Parallel Worlds - Part 3

Author: Lady Tania
Time to Read:44min
Added Date:3/14/2025
770 0
Tags: n/cUltra Woman

Leaping from roof to roof for about fifteen blocks, the two Amazons made good time. The small rod pointed almost directly south, but as they reached the residential area and had to go to street level, Ultra Girl realized that the goal they were seeking was moving. The rod told her that the next villain was moving towards the east, towards the ocean.

"The next villain seems to be headed toward the waterfront," Julia commented when the wand's tug changed direction. "If this person can't fly, we might be able to corner them against the ocean and subdue them."

"Don't get overconfident," Rei replied. "Anticipating the worst and hoping for the best is a better way. Besides, I wouldn't be surprised if he can fly!"

Rei allowed Julia to take the lead as she had the rod that pointed in the direction of the new fight. However she stayed close behind.

Moving through the inner city, they soon reached Reichsborough. Through old turn of the century neighborhoods, the two uniformed women could hear the smart remarks from goodfellas as they ran by, going at speeds that allowed them both to pass by the traffic of the night. Bass stereos in cars thumped as the two heroines were lead more towards the coast by the wand. Their quarry was definitely on the move.

Ultra Woman paid no attention to the smart-assed remarks by those people. She had gotten used to them after all the time she had been here. Also, by herself she had taken out a whole street gang in hand to hand combat.

Ultra Girl likewise ignored the comments of the bystander as they rushed by. She was intent on following the magic wand's pull toward the next otherworldly villain.

The intensity of the rod's pull never changed, but it was always noticeable. Julia could feel the tug of it in her hand, leading her ever more east and south. Suddenly, the wand completely jerked in a different direction, one towards the east, immediately towards the ocean rippling off in the distance. The rod pulled back to the previous target, gyrated between the two, then came to rest on the new target off directly to the east. The coast was only about eight blocks away as they both knew...

"I think we have a problem, Rei...." Julia said as the wand's pull bounced back and forth between the two directions. "One source is between us and the water. The other is south and east of here."

As she watched the rod jerking back and forth, Rei realized what was going on. "Oh great..." she said to Julia. "There's two of them and in separate areas no less!"

"The wand doesn't indicate which one is closer," Ultra Girl said as she changed direction toward the ocean, "but the villain to the east can't be more than a few blocks away." With that, Julia began sprinting toward the nearby waterfront.

Rei turned as was just about to take a step, when.... "What on earth?"

As Ultra Girl took off directly east, her blue skirt swirling around her hips, the sound of an explosion reached the ears of Ultra Woman. Not more than a quarter mile away a funnel of grayish smoke wafted upwards into the sky. From this distance she could see no flames, only this dark cloud billowing into the heavens.

And the smoke wasn't coming from the direction Ultra Girl was going either. It was in the direction the other villain should be in. "Oh great..." Rei muttered. Julia was too far away to yell to and no way could Rei not go to the other target. Something was happening there and she was duty bound to try and stop it. "I should have stayed in bed..." she muttered again as she took off towards the smoke.

Ultra Woman didn't travel far, only about five blocks south and a couple east before she saw the commotion. An overturned police car burned brightly, as burning gas spilled across the street. Another car was rammed into a building and burning into the brick structure. Farther down the street, to the east, yet another car was upturned and lying on its side.

"I would say I was in the right area...." Rei thought as she slowed down from her run. She didn't wish to blindly run into whoever was causing this destruction. "By the looks of things, its as strong as the brute that helped destroy the museum. Best be careful! I don't want to get raped twice in one night!"

As Ultra Woman made her way past the first of the burning hulks, another explosion lit up the night sky farther down the street. Breaking into a run, the Amazon went two more blocks past people huddled inside their homes and past dented vehicles and a mangled bike. Down the middle of the street a trail of large footprints were stomped into the asphalt and concrete, making small, deep crates. After cresting a small rise in the lay of the land, with the ocean sounds in the background mostly drowned by the crackling of the burning diesel truck, Rei finally found the source of the damage.

"My gods..." she whispered as she saw what was making all the damage. This one was even more impressive then that other two. Which caused Rei a momentary sense of fear. She quickly shook it off and slowly began to approach him. Suddenly, she realized that she had the item that would send this creature back. Julia didn't. "I can only hope she can hold him until I can get there."

A huge hulking brute, with long shaggy red hair, was systematically stomping his way down the street, bashing every single thing that was getting in his way. He wore a red and black striped outfit with a midnight blue cape. The end of the cape was burning, but the man was either oblivious or unworried. As Ultra Woman approached him, he seemed to notice, and slowly turned around.

"In the words of Doctor Sam Beckett," she thought as she took in the villain. "Oh boy..." The sight of him froze her to the spot she was standing in.

On the man's chest was an inverted pentagram, with a silver medallion holding the cape around his neck, also in a pentagram symbol. His eyes glowed a malignant charcoal. As Ultra Woman got within a hundred feet of him, he grinned, showing a set of pointed teeth. "About goddamn time!" he roared, his voice shattering the windows from a car next to him. "I must feed!!!"

He eyes widened a bit as she saw his power. "This is not good..." she muttered. "I don't think I want to know what he feeds upon..."

Picking up the Pacer next to him with both hands and a slight grunt, he power lifted it over his head until he got a good grip on the undercarriage. "I don't know who you are, but you'll be a tasty morsel!" he yelled as he hurled the vehicle at the amazed Amazon.

"Whoa..." Rei exclaimed as she dove out of the way. She didn't try to catch the car since simple physics said that the she would have been dragged along with it along its path of flight. All she could do was hope it didn't hit anybody.

The car bounced down the street, now emptied of every person in the neighborhood, leaving Ultra Woman alone to face the brute. The Pacer slid along the street in a shower of sparks until coming to rest against a pickup truck.

As she rolled and sprang to her feet, a simple plan came to mind. "I bet he's built like a tank so a straight fight wouldn't work," Rei thought. "Got to get my lasso around him like the other one..." Seeing a loosened manhole cover, Rei stepped on a corner of it and caught it as it flew up in the air. "Catch!" She threw it like a frisbee towards the villain. A frisbee going as fast a bullet....

The manhole cover curved slightly, as the heroine planned, just like a frisbee. The man in the darkened red and blue outfit caught the cover, easily plucking it out of the air. He grinned a sawtooth leer at Ultra Woman, then calmly took a bite out of the manhole cover. Steel squealed as he ripped a chunk out of it, and neatly spit is aside.

Rei stared at that sight as her jaw dropped slightly. Before this she would have said catching the cover in midair was impossible. What it told her was that the previous villains were probably easy compared to this one! "Okay...." she said. "Time for plan B whatever that is..."

Tossing the cover into the side of a brick building with a flick of his wrist, the man with the smoking eyes glared at Ultra Woman, and a single beam of blackened energy shot directly at the heroine.

With lightning fast speed, Rei got her braceleted wrists up just in time to catch the beam with them. She felt an incredible heat as the bracelets deflected the beam towards an already wrecked car nearby. A smoke cloud billowing up from it as the metal melted.

As the smoke cleared from the deflected beam, Ultra Woman saw this slavering hulk charge at her, his feet off the ground as he flew directly at her chest, his grasping hands outstretched for her throat...

Rei pulled her lasso off her golden belt, the disk she had been given stuck in the belt against her back, and held the glowing length in her hands. Trying to hide it as best she could. Intending to dive out of the way and throw the rope around this villain as he roared past.

The slavering, sharp toothed monster, his burning cape trailing behind him, arched into the air and came hurtling down at the Asian Amazon. His fingers bent and straightened in anticipation of throttling the beautiful young heroine. "Feeeeeeeedddddd!!!"

As he hurtled toward her, a sudden thought occurred to her. "If I lasso him and he doesn't stop, won't physics take over again?"

At the last moment, the quicker Ultra Woman stepped out of the way, and presented her lasso to him with all the skill of a matador. Into the open loop he blasted, and on past the heroine. His burning cape whipping behind him, the man tugged at the lasso, then in a moment, turned and plowed directly into the building next to him.

Instinctively, Rei held on to the lasso with all her might as it tightened around the villain. Suddenly she was jerked off her feet and into the air along with him. "STOPPPPPPPP!!" she screamed as she followed him in the hole he had created in the building.

Unable to hear the shouted commands as he plowed through the brick wall, the man turned abruptly and headed back out through a different spot.

Ultra Woman, trailing through the air behind him, her grip tight on her magic lasso, was whipped wildly about. Her turn was far wider, and the heroine slammed through an inner wall of wood and plaster, then blasted back out the building through a hole of her own. The heroine exploded back into the open air as she smashed through the stout brick wall, sending bricks and debris flying across the street.

If it hadn't been for Rei being an Amazon, the impact would have certainly broken every bone in her body. Even so, it did stun her greatly and caused her to see a galaxy of stars. It was all she could to just hang on to the lasso.

As her vision cleared after the dust and debris faded, she found herself flying through the air from the momentum of the man's pull. Looking up, she saw him standing there, his fist coming forward to meet Ultra Woman in its crushing embrace...

As Rei saw the fist coming towards her and her going towards it, her still stunned mind couldn't think of a way to avoid it. Not in the milliseconds that remained before impact. "I should have stayed home in bed...." she thought.

His fist struck the hurtling heroine directly in the center of her forehead, snapping her head back violently and twisting her tiara halfway around. The nigh invulnerable metal of the tiara may have been the only thing that saved Ultra Woman's life as she was instantly driven unconscious from a concussion so powerful that a small boom echoed in the distance.

"Uhhhhhhhhhhhh!!" was the only sound she made as the dark blanket of unconsciousness covered her. Her body thrown high up into the air from the incredible force of the punch.

Flipping end over end, her boots flailing with her hair as she tumbled like a feminine baton through the night air, Ultra Woman plummeted towards the ground below. Yanking the lasso from around his chest and tossing it angrily away, the mysterious man flew downwards after her. Grabbing Ultra Woman by her silken hair, he stopped her death spiral twenty feet from the street.

All Rei did was moan a bit in her unconscious state. The punch had taken a lot out of her!

"Must feed soon, that took up much energy," the man said to himself. With her lasso on the street below, Ultra Woman was hauled into the air by her dark locks of hair. Towards the ocean the two went, captor and captive, the heroine trailing behind him, spinning around by her hair, deeply unconscious.

Flying over the beach (unbeknownst to them, Ultra Girl lay in the building below), the sea mist made Ultra Woman's skin chill and damp enough to slowly waken her from the concussion that had knocked her out. She was hanging by her hair, which was in the tight grip of her conqueror. Her head spun and ached from the incredible blow she had sustained, but her Amazon constitution and the tiara that lay on the side of her head had saved her from any permanent damage. Her limbs still refused to do much, but she knew they would recover too, given enough time...

"Oh my head...." she thought, wincing at the explosions of pain within her skull. "I don't want to do that again..." As her eyes fluttered open, she thought. "Where am I..."

From thirty feet up, the man tossed Ultra Woman down onto the sandy beach, obviously still thinking she was unconscious.

"Oh godss....." she moaned as fell towards a sand dune. Her whole body felt like rubber and she couldn't control her limbs. That told her she was going to hit hard. All Rei could do was close her eyes to sight of the ground rushing up and prepare for landing....

Ultra Woman hit the ground with enough force to drive the wind from her already stunned body and send a small cloud of sand scattering away. Stars spun around in her vision as the partial moon overhead was but a crescent blur.

"Uhhhhhhhhhh....." she moaned again as she landed. Fortunately the sand was soft and didn't injure her more then just driving the air from her lungs. Rei closed her eyes as she tried to recover from the physical blows she had endured in the past few minutes.

Master Amerika followed her down much more slowly, his feet coming to rest on either side of her waist. He continued down to sit across her midsection, pinning the Amazon down to the sand. He grinned at the way she gasped to breath after the fall, and the way her breasts pressed against the upper lip of her bustier. His hands came down to cup those soft mounds of flesh, as his pointed teeth glistened while his smile grew on his face. "Yesss..feeeeeeeddddddddd..."

Rei could feel his heavy weight on top of her, forcing her deeper into the sand. When she felt his hands cupping her breasts and squeezing them, she knew what this villain fed upon. She knew she had to get the disk that was tucked in the back of her belt. Immediately, Rei moved her right arm to try and get that disk.

Finding herself pinned onto the beach inside the small crater her impact had formed gave Ultra Woman little chance to get the disc, especially when...

With a single tug, Ultra Woman's bustier was jerked down, freeing her breasts from their constricting environment. His cock, pressed against her belly, twitched at the sight of the two mounds vibrating and bouncing on her chest. Gnashing his teeth together, he slapped her left tit, hard, thrilled as it jiggled on her chest.

With a gasp, Rei's eyes flew open as he abused her sensitive breasts. With a buck of her hips, she attempted to throw him off her body. At the same time, with all her strength behind it her left fist punched him in his cock.

Looking down at the way Rei's breasts jiggled on her body from his slaps, Master Amerika was in no position to defend himself. As Ultra Woman bucked he was lifted a few inches off her body, enough to give her a clean view of the bulge straining in his tight pants. With a single quick strike, her knuckles made powerful contact with the villain's veined cock, driving it into his groin with a faint crunch.

"YEEAAAARGGHHHH!!!" the villain screamed in pain. His smoking charcoal eyes exploded with energy, which fired out at the thing at which they had been aimed, namely Ultra Woman's wonderful breasts. Twin beams of dark energy detonated from his eyes, directly at her bare breasts and part of her bustier.

Luckily for Rei, the fist that had made contact with the villain's cock was knocked backwards when he began screaming. The bracelet on that wrist was able to deflect most of the beams away. The heat however did sear her bare skin causing the heroine to join the villain in a scream of pain. "OOWWOOOOOWWWWWWW!!!!"

"YEEANNNGGHHHH!!!!" Master Amerika howled as he quickly leaped off the heroine, his hands flying to cover his bruised organ. Thrashing like a wild animal, he flailed around on the sand, spinning, rolling, wailing in pain.

Rei laid in the sand moaning and panting as the burning sensation lingered on her chest. It was all she could do not to join her attacker in his thrashings. Eventually, her Amazon constitution started to heal the singed areas.

"YEEAANGGHH!! ARRRGHHHH!!" he continued to howl like a beast as he rocketed into the water. Plunging under the lapping waves that gently caressed the sandy beach, Master Amerika disappeared from view.

"Ah hades...." Rei moaned as she rubbed her hand on her forehead, straightening her tiara at the same time. "Now I have to go find him...." She slowly sat up and shook the sand out of her long hair. When she did that, the world spun a bit. "He's got some punch," she sighed, holding her head. "But he's not invulnerable I found out. Best to be careful as he will be quite upset once the pain fades I suspect."

Rei carefully touched her breasts and found the pain had faded to that of a mild sunburn. Gently she pulled the bustier back up over her plump but firm breasts, gasping slightly when the material rubbed the healing skin.

"Now where is that lasso...."

++++++++++++++++++++++++++++++++++++

Ultra Girl slowed down slightly when she approached the Megapolis waterfront. She paid close attention to the pull of the magic wand to see if it's target had changed direction. As she neared the water's edge, Julia looked and listened for any signs that a superpowered menace was present. Something subtle, like a building being thrown through the air or mass of screaming people...

The wand lead Ultra Girl past the ocean front homes, all built around the turn of the century during the days of Reichsborough's growth and the influx of Europeans. All now were past their prime, each in a condition that depended on the individual owner. The silver wand pulled Ultra Girl between two, one aged and showing it, the other recently updated and looking well.

"That's strange," Julia said when the wand pointed to one home and then the next. "It's almost as if the source keeps moving back and forth between these two houses. What do you think Rei?" she asked as she turned around.

"Uh, Rei...?" she asked more loudly when her Asian sister was nowhere to be seen. "Where has she gone off to?" Julia wondered outloud while looking around for her missing roommate. As she scanned the horizon she saw a pillar of smoke farther south of her location.

"Rei must have gone to check that out. I hope she doesn't run into too much trouble," Julia thought. The pull on the wand was strong, very strong. As she came around the corner of the two homes and her red patent leather boots touched the sand of the beach, the wand pulled her towards the renovated home...then died. The pull was gone.

"What the--?" Ultra Girl said in surprise when the wand's tug stopped. "Did the target disappear somehow?"

A moment later, a middle aged woman, wearing a white terricloth robe, walked onto the patio of the nicer of the two homes. "Hello! Young lady! Don't you know it's late? What are you doing here on the beach at this time of night?"

"Uh..Hello, ma'am. I'm Ultra Girl, and I'm looking for a....criminal disturbance in this area," Julia replied, thinking quickly of a way to describe the supervillain who had to have been nearby. "Have you seen anything or anyone unusual near here in the last few minutes?"

The woman shook her head, her short blonde hair swishing over the top of her forehead. "I heard a commotion inside my house, so I ran out here. I'm afraid there may be someone in my house," she said as she went halfway down the four steps that went from the deck to the beach. "I didn't hear anything out here though, but now I'm afraid to go back inside. I don't know how someone got in the house though I always keep all the doors locked tight."

"If you heard noises in your home, ma'am, the person I'm looking for may be inside." Julia pointed Argent's wand at the woman's home and the home the next door to see if its magic pull had reappeared.

The wand was still dead, as lifeless as any other piece of metal Ultra Girl might have held.

She stepped out onto the sandy beach. She put her hands inside the pockets of the thick robe and pulled it close to her as the sea breeze wafted over the two women. "Who are you again, dear? Ultra Girl? Well, young lady, I know you must be terribly busy, but will you look around my house? I'm so fearful someone is inside and heaven knows what may happen to me if I go back in alone." She looked beseechingly at Julia. "Please, dear?"

"Of course I can," Ultra Girl replied. "Can you go to one of your neighbor's houses where you'll be safe? You should also call the police once you get there."

She looked at the next door house, then at her own again. "My husband is in there still, he was upstairs and I was sleeping on the couch. Brad may be in danger." She glanced at the house again, hesitantly. "Well, if you think so...the cops...okay..."

"I'll make sure your husband is ok, but please go next door where you can call the authorities," Ultra Girl replied reassuringly. She tucked the magic wand into her belt and approached the beachfront home.

Once the older woman had left, Julia walked cautiously through the patio door she had left open. She peered around the room, alert for danger....

As Ultra Girl took a few tentative steps inside, she noticed the woman hadn't left, but was on the edge of the porch, nervously watching. She hugged her robe closer and worriedly stepped closer to the door. "Please..I have to know about my husband. If anything happens, I'll run, don't worry," she whispered to Julia. She was obviously intent on staying nearby, Ultra Girl could see that.

"All right, but please be VERY quiet," Julia insisted. She then turned her attention to the dark interior of the woman's home.

The kitchen, lit only by the waning moonlight, was dark and tidy. No sign of intruders or anything out of the ordinary. As Ultra Girl cautiously circled the refrigerator to look down the hallway perpendicular, the woman advanced to the door, her face etched with concern.

Julia rolled her eyes and tried to hide her annoyance at having the older woman follow her. She now had to keep her out of danger as well as subdue the potential intruder. "I wonder if Cap has days like this...." she mused.

Turning the corner and peeking down the dark corridor, Ultra Girl saw a form lying limp in the middle of the hallway about fifteen feet away. Warily the young Amazon moved closer. It was hard to make out the prone figure, but as she moved closer, watching the adjacent doors for the intruder, she could finally make out the form.

It was a woman. She was in her mid twenties from her appearance. The cause of death was easy to determine from the angle of her head; her neck had been violently snapped. Wheels turned inside Ultra Girl's mind.

"Something's very wrong here...," Julia puzzled. "If this woman's husband is upstairs, why didn't she warn him when she ran outside? And she never mentioned this other woman..." As realization set in, she turned to rush back and question the blonde woman's story.

As she turned around to confront the woman, Ultra Girl found herself, in that moment, eye to eye with the woman. Her visage of concern was gone, replaced by a cold, heartless sneer. Her hand held a canister. Ultra Girl had only a split second before the mist sprayed forth from the canister, directly in the young heroine's face.

"Ahhhh...!" Julia gasped when the fine mist caught her by surprise. Ultra Girl tried to hold her breath but she inhaled a lungful of the spray before she realized her peril. Julia threw her arms forward at the same instant the mist hit her and sent the older woman flying to the far side of the room. The shove also pushed Julia off-balance and forced her to try to regain her footing.

The room began to spin as the tainted mist began soaking away Julia's consciousness. She caught a wall with her hand but was still barely able to stay on her feet. The feisty Amazon wobbled slowly while fighting the heavy cloud which threatened to blot out her awareness.

With her robe thrown open, revealing the wiry, muscular body beneath it, the woman pulled herself from the crater she had made inside the plaster wall. She was wearing only a wide, black leather belt spotted with small compartments and pouches. She picked up the canister and put it back in its place. She shook off the plaster from her hair and shoulders while watching Ultra Girl struggle to remain conscious.

"Fucking little cunt, bruising me up, you'll pay for this one," she growled under her breath as she walked up to the Amazon. Putting one hand to Ultra Girl's shoulder, she shoved the heroine to the floor. "Oh yes, you'll pay. I don't know who you are, or where I'm at, but you're going to help me figure all this out."

The growling villainess easily forced Julia, still fighting the drugged mist, down to the floor. UItra Girl landed heavily and, slowly, tried to push herself back up. "Got...to...get...up...!" she thought as she struggled against the drug's effect.

She raised a foot and kicked Ultra Girl flat to the floor. With a foot in the fading heroine's back, she snatched the lasso from her hip. "This glow looks familiar, just like you do, cunt. Let's see if it works the same."

"Uhhnn...wh-who...are...you...?" Julia gasped at her unknown assailant.

The woman slipped the lasso around Ultra Girl's head, and tightened it around the nearly comatose heroine's neck, trapping her wavy locks under it as well. "Now, give me your name, oh, and just to see if this works as I suspect, cup your tit there while you're at it," she said, with a faint smirk of evil.

"Aghhk...!" Ultra Girl cried out when her Lasso tightened around her throat. She tried to pull it loose when her attacker stated her question.

"Put your damned hands down, cunt. Don't try that again, you just lay there and do what I say."

Julia's stopped prying at her lasso as her captor had ordered. She reluctantly placed both her hands on the floor, with any plans of escape stifled by the magic rope around her.

"I...I...," Julia stammered while she tried to fight the golden rope's magic. She could hold out only for a second, though, when the lasso overpowered her will. "I...am....Ultra Girl. My name....is....Julia," she finally confessed when compelled by the rope's power.

The woman raised a blonde eyebrow. "Ultra GIRL?" she repeated with some surprise. After a few moments of thought, she nodded to herself. "I see, let me guess, you have, let's see, a mother somewhere, called Ultra Woman?"

Julia tried to defy the blonde woman again but the lasso around her neck overcame her resistance. She shook slightly as she strained against the golden rope's power. "Y-yes....she...w-was...called...Ultra Woman." Through fierce concentration, she was able to hold back the fact that Tania was now called Lady Liberty.

Ultra Girl fought even harder against the woman's second command but was likewise unable to resist. Tentatively, she inched her left hand toward her breast, then cupped it as she was ordered to.

A dark smile etched this woman's now harsh face. "Good, this thing does work like that stupid thing Tanis always flashes at me. Asshole, even if he is a great fuck."

She dug into her belt and pulled out a duplicate canister, and stepped over to Ultra Girl. "Don't try anything, don't do anything I don't tell you to do. For now, breath in deep, Julia." Putting the nozzle of the canister in the young heroine's face, she filled it with a fine mist.

"What...are...you...d-doing...?!" Ultra asked weakly when she saw the canister in Lady Libertine's hand.

In moments after inhaling the mist, the dead weight in her limbs faded. Ultra Girl felt almost as good as new. "Now, stand up, we've got some things to talk about. Follow me."

Julia stood as commanded. Her first impulse was to slam her fist into the blonde woman's face, but she was held in check by her magic lasso.

Leading the magically docile heroine into the house, stepping over the dead body in the hall, the woman asked Julia, "Is there any way to take your powers away? That might be appropriate, in case I meet another one of you...yes, what do you call your race here?"

"We are called...Amazons," Ultra Girl replied. "Our powers can...be removed...by...by..."

Julia's face furrowed with determined concentration as she fought against the interrogation. "C-can't...tell...her...our...weak-ness...!" she thought desperately. A bead of sweat appeared at her temple and trickled downward. The drop slowly came to rest on a reddish forelock that framed Julia's face. Her cheeks began to redden under the strain of her resistance.

Finally, she could hold out no longer. The magic of her golden rope was too strong to fight for long. "The...the...C-curse!" Julia gasped, her will to resist weakened by her mental struggles. "It...is triggered by...s-sexual...stimulation and...and...c-climax...!" she stammered. Ultra Girl rasped for air, drained by her attempts to protect her people's secret.

For the first time, the stern woman actually chuckled, even if the mirth was as malignant a sound as the innocent young Amazon had ever heard come from a woman. "When you cum, you lose your powers? Don't lie, cunt. All I have to do is frig your clit and let you cum, and you're powerless?"

"Y-y...no," Ultra Girl answered, her attempt to deceive her captor foiled by the power of her golden lasso. "If I experience...intercourse...with a man...or a foreign object...my powers will weaken from the sexual stimulation. Orgasming this way...removes my powers..."

Up the stairs Captain Libertine lead the leashed Ultra Girl, and brought her into the first bedroom. "Lie down there, put your wrists and legs out towards the corners," she said, nodding at the four poster bed. "An interrogation is in order. I need information to survive, and now that I know how to take your powers away, I'll need to experiment on the best way. Besides, I haven't gotten a good fucking from Tanis in days..."

Ultra Girl moved slowly, rigidly onto the bed as her blonde captor had ordered. Still fighting against her commands, she spread her limbs outward shakily as if being forced by an invisible hand.

"Now lay there, don't fucking move, got it?"

"Yes, I will...not...move," Julia replied in compliance. "I've got to find some way to get my Lasso off or knock it out of her hand," she thought as she searched for a way to turn the tables on her captor.

Taking a small spool from her belt, Captain Libertine pulled out a small amount of a metallic cable, ran it through the tiny space between Julia's bracelet and her wrist, tied it off, then tied the other end to the bedpost. Next she moved to Ultra Girl's red low-quarter boot. Wrapping a quick knot around her ankle, the villainess tied the cable to the bedpost at the end of the bed. She circled the bed and gave Ultra Girl's other foot and wrist the same treatment.

Julia looked at the cables binding her limbs and knew she could snap them instantly if not restrained by the golden coil around her neck.

Captain Libertine stood back and admired her handiwork with a stern expression on her face. "I need to know about this world I'm in now. Understand me?"

"Y-Yes. I understand...and will...answer your questions," Ultra Girl replied.

The short haired blonde woman climbed onto the bed, still wearing only her utility belt, the end of the lasso in her grip. "Information is the difference between life and death. You didn't know who I was, and here you are. I knew what this thing," she said, holding up the glowing magical rope, "could do, from past experience trapped in one like it."

She put a leg across Ultra Girl's breasts, and sat down on those two soft pillows, her bush not a foot from Ultra Girl's face as the woman's sex almost dripped down into the crack formed by the trapped heroine's breasts being pressed together. Captain Libertine was obviously getting aroused by dominating the young Amazon.

Julia felt a faint twinge of excitement when the blonde villainess lowered herself onto her buxom. She gritted her teeth slightly and tried not to think about the sensations beginning to form in her nipples.

"First question, who knows you are here?"

"Ultra Woman...knows I went in this direction. No one else...knows I am here," Julia replied stoically, trying not to volunteer any information that she wasn't specifically asked for.

"How soon will it be before your mother comes looking for you?" Captain Libertine asked, assuming that Ultra Woman and Julia's mother were one and the same.

"My mother...will not be looking for me for quite some time," Ultra Girl replied. Since she was not asked directly if Tania was still Ultra Woman, Julia was able to maintain this deception.

She put her hand to Julia's head, and slid the tiara from Ultra Girl's forehead. Shaking it free from the wavy curls of Ultra Girl's soft hair, she tossed it aside onto the floor. "You're a beautiful girl, Julia. I always wanted to fuck the brains out of Julius, but goddamn Tanis wouldn't let me. You're the next best thing."

Ultra Girl's breath caught in her throat when she heard the blonde woman's intentions. Even though Julia had the strength to break free in a second, she knew she couldn't attempt to do so while in her golden rope's power.

The evil woman leaned upwards, presenting her vagina to Ultra Girl. "One lick, then the next question."

Julia tried to block out the arousing scents emanating from the womanhood before her. Slowly, still trying to resist her captor's command, she tilted her head forward and licked the moistened lips of the blonde villainness.

"Mmm.." Libertine moaned, only barely audible to the heroine beneath her. Using her steely self-control, the blonde sat back down on Ultra Girl's breasts. "Now, second question, who told you I was here, and how did you find me?"

"A wizard called Argent told us you were here. He gave me a magic wand which is sensitive to the energy field which allows your people to remain here in my world. The wand directs it's user to the closest person from your world."

"Argent?" she growled. "I should have killed that bastard instead of raping his ass. Son of a bitch, I'll kill him next time. Where's he at now?"

"He...is in hiding. I do not know where he is," Julia responded, trying not to divulge information that would endanger the elderly wizard.

Libertine tugged on the lasso to emphasize it. "Where is he?? How do you contact that bastard?" she demanded.

Ultra Girl's hope's to keep Argent's safe were dashed when Libertine barked her question. "He is...somewhere in Megapolis. We can...summon him by touching together the wand he gave me and the disk he gave to Ultra Woman."

Libertine frowned darkly. "Damn, need to find your mother I suppose. Where's she at? I'll hunt her down next, summon Argent, and strange that sonuvabitch. Come on, you know you have no choice. Tell me where I can find Ultra Woman."

"Ultra Woman...went after another villain from your world. She headed...a few blocks south of here," Ultra Girl replied. Julia was still able to keep her mother's new identity a secret due to the way Libertine phrased her question.

Cupping the back of Julia's head, Libertine lifted her hips again so that her bush was shoved in Ultra Girl's eyes. "Lick it, lick it again, cunt. Don't stop until I tell you, understand? You work on my clit like a slut. Any bitch that works with Argent deserved what I'm going to give you. Do it good and I'll let you live."

Ultra Girl's neck muscles bunched up tightly as she tried to resist Lady Libertine's order. Grudgingly, she moved her face up and forward, bringing her lips next to the villainness' womanhood. Still under the power of her magic lasso, she had no choice but to obey and slowly began licking the blonde woman's clit. Julia tried to shift her attention elsewhere as her captor's erotic juices dripped down onto her face. The rutting musk filled Ultra Girl's nostrils and sorely tested the young Amazon's self-control.

Lady Libertine rolled her head back as she lowered her hips down onto Ultra Girl's face. "More questions...afterwards. You got experience," she said, her voice half a sigh. Libertine pressed her pussy down onto Ultra Girl. She rolled her hips back, then ground them forward over the heroine's face buried between her legs.

Julia clenched her fists, trying to resist the overwhelming urge to lose herself in Libertine's moist womanhood. The scent from the villainness' loins reminded her of all the times she and her sisters had pleasured each other on Paradisia. Still in the coils of her own golden lasso, Ultra Girl had no choice but to continue to lap at her captor moistening lips.

"Keep it up!" she commanded, gripping Ultra Girl's wavy hair tightly to keep the young heroine trapped in the V of her thighs. Slowly, enjoying the sensation, she rippled her pussy across Julia's nose, letting it grind against her clit. With a moan of pleasure, she returned back to Ultra Girl's mouth, pressing her drenched slit into Ultra Girl's face.

"Gods...I...must resist! Can't...let her...temp me...," Julia thought while the blonde villainess continued to take her pleasure. "Feels...so...good..."

"Getting turned on?" she asked, a dark smile crossing her face as the reply was muffled by the pussy nearly asphyxiating the heroine beneath her. "Don't stop, keep working on that....ahhhhhhhh...." Libertine moaned as all her weight buried Ultra Girl's head between her legs and the bed, coating the Amazon's face with a slick sheen of wetness.

"Mmmph...! Mmmblm...!" Julia moaned, her protests muffled by Libertine's crotch which was pinned against her lips. She breathed heavily through her nose in order to keep up with the villainness' grinding over her face.

"Oh yeah..." she moaned. Libertine knew she was in complete control of the youthful Amazon trapped between her thighs, so she let herself drown in the passion that Ultra Girl was building up inside her body.

Always keeping the lasso wrapped tightly around one hand, Libertine cupped her bare breasts. As Ultra Girl's tongue continued to tease and toy her clit, the villainess rode the young superheroine, rolling and shoving her hips across Ultra Girl's face. Between the flesh that covered her and the juices that were nearly drowning her, it was getting harder for Julia to breath.

Ultra Girl struggle to move her head to one side or another so she could catch a decent breath. She could sense that the blonde villainness was close to climaxing. "If I can just distract enough to let go of my Lasso..." Julia thought as she continued gliding her tongue over Libertine's womanhood.

"Damn...Amazons...must be...horny...as...ohhhhhhhhHHHHhh...." Libertine arched her back and pinched her own nipples as her orgasm washed through her. She crushed her sex into Ultra Girl's face as her cum poured forth, lathering and inundating the helpless heroine. Her single groan was subdued; even in the middle of a climax her steely control kept her emotions under wraps. She gyrated her hips slowly over Ultra Girl's face, riding both Amazon and orgasm.

"Mmmblm! Mmmmphh...!" Julia blurted through her smothered lips. Libertine's juices flowed over her face, nearly driving her wild with arousal. Only through fierce determination was the young Amazon still able to concentrate on finding a way to escape her captor.

Riding out the last of her orgasm, Libertine sagged, putting all her weight on her knees and the face between her legs. "Damn," she inhaled, "you must be the horniest cunt I've ever met."

Keeping a tight grip on the lasso, Libertine slid off Ultra Girl. The heroine's face glistened in the harsh light of the ceiling lamp from the collected juices smeared over her face. She laid back on the bed, lying in the opposite direction of the Amazon. Libertine rolled her head to the side to lay it against Ultra Girl's thigh, and rested and recovered from her orgasm.

Julia gasped for air now that Libertine had ceased smothering her with her crotch. Her nostrils were still thick with the scent of the villainess' recent climax and she tried not to focus on the arousing feelings they stirred within her.

Her eyes narrowed. Under the blue skirt lying askew across Ultra Girl's red thong, Libertine saw the tiny spot of darker, damp material.

Ultra Girl squirmed slightly when she realized her captor was looking beneath her skirt at her panties. Julia shifted her hips slightly, trying to hide the moisture she felt around her own crotch. "Can't let her know how aroused she got me..."

Sitting up, Lady Libertine eyed Ultra Girl, then looked back at the skirt. Lifting it up with her free hand, Libertine took a closer look at the spot of arousal that the Amazon had been unable to prevent. The crew cutted villainess tossed back the skirt over Ultra Girl's golden belt. "Horny? Did getting me off turn you on?" Not realizing it didn't aid any, Libertine nevertheless tugged on the lasso to emphasize her question.

"N-nnn....yesss...," Julia finally replied, forced to answer truthfully by her lasso. She watched the Libertine carefully to see what the villainness would do now that she had confessed her own arousal.

"I'll have to fix that for you while I go look for your mother. If that roar I heard didn't come from me, then I imagine Master Amerika is raping her to death right now. If not, I'll have to hunt her down and kill her for that disc. Until then..."

Digging into one of her pouches, she pulled out a pair of small items, both the size of small eggs, and attached to one another by a small plastic chain. "I don't want you dead yet, I may have more questions for you. But for now, you can play with my eggs until I get back to put an end to you."

Julia's eyes widened when she caught sight of the small eggs in Libertine hands. Ultra Girls's concern increased when the villainness placed the objects on the bed next to her skirt.

Libertine pushed Ultra Girl's red thong aside. She ran a finger up the heroine's pink slit, watching Ultra Girl for a reaction.

Julia gasped slightly Libertine traced her finger along her womanhood. She tried to hide her excitement at the villainess' touch but the electric feeling she caused in her loins was too strong to ignore.

Satisfied, she pushed the first egg past Ultra Girl's aroused nether lips. A moment later, the second egg was poked within the heroine's wet sheath. Libertine gave the twin eggs a last shove with a finger to force them the rest of the way inside the young superheroine, then pulled the red panties back over Ultra Girl's sex.

"I'll be back in a few minutes with your mother's head."

Hopping off the bed, Libertine trotted off. Ultra Girl heard the villainess downstairs dressing. Suddenly, her attention was pulled away. The eggs were starting to vibrate, a low hum at first, but as they became warmer, the hum and gyrations of the two eggs grew more and more aggressive.

"Must get free...warn Rei...," Julia thought now that Libertine had left and let go of her golden rope. She tried to pull at her bonds but the villainess' last command hadn't yet faded enough for the young Amazon to use her powers. At the same time she felt her eggs inside her woman begin to vibrate even faster.

"Gods...must....resist....them...!" Ultra Girl thought as tried to shift her hips to expel the arousing objects in her womb. She tried squeeze her muscles to shove them out, but the tightness only increased the effect of the gyrating eggs. Julia suddenly realized that her breathing had quickened and she was swaying slightly in unison with the eggs vibrations. "Can't...let them...trigger the Curse...!"

The screen door at the back of the house slammed shut as Libertine left the building, leaving Ultra Girl to struggle against her body and the villainous eggs alone.

+++++++++++++++++++++++++++++++++++++

Out in the sea, the water foamed as Master Amerika thrashed just under the water line. His enraged, painful roars send water spraying hundreds of feet in all directions. Occasionally he could be seen flailing at the surface only to dive down again, as if a million piranha were all attacking him at once..

The heroine winced as the night air carried the villain's roars to her ears. "Oh is he mad!" she thought. "Best to get my lasso and meet him at a place of my choosing rather then wait for him to return." Looking around, she got her bearings and took off like a shot towards the direction of their battle.

Ultra Woman ran between the two houses, rushing past other footprints in the loose sand and grass. She heard what appeared to be the sounds of a moaning woman in growing rapture from the upstairs window of the nicer of the two homes, but Rei knew she had no time to be a voyeur.

"Least somebody is having some fun," she muttered as she raced on past.

She was about halfway to her lasso four blocks away when she heard a primal roar of anger in the direction of the beach.

"Ooh oh...." Rei thought as she increased her speed. "He's back...."

With water trailing behind him like a geyser, drawn upwards by the vacuum of his burst of speed, Master Amerika rocketed out of the water and into the sky. "WHERE ARE YOU!?!" he roared, his mighty voice echoing to the horizon. Even two blocks away, Rei heard it perfectly.

Rei cringed slightly from the force of his shout. "Did I say he was mad?" she thought as she caught a glimpse of him in he air. "He's more like furious!" She picked up her speed even more so that the scenery around her past by in a blur.

After a brief scan of the city from his vantage point of a thousand feet, Master Amerika caught the glint of a street light reflecting off the golden tiara of the Amazon that had glanced back at him. A sharp toothed grin crossed his face as he cut loose a burst of speed, his fists reaching forward. He came at Ultra Woman like a cannonball screaming out of the sky, a sonic boom announcing his presence all the more.

She could almost feel his closing in on her and knew it wouldn't be good if he caught her again. "One chance..." she thought as she entered the area that had been devastated before. Grabbing a light pole that had been knocked off its stand, Rei swung it with all with strength like an overgrown baseball bat with Amerika as the ball. "Batter up!"

The long light pole whanged into the hurtling Master Amerika, bending like a boomerang around his body as he was deflected just enough to go hurtling past Ultra Woman and plow through the side of the McDonald's behind her. Glass scattered and people screamed as they scurried towards the exits.

"Oops....." Rei thought as she dropped the pole and raced in there, hoping he was stunned somehow. "Need to work on my aim more..." Racing into the now empty restaurant, she found an Amerika like imprint in a wall with the cause of it laying on the floor. She reached behind her to get the disk from her belt....

The villain was up again in a flash, his fiery red hair highlighted with mustard. "I'm going to drain YOU!!!!" he roared. Picking up a table, he hurled it at the Amazon, and quickly followed it up.

"Shit!!!" she exclaimed as she dove out of the way, the disk clasped in her hand.

The Amazon was able to dodge the table, but it blocked her view long enough to allow Master Amerika to plow into Ultra Woman. Her body bent double over his shoulder as they rocketed across the street. Ultra Woman slammed into and through a brick wall of an office building. They continued, plowing through a counter, through two walls, and back out the opposite side of the thick brick building. Finally they crashed into the sand at the beach.

"Oooooffffffffffff!!!" Rei exclaimed as his impact forced the air from her lungs. All she saw was stars as they plowed through wall after wall. When they landed with a thud on the soft sand, the disk flew from Rei's hand and buried itself in a nearby dune.

Master Amerika leaped atop the stunned heroine. He had seen her use those bracelets a moment ago. Grabbing her wrists, he pulled them over her head and pinned them to the sandy beach. His bulging organ pressed against her belly as he glared down at Ultra Woman, his eyes smoking.

She struggled against his grip but in her stunned state, she was no match for him. All she could do was grunt as she tugged harder and harder against him. Her body quivering from the effort. "Got. To. Get. Free!!!" she thought wildly.

"I told you I was going to drain you dry," he hissed angrily. His eyes flashed with gray energy, as it shot down at her chest...

"Awwwwwwwwwww!!!" she yelled.

The red and gold bustier shielding Ultra Woman's breasts shredded as the blast exploded against her soft mounds. Ignoring the gasps of pain coming from the Amazon under his, Master Amerika held her arms firmly over her head in a grip that only seemed to grow stronger to the agonizing heroine.

Rei just panted and gasped as she felt the energy flowing over her sensitive breasts. She tried to get free, but his strength seemed to be greater then hers at the moment. Finally the the blast died away to reveal her wonderful endowments to his hungry eyes.

"Feeeeeed..." he growled as Master Amerika leaned down and suckled Ultra Woman's left breast into his mouth. Sharp teeth toyed with the tender, soft flesh as a pointed tongue darted around her nipple. "MMMmeeeddd..." he said as he moved to her other breast and inhaled it also into his ravenous maw.

"Ahhhhhhhh!!!" she gasped as his mouth sucked a goodly amount of her breasts into it. Without her permission, her nipples harden at the touch of her rough tongue. Rei squirmed mightily as she tried to get free. She could feel the traces of the Curse beginning to take form and she knew she had to get away quickly.

A tingling started to spread through Ultra Woman's breast as his tongue continued to work over the ripening nipple. Held in place, the Amazon's nipple began to burn slightly, not enough to hurt but definitely enough to noticed. Her other breast tingled but not nearly as much as the one Master Amerika was working over.

In a desperate effort to get him off of her, Rei brought her free legs together behind him. With a mighty heave of all her strength, forced him off her body. At the same moment she pulled hard to free her arms. She needed to beat this creature senseless before her conquered her.

Even with her strength beginning to seep away, Ultra Woman was able to toss the distracted villain. Master Amerika, intent on the globular prizes before him, yelped as he flew head over heels. The villain flew across the beach forty feet and rolled through the sand, which sprayed out from the furrow he created.

"Yes!" she gasped as his oppressive weight left her body.

As Ultra Woman rolled over and got to her feet, Master Amerika did the same thing. His cape was in tatters, just as the Amazon's bustier was in burnt tatters. "Musst feeeeedd!!!" he roared at her.

"Going to be him or me..." she thought. As her strength that had faded began to return a little, Rei knew she had to defeat him now or be defeated herself.

As she awaited his next move, Ultra Woman stood ready. Suddenly a hand snaked around her face and a heavy black cloth was placed over her nose and mouth. As a set of small, hard breasts pressed into Rei's back, another hand reached around her other side and grabbed one of her breasts. Trapped between finger and thumb, Ultra Woman's nipple was painfully twisted in an attempt to get the heroine to inhale the sickly sweet perfume that coated the cloth.

It took a tremendous effort not to gasp in pain and surprise but Rei's honed mind didn't. Her enemy had a friend here and that was something she always tried to be ready for. With a burst of Amazon strength and speed, Rei's left elbow slammed back while her right grabbed on the hand holding the cloth. She was trying not to breath while attempting to injure and flip the person into the other.

"UNFHH!!" Captain Libertine grunted in pain as the Amazon's elbow slammed into her side. In that moment, the villainess was thrown over Ultra Woman's shoulder and thrown across the sand. She landed in a dazed heap not far from where Master Amerika was just now slowly getting to his weary feet.

"Now to whack a couple of heads together and find that disk..." she thought.

Ultra Woman stood in control of the situation. The two villains were both dazed, one only slightly less so than the other. Then she noticed the strong odor. It was sweet, almost sickly sweet, enough to make her eyes start to water. As the sand seemed to lurch up at her, she realized her lips, cheeks, and nose were sticky with whatever had been on that cloth.

"Oh shit!" Rei thought as she recognized the effects of a drug. Immediately she held her breath and search her mind for something to rid herself of the drug. She knew her body could overcome the effect quickly if she didn't take anymore in.

Captain Libertine rolled over, one hand holding her much abused side, a half smile, half sneer on her face as she watched the beautiful Asian Amazon wobble...

While she hated to turn her back on them, Rei figured she had no choice. Quickly she ran towards the sound of the surf in an attempt to wash the substance off her face. "Gotta get there before I have to take a breath," she thought quickly.

As she came over a dune, the moonlight ocean lay before her. Not bothering to take the time to run down the other side, Rei dove arrow straight into the water...

Ultra Woman's lithe body moved gracefully through the air, her hands joined together to smooth her transition into the water.

Just as her fingertips touched the water, a powerful hand grabbed the back of Ultra Woman's gold belt. Using her momentum, Master Amerika spun her around and slung the Amazon back towards the beach. Ultra Woman hurtled through the air, the sickly smell of the sticking drug still on her face.

"Ah hades......" she thought as she saw the dunes closing in on her vision for second time this night. Rei tried to twist her body to avoid a head on collision with the dunes but the drug was beginning to take effect however. All she did was end up in a tangle of arms and legs as she zoomed past her female opponent.

Captain Libertine, still on her knees, reached into one of the compartments in her black belt. As Ultra Woman arched past her on a collision course with the sandy beach, the woman tossed up a small metal ball, about the size of a walnut.

Rei was able to get one of her braceleted wrists in position to try and do something about whatever was coming at her. With a 'plink', the ball hit the bracelet.

The metal walnut popped like a little tin balloon. A pale yellow powder puffed out, adhering to Ultra Woman as she tumbled to the soft sand. Master Amerika circled back to follow her as Captain Libertine got to her feet with a wince of her harsh lips.

She rolled several times in the sand before ending up in a sitting position. Rei started to get to her feet but felt quite odd. "Must be some sort of drug...." she thought as she tried to stay on her feet and wipe off the powder. Every breath she took allowed more of the other drug into her body. She couldn't hold her breath any longer.

The beach was spinning faster around the Asian Amazon.

"I should've stayed home...." Rei moaned as the sand came up to greet her face. With a soft 'thump', Ultra Woman fell unconscious into the sand.

Master Amerika flew after her. He angled high into the air, circling until overhead, then started to barrel down at the prone heroine's bare back.

"Wait you fool!" Captain Libertine said, running up next to the downed heroine. She held up a hand signaling for the villain to stop. "There are better ways to use this tramp before we crush her! Besides, she looks like she is a female Manazon, killing her might bring another one out."

Master Amerika came to a stomping stop, straddling the unconscious Ultra Woman, his boots sending sand flying. "Feeeeedddd!" he roared, his fingers clenching as he leaned back to bellow into the sky.

Even though she was unconscious, Rei's ears tried to curl from the blast of noise.

Libertine shook her head at the mindless moron. "Follow me, you'll get to feed on her," she said, almost following it up with 'you idiot'. She tossed out a short piece of metal cable from her utility belt. "We roll her over, get our jollies, then you can do whatever the hell you want with her, just so you don't kill her."

Master Amerika glared at Libertine as he snatched the cable, his red eyes glowing with innate energies. The two met gazes, a non-verbal willpower battle exchanged between them. "Veeeeeery weeeelllll," the male growled, "you may share her with me...for now."

"Of course," Libertine said, her words laden with sarcasm that flew over the simple Master Amerika's head. While the villain bent Rei's arms behind her back and tied her wrists painfully tight together, she reached into one of the compartments inside her thick black utility belt and pulled out a flesh colored device. As Master Amerika nudged his foot under Ultra Woman's chest and flipped her over, Libertine extended the compacted item, and locked it into place with an audible snap. It was about a foot long and two inches thick, with a circular ring in the middle with two cables on either side.

"Uhhhhhhh..." Rei moaned from the black depths of her unconscious state. Her Amazon constitution was ridding her body of the drugs but it would take a little time before they all wore off. The discomfort however did help to begin to bring her around again.

The crew cut blonde villainess kneeled down in the sand beside Ultra Woman. She pried open the heroine's mouth and inserted the bloated end of the long, thick dildo. The cruel villainess shoved it in until the black ring in the middle met Ultra Woman's lips. She grabbed the heroine's dark, shining wet hair and wrenched her head to the side so she could snap the penis gag in place, then pulled her back so Ultra Woman's head pointed straight up.

Rei's eyes began to move more as she started to wake up. "MMnnnnnmmmnnnnnnn......" she moaned from behind the gag. Her head moving back and forth as she tried to spit it out. All the while, the dildo began to drain her powers through the Curse. Slowly, but steadily.

Meanwhile Master Amerika kicked Rei's legs apart, letting her boots scatter the sand. He dropped down between her creamy thighs as he violently ripped open his pants the rest of the way. "Muuust feeedddd!!!" he roared, his voice echoing into the horizon.

The noise finally brought Rei awake. Her eyes opened but the remains of the drugs kept them at a glassy state. She couldn't see anything but hazy shapes that she couldn't process.

As Master Amerika put the back of Ultra Woman's ankles over each shoulder, he reached down to grab a fistful of her blue satin panties. With a tug he ripped them away, throwing the wet satin away to reveal the soft, pink treasure beneath. He aimed his throbbing cock at the barely conscious Amazon's pussy, his arms wrapped around her knees to lift her hips off the sandy beach.

The cool, moist air against the mound of fur between her legs helped to drive some more of the cobwebs away. "W...what...." Rei tried to say but couldn't because of the gag in her mouth. She tried to rub her forehead but found that she couldn't move her arms. "How strange....." she thought groggily. Rei tried to remember what had happened to her last so that she could place the dim shapes she saw as she looked up into the night sky.

Libertine stepped over Ultra Woman's neck, pinning the heroine's shoulders down with her black leather boots. She depressed a small plunger on the side of her belt, squeezing out a lubricant into the palm of her hand. She lathered up the penis gag, getting it very shiny and wet. "Two of you bitches in a single night, not bad. When I get done here, I'll go find the other slut's mother, and finish all three of you off at once."

"Mmmmmmmmnn...." Rei moaned in discomfort as she tried to get studded souls of the boots off her bare shoulders. She wiggled a bit but was no match for the strong arms and legs that held her down. All the while, her Amazon strength was being drained away making her weaker by the second.

Libertine lifted herself up, using two fingers to pull her leather thong to the side to reveal her own overused pussy. It lacked the tightness or lovely pinkness of the Amazon beneath her, but it certainly had needs. She moved it to the tip of the dildo, and dropped down over it. She pushed once, twice, and a third time that fully inserted it. Her groin sat flush upon Ultra Woman's face as Libertine grabbed each of Rei's ears. Using them as handles, Libertine sat up and began to jab Ultra Woman's head up and down, fucking the helpless heroine's face.

Rei's eyes went wide as she felt her ears almost being ripped off. The sour smell of the villianess's pussy helped to waken her up more. As things became clearer, Rei struggled more and harder. Her wrists tugging at the bonds holding them while her body tried to throw the evil woman off.

While the crewcut villainess started to work on Ultra Woman's gagged face, Master Amerika aimed, and drove his cock forward. "FEEEEDDD!!!!!!!!"

"MMMMMMMMMMNNNNNNNMMMM!!!" Rei screamed from the gag as the massive penis of steel forced its way into her softness. Almost immediately, her passage became wet from that natural reaction of Amazons to such intrusions. Her body became rigid except for her legs as she tried to deal with what was happening. Rei's legs instinctively began kicking weakened, but still powerful kicks, at anything in range. That meant that Amerika's face the back of Libertine's head took hits that would dent stainless steel.

Libertine ducked her head down, avoiding the flailing red and blue boots behind her as she jabbed the dildoed head of Ultra Woman deeply into her cunt. She drove her hips down, slamming Ultra Woman's head into the soft sand. She remained bent over, as a drop of drool slipped from the villainess's chin to splash onto Ultra Woman's tiara.

A gagging type sensation filled Rei's throat as the gag went in even deeper. Between the straps and the weight of Libertine, there wasn't anyway for Rei to spit out. All she could do was tug on the metal cables and struggle to get free. She could feel herself weakening as the Curse took hold though. If she didn't get free soon, she would be in real trouble.

The back of Ultra Woman's heels hammered into Master Amerika's forehead, two quick blows that nearly knocked him back and his cock out of her. He widened his arms and trapped the flailing legs of the Amazon, pulling them against his body. Her legs continued to bounce and kick, but as the stars receded from his vision, Master Amerika pulled her legs closer against him, at the same time punching his cock deeper within the heroine's pussy.

A muffled scream erupted from under Libertine as Amerika's cock forced its way into Rei's tender womb. If she had been a 'normal' woman, the cock probably would have ripped through her back from the force of the thrust. In Rei's case, it only cause intense pain, and even more pleasure. All the juices she produced greased the way for his cock to slide easily in and out of her. Rei wiggled and struggled like a fly impaled on a pin.

Master Amerika kept Ultra Woman's legs pinned to either side of his chest and shoulders, trapping them under his muscular arms. "FFFeeedddddDDD!!" he roared again as his plump manhood plunged in and out of the helpless heroine, sloshing faster and faster inside her taken pussy. The sand under the crack of her ass lumped up as her wetness and the motion of Amerika's banging of her cunt formed a wedge shaped heap of sand.

"Uhuhuhuhuhuhuh!" Rei grunted as Amerika's thrusts drove the air from her lungs. Besides air, the thrusts also took away the Amazon strength of hers. Rei's tugging at the cables around her wrists faded as she became as weak as a child. Without realizing it, her tight pussy grabbed and squeezed as the invading cock as the heroine became more and more aroused.

Now that the boots were restrained, Captain Libertine straightened up and went at Ultra Woman's face with renewed vigor. Still using the Amazon's hair and ears for grips, the blonde villainess bounced the heroine's head up and down, banging it into the sand and forming a crater as the other half of the dildo pushed down the helpless oriental's throat. Libertine groaned every time the dildo thrust inside her pussy, dribbling her foul juices down onto Ultra Woman's face.

The heroine's hard nipples rubbed against Libertine's ever harder as as the villainess bounced on top of her. Rei closed her eyes to avoid getting the other woman's juices into them. It was all she could do to try and fight the feelings that Amerika's steel like cock were making her feel. On top of it, her earlier encounter has left her unfulfilled and so Rei had to fight that as well...