stevenson wore only a white bra and panties underneath, which
Mary quickly stripped from her to bare her firm little bosom and
shaven mound.

Then Mary MacPherran simply studied her former tormentor in silence.

This was the first time she had seen Nadira without her armor, let
alone naked. She had only recognized the woman when she came in
because she knew the sound of Nadira's voice by now.

Titania had planned to simply beat Nadira to a pulp when the guard
first came in. But as she stared at the federal employee's lean form
and pleading (and surprisingly cute) face, Mary felt emotions other
than anger begin to stir.

Nadira gasped as she caught her first glimpse of the voluptuous super
villainess's (stiffening) cock.

"What is hell is…" Nadira started to say, her words cut off by Mary's
index finger against her lips. Then MacPherran began to gently
squeeze Stevenson's little black nipples (just like Nadira had
fondled Titania's breasts so many times in the past).

"Now what was that you were saying about bitches?" Mary asked in a
husky voice.

Nadira Stevenson could only shudder in response. Too overwhelmed by
terror and other emotions to talk.

Emma Frost, Ororo Munroe, and Kitty Pryde all slept together in a big
pile on the domestic partners queen sized bed. Ororo and her Kitten
were snoring gently, but Emma slept fitfully and then woke up.

And realized that there was currently nothing to restrain her from
simply walking out of the apartment.

The nude blonde pulled away from the sleeping Storm and Shadowcat
carefully, and then stood by the bed.

The Former White Queen considered attacking her two captors. But
then decided against it.
Without her powers or a decent weapon it was unlikely she could take
both out at the same time, and if Shadowcat or Storm woke up to find
that Emma had hurt or killed her lover….

It didn't bear thinking about.

Of course she could simply leave and go to her NYC home. That would
be the easiest and safest thing to do. But if the She-Hulk, Storm,
or Shadowcat came after her before she could get off her inhibitor
collar or contact her allies she wouldn't be able to defend herself.

The important thing was to get the collar off. Then she could simply
telepathically command Kitty and Ororo to escort her home. After she
regained the use of her powers and was in a safe place, she could
punish Pryde for her insults and arrogance and deal with Munroe in
whatever way seemed most appropriate.

She remembered some of the gadgets she had seen Kitty use during that
humiliating `game' where she played the witch queen. Apparently they
were gifts Storm had received from the male mutant Forge when they
were lovers.

She had taken them out of the closet. Emma looked inside the little
space and found a box full of more strange electronic devices. She
recognized one of them as an electronic lock pick. After studying
the device for a while, she took the pen sized and shaped object and
put it against her collar and pressed the activation button.

Then dropped it and clutched her throat as the inhibitor collar began
to tighten around her neck.

Something was wrong. The collar was supposed to release, not
squeeze. Some sort of safe guard or something must have been

Ororo heard Emma making choking noises and woke up. She saw Emma
Frost fall to the floor as she clutched her throat, then shook Kitty

"Kitty you have to take off her collar!" Storm said desperately.

Kitty cried out.

"Kitty we can't let her die that would be murder….you take off her
collar and I'll immediately knock her out" Storm replied.

Pryde nodded (somewhat dubiously) and the two lovers quickly got to
work. Kitty went to Emma on the floor and carefully grasped a piece
of the inhibitor collar that protruded slightly. While Ororo looked
through the box of gadgets from Forge for a stun weapon.

Shadowcat turned intangible (along with the inhibitor collar) and
pulled the collar away from Emma. Just as Storm was aiming her
little hand held stunner at the telepath.

But before she could fire, Emma Frost's psychic powers awakened, and
she channeled all the psychic energy she could into Storm and
Shadowcat's minds. Fortunately for them, Emma's telepathic powers
were still very weak from wearing the inhibitor collar for so long
(otherwise they probably would have ended up as vegetables).
However, the psychic blasts were enough to knock Kitty and Ororo out.

As Storm and Shadowcat fell to the floor, Emma stood up and surveyed
her fallen foes.

They were completely vulnerable to her now.
It would be so easy to avenge herself on them now. She wouldn't even
have to touch them. Emma could simply do whatever she wanted to
their unconscious minds to make them regret imprisoning her.

Kitty Pride in particular had earned her ire. While there were
certain…things she wanted to do to the unexpectedly maternal wind



They had saved her life, and she owed them something for that.

Besides they were not the real villains here (at least as far as she
was concerned).

The She-Hulk and who ever had made her vulnerable to the Jade
Giantess in the first place were the ones who truly deserved her
vengeance, the former White Queen decided.

Nadira Stevenson was a dominant by inclination, experience, and

But Titania refused to take any more orders from her (and was now in
fact, giving them) and for some reason no one had responded to her
calls for help.

So Nadira was forced to play a more submissive role than usual.

Stevenson was on her knees, looking at the large pale cock before her
incredulously. She stared up Mary MacPherran's body, past her strong
hips and large breasts, hoping to see a hint of mercy or compassion
in Mary's pretty face.

Instead, Nadira saw only impatience and lust.

"Put it in your mouth" Titania said.

The female guard looked at the large stiff penis with fear and

"I don't really like dicks….couldn't I just lick your pussy?" Nadira
asked timidly. Frightened by the lust and physical power of her
former victim.

Mary smirked evilly and replied "it either goes in your mouth girl…or
where you threatened to put your night stick."

The smaller black woman gulped. She should have known that would
come back to bite her in the ass (maybe literally this time).

"I…I wasn't serious…I don't even have a night stick….and and even if
I did I certainly wouldn't shove it up some poor girl's ass…so let's
just forget about it" Nadira stuttered nervously.

But Mary was not listening, and started to reach down for the slender
dark skinned woman.

"OKAY OKAY…I'LL DO IT" Nadira shrieked.

Titania grasped the back of the guard's head and gently pushed her
forward. Nadira took the cock into her mouth. She had gone down on
a few guys before she admitted to herself that she was gay, but none
of them had been as big as her shemale dominator.

At first the lesbian security specialist struggled to get the whole
thing down her throat, and worried that she would choke. However,
she gradually became used to Titania's massive girth.

Nadira didn't enjoy it, but it wasn't….bad. Especially if she looked
up and concentrated on Mary's face and luscious breasts, rather than
the cock in her mouth.

Before long the tall villainess began to pant and moan as she
approached orgasm. The slender black woman prepared to receive her
lover's disgusting (as Nadira thought of it) seed, but to her
surprise Mary pushed Stevenson off her dick and then picked her up.
Nadira squealed as she was impaled on Titania's stiff cock, which
immediately erupted and shot semen deep into her vagina.

"That was…quick" Nadira quavered. Shocked by the swiftness and
brutality of Mary's fucking.

Titania pressed Stevenson closer to her chest. Squashing her own
large breasts against Nadira's small dark orbs. She kissed the woman
passionately, sending her tongue deep into the guard's mouth.

As she ended the kiss, the redhead looked at the woman in her arms
and said with a throaty chuckle "what makes you think were done
little girl."

Nadira Stevenson looked at the woman she had tormented and teased
fearfully; as she felt the manhood inside her grow hard and stiff
once more.

Karen Gutenberg, the Warden of the maximum (to put it mildly)
security prison for super criminals known as the Vault, watched
Nadira Stevenson getting fucked by Mary MacPherran on her office view

When she had first noticed what was happening in Titania's cell
(which occurred when she was looking at randomized images from the
Vault security cameras) she had been about to send more guards to
rescue Stevenson. But she had decided not to when it became clear
that Titania was more interested in having sex with Nadira than
hurting her or escaping.

With any other guard Gutenberg would have immediately sent
reinforcements to rescue her, but she knew (or at least suspected)
that the black woman had been abusing prisoners. Moreover, she had
had a brief affair with Nadira shortly after she was assigned to the
Vault that ended badly. So Karen was not feeling that sympathetic
towards Stevenson.

Mary's lush and light skinned form provided an interesting contrast
to Nadira's slender dark frame the top Vault official thought.
MacPherran's actions caused Nadira to make breathy moans and cries
that Karen had only gotten the guard to make a few times when they
made love (on some level, Nadira appeared to be enjoying this,
despite her submissive role and the danger she could be in).

Without thinking one of the Warden's hands drifted to the junction of
her thighs. But she stopped herself before she could caress her

She was a powerful woman, she didn't have to resort to masturbation,
Gutenberg thought arrogantly.

Then warden summoned five guards to escort her to Mary MacPherran's

The immortal witch known as Selene sat brooding in the White Queen's
personal chambers at the Hellfire Mansion. Which was were now hers
in all but name.

But that was part of the problem.
The Black Queen had raised Christine Rosenthal to be loyal to and
dependent on her, so that all of Christine's possessions,
accomplishments, and victories would in some measure be Selene's too.

The timeless sorceress was beginning to think she had succeeded too

Although the voluptuous empath was intelligent, and appeared elegant
and composed she lacked the confidence and fortitude to face down
those who refused to heed her. Normally this was not a problem.
When dealing with ordinary humans, Rosenthal could use her natural
charm and empathic abilities to make people afraid when she wanted to
intimidate them, morose when she wanted them sad, depressed when she
wanted them to feel self-pity, joyful when she wanted them happy, and
even aroused when she wanted them horny.

However, at the Club many of those she needed most to influence not
only had the ability to recognize and resist her psychics, but also
would be quite offended by the attempt.

She had been White Queen for less than two days and Christine
Rosenthal was already beginning to give ground to her fellow monarch,
Sebastion Shaw. She also seemed unable to reign in the powerful
Hellions, which were now officially under her authority.

The Hellions felt little loyalty to the virtual stranger who had
replaced their mistress and teacher, Emma Frost. Moreover, the
members of the Hellfire Club's strike force resented the fact that so
little had been done to find Frost (in truth, Selene had sabotaged
the search for the blonde telepath, but no one had any proof of that).
Though she tried not show it, Christine was intimidated by the
aggressive young Hellions, and Selene suspected that she would feel
more natural taking orders from them than giving them.

"Perhaps it was a bad idea to use someone who possessed so little
strength of her own to occupy a position of power," Selene thought.

But as Selene lounged on the bed that had once belonged to Emma
Frost, and awaited her next `meal' she refused to accept the blame
for the problem (even to herself).
Obviously there was simply something wrong with Christine, she

Emma Frost was a very powerful telepath. This combined with her
wealth and other resources had allowed her to climb to a position of
power within the Hellfire Club.
But people who assumed that she was dangerous simply because she was
a strong psychic, with money, servants, and other material resources
underestimated her. She was also quite intelligent, with the
experience and cynicism to achieve true cunning.

Only a woman who could plot and see ahead like Emma would foresee the
need to sneak into the Hellfire Club Mansion as she was now. Or
build a secret room where she could monitor the rest of the Mansion
in private (during the Mansion's last major renovation, which was
necessary because of damage sustained during a battle with the X-Men).

Moreover, only a woman as paranoid as the blonde telepath would see
the need to sneak into her own supposed stronghold to see what had
changed in her absence before greeting her servants and allies.

Unfortunately for Frost, her concern was justified.

It did not take long for her to learn (by eavesdropping on the
members of the Club from her secret chamber) that someone else had
been crowned White Queen in her absence, and that people were already
speculating that this `Christine Rosenthal' was little more than
Selene's figurehead.

This infuriated Emma, she had been gone only a few weeks and
the `treacherous back stabbers' had already replaced her.

It was an intolerable humiliation as far as the voluptuous psychic
was concerned.

Emma was further outraged when she realized that Selene had already
claimed the White Queen's chambers, and was even now entertaining an
amorous young man who seemed unaware that he was probably nothing
more than the Black Queen's latest meal.

Then Frost smiled coldly as she remembered the other changes that she
had made to the mansion during the last renovation, and the weapons
she had stockpiled in case a direct confrontation with Selene was

The desire for sex and food is a primary motivation for most mammals.

Selene, for all her power, age, and sophistication, was no
different. In fact, much like the black widow spider, the immortal
witch often combined the two.

However, unlike most of the predatory animals on Earth, the Black
Queen did not sustain herself by eating organic tissue.

Oh, she certainly could (and often did) eat and digest things like a
normal human being. But that had not been her primary means of
sustenance for a long time.

Selene maintained her health by feeding off the very force of life

And she liked nothing better than to consume a man or woman's essence
while making love to them. Because she was able to feel what they
felt as she drained their life force. So if Selene consumed her
lover just when they reached ecstacy, she was able experience their
orgasm as well as revitalizing herself.

The man the voluptuous witch was currently making love to was just
the latest in a long line of victims. Men and women (although far
fewer, since not as many women were drawn to the Black Queen's deadly
beauty) who learned far too late the danger of Selene's touch.

But the moment when Selene consumed a lover and shared their delight
was also when she was most vulnerable. For not even a woman as
sophisticated as the immortal witch could maintain most of her
psychic and magical defenses as she pulled such things into her (this
was a closely guarded secret that only the few people Selene had
truly taken into her confidence over the centuries and a few of those
who had studied her very closely knew of).

That was when Emma Frost struck.

Just as the naked (and rather handsome) young man writhing above the
nude Black Queen released his seed into her womb and turned to dust,
Emma came through a secret doorway (which was in the process of
opening all the way) and shot Selene in the stomach with a powerful
energy pistol.

This created a gaping wound in the psychic vampire's torso. Selene's
body barely finished using the energy it had just stolen to heal the
wound when Frost suddenly put an inhibitor collar around her neck.

Ironically, it was the very one Jennifer Walters had used to hold
Emma Frost in check (which Emma had grabbed before leaving Kitty
Pride and Ororo Munroe's apartment). The now uninjured Black Queen
tried to leap on the blonde telepath, but Emma used that time to
suddenly pierce Selene's mind like a knife.

Selene screamed and fell to the floor. Mentally handicapped as she
now was, not even her strong will and ancient cunning was enough to
keep the vengeful Frost out.

Emma tore the information she wanted out of Selene's brain, and then
stared down at her fallen enemy. Who had curled up into a naked
fetal ball on the floor.

"So I was right….Selene WAS the one who left me vulnerable to the She-
Hulk's crude physical power" the vindictive former White Queen

As the usually imperious Selene made strange keening sounds while
Emma continued to rummage through her mind, Frost pondered what would
be the most appropriate form of vengeance.

Then she had a truly evil thought.

"Let the punishment fit the crime" Emma Frost whispered aloud as she
smirked maliciously.

Nadira Stevenson had never felt so exhausted. It felt like she had
been making love the to shemale super villain known as Titania for

The slender black woman was on her hands and knees, and semen coated
her face, breasts, and pubic mound. Her cunt was so full of cum that
it made squelching noises as Mary MacPherran continued to pump in and
out of her, firmly grasping the guard's hips in both hands.

But the voluptuous hermaphrodite showed no signs of stopping. Mary
seemed as tireless as she was amorous.

In fact, MacPherran was so caught up in fucking Nadira, that she
didn't notice the door to her cell opening. Or the warden and two
armored guards walking through.

The men gaped beneath their Guardsmen armor at the sight of their
colleague being ravished. But their superior only smiled faintly, as
though the event amused her.

"Having fun prisoner 49?" Karen Gutenberg asked. Referring to Mary
by the number she had been assigned when the redhead first came to
the Vault.

Titania turned her head to face the speaker, and got her first close
look at the warden of the Vault.

Karen Gutenberg was a tall woman (at least six feet) and somewhat
heavy set (while she had been quite slender when she began her career
in the U.S. prison system as a guard, life as an administrator had
softened her). She had large breasts; a soft and somewhat rounded
belly, and the beginnings of a double chin. Her hips were wide and
fleshy and her face was pleasantly shaped.

However, she compensated for her soft and weak looking body with an
air of utter self-confidence and assurance.

Mary let go of Nadira's hips and withdrew from the female guard (who
promptly collapsed to the floor). Expecting the warden to order her
subordinates to attack any second.

But Karen surprised her by commanding her escort to "leave us."

"WHAT" the senior guard present exclaimed. Aghast at leaving his
superior alone with this clearly dangerous criminal.

"Are you refusing a direct order?" Gutenberg replied coldly.

"No ma'am but…" the conflicted guard answered.

"Then leave" Karen continued. The threat in her voice obvious.

The two guards left, and then Mary was alone with Nadira and Karen.

"Now I know what your thinking…..I could easily take the warden
hostage and try to escape….but then you would just be a fugitive
again….and WHO KNOWS who they would send after you if you escaped
from here AGAIN" Karen stated as she looked at Titania intently.

Mary was unable to keep the look of surprise off her face. That was
exactly what she had been thinking.

Meanwhile Nadira Stevenson was slowly getting up. This was the first
time the black woman had ever had sex with someone who possessed
super strength and (though Mary had held back enough to keep from
actually hurting her) Nadira's entire body felt aching and sore
(especially her mouth and pussy).

The slender guard stood up and aimed an unsteady finger at Mary and
exclaimed "she…she raped me."

"Shut up Nadira….your just unhappy because you weren't on top" Karen
replied callously. Too familiar with Nadira's preferences to take
her statement at face value.

Titania wasn't sure what to make of all this. She hadn't expected
the Vault official to be so unsympathetic where her guards were
concerned. Moreover the way Gutenberg was looking at her now (her
gaze lingering on Mary's large bosom and flaccid penis) disturbed her.

"So do you WANT to be a fugitive again?" the warden asked Mary.

"Do you have a better offer?" Titania replied sarcastically.

"Actually….I DO" Karen answered.

While Mary looked at the warden suspiciously, Gutenberg elaborated.

"A woman in my position needs to maintain a certain image…..people
want to think that the person in charge of all you super criminals is
stronger and more virtuous than they are…..but I still have certain
NEEDS that the public wouldn't approve of…..so if a prisoner like you
were willing to help me quietly satisfy them I would be very

As Titania looked into Karen's pretty, lust filled face, she could
easily figure out what sort of needs the warden wanted to satisfy.
And while the idea wasn't repugnant, Mary had to ask, "what would I
get out of it?"

The warden waved expansively and said "Oh the usual things….better
food, a nicer cell, and most importantly…a shorter sentence."

The super strong redhead contemplated the offer. It was true that
being anyone's plaything wasn't something the proud (yet insecure)
Titania was comfortable with, but the chance to get out of the Vault
legally was something too good to pass up.
Besides, Karen Gutenberg wasn't an unattractive woman, and Mary was
so very tired of fighting and running all the time.

"My husband can't know about this" Mary said severely.

"No one not directly involved can know about this" Gutenberg agreed.

Sensing that this was the time to bargain, Titania said "and I want a
chance to play with my little sweetie here for the rest of the night"
as she walked over to grab the naked Nadira.

"I don't see a problem with that" Karen said as she watched her ex-
girlfriend futilely struggling against the voluptuous shemale.

"Karen!" Nadira Stevenson protested loudly.

Gutenberg looked at her former lover briefly and then said in an even
tone of voice "just don't hurt her….there are some things even I
can't cover up….and she may be a bitch but she's still one of mine."

"Not a problem" Mary said as she clutched Nadira (who was still
struggling weakly) to her pale bosom.

"Nadira Stevenson….you are officially on paid leave until 6 A.M.
tomorrow" Karen stated in a mock serious tone.

Then she turned to Mary and said "we'll discuss your new living
arrangements and how to best express your….gratitude tomorrow
night….have fun girls."

As the warden left the cell Mary looked into Stevenson's eyes and
said "now where were we?" in a throaty voice.

Nadira trembled and answered timidly "couldn't we just cuddle?"

It is extremely difficult to overcome the resistance to poison of a
physiology like the female Hulk's. But Jennifer Walters had
succeeded in it, and gotten drunk.

After receiving the call from Ororo Munroe and Kitty Pryde telling
her that Emma Frost had escaped and regained the use of her powers,
the She-Hulk had left the Vault to go looking for Emma.

She was about to try storming the Hellfire Club Mansion (which is
where she assumed Emma would head immediately after escaping), but
then the moment of madness passed, and she realized the futility of
her actions.

Even IF she could get past Emma's Hellions (who had already defeated
her once) and the other threats at the Mansion, she could NOT defend
herself from Frost's psychic might.

Bruce Banner would probably have raged and stormed the Mansion
anyway, but the She-Hulk realized the bitter truth.

Emma was lost to her.

The lonely and desolate Walters went to an upscale bar and ordered a
drink. Then she ordered another, and another, and another.

Eventually Jennifer consumed enough beer and wine to kill off a
decent sized army from alcohol poisoning. Somehow the drunken Jade
Giantess made it back to her apartment without incident. But when
she got there she saw something shocking enough to penetrate even her
morose drunken stupor.

A naked woman wearing an inhibitor collar was bound to her bed, much
like Emma had been so many times over the past few weeks (in fact it
appeared that she was secured with the very restraints Jennifer had
used so many times on Frost).

The woman was conscious but unable to speak because of the ball gag
in her mouth (although she tried to talk once she saw Jennifer). She
had long black hair, deep red eyes, and a voluptuous figure.

After studying her for a while, Walters recognized her as Selene,
powerful mutant witch and Black Queen of the Hellfire Club. The
green Avenger also noticed a handwritten note between Selene's large
pale breasts.

With an unsteady hand, the drunken She-Hulk grabbed the letter and
began to read.

Dear Jennifer,
By the time you read this you will almost certainly have learned that
I have escaped, and expect some sort of retaliation from me in the
near future for imprisoning me.

But I have no desire for vengeance against you.

You were merely a pawn in Selene's campaign against me. Furthermore,
I promised Ororo Munroe that I would take no vengeance against you if
she released me.

Which she did, even if she did not intend too.

I offer you this woman as a gift and peace offering between us.

You have already shown a desire for submissive female lovers, so I
know you can find a use for her.

Sincerely yours,

Emma G. Frost

Perhaps it was the alcohol clouding her mind, or the fact that she
had recently been humiliated and sodomized by her enemy Titania
(albeit with her own consent), but for whatever reason, Jennifer did
not question why a woman who had until recently been her sex slave
would offer her a gift.

The voluptuous green Avenger tried to take off her clothes, but the
alcohol had made her fingers clumsy, so after fumbling with the
buttons and zippers on her clothing for a moment, Walters simply
ripped her garments off.

Then she took a bottle of the shemale kit out of a drawer, and walked
over to the bound sorceress.

She looked down at the uncharacteristically nervous Selene and asked
her in a husky voice "do you like kids honey" before swallowing one
of the red pills.

Emma Frost used her psychic `sight' to watch Selene being ravished
through Jennifer Walters eyes.

Emma sat in the White Queen's personal chambers. The current holder
of the title, Christine Rosenthal kneeled naked at her feet, crying
as she submissively licked Frost's toes.

The blonde telepath caressed the beautiful redheaded empath's hair as
she browsed through Christine's mind.

So this weak and timid creature was the one Selene had selected to
replace her.

The implied insult that someone like Rosenthal was an equal to her
made her wish for a moment that Selene was there to PAY for her

But no, this way was better.

What more suitable punishment was there for Selene's crimes against
Emma than to make the red eyed witch endure the same humiliation and
servitude that she had?

Moreover, Frost knew that the She-Hulk could not keep the powerful
witch in bondage forever, and that once Selene escaped, she would
punish Jennifer Walters far more effectively than Emma ever could.

"Why waste my time and energy fighting and punishing my enemies when
it is so much easier and more amusing to manipulate them into
tormenting each other" the former White Queen thought wickedly.

Then she turned to the matter of how best to discipline her new pet,
the one who had dared to take the position in her stead.

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