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Subject: new TG from Waldo - Phantom - part 15 of 16
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The Phantom	
By Waldo	

All rights reserved by the Author.  This parody of The Phantom
and supporting characters (Diana, Hero, etc.) isn't intended 
to claim ownership of The Phantom character. All comic characters
in these stories are the property of their respective publishers.
No profit is made from their usage in this story by the author 
and this story can't be distributed by any site or individual
for their profit.

This is an adult story.  If you're not an adult, don't read any
Futher.  This is a transgender story where I concentrate more
On the story than on the body switch aspects.    


Chapter 12 - The battle begins

The sound of a gun firing woke Maggie up. Sitting up in her 
chair where she had feel asleep, she glanced at the clock, 
noticing that it was only four a.m. She had left Diana in Lucky's 
bedroom about two and a half hours earlier.

Jumping from her chair, she ran out into the hallway, clad only 
in her robe, down to where one of Lucky's guards was still 
sitting in front of Lucky's bedroom.

"What happened, Willie?"

"Don't know. The shot came from upstairs."

"Is she still in there?"

"Yep." He grinned.

Turning, she ran up the stairs and saw several of the guards 
near the boarding ladder. She walked down the deck, asking the 
nearest guard "Who fired?"

"Joe did. Claimed he saw a wolf climbing up the boarding 
ladder. Scared Joe so much that he shot a hole in the deck, and 
then the wolf dived back into the river. Lucky's going to kick his 
ass for being drunk on duty."

"Joe doesn't drink." She mused.

Pulling her robe belt tight, she fished in her pocket for the pack 
of cigarettes that she kept stashed. Lighting one, she asked 
"What was the alarm bell earlier?"

"The kid caught him a spy. Guy was wearing some sort of 
costume, but we've got him chained to the deck. Lucky's going 
to shoot him at sunrise."

"Really, well, I think I'll go see Lucky's guest."

She walked down the deck to the cargo hold where three men 
were guarding the only entrance. As she approached, one of 
them said "This area's off limits."

She stepped close to the man and exhaled her smoke directly 
into her face, declaring "You forget who I am. Do you want to 
get your ass kicked off this ship."

The man glared at her, then stepped aside. With a haughty tilt 
of her head, she stepped into the cargo hold, pulling the door 
shut behind her to aggravate the guards.

She found a naked man strapped to the top of a large cargo box. 
He was sweating from his struggles to escape his bonds. The 
muscles in his arms bunching and flexing as he struggled to 
keep himself from the straps. On the floor beside the box, was a 
dildo covered with shit. The top of the cargo box was damp 
where someone had urinated on him.

Maggie kicked the dildo aside, declaring "Fun is one thing. 
Harassment is another. I'll deal with whoever did that to you."

He raised his head, revealing an angry glare. His low voice 
replies "I'll settle the score myself."

She smiled at his gall. Here he was tied up naked and Lucky 
was going to shoot him in the morning. She sat down on the 
box so that she could see his face in the dim light. "Who are 
you?"

He was silent. She stared at the muscular Adonis, looking at 
the terrific body's tight and hard muscles, with the dim light 
reflecting off his washboard guts and thighs like mighty oak 
trees. Maggie stared at the man's rippling stomach muscles and 
huge, broad shoulders.

And between his leg was a long and thick cock. His penis was 
incredibly large, almost monstrous as it bulged outward, 
hanging firm and tight between his legs.

She took a deep drag on the cigarette, wishing that she had 
brought some of the marijuana with her. Then she whispered "I 
won't tell them. Who are you?"

He remained silent.

Then she affirmed "You were wearing a costume. My butler 
who's lived here all his life, has been telling me about someone 
called The Phantom. Are you him?"

He remained silent as he strained against his bonds. She smiled 
and declared softly "You're him. I've been expecting you, but not 
like this. You're no ghost or you'd already slipped your bonds. 
But looking at your body - and your cock, it's easy to see that 
you're not a normal man either. Listen, I've got a friend upstairs 
- I need to get myself and her out of here. It's getting to be a 
little too rough for me and I need some help to get away. If I 
help you, will you take care of Diana and me?"

His face turned pale as he asked "What about Diana? Is she all 
right?"

Maggie smiled "O.k, so we've found something that we can talk 
about. Look, I can't release you now, but I'll come back with a 
knife and cut you loose."

******

Willie leaned against the door, trying to listen to the sounds 
that he could barely hear through the thick door separating him 
from Lucky's bedroom. He grinned as he thought about how 
Lucky was raping that delicious piece of ass that had willingly 
entered a couple of hours earlier.

Inside the room, a naked Diana was circling the floor as she 
stared at a naked Lucky. For the last two hours, she had 
willingly submitted to his carnal desires, then her lethargic, 
drugged state had worn off. As she became aware of what she 
was doing and with whom she was doing it, she resisted. Then 
Lucky changed his tacit and tried to rape her, even through 
they had shared several mutual orgasms already.

Her makeup was smeared all over her face - partially because of 
the sweat from both their bodies and partially from his cum 
that had pumped onto her face. Her hair was greasy and slick 
from the huge amounts of lubricant that had dripped from her 
face from the oral sex.

Her body was bruised from his animal-like pounding; and her 
breasts felt puffy and swollen from where he had been too 
rough. Blue spots had already formed around one nipple and 
there was a very big bruise down the inside of one thigh. The 
rest of her body had scratches, lumps and bruises as if she had 
participated in a day long gang rape.

Her thinking was still immensely foggy and her body wouldn't 
respond rapidly. As she tried to escape him, he gave her a hard 
slap across the face, knocking her to the floor. Laying on the 
floor, she pulled together her mental reserve, knowing that she 
had to concentrate on fighting him and using skills, not 
physical strength.

He had tried force and had been rudely awakened to the fact 
that she was his equal in physical strength. While it was 
obvious that she frequently worked out, staying healthy and 
trim, he hadn't expected her to be as skillful a fighter. He was 
almost a foot taller and a hundred pounds heavier, but she was 
more than an even match for his body. They had briefly 
wrestled and he had pinned her, but she caught him in the 
windpipe with her elbow, temporary disabling him.

As she walked staggeringly toward the door, he grabbed her 
hand pulling her back down on the floor. She rolled on her 
back, pulling both legs into her chest and kicked him hard in 
the stomach. Jumping to her feet, she was running toward the 
door when she tripped and fell heavily, hitting her head against 
the bed frame.

As she lay stunned, he rolled over and slapped her with the 
back of his hand, across her face. Knocked flat on the floor, her 
reeling head felt his heavy body lay on her, his knees spreading 
her legs apart as he rubbed his erection against her vagina.

Diana tried to shut her legs and escape, but his heavy weight 
pinned her down as he began to rape her. He tried to kiss her 
on the mouth but she butted him with her forehead. As he 
shifted his weight in a reflex movement, it offered the 
opportunity that she had been waiting for. With a hard grunt, 
she rammed her knee between his thighs, heavily into his groin. 
His entire body went limp on her as he collapsed, then rolled 
slightly away so he could curl up.

Pulling herself up to her feet, she stared at the man puking on 
the floor. Recognizing that he would only be incapacitated for a 
few minutes, she pulled a curtain down, removing the 
decorative rope. She tied his arms and legs with the rope and 
when he quit puking, shoved a rag into his mouth, before 
putting a gag around his face.

Sitting down in a chair, she looked at the man that had ordered 
her to be drugged and delivered to him, feeling an intense anger 
that she had never experienced before. Still feeling weak and 
extremely dizzy, she went into the bathroom, taking a warm 
shower to wash his smell from her body.

******

Maggie returned to the cargo hold, ignoring the guards as she 
entered the cargo area. They followed her into the hold. Turning 
to them she angrily shouted "Get the fuck out of here."

One of the guards declared in a Bronx accent "We talked it over. 
Lucky would kill us if anything happened to our guest. So we're 
going to watch you."

Recognizing that her bluff wasn't working and time was running 
out, she changed tactics, softly suggesting "Lucky promised me 
that I could play with him. He's got a cock that you don't see 
very often. Why don't you boys go back outside and let me enjoy 
myself?"

The Bronx guard tilted his hat back, a smile on his face as he 
responded "Go ahead. We'll just watch."

Turning around, she felt the knife in her robe pocket as she lit 
another cigarette. She approached The Phantom who had heard 
part of the discussion. Taking off her robe revealing her still 
naked body and laying the robe on the other side of The 
Phantom, she sat down as she whispered "They aren't going to 
give me a chance to cut the straps. I've got a knife in the robe. 
They think that I'm an over-active nympho and that I'm down 
here to get some of your cock. So, I'm going to screw you. As I 
get the chance, I'll cut one strap and leave you the knife. Then 
it's up to you - ok?"

"Understand. What's your name?"

"Maggie. Now shut up and let's get you hard before Lucky 
comes in here and ruins everything."

Her hands enclosed his cock and without hesitation, she slid 
her lips up and down the shaft as she stroked his rapidly 
hardening cock. In the background, she could hear the guards 
as they sat down to watch this blatant display.

She ran her tongue around the rim of the cockhead, getting it 
wet with her saliva. Lowering her head, she gobbled the cock in 
one swoop, letting the mysterious man thrust it deep into her 
throat. She could taste his strong musky overpowering scent.

She drew her mouth back and forth along the thick shaft, 
taking the cock so deep she almost gagged before drawing it out 
until just the very tip was still between her lips. She repeated 
this, enjoying the feel of the man's large, hard prick in her 
mouth, knowing that the soft gentle moaning coming from him 
was caused by her.

"Do you like my breasts?", she asked, sitting up, letting go of 
his almost erect cock. She rubbed the wide pink nipples as she 
slowly began to knead her lightly veined white skin.

Changing position slightly so that she was on the far side of 
him, she slipped the knife out of the robe with one hand as the 
other hand cupped her large breasts. While she was pretending 
to be doing tit-rubbing for the prisoner's benefit, she was 
actually diverting the guard's attention from what she was 
really doing - getting the open pocketknife up next to his wrist.

"If they would turn you free, I'd let you titty-fuck me." she 
groaned out loud as she rubbed her hanging down breasts 
against his mouth, using that distraction to balance one arm 
next to his wrist.

The Bronx guard responded "If you're looking for volunteers, I 
get off at breakfast."

Ignoring the guard, she rubbed her hanging boobs against his 
lips resulting in another guard yelling "Talk about last requests 
for a condemned man. That's almost worth dying for."

The Phantom raised his head slightly, rubbing his lips against 
her sensitive nipples and began a pinching motion with his lips 
as he began to roll her hard nipples between his strong lips. 
She moaned loudly and her upper body jerked forward at the 
first pinch. "God, my nipples are so sensitive." she moaned.

He raised his head, forcefully sucking her breast into his warm, 
hungry mouth, flicking his wet tongue against her nipple. 
Fighting back the desire to smother his face between her large 
breasts, she slipped the knife blade between his wrist and the 
leather, rotating the knife until it was against a section of 
leather that would be hidden by his arm.

As he sucked on her breast, biting her nipple roughly, sending 
short jabs of pleasure throughout Maggie's body, she cut the 
leather strap.

With a groan, he lightly mumbled "I know. Keep going."

Now that she was free to change positions, she cupped both 
breasts and used them as a boxing glove on his face, letting his 
mouth catch and tug on her enlarged, thimble-sized nipples. 
Her moaning became guttural, the rougher he was. Abruptly, 
she stopped and pulled away, changing her position so that she 
sat on top of him. The smooth muscles of her inner thighs 
pressed against him, shifting and bunching as she rubbed 
against his erect cock.

Her slow descent onto his cock was maddening - her moans as 
she felt it enter her, drove him wild with desire. His cock 
throbbed incessantly, plunging into her moist depths before she 
started to move her hips to pleasure herself.

His arms shook and almost buckled with the intensity of her 
first thrust - her cunt sucking his cock deeper inside her. Every 
movement of her cunt, he matched with his own movement, 
restrained as he was.

She rode his cock, shutting her eyes, letting her head fall back 
as she pressed down with her hips to bring on her orgasm. She 
felt him tense just as her first orgasm started to burn within 
her. She arched backwards to cum, grabbing the backs of his 
thighs with her hands. Her hips ground on the cock buried in 
her. She cums screaming, feeling his cock pulse within her. 
Spasms deep in her pussy warned her that his huge cock was 
in virgin territory - deeper than any cock had ever been before.

She dug her fingernails into his chest for a brief moment as he 
arched his back beneath her, lifting them both. Then he settled 
back down as the muscles in his arms twitched with exhaustion 
as he tried to calm his breathing.

She leaned over him, laying briefly on his chest as she buried 
her fingers in his hair, pulling his lips toward her lips as she 
whispered "Now, fill me with your cum." she gasped.

He arched his back slightly, as he buried himself in the tight 
warm depths that griped his cock. Her legs opened wider as she 
allowed his length to enter her deeper. She leaned the length of 
her body against him and started to thrust back onto his cock. 
He felt the sweet pleasure of his cock wrapped in her warm 
pussy, driving him upward toward his orgasm.

The straps around his legs and wrists tightened as his hands 
strained to grab her hips as he thrust into her, desperate to be 
deeper inside her; except for the cut strap on the one arm. She 
noticed his free arm was stretching a little further than it 
should if he was really secured. Making a slight shift in 
position, she laid on top of him, stretching her arm out, using 
her weight to help hold his arm down as she whispered "Don't 
move your right wrist."

Using her inner muscles, she pressed down on his cock, milking 
his shaft, feeling his hips twist and strain upward to meet her 
as his whole body arches to fuck her - not caring if the guards 
noticed that he has one arm free now.

Her body jerks with the force of their thrusts against each 
other; his cock filling her, growing harder with each thrust. She 
rammed herself down on his cock over and over, trying 
desperately to have him cum. She felt him tense, knowing that 
his release was boiling deep within his loins.

As his orgasm flooded her depths with warms jets of his jism, 
she matched his orgasm with her orgasm. Unable to control 
herself, she laid on top of his body, shuddering and shaking as 
her body exploded.

She was lying on top of him, feeling his heart pounding against 
her as she laid across his chest, hearing his shuddering breath 
in her ears, as it slowly returned to normal.

Rolling off him, she stood up, feeling her legs still feeling slightly 
rubbery. She dressed in her robe and lit a cigarette as she 
stared at the man that she had just fucked, making sure that 
the cut strap and knife were hidden. Turning around to the 
guards, she mumbled through lips clinched around her 
cigarette "I'm going up on the deck for some fresh air. Would 
you men like to join me - or are you going to let that big cock 
fuck you too?"

She walked away, knowing that the guards would follow her, 
leaving the mysterious man alone with one free arm and a 
sharp knife.

******


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