Heroine Transformations - Chapter 1

Author: Rubicon Cross
Time to Read:32min
Views:0 (All Time)
Added Date:12/10/2022
Tags: BatgirlCatwomanPoison IvyWonder Woman

Batgirl closed on the warehouse with her usual stealthy approach. It would not do for her to make noise and let Catwoman know she was coming. She had ridden her Bat-cycle most of the way to this warehouse on the outskirts of town, parking it a mile away and coming in on foot.

It was one AM, and all around the abandoned warehouse it was quiet. By all rights, Batgirl figured there would be at least a little activity at night. There wasn't even any sign of a guard. Wasn't there always supposed to be a guard?

She had done some investigating, and knew that this was where Catwoman was running her drug empire from. It didn't seem likely that it was the sort of business that ran 9-to-5, so she would have expected a lot of activity in the off-hours. Oh well, she thought, if Catwoman isn't smart enough to keep a night guard, that's her problem.

Getting near the building, Batgirl began to feel anxious, which was unusual for her. Having fought villains like the Joker and Two-Face, she was used to danger and felt confident in her abilities. Maybe it was because Catwoman was…well…a woman. She could see how a stupid man could get the idea of taking on a life of crime. But women, she thought, were too smart for that sort of thing. Then again, maybe it was the fact that Catwoman was running a drug empire. She hated drugs, promising herself at an early age that she would never get wound up in that kind of life. She knew where most drugs left a person, and didn't want to see anyone end up that way; and she was eager to punish anyone who offered that kind of life.

Upon reaching the outer gate, Batgirl noticed a small black box that signified it was electrified. Have to give you credit, Catwoman, you're not all dumb, she thought as, with a simple jump that came from years of gymnastic training, she easily vaulted over the top. She crouched low after landing and quickly looked around to see if there had been anyone to see her--there was not. She quickly covered the ground to the edge of the building and stopped to look and listen, but didn't hear a sound. "This is too easy," she mumbled.

Batgirl briefly considered simply walking through the front door, but then thought better of it. Don't want to make it too easy for them to get me, she chuckled to herself as she made her way around to the back.

There was a fire escape from the second floor on the back side of the building, which Batgirl decided to make use of. As quiet as a mouse, she moved up to the top of the escape, but then froze. She realized as she made her landing, that there was somebody at the top. Quickly trying to think of something to do, she suddenly realized that the figure hadn't taken notice of her yet. Without any near light source, Batgirl couldn't get a good look at the person at standing ten feet away, but it seemed to have the outline of a woman, and wasn't looking her way. Not wishing to lose the advantage, Batgirl took one bound and launched a flying side kick at the person.

Easily sidestepping out of the way to avoid the kick, Batgirl's 'enemy' brought her arms up to both cushion Batgirl's landing on the metal catwalk and keep it quiet, and prevent Batgirl from making another attack. "Will you keep quiet!" hissed Wonder Woman as she brought Batgirl down.

"Well, cripes! You should have told me you were coming too," complained Batgirl as she wiped herself off and got back onto her feet. The two heroines then turned their attention back to the window that Wonder Woman had been looking in.

Below them, there seemed to be some sort of strange party going on inside. They saw plenty of women walking around the floor. Many of them had drinks in their hands, some were smoking, and they all were wearing skintight leather and vinyl outfits.

"Looks like some sort of orgy-party going on down there. Look," Wonder Woman motioned at the floor, "there's the city mayor! She's with Catwoman!" Indeed, when Batgirl's gaze moved to where Wonder Woman was pointing, she saw the mayor sitting on a loveseat, wearing a tight black vinyl outfit and licking and kissing the sizable breasts of the villainess.

The two heroines exchanged looks. "Well, I guess now we know which way the bell swings for her," exclaimed Batgirl, "but the mayor is a married woman. Something really strange is going on down there."

"And I intend to find out what!" said Wonder Woman. She blasted a powerful side kick into the fire escape door and burst through the opening toward Catwoman. Batgirl, shocked by such a display of rash action by Wonder Woman, quickly jumped through the doorway after her friend.

Wonder Woman seemed to fly down the stairs toward Catwoman. Batgirl followed, but at a more controlled pace. On reaching the bottom of the stairs Wonder Woman unleashed her fury on the women that moved to intercept her. She saw that some of the women were martial arts experts, and even though many of the women had been smoking, none of them seemed to suffer from shortness of breath. A few of their strikes hit home, but the amazon's superior strength and endurance allowed her to hold her own and bring down the attackers. Similarly, Batgirl's ability in gymnastics allowed her to avoid most attacks while landing her own strikes on her assailants, until within minutes there were no attackers left conscious. Amazingly, the heroines saw that there were plenty of women left around them, but they were either kissing, stroking each other's vaginas, eating each other out, or engaging in some other lesbian activity.

"Disgusting," Wonder Woman exclaimed as she looked around.

Looking over to the loveseat, Wonder Woman and Batgirl could see that the mayor had switched to rubbing her own breasts, but Catwoman had vanished! Quickly glancing around, the two caught sight of Catwoman dashing through an open door on the other side of the room. Wonder Woman immediately set out after her.

Batgirl yelled, "Wait a minute, Wonder Woman! It might be a…" but it was too late. Wonder Woman was already half way to the doorway. Realizing that she couldn't let her friend rush into danger alone, Batgirl set out after her.

Batgirl rushed through the doorway…and was plunged into darkness. She couldn't see anything around her--there was no light. Even the door behind her was slammed shut. Unsure of what to do, Batgirl whispered, "Wonder Woman…where are you?" Her response was a swift kick to the stomach, which knocked the wind out of her. Then someone gripped her from behind and held her as something was placed over her mouth. Batgirl knew the smell of chloroform all too well and struggled to escape, but the arms holding her were much too strong and soon she slumped forward, drifting down to the floor and unconsciousness.

The lights in the room came up, revealing a dozen of Catwoman's "kittens," along with Catwoman herself…and Poison Ivy! Beside Batgirl, Wonder Woman lay similarly knocked out.

Both villainesses looked at each other with glee. As the kittens dragged the heroines off, Catwoman exclaimed, "I want Batgirl. That woman has always been a spine in my side, I want a chance to even the score!"

Poison Ivy grinned wickedly and responded, "No, I have a plan for them. You can have your fun with Batgirl, but leave her alive and in good health. When I'm done, we'll have two new allies. I'll start with Wonder Woman…"


Slowly, Batgirl regained consciousness. With the greatest effort she had ever known, she opened her eyes to observe a darkened room. Initially, Batgirl had the half-second of confusion. Where was she? What had happened? Then it all returned to her, that Catwoman had captured her. The realization forced her to try to move, but she quickly found that she was being held upright, with her arms and legs chained securely to the wall. She could still feel her mask, cape, and the top portion of her costume on her body, but cool air touching her legs made Batgirl aware that the lower portion of her bodysuit had been cut away. Batgirl instinctively tried to reach for her lockpick tools, but discovered that her utility belt had been removed.

At that moment, the lights came on, revealing the room to be bare, except for a table lined with sex toys.

"Welcome back to the land of the living," said Catwoman as she entered the room. She slowly slinked her way up to Batgirl, eying her fiendishly and licking her lips.

"You've got to be kidding," said Batgirl as she gave Catwoman a deadpan look, "I'm not into that lesbo stuff, and even if I were, I certainly wouldn't pick a woman as vile as you to do it with!"

"Perhaps," replied the evil Catwoman, "and perhaps not…"

With that she left the room, leaving Batgirl to her thoughts.


In another part of the compound, Wonder Woman came awake to find herself in some sort of greenhouse. She was being held against what felt like one of the walls of the room, about ten feet off the ground, her arms and legs held fast by tight vines. All of the walls and ceiling around her were covered with various plant life. She tried with all of her great strength to break out of her bonds, but the effort only made them tighten further around her.

Poison Ivy was lounging on an ivy-covered sofa in the room, amused by the effort. "You can't break them, but by all means, keep trying."

"I will get out of here, somehow, and when I do you are going to PAY!"

Poison Ivy rose from her seat, and replied, "I agree, you will get out of here, quite soon in fact, but only to help me." With a quick motion of her hand, Poison Ivy ordered her plants to lower Wonder Woman to the ground.

While Wonder Woman was being lowered, Poison Ivy opened her palm and blew her pheromones all through the room. As soon as her boots touched the floor, Wonder Woman began a renewed struggle, fighting even harder than before to break free. But try as she might, the vines were just too strong for her.

"Help? YOU? You've got to be kidding, Ivy!" yelled Wonder Woman, "In case you haven't ever noticed before, I've got protection from your pheromones!"

"As a matter of fact, I do know…and I've done some research of my own into the source of your 'protection'!" Poison Ivy stood face to face with her adversary, and with a flick of her wrist, took off Wonder Woman's tiara. She then raised the palm of her hand and blew more pheromones into Wonder Woman's face.

Without her protective tiara to shield her mind, Wonder Woman fell prey to the pheromones. Poison Ivy smiled wickedly as, within moments, Wonder Woman ceased to struggle against the vines. Poison Ivy's plants let go of Wonder Woman, setting her free. The amazon merely stood there, ramrod straight, her eyes having lost their color and glazed over, going clear-white as she fell under the spell of Poison Ivy's new pheromone.

"That's better," said Poison Ivy as she circled around Wonder Woman, running her finger along the heroine's breasts and taking in her physical attributes. "Wonder Woman, can you hear me?"

"Yes," Wonder Woman replied blankly as she stared straight ahead.

"Good", replied Poison Ivy. She had been worried that somehow a superheroine would be able to resist her new strain of pheromone, but those fears now proved to be unfounded. "Wonder Woman…such a noble title…we'll see what we can do about that!" Poison Ivy cackled with glee, then gave Wonder Woman more of her pheromones. "Now, tell me who are you?"

"I am the super-hero Wonder Woman…my alter ego is Diana Prince."

"That will soon change. I want you to breathe in deeply, very deeply and take in my pheromones." Wonder Woman did as she was told. "Very good. With each breath, feel yourself falling deeper…ever deeper…into my power. You enjoy this feeling, it makes you feel good…it makes you feel very good…very sexy…very horny…falling under my spell…"

"Yes…" replied Wonder Woman.

Slowly, Poison Ivy began removing Wonder Woman's costume while she spoke. Wonder Woman swayed slowly back and forth, offering no resistance. "Very good…with every breathe, you fall deeper under my power…my pheromones smell wonderful, and affect you deeply…they're affecting you right now, aren't they, Wonder Woman?"

"Yes…affecting…me…deeply…under…your…power…"

"Now, my pheromones are very powerful…they make you feel very sexy…but they are also changing you. With each lovely breath…a little bit of Wonder Woman drifts away. Every moment, you are forgetting about your life as a superheroine…Wonder Woman is going away…and is being replaced by another alter-ago. Yes…Wonder Woman is going away and being replaced by an evil villainess with strong sexual desires…desires only for other women. 'The Countess'…yes…'The Countess' is a lesbian who wishes to control…yes…control other women… and then turn them into lesbians. There is now almost nothing left of Wonder Woman, there is now only the evil Countess. Wonder Woman is gone…she no longer exists and never has…there is now only 'The Countess'…"

By now, Poison Ivy had removed the Wonder Woman costume and replaced it with a new outfit, and walked the woman who used to be Wonder Woman over to a nearby mirror.

"Look into the mirror, my dear…"

'The Countess' looked at her new clothes and accessories, then let out an evil laugh…


Back in her cell, Batgirl had been left alone for two hours. Catwoman had done little more than make some strange threats to her, but she was not looking forward to her next session.

It came all too quickly. But this time, both Catwoman and Poison Ivy entered the room to face her.

"What, a threesome now? Sorry, gals, but I don't think I have the energy for that."

"How charming," replied Ivy, "even after all you've been through, you still have the strength for sly remarks. No, we're not here for a 'threesome', but we wanted to introduce you to the newest member of our little club…"

With that, a new woman entered the room. Tall and strong, with jet-black hair, Batgirl instantly recognized her friend, Wonder Woman, but she was dressed totally different. She now wore black, thigh-high latex boots with six-inch heels, a leather thong, and a black-and-red latex suit which was a mockery of her usual outfit, showing off much of her cleavage and leaving little to the imagination. In addition, on her hands and arms she now wore long black latex gloves. On her waist, instead of a lasso, she now had a whip, and in her right hand she held a long black cigarette holder with a cigarette smoldering on the end. The woman slowly, sexily walked toward Batgirl.

"Wonder Woman," Batgirl practically screamed, "what have they done to you?!"

"Wonder Woman no longer exists," said Poison Ivy, "Diana Prince's alter ego is now 'The Countess'. With my help, she has seen the error of her past ways, and has happily agreed to join our little sorority…as you soon will."

Wonder Woman/Countess was now standing in front of Batgirl, but Batgirl's attention was focused on what Poison Ivy had just said. "What are you talking about? Wonder Woman would never join you, and there's no way…"

The Countess took a deep drag from her cigarette holder and gently blew smoke into Batgirl's face.

"…I would ever …join…join…oh…umm…"

Batgirl had always been repulsed by cigarette smoke, but as she coughed, Batgirl inhaled some of the smoke, and it smelled…different. Batgirl closed her eyes as again the Countess blew smoke into her face, and then said, "Breathe." Batgirl breathed the smoke into her lungs, and it didn't smell or taste that bad. It was actually kind of good.

Eager to see what would happen now, Catwoman and Poison Ivy unlocked Batgirl's restraints and moved her away from the wall. Batgirl made no attempt to escape. When the Countess blew her third puff of smoke into Batgirl's face, the heroine eagerly sucked in as much as she could before blowing it back out. Batgirl opened her eyes and they appeared almost out of focus, like she was beginning to drift away.

The Countess walked in back of Batgirl, then took her right arm and held it out. She then placed her cigarette holder between Batgirl's fingers with the mouthpiece near her lips and commanded, "Smoke". Batgirl did as she was told, and began to inhale deeply from the holder, while the Countess unzipped Batgirl's costume and began fondling her breasts. Batgirl closed her eyes again, and when she opened them, they were totally glazed over.

Watching the two, Catwoman asked Poison Ivy, "What did you do to her?"

Poison Ivy replied, "After fully transforming Wonder Woman into the Countess, I turned her into a smoker and commanded that she would always smoke with her holder. Since I'm the only person who can naturally produce my new pheromone, I crystallized some and inserted it into that cigarette holder. Now, any smoke which goes through it takes on the power of the mind-control pheromone." Batgirl, smoking from the Countess' cigarette holder, began to moan as she was becoming aroused from the Countess' touch. "Of course, it takes a moment longer to take effect than the pheromones directly, and the Countess will have to get women to smoke from the holder to totally bring them under our power, but as you see, she can do that quite easily."

"Purrrfectly delightful", said Catwoman as she watched the two.

After putting her fingers up Batgirl's vagina and making her cum, the Countess called Catwoman and Poison Ivy over, and then the three evil women began the transformation of Batgirl.

The next night, Poison Ivy and Catwoman left their lair with two new accomplices. The Countess and Poison Ivy would lure Supergirl into a trap to bring her over, while Catwoman would make her way to the 'hideout' of Elektra-Woman and Dyna-Girl and transform them into willing allies. To aid Catwoman was her new slave/lesbian lover. Like Wonder Woman, Batgirl was gone forever. In her place was the villainess Vixen.

====

(II)

"This is just Elektra-terrific," muttered Dyna-Girl. The Elektra-computer had been driving her and Elektra-Woman nuts the past couple of days, it wouldn't work properly. Dyna-Girl thought that ordinarily the girls' lab tech, Frank, would be able to fix the problem in a jiffy, but Frank had left a few weeks ago for a better job…Bruce W-something Enterprises…and left them alone to deal with their technical difficulties.

Anyway, he wasn't there now, and it was up to her to fix it. Lori/Elektra Woman had left a little while ago to go down to the office and work on the magazine, and Judy/Dyna-Girl had promised her that she would get the Elektra-computer up and running by the time she got back. First, she had tried to trash and reload the system software (they had recently upgraded to Windows 98 and it was giving them no end of trouble), then she tried to clear the whole system and reload everything from backup files. Since neither of those two solutions had worked, Dyna-Girl figured that there must be a physical problem with the machine…

So here she was, two hours later, lying underneath the supercomputer mainframe with a few boards pulled out, trying to see what the problem was. And so far she hadn't gotten anywhere. I gotta get this thing working or Elektra-Woman is gonna kill me. Indeed, with the Elektra-computer down, the two heroines couldn't keep track of what happened in the city, and most of the automated systems in their hideout didn't work properly.

If only Dyna-Girl had been standing up at that moment instead of lying under the large computer mainframe, she might have noticed the figures slipping quickly through one of the secret outer entrances, and into the hideout. With the Elektra-computer out of commission, no alarms sounded at all.

"Hello, Dyna-Girl."

Dyna-Girl was startled by the voice, she had been so busy concentrating and trying to fix the computer, she hadn't heard Elektra-Woman come in. Quickly, Dyna-Girl patched up what she had pulled apart in the computer as she tried to come up with some excuse for why the machine wasn't fixed. "Elektra-Woman, I thought you had a lot of work to do on the magazine, I didn't expect you back so soon."

"Dyna-Girl, why don't you come out from underneath there."

Resigned to her fate, Dyna-Girl finished putting the case over the internal parts and crawled out from underneath the Elektra-computer…and stopped.

Standing above her prone body, Dyna-Girl saw a redheaded woman who looked nothing like Elektra-Woman. She wore bright red, knee-high stiletto boots, red vinyl shorts, and a black vinyl top with a red bat-like logo that stretched across her huge breasts. She had long, colored nails, and she wore a bright red shade of lipstick to match her outfit.

"Elektra-yikes," Dyna-Girl exclaimed as she jumped to her feet, "who are you?"

"I am Vixen…and I am here for you, Dyna-Girl."

Dyna-Girl struck a classic superhero posture. "What do you mean by that?"

Vixen was impressed by the size of Dyna-Girl's breasts as she stuck them out in her "hero" stance. "My, you do have big titties, my dear, don't you? I am here to relieve you of your life as you know it, and introduce you to a much more rewarding and enjoyable one."

Dyna-Girl didn't know what Vixen meant by that, but didn't like the sound of it anyway. She tried to throw a punch at Vixen, but the woman easily dodged and deflected the shots. Dyna-Girl, seeing that she was outmatched and beginning to show fear, tried to make a run for it. The young woman was very quick, getting away from Vixen and almost making it out for the room, when there was a loud CRACK and she crashed to the ground as a whip tied around her ankles.

"Now, we can't have you leaving already, my pretty," said Catwoman as she emerged from the shadows. She and Vixen approached the downed heroine. As the two women lifted Dyna-Girl to her feet, the fallen heroine knew she was in trouble. "Now," Catwoman asked, "where is your partner, Elektra-Woman?" Dyna-Girl tried to look strong in the face of her adversaries and said nothing. "Come now, my pretty, I'm going to find out eventually anyway." The evil feline ran her clawed finger along Dyna-Girl's inner thigh, then ventured up a little higher. "Tell Catwoman where Elektra-Woman is."

Dyna-Girl shuddered as, even though she despised the woman's touch, she could not ignore the wave of pleasure that rushed through her. For a moment she was lost in her inner desires and almost wanted Catwoman to touch her again, when the reality of her situation took hold of her and brought her back to reality. "Never," she shouted, "I'll never betray my friend to you!"

"Yes, you soon will. Vixen?" With that, Vixen, who had circled around in back of Dyna-Girl, wrapped her arms around the young woman and held her tight. Dyna-Girl's head and legs flailed as she tried to break free, but Vixen was too strong for her.

"Hold her steady," commanded Catwoman as she slipped her hand into her pocket and pulled out a small device. Vixen controlled Dyna-Girl's movements so that she could not even struggle. With that, Catwoman passionately kissed Dyna-Girl and snaked her tongue into the woman's mouth as she placed a small, quarter-sized disc-like device to her forehead. Once in place, the hypno-inhibitor disc went to work, draining from Dyna-Girl any will or ability to resist, and putting her in a deep trance.

Initially developed by the former Soviet Union, the hypno-inhibitor discs had been used during the Cold War to gain information. Members of the Soviet KGB would kidnap US government workers and turn them into spies. The workers would collect and deliver information to the KGB at the Russian consulate without even knowing what they were doing. The technology and the discs, however, had been stolen years ago by Catwoman. After Catwoman had discovered how the discs worked, she then modified them to further fit her desires. With her alterations, the discs were not only used to implant behavioral alterations, they could be used to completely alter the mind and personality. Each disc had a one-hour time limit, meaning that Catwoman had up to one hour to make changes in her subjects. Any commands given became fact and were accepted as the truth. She could even write over previous commands she gave with new information if an idea came to her during the transformation.

The only way to make the alterations permanent, however, was to make the individual give in to their sexual desires. The intense surge in energy during a climax would cement the new commands in the subject's mind and make the changes permanent. She had used them initially to create and maintain a small army of "kittens"--gorgeous women who were selected by her and transformed into becoming her allies and performing much of her thievery. A disc could only be used on any person once, but unfortunately, each disc could also only be used once, then it was burnt out and useless. For a long time she had wanted to change Batgirl this way, but the heroine's mask had covered her head and Catwoman never gotten the chance to remove it. But Dyna-Girl wore no mask or anything to protect her forehead, so Catwoman had decided to use the last of her treasures--she had just placed her last hypno-inhibitor on Dyna-Girl's forehead.

After a few moments, Catwoman broke her kiss from the young woman. At first, Dyna-Girl had resisted the villainess' intrusion, but as the hypno-inhibitor put her under, she quickly became less and less resistant, or even responsive. Like so many times before, Catwoman gazed for a second at her new "accomplice". Dyna-Girl's face was completely blank. The disc on her forehead began glowing a light green, and soon Dyna-Girl's eyes began glowing the same shade as well. Catwoman knew this to be the sign that she was ready and open to accept her commands.

"Dyna-Girl…"

"Yes," Dyna-Girl responded blankly

"Where is Elektra-Woman?"

"She is not here. She is down at the magazine, doing research on a story."

"When will she come back?"

"She told me she will not be back for at least several hours."

Catwoman laughed with glee at her good fortune. A few hours was all she needed to put her plans into effect here. "Dyna-Girl, who am I?"

"You are the evil villainess Catwoman."

"Yes I am, and I am your Mistress. Do you understand me, Dyna-Girl, from this time forward your life will be devoted to serving me and my allies. You are no longer the superheroine Dyna-Girl, you are the villainess Dynamo. You will do whatever I or Mistress Vixen tell you to do. Do you understand?"

"Yes, Mistress… I am Dynamo… I serve you and Mistress Vixen…"

"Yes you do. And you will now forever leave behind your alter ego of a superhero. You are now totally devoted to evil, and service. And you will serve me in any way I desire."

"Any way you desire…Mistress Catwoman…"

"Yes, and now I desire you to please me, Dynamo," Catwoman purred as she revealed her breast to her new ally. For a moment, Dynamo just stood there, unsure what to do. "I am a lesbian, Dynamo. I desire a woman's touch, it makes me feel so horny and sexy…and now you are too." And as she said it to Dynamo's entranced mind, so it became the truth. "You are a lesbian, desiring only to touch and be touched by female hands. Men mean nothing to you now, and now you will service me."

This time Dynamo, since she was now a lesbian, knew exactly what to do. She eagerly went over to Catwoman and began kissing and sucking her breasts as her hands danced all over Catwoman's body.

While Dynamo serviced her Mistress, Catwoman made a motion for Vixen to join them. While Dynamo sucked Catwoman's breasts, Vixen got underneath her and licked her clit. Catwoman was quickly brought to orgasm, then the three evil women shifted positions to pleasure Vixen, then Dynamo. As Dynamo reached climax, all hopes of ever retrieving Dyna-Girl were washed away. With her orgasm, her new, evil and sexy persona was totally ingrained in her mind and her old self wiped away. When Dynamo recovered from her thunderous climax, the hypno-inhibitor was removed from her head. Her eyes stopped glowing, but what was left was a sinister look. Catwoman made a quick phone call to her hideout to tell her kittens that everything was going as planned and to bring the supplies over, while Vixen turned on the Elektra-Computer and began preparing it for its new use.


Several hours later in the day, Lori finally returned to her home. It had been an exhausting day at work, and she only hoped that Dyna-Girl had been able to repair the Elektra-computer. "Judy? Are you up here?" Lori called out as she entered the house. All was quiet and she got no response. She must still be down in the hideout, still working. Lori went over to the secret panel in the wall and activated the switch to reveal the elevator which went down to their hideout. She stepped into the elevator, and as it dropped to the lower level she said, "Elektra-change!" Which automatically removed her daytime clothes and formed the Elektra-Woman outfit around her body.

When she got down to the hideout level, though, all was quiet and with the lights out she couldn't see a thing. "Dyna-Girl? Are you down here? Hello?"

Elektra-Woman took a few timid steps into the hideout, but almost instantly was assaulted. She felt a swift punch to her stomach, then a kick to her knee that sent her to the ground. Not expecting the attack, Elektra-Woman had had the wind knocked out of her and struggled for breath as she was dragged through the compound. "Dyna-Girl? What's going on? What is this?"

The heroine felt herself thrown into a chair and restrained before the lights came up. Elektra-Woman was now sitting in some kind of reclining chair that had clamps that held her arms, legs, and neck tight. But the most shocking revelation was the person standing in front of her. "Catwoman," Elektra-Woman screamed, "What is the meaning of this? Where is Dyna-Girl? How did you get in here?"

"Calm down, my dear, you're just going to wear yourself out," Catwoman slinked over to Elektra-Woman and came face-to-face with her, "and you'll want all of your strength for later tonight."

"Later tonight? What do you mean? WHERE IS DYNA GIRL!"

"Alas, my sweet, Dyna-Girl is no longer with us."

"You don't mean…you didn't…" Tears began to swell in Elektra-Woman's eyes.

"Now, now, no tears," Catwoman scolded, "Of course I didn't kill Dyna-Girl, that isn't my style. I just made a few alterations to her." With that, the woman that had been Dyna-Girl revealed herself. Elektra-Woman was shocked by what she saw. On her legs the woman now wore ankle-high leather boots and black fishnet stockings. She had on a leather black one-piece bodysuit which was cut at her waist to just barely cover down to her crotch and up to her breasts. On her lips she wore black lipstick, her eyes were shaded with deep-black eyeliner, and the rest of her face was done with makeup to make her look totally, but artificially, perfect. Gone were the childlike pigtails, as her hair was now slicked back to complete the look of a seductress. "Elektra-Woman, meet Dynamo."

"Catwoman, what is going on? Dyna-Girl, what did she do to you? Help me get out of this and we'll teach her a lesson."

Dynamo spoke in a deep, sultry voice that Elektra-Woman had never heard before from her, "It is you who will be taught a lesson tonight, my darling. May I, Mistress Catwoman?"

"Catwoman backed off from Elektra-Woman as she replied, "By all means, my dear, the honor is yours." She moved aside as Dynamo approached Elektra-Woman

"Mistress Catwoman? 'My darling'? Dyna-Girl, let me out of here now!"

Dynamo reclined the chair Elektra-Woman was sitting in so that she was staring upwards at a round screen which had many wires and cables stretching from it, back to the Elektra-computer. Catwoman spoke as the chair moved, "I'll let you in on a little secret, Elektra-Woman. That problem you were having with your computer? It was my fault. I sent a sort of virus to your computer, and it has been rewriting its own software for days, converting itself from your crimefighting computer into part of my conversion chamber."

Once the seat was fully back, Dynamo turned on the screen above Elektra-Woman and a rainbow of lights began to dance in front of Elektra-Woman's face. "You'll…you'll never get away with this."

"Oh but we already have," Catwoman replied, "and very soon my dear, you will be joining us." With that, Dynamo hit a few key commands on the Elektra-computer and a pair of multicolored beams shot out from a point above the screen and into Elektra-Woman's eyes. Elektra-Woman was almost instantly mesmerized by the beams, totally captivated by them and unable to look away. Dynamo leaned down to Elektra-Woman's ear and whispered, "Welcome to the family, my love."

Over the next two hours, Elektra-Woman sat as the screen in front of her reprogrammed her mind and personality into something Catwoman found more fitting. By the end, her new name was simply "Elektra". She was totally devoted to Catwoman's evil cause, and also totally devoted to Catwoman as well. Like all of the other converts, Elektra now only desired a woman's touch. Her longtime lover was Dynamo, but Catwoman was her Mistress and she would serve her at any time, in any way. Her whole life would now revolve around the feline villainess, and her treacherous cause. She dressed exactly like Dynamo now, and Catwoman arranged that the two would work together. They would go to clubs and bars every night, seducing young women and bringing them back to the conversion chamber where their desires could be permanently altered to serve their new Mistress.

======

(III)

Flying high above "The City," Supergirl was making her daily sweep to check on criminal activity. Crime had been relatively quiet lately, especially since the appearance of that big guy in the blue suit who jumped from building to building while his moth-suited sidekick flew alongside. What was his name? He had come on so recently, Supergirl couldn't remember what he went by. Point was, he did help out, but it came at a price. Every night, Supergirl could trace the path he had taken by seeing the damaged rooftops and cracked walkways. It was almost getting to the point where it would be the sole job of she and the other superheroes to clean up after this guy.

Ah, well, at least that was the easier job of the two. Supergirl would much rather perform cleanup duty and public relations than fight some new maniac with delusions of world conquest. The only thing nagging the back of her mind was the disappearance of Wonder Woman and Batgirl. Their last messages both said they were going after Catwoman, and neither had been heard from since. It was not all that unusual for a hero or heroine to go "undercover" for a while to bring a villain down, but their messages had said nothing of that.

So here she was, cruising the skies while using her x-ray vision to scan the area for her friends. Her effectiveness was severely hampered by the presence of lead in almost every building, but at least she was able to verify a few areas where the heroines were not.

A sudden ringing in her ear jolted Supergirl from her casual flying and made her pause in midair. "Supergirl," spoke a female voice. Kara was unsure where the words had been spoken from, but was definite that her name had been spoken. "With Superman gone from the city, there is only one creature with less than four legs that can hear this message, and that's you Supergirl." Ah, an ultra-high frequency message that only her ears could hear. "I have important news for you, Supergirl."

"Who are you? Where are you?" Supergirl said out loud, even though she knew the sender could not possibly hear her.

"I am a friend. I want to help you. I know what has happened to your friends, Batgirl and Wonder Woman."

"Where are you," Supergirl said again.

"Come to the nightclub 'Untamed Desires' tonight, Kara, and I will find you."

Supergirl did not recognize the mysterious voice, but was sure that if whoever it was knew her real name, then she must be a friend. After pausing for a moment longer, Supergirl flew off towards her apartment. It would be a little while before the local nightclubs opened for business, but she needed to take care of some business. After all, if it were a trap, she at least wanted to be able to blend into the crowd as Linda Danvers.


A short distance away, Poison Ivy and the Countess looked out the window of a hotel suite. They had set up the UHF transmitter in the room to send the message and had also lined the room with a thin layer of lead to prevent discovery. Both women were dressed in conservative attire to mask their identities and get into the room, and were both now glad to see that their efforts had paid off. Poison Ivy set down the microphone and smiled wickedly as she watched Supergirl fly off into the sunset.

"Soon, my dear," said Poison Ivy as she stuck her fingers down into the Countess' dress and into her thong, "Soon she will be one of us. Have you made the arrangements?"

The Countess rolled her eyes at Poison Ivy's touch and responded back. "Everything has been prepared. All of the equipment is in place, and the entire staff at the nightclub has been converted to our cause."

In a few hours, Supergirl would no longer be a threat.


Later on that night, Linda Danvers casually walked down the street to the nightclub she had been told to go to. She had not had any clothes that would have allowed her to fit in with the club crowd, so she had spent the last two hours doing some quick shopping at a local 'adult store.' The real trick had been getting clothes to help her fit the part but which she could also hide her superhero costume under. She now wore knee-high black vinyl boots, and a tight leather mini-skirt. Linda had not been able to find any top that would have fit her costume under it, so had had to settle for a jacket which covered her heroine outfit. In addition, to help her blend in she had frizzed up her hair slightly to make it 'bigger' than she normally kept it.

Walking to the club now, she thought there was no way anyone but a close friend would be able to recognize her. Having looked into the mirror before she left, she had barely been able to recognize herself. With her outfit and heavy eye makeup, she looked totally foreign to the Linda Danvers that everyone knew.

As she got into line, she noticed three pretty girls going in with their dates as a couple guys left the club. The bouncers at the front door were two big guys who looked tough enough, but Linda was sure she would have absolutely no problem with them if things went bad inside.

One of the bouncers held his hand up to his ear like he was listening to an earphone, then looked over at Linda. He approached her, "You Linda, Linda Danvers?"

Linda was amazed that anyone had been able to recognize her, especially in this light and with all the makeup she had on.

"Yes, that's me," she replied

"Go right on in, you're expected."

Instantly Supergirl's suspicions were raised. She was sure she didn't know the owner or manager of the club, but she figured they were the only two that could have been on the other end of that earphone. Cautiously, she entered the club.

Inside, she saw a large dance floor with guests moving to a heavy dance beat. In a few places there were raised platforms where paid dancers enticed the crowd to join in the action. One corner of the floor had a bar, and she saw the one-way glass from which the owner and management must watch the action. She tried using her x-ray vision to see into the room beyond, but could not. Damn, she thought, How is anyone going to find me in all this? At least I look the part. Indeed, as Linda walked down the steps to the dance floor, she did blend right in. Folks were dressed in all sorts of outlandish attire meant to show off their bodies, as they grooved to the beat.

Alcohol didn't affect her Kryptonian metabolism so Linda figured she would begin the evening at the bar. At least if she anchored herself to one spot, she would be easier to find by whomever was looking for her.

As she went across the floor, Linda could not help but move to the beat a little bit. A couple of times other patrons tried to bring her into their dance group, but she politely backed off. When Linda got to the bar, she ordered a Bloody Mary from the well-endowed woman bartender as she turned her back to watch the crowd. Unfortunately, when she turned around, she didn't see the woman drop some Kryptonite dust, along with other chemicals, into her drink.

Soon, Linda relaxed a little while she sipped her drink. As a matter of fact, she found herself relaxing a little too much. A few times she had to catch herself from swaying to the music too much and losing her train of thought. She began to wonder if maybe her body really might be affected by alcohol.

"Hello."

Linda was almost startled by the voice next to her. She turned to see a startlingly beautiful, tall brunette. She wore ankle-high white boots, tight red shorts and a red halter-top. "Umm...hello..." Linda managed to say back. She could not believe how pretty this woman was.

The brunette moved closed to Linda. "My name is Ursula. What's yours?"

"L-L-Linda," Supergirl said back. Her head was indeed spinning slightly, something she had never experienced before. Supergirl knew that something was wrong here, but couldn't figure out what.

Ursula looked at Linda's empty glass, then into her eyes. "Can I buy you a drink?"

Supergirl just stared back into her eyes. Ursula had wonderful, deep, hypnotic eyes. The back of her mind now knew something was really wrong here, but could not command her body to do anything about it. "Yesss...Bloooody...Maaary..." she droned back.

Ursula reached over, the new drink having already been prepared for her prey, never breaking eye contact with the young woman she had before her. She brought the glass up to Supergirl's lips and suggested, "Drink up, my sweet." Slowly, hypnotically, Linda took the glass and began drinking it down, but never breaking contact with those lovely eyes.

When Linda finished the drink, Ursula said, "There, that was good, wasn't it? Wouldn't you like to dance?" Supergirl just stared into Ursula's eyes as she was led into the middle of the dance floor. When they got there, the music had changed to a slow, rhythmic, erotic beat. Ursula began the dance by moving up close to Linda, swaying her hips back and forth and she rubbed her breasts against Linda's jacket, then reaching down and running her fingers up her legs. It wasn't long before Supergirl was totally entranced by Ursula, and moved her body in sync with the music, running her hands through the woman's thick hair and down her back.

For ten minutes Linda Danvers danced, spellbound with Ursula. If she had looked up, she would have seen Poison Ivy at the top dance tower, spreading her pheromones through the crowd. If she had paid attention, she would have noticed that the lights put on an entrancing show. If she had listened carefully, she would have heard the hypnotic message running through the music. And if she had looked around, she would have noticed that all the men had left the club. But Supergirl was blind to all of these things, her full attention now on her dance partner.

When the music ended, Supergirl's arms were wrapped around her dance partner and their faces were only inches apart. "Ladies," a voice said above her head. Ursula looked up at the voice, and Supergirl's eyes also drifted upwards toward the sound. She saw the villainess Poison Ivy standing atop a dance platform. "Enjoy yourselves."

With those words, all of the women in the club began to rub up against each other, exploring each other's bodies with their fingers and tongues. Ursula leaned in and kissed Supergirl on the lips. Supergirl returned the kiss, and for a moment their tongues moved around each other, until Ursula attempted to undo her jacket.

Although the heroine's resistance had been reduced by the drink and her mind hypnotized by the lights, she still had a deep-rooted desire to conceal her secret identity. She couldn't quite remember why it mattered, but Kara knew that if she took her jacket off, she would reveal her true identity.

"Come, my dear, let's take that jacket off," said Ursula. The way she said it made Supergirl want to comply, but she knew there was a reason why she couldn't.

"N-N-No... C-C-C-Can't..."

The orgy of lovemaking between the women in the club continued, but everyone seemed to back away from Ursula and Linda. "Why can't you," asked Ursula as she backed away from Kara. "Don't you want to?"

It was true, Supergirl did want to. She wanted to very much. Supergirl just stood there in the middle of the floor as her mind wrestled with the wonderful sensations assaulting it. She had to keep her jacket on, but she also wanted to please Ursula. She wanted to please her in any way she asked.

A few feet from the heroine, Ursula grinned evilly as everything was coming together. She began twirling in place and in a moment there was a flash of light. "Ursula" was gone, replaced by The Countess. She stared deeply into Supergirl's eyes as she again approached the young woman. "Why don't you take your jacket off. Reveal yourself to 'The Countess'." Supergirl's will was almost completely robbed from her as she stared into the Countess' orbs. The Countess took a deep puff from her cigarette holder and blew smoke into Kara's face as she repeated, "Reveal yourself."

Smelling the intoxicating smoke, Supergirl took one deep breath and things seemed to become clearer again. Yes, she needed to reveal herself to the Countess, and do anything else she desired. Kara unzipped and removed her jacket, showing off her superheroine identity. The Countess continued, "Now the rest of your disguise." Supergirl was only too willing to take off all of her disguise clothing, and in a moment the heroine stood as her normal self in front of the villainess. Her erect nipples were clearly visible through the fabric of her outfit.

"Now then, my dear," the Countess said as she offered her holder to the Kryptonian, "Would you smoke from this please." Supergirl accepted, and within a few puffs, was an expert smoker. When she gave the cigarette holder back to the Countess, her eyes were glazed over almost clear white. Her mind was totally open to all the Countess had to say. "Now that your secret identity has been revealed, I don't suppose you can be Supergirl anymore, can you?" The Countess continued to blow smoke at Supergirl, removing all hopes of resistance.

Of course she couldn't, her enslaved mind thought, she could not be Supergirl now.

"Wouldn't you like to join us, Supergirl? Yes, I think you would like to join us. You want to join us. You will join us and become an evil villainess." As soon as the words came out of the Countess' mouth, they seemed like the best idea on the world to Supergirl. "Doesn't that sound nice, Sexygirl?"

"Wonderful..." she said back with an evil smile forming on her lips.

"You are now the villainness named Sexygirl. You are a member of our evil cult, and will forever remain committed to our cause. Do you understand, Sexygirl?"

The new villainess eagerly took in all the Countess told her. "Yes, I understand."

The Countess began massaging one of Sexygirl's breasts as the two women locked in a passionate kiss.

Before the end of the night, Supergirl's transformation into Sexygirl was complete, as the Countess and Poison Ivy introduced her to the joys of girl/girl sex. Sexygirl would relish her new role as a sexy villainess who used her new powers to seduce and alter women to join her cause.

End of Part 03

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I am not really a reader of comic books and don't know much about either Marvel or DC heroines, so thus far I have only used the few universally known ones. If any of you want this storyline to continue much further, email me with a list of a few heroines/villainesses I could use. I need more that just a name, I need a little background on the character you suggest, including powers, abilities, weaknesses, etc.