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  o    Kristen's collection                                         o
  o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o

 
  This is the Super Hero Archive. These stories were sent to me by
  friends. I did not write these stories. 

  Many have no author name attached. If you are the author of the
  enclosed work please let me know and I’ll remedy the situation.

  This story, and all the stories in this archive are meant to be
  free. They where sent freely and should remain public domain.


Dark Phoenix
by PJ

Chapter 1:  Melting the Ice Queen

     Jean Grey, a.k.a. Phoenix walked casually down the sterile hallway of
Frost Enterprises, the industrial complex that fronted the White Queen's
criminal empire.
The lithe redhead's high-heeled boots clicked loudly on the hard floor as she
scanned the complex for signs of Storm, one of the three X-Men kidnapped by
the White Queen and her cohorts, the Hellfire Club.  The beautiful young
woman locked on her friend's mental screams of anguish as the White Queen
ruthlessly probed her mind.  Snarling in anger, Phoenix levitated off the
floor and flew with a fiery trail down the remainder of the hallway and
through a large manufacturing chamber.  She quickly shot through the complex
till she arrived at a reinforced, vault-like door.  Smiling contemptously,
Phoenix opened her slim body to the Power Cosmic, and fried the door into
melting slag.  
     The redhaired heroine stepped delicately through the ruined door and
gazed angrily at the voluptuous, scantily-clad form of the White Queen.  The
blonde-haired woman took her slim hand from Storm's sweating brow and turned
to face her nemesis.  She smiled wickedly as she placed her hands on her
shapely hips and inhaled deeply, forcing her round breasts against the
leather fabric of her white brassiere.

     "So, the X-Men's mighty Phoenix has come to rescue her comrade-in-arms.
Should I be frightened right now?"  asked the woman sarcastically.

     "If you had any brains in that bleach-blonde head of yours, you'd be
running out the door this second.  You're outclassed, Emma," retorted Phoenix
with a smile.

     "We'll see," said Emma as she summoned her mental powers and fired a
psi-bolt from her hands at the smiling young woman.  Phoenix lifted her
gloved, right hand, and a mental shield formed to repel the psi-bolt easily.
The White Queen frowned as she put more energy in her psi-attack and fired a
larger, greenish bolt at Phoenix.  The redheaded girl blocked this attack
just as easily, then concentrated to form the Phoenix psi-form around her
sexy body.  Emma gazed in awe and fear as the energy construct flew into the
air and charged her.  She fired psi-bolts repeatedly at the mental creation
as it dived at her and slammed into her body.  The telepath screamed as she
flew back through the air and smashed into a control console.  Phoenix smiled
maliciously as she fired a flaming psi-bolt of her own, engulfing the prone
woman in flames.  The White Queen screamed in agony as her cloak and
brassiere were burned 
away, leaving only her white panties and knee-length, spike-heeled leather
boots.  Her naked breasts heaved for air as she cast another psi-bolt at
Phoenix, with no effect.
     The redhaired young woman closed her right hand, and the bird-construct
grabbed the White Queen and squeezed her slim body, making her screech in
pain.  The topless woman's body went limp as she concentrated all of her
mental powers into a massive psi-bolt, the largest one she had ever
attempted.  As her body quivered in pain, Emma Frost stared at Phoenix as the
young woman flew within her mental construct and pointed her right arm at her
prey, squeezing her hand tighter.  As the energy bird increased the strength
of its grip, the White Queen launched her bolt, slamming it into Phoenix's
forehead.  Phoenix screamed in agony as her brain writhed in mental flames.
She lost control of her construct, which exploded with the force of a small
nuke.  Frost Enterprises went up in a fireball, but Phoenix used the last of
her power to shield Storm from the blast and contain the explosion to the
building area.  Phoenix and the White Queen were hurled through space on
wisps of the Power Cosmic, until both young women lost consciousness.
**************************************************
     Emma Frost awoke to the sound of lapping water and the swaying of palm
branches.  She sat up from the cool, sandy ground and looked around,
gathering the sights of her present location.  She lay within a temperate
oasis, containing a large, clear pool of water and a grove of palm trees.
Dates and plums grew nearby, and a cool wind played with her short, blonde
hair.  The young woman looked down and saw 
that she was still bare-breasted, but retained her panties and boots.  She
rose unsteadily to her feet, and was immediately assaulted by a intense
headache.  Grasping her forehead with both hands, the girl staggered forward
till she reached the place where Phoenix lay unconscious, under a tall palm
tree.  The young woman's slim legs were splayed apart, as were her arms.  Her
full, round breasts rose with her 
steady breathing, and Emma couldn't help admiring their beauty.  The
heroine's long, reddish-gold hair lay like a cloud around her heart-shaped
face, and her moist, red lips parted open slightly.  Feeling a warm sensation
in her crotch, the White Queen sat down on the sand next to Phoenix until her
head stopped spinning.  When she could think straight, Emma placed her
delicate right hand on Phoenix's brow and concentrated with her powers.
After a moment, the young woman pulled her hand back with satisfaction, and
used her hand to lightly caress the helpless girl's gorgeous
body.  The blonde girl lightly circled her victim's breast nipples until they
grew erect and hard.  She then stroked the unconscious girl's firm stomach
and luscious thighs until she made her way to the prone girl's crotch.  Emma
stroked and rubbed the girl's pussy until it grew warm with desire.  The
topless young woman lightly grabbed the neckline of Phoenix's skintight
bodysuit and ripped it slowly, relishing the sound of the ripping fabric as
it fell away to reveal the helpless girl's delicious 
body.  Her round, creamy breasts were erect with lust as Emma leaned down and
began to suck on them hungrily, relishing the taste of the young woman's
sweet flesh.  The unconscious girl moaned as the White Queen bit lightly on
her nipples, then licked down the valley between her soft tits.  The blonde
girl licked down Jean's tight, firm stomach till she reached the crotch, then
she tore off the rest of Phoenix's costume except for the high-heeled, golden
boots.  Emma opened up the prone girl's legs, revealing her warm, reddish
bush.  The horny telepath leaned down to lick across the girl's pussy, making
Jean's body tremble with desire.  The White Queen licked harder across the
girl's snatch, then inserted her wet tongue deeply into the unconscious
girl's love hole.  Phoenix moaned again as her body sent waves of sexual
pleasure into her inert brain.  Emma plunged her mouth into the girl's wet
cunt, licking the inside and tasting her sweet love 
juice.  The naked girl panted for breath as Emma licked and sucked the tender
flesh of her pussy, then licked the sweet flesh of her inner thighs.  The
naked heroine's round breasts rose and fell rapidly as Emma tongue-fucked her
snatch, and reached forward with her hands to squeeze her soft tits.  Sweat
glistened on both girl's bodies as Emma sucked eagerly on Jean's throbbing
cunt, then drank her warm cum as Phoenix orgasmed 
automatically, sending delicious honey into the blonde girl's thirsty mouth.
     Emma crawled over Jean's limp body and kissed her deeply on the mouth,
probing down her throat with a warm tongue.  Jean moaned with unconscious
pleasure as the two
girls' tongues intertwined wantonly, then parted with a thin trail of saliva.
Emma touched 
the helpless girl's forehead again, then turned around till her crotch was
above Jean's head.  The White Queen lewdly ripped off her white panties, then
lowered her wet pussy onto Phoenix's slack mouth.  Following the mental
command that the White Queen had imprinted on her brain, Jean Grey
unconsciously began to suck on Emma's throbbing cunt.  Emma moaned loudly
with pleasure as she ground her crotch onto Jean's beautiful face, then
leaned down to suck eagerly on her naked prisoner's reddish-gold snatch.
The two naked girls tongue-fucked each other for a long time, bringing each
other to orgasm several times.  Emma Frost humped Jean Grey's warm mouth
forcefully, her round breasts jiggling with her thrusts as she panted and
moaned with esctasy.  She orgasmed into Jean's open mouth, spurting warm cum
down the helpless girl's throat.  Emma pushed aside a strand of sweat-damp
hair before she leaned down to suck on Jean's tight pussy and arouse her to
orgasm, making her naked body shudder as she shot love honey across Emma's
red lips and chin.  The naked blonde girl licked the liquid off of her face
with relish, then stood up from Jean Grey's prone body and turned her
unconscious fucktoy onto her stomach.
     Pulling the redheaded girl's firm, shapely ass into the air, Emma
reopened the naked girl's legs and leaned down to lick the young woman's wet
cunt, making it clench with lust 
as she sucked lustfully on it.  Emma grabbed both of Jean's limp wrists and
held them behind her back as she used her other hand to rub the redhead's
pussy.  Jean moaned as her creamy, firm breasts were squashed into the warm
sand and
her arms were pinned tightly 
behind her back.  Emma pushed one finger into her lover's throbbing pussy,
then two, before she began thrusting deeply into the naked girl's vagina.
Jean panted for air as the girl raping her licked her anus lightly, then bit
hungrily into the flesh of her ass.  Phoenix's
helpless body rocked in the sand as the White Queen fucked her love hole with
two fingers, pushing harder into her crotch.  Jean Grey gasped as she
orgasmed uncontrollably again, dripping cum onto Emma's slim, thrusting
fingers.  The White Queen removed her honey-drenched digits and sucked on
them hungrily, enjoying the taste of the naked girl's cum.
*****************************************************
     Panting for air as she sat on the warm sand, Emma Frost watched the
naked form of Jean Grey as she lay limply on her stomach.  Glancing at her
surroundings, the White Queen felt a strange haziness about her environment.
Since she wasn't consumed with lust at the moment, Emma concentrated her
telepathic powers and noticed that her envirionment was not real, but a
Astral construction.  Evidently, the psychic blast of Phoenix's attack and
her psi-bolt propelled them both into a sub-layer of the Astral Plain,
a place where the mind dictated reality, not the laws of science.  Emma
smiled as she realized the implications, then formed a thought.  Her white,
leather brassiere and panties
reappeared on her slim body, making Emma smile with pleasure.  She turned to
regard her naked prisoner, then she moved forward to sit Jean up and put her
back against a pine tree.  The White Queen placed Jean's arms behind her back
against the tree, then summoned leather bindings to tie the naked girl's
wrists in place.  Emma created a folding, leather-strap chair and sat back
casually as Jean Grey moaned and blinked her green eyes open.
     "Welcome back to the land of the living," said Emma as she smiled smugly
at her naked prisoner.

     "Untie me at once, you bitch!" shouted Jean as she struggled with her
bonds.

     "You'll have to be nicer than that to convince me," replied Emma as she
twirled a blonde hair with a finger.

     Phoenix stopped struggling with her bonds and wrinkled her brow with
concentration.
When nothing happened, the tied girl grunted with effort as she tried to
summon the Power Cosmic, and failed miserably.  Emma Frost laughed at the
girl's failure, then said,

     "You'll find your powers quite useless, Ms. Grey.  I set up mental
blocks in your mind while you were unconscious, and only I can release them."

     "Then do it, you stupid, arrogant cunt!" screamed Jean in desperation.

     "That won't do at all," remarked Emma as she stood up and slapped Jean
hard across 
the face.  Jean grunted in pain, then yelled as the blonde girl slapped her
again, drawing 
blood from her lower lip.

     "I trust that this lesson won't have to be repeated," said the White
Queen as she resumed her seat.

     "You'll need me to get out of here," replied Jean sullenly.

     "Unfortunately, you're right on that point.  But we leave here on my
terms," said Emma as she smiled like a fox at her lovely prey.

Chapter 2:  Sex on the Astral Plain


     Jean Grey, otherwise known as the heroine, Phoenix, sat pensively on the
soft rug as her captor, Emma Frost, bathed in the cool pool of the oasis
outside.  The helpless young woman was sitting bound inside a large silk
tent, with her wrists lashed behind her back and a rubber ball gag placed
inside her mouth.  A thin film of sweat covered her naked flesh as Emma
entered the tent and sat heavily on a pile of soft cushions.

     "Nothing like a cool bath to make a woman feel better," said the White
Queen with a grin as she poured herself a glass of red wine and sat back to
regard her lovely prisoner.

     "Have you thought over what I said yesterday?" asked Emma lightly.  Jean
Grey nodded her head in the affirmative.  Smiling wickedly, Emma
concentrated, and the ball gag disappeared from Jean's mouth.  The bound girl
coughed as her captor sipped some wine.

     "If it's the only way you'll cooperate and give me my powers back, then
yes, I agree to your terms," replied Jean coldly.

     "Excellent!  I knew that you could be a smart girl," said the White
Queen with a chuckle.  "Are you ready to begin now?"

     "Yes," replied Jean with apprehension.

     "Then let the degradation of the mighty Phoenix begin," proclaimed Emma
as she waved her right hand in the air and manipulated the Astral pocket with
her mind.

     Jean sat nervously on the rug until the tent flap opened and a fat,
bearded
Emir strode into the tent and gazed at her lustfully.  The bound girl looked
up into the cruel face of the arab as he walked over to her and pulled her to
her feet.  He kissed her roughly on the mouth, forcing his tongue past her
slack lips, then probed her throat eagerly.  She choked on his large tongue
until he pulled away from her face and looked down at her full, round
breasts.  She closed her eyes as the fat man sucked hungrily on her naked
flesh, 
biting her nipples to hardness, then sucking deeply on each of her tits.  The
Emir used his free hand to rub the girl's warm pussy, caressing the soft
flesh of her cunt until she moaned softly.  The dark-skinned man inserted one
of his pudgy fingers into her wet snatch as he continued to suck on her
breasts and lick the skin on her slim neck.  Emma Frost panted softly in
arousal as she commanded the fat man to retie Jean Grey's wrists to a spike
set high on one of the tent poles.  With her arms stretched high above her,
Jean watched her breasts thrust forward into the Emir's slobbering mouth, his
loud sucking made the bound girl sexually excited despite her debasement.
The man placed a second finger into her throbbing cunt and thrust deeply into
her, making the girl
moan loudly with pleasure.  He finger-fucked the helpless young woman for
several minutes until she orgasmed, spurting warm cum on his callous digits.
The Emir sucked eagerly on his fingers, relishing the sweet honey of her
body.  Jean closed her eyes and panted softly until the man pulled back her
head by her beautiful, long, red hair and kissed her wantonly on the mouth.
After caressing her wet tongue with his, the man knelt down before her bound
body and pulled her legs apart, revealing her reddish-gold snatch.  He licked
his chapped lips as he leaned forward to lick her warm cunt with his tongue,
making her gasp with arousal.  He thrust his tongue deeply into her pussy,
and the girl moaned loudly as Emma Frost elongated the tongue to twice
normal, human size.
     Jean Grey moaned as the Emir probed deeply into her vagina, licking the
throbbing flesh of her pussy and exploring her womanhood.  The bound girl's
breasts heaved for air as she panted and licked her dry lips with her tongue.
After tongue-fucking the young woman for awhile, Jean orgasmed again, pouring
love honey down the thirsty man's eager
mouth.  He sucked on her warm pussy until he had drank all of her sweet cum,
then he untied her from the pole.  Jean wheezed for air as the Emir went to a
nearby table and grabbed a pitcher of water.  As the naked girl gazed at the
water longingly, the dark man took a long drink, then smacked his lips in
satisfaction.  As Jean tried to moisten her own 
dry lips with her tongue, the man took off his pants and stood before her
with his erect cock in her face.  She smelled the man's musk as he retied her
wrists behind her back, then let her kneel before him as he poured cool water
over his erect penis.  Jean Grey looked at Emma Frost with hatred in her
green eyes as the blonde girl sat on the pillows with her legs wide apart and
fucked her pussy with a large dildo.  The bound girl turned back to the man's
cock, then leaned forward to lick it softly with her tongue.  The man grunted
with pleasure as he grabbed a handful of her red hair and pushed her face
harder against his cock.  Jean moaned as she took the rod deeply into her
throat, then she sucked on it eagerly to drink the water on it.  The Emir
thrust his crotch past the girl's warm, red lips, watching her suck on his
cock, then lick along the shaft till she reached his hairy balls.  He poured
more water over his penis, making Jean lick his meat eagerly to satisfy her
thirst.  She sucked deeply on his balls, then licked his whole cock back to
the tip, where she sucked eagerly on the head till he orgasmed into her
mouth.  She drank the fat man's cum, then sucked softly on the wet tip of his
cock until he thrust it back into her mouth again.  The Emir ran his bloated
hands through her soft, sweat-slick red hair as he fucked her mouth with his
rod, then he backed away and pushed the bound girl onto her bare back.
     Jean panted for breath as the fat man opened her legs and placed the tip
of his cock against the soft flesh of her pussy.  She pleaded with him to
stop with her wide, green eyes, but the dark man ignored her and plunged his
ever-erect penis into her cunt.  Jean screamed in esctasy as the man fucked
her snatch with his large rod.  Emma made it grow larger and larger until it
filled her vagina with meat.  The naked girl arched her back as she took the
strong thrusts of the Emir, panting deeply as he rammed his cock into her
soft, yielding pussy.  The man leaned forward to squeeze her creamy, full
breasts as he pumped into her, sweat glistening on both of their bodies.
Jean closed her eyes and moaned with her full, red lips as the man fondled
her tits and pushed ever deeper into her womanhood, sending waves of sexual
pleasure into her slim, naked body.  The man and girl orgasmed at the same
time, her warm cum mixing with his jism.  The fat man pulled slowly out of
her pussy, then leaned forward to press his many folds of flesh against her
naked body and kiss her deeply on the mouth, licking her teeth and caressing
her wet tongue with his own before he sucked lightly on her sweet, red lips.
Jean Grey lay limply on the rug as the Emir faded into thin air, and a
panting Emma Frost sat down next to her.

     "You can't tell me that you didn't enjoy that," said Emma with a grin.
"I could tell that you were getting off on it."

     "Maybe I did.  If so, I disgust myself," replied Jean as she lay on her
back and panted with closed eyes.  "I really have become a slut."

     "Nothing wrong with being sexually liberated," remarked the blonde girl
as she lightly caressed Jean's right breast.  "I think that it suits you, and
so does Jason Wyngarde."

     "How do you know about him?" asked Jean with alarm as she opened her
green eyes to regard the White Queen.

     "He's an associate of Frost Enterprises, a liason between my firm and a
successful European trade bloc.  I've met him once or twice, and he's very
handsome," said Emma with a wistful smile.  "He's told me how he met you and
that you've been dating him every 
now and then.  I wonder what Scott would say?"

     "I only dated him when I thought Scott was dead," replied Jean
defensively.

     "And now he doesn't interest you in the least."

     "I didn't say that," admitted the redheaded girl reluctantly.

     "Then I say you've got a big decision to make," replied Emma as she
kissed Jean lightly on the lips and went back to lay on her silk cushions.
"You can leave the tent and take a bath if you want.  I know that you don't
want to go back to Earth covered in sweat and smelling of sex.  Although I
wouldn't mind," remarked the White Queen with a wanton 
smile.
*********************************************************
     Jean Grey swam slowly across the diameter of the pool, letting the cool
water wash over her naked body.  The young woman considered her options as
she floated lightly on the surface of the pool, watching the moon rise above
the horizon and outshine the stars in the velvet night.  Emma had released
her wrist bonds, and had removed the mental blocks on her powers.  Jean had
immediately filled her naked form with the Power Cosmic, and was surprised to
find how sexually arousing the power was.  She considered 
blasting Emma Frost into ash on the spot, but she hesitated.  As much as she
hated the White Queen, she couldn't help feeling slightly grateful to the
bitch for awakening the sweet hunger for sex that she hadn't possessed
before.  She had dreamed of making love 
to Jason Wyngarde on several occasions, but something had held her back from
consumating their imaginary trists.  She had thought that her love for Scott,
and her strict 
moral upbringing had stopped her from making love, but now she seemed to have
no qualms about performing sex with anyone.  Even now, looking at the
scantily-clad White Queen eating grapes from a silver plate, the redhaired
girl felt a warm sensation in her crotch, a sexual hunger that demanded to be
filled.  She had enjoyed it when that fat man 
had raped her, even when her mind said that it was wrong.  The naked girl
climbed out of the clear pool and created a black cloak to wrap around her
beautiful body, then she sat
upon the warm sand near a palm tree and leaned heavily against it.  She
summoned a glass of wine, and gulped it down quickly.  Refilling the glass,
Phoenix sipped it lightly as 
she contemplated the Astral Plain and wondered what she was becoming.
*********************************************************
     The next morning, Jean Grey awoke and sat up from the sandy ground.  She
blinked 
her wide, green eyes until she was alert, then she stood up and pulled off
the black cloak.
The redhaired girl stared at herself in amazement as she beheld the black
brassiere that enfolded her torso and squeezed her firm, full breasts
together.  Black, silk panties covered her crotch, and knee-high, hard,
leather boots with high-heels covered her dainty
feet.  She wore a leather choke collar around her slim neck, and her long,
red hair was tied in a bun over her head.  Looking into the water, Jean saw a
black birthmark near her mouth, and her face stared lustfully back at her.
The scantily-clad girl backed quickly
away from the water, and noticed the leather whip tied to her waist.

     "Nice outfit," remarked Emma Frost as she gazed at her nemesis in
surprise and humor.

     "But, I.., I didn't create this on purpose," gasped Jean as she looked
at her black-gloved hands as if they belonged to someone else, someone dirty.

     "It looks like something Jason would want you to wear," said Emma
thoughtfully.
"I wondered about this 'Black Queen' he kept harping on all the time.  He
said that he was going to introduce her to the Hellfire Club at the
anniversary party this year."

     "Jason...," muttered Jean as images of him washed over her mind, flashes
of dreams where she had been his wife in the Colonial period of America, a
fiery woman with strong appetites, a fierce bloodlust, and utter devotion to
her lord and husband.  Jean rubbed her temples with her slim hands, then
concentrated to dispel the dark clothing and replace it with her green and
gold, skintight bodysuit.  The redhaired girl walked softly on the sand until
she stood before the White Queen, then both young women reached out to each
other and placed their fingers on each other's foreheads.

     "My mind, to your mind," whispered Emma as she focused her psychic
powers on Phoenix.

     "My mind, to your mind," replied Jean as she closed her eyes and
concentrated on linking with the blonde girl.  The two telepaths joined their
minds together, and used their combined power to fly high into the air above
the oasis and pierce the shell of the Astral sub-layer.  Sailing through the
rough mental winds of Astral space, the two girls focused their thoughts on
Earth, and the couple plunged down a vortex of light into the nexus that led
home.
****************************************************
     Phoenix blinked her eyes as she regained consciousness and found herself
standing in the ruined interrogation room of the White Queen.  Emma was no
where to be found, but Storm lay limply on the floor, protected by a bubble
of Phoenix's power.  The redhaired goddess walked gracefully over to her
prone friend and picked her off the floor.
Summoning the Power Cosmic, Phoenix created a fiery bird construct and sent
it hurling into the ruins above, blasting a pathway to the surface.  Phoenix
carried her friend through
the opening until they reached the outside air, and a light breeze ruffled
the
girl's long, red hair.  Phoenix smiled as she recognized home, then she
frowned as she heard Cyclop's mental screams as he tried to contact her
through their telepathic rapport.  She replied to calm him, then turned to
watch an airship launch from a nearby pad and soar quickly into 
the night sky.  The White Queen would be on that ship, but Phoenix did not
pursue her.  Emma had helped awaken the darkness in Phoenix, a darkness fed
by Jason Wyngarde as he closed his grip on her mind and body.  Part of her
fought the darkness, refused to surrender to it; but another part of her
welcomed the darkness, and relished the hot sexuality of unlimited power that
existed for her to exploit.  

Chapter 3:  Fall From Grace

     Thunder crashed across the sky as the limosine carrying Jean Grey and
Scott Summers drove through the water-filled streets of New York.  The
redhaired young woman filled a crystal glass with wine and sipped it
appreciatively before Scott looked at her askance.

     "Should you really be drinking before our insertion?" asked Scott with
concern.  
"I need you alert and ready for action when we go in."

     "Don't worry, lover," replied Jean nonchalantly.  "If anything happens,
I'll take care of it."

     "You've been acting pretty confident lately," said Scott.  "I hope
you're not letting your powers go to your head.  Sloppy thinking can get us
killed."

     "Shut up and let me worry about my powers!" hissed Jean angrily as she
gulped down the rest of her wine and refilled her glass.  Scott watched her
with a frown, then sighed and turned to look out the rain-drenched window as
the luxury car reached the Hellfire Club and pulled in front of the ornate
glass doors.
     Scott waited until the doorman opened the door and gestured for them to
exit.  Scott got out first and took Jean's hand as she slid off the leather
car seat and stood in her long, black dress.  The cold, moisture-laiden air
blew across Jean Grey's long, red-gold hair as she let Scott lead her by the
hand to the double doors of the Hellfire Club.  Another servant opened the
portals for them, and the couple entered a lavish entry hall carpeted with
rich, imported fabric.  A young girl in a skimpy frenchmaid's outfit took
Scott's coat and Jean's black cloak, then motioned them forward to the guest
hall.  Taking Jean's arm with his right hand, Scott led them into a huge,
crowd-filled chamber lit by expensive crystal chandeliers.  Important
ambassadors, politicians, and industrial leaders
talked in low tones and drank champagne from crystal glasses.  In a open area
at the far side of the room, a small orchestra played while couples danced
gracefully on a polished marble dais.  Jean accepted a glass of champagne
from a nearby waiter dressed in Colonial-era finery, but Scott shook his
head.

     "C'mon, Scott.  Look like you're enjoying yourself," whispered Jean as
she sipped lightly on her drink.

     "I have to coordinate everybody's entrance," replied Scott tersely as he
raised his wristwatch to his mouth and whispered into it.  Glancing at her
lover with exasperation, Jean felt her gaze pulled away by the familiar form
of Jason Wyngarde.  Jean smiled unconsciously as she watched the handsome,
bearded man approach her and pull her gently away from the distracted Scott
Summers.

     "A pleasure to see you again," remarked Jason smoothly as he led her by
the arm to the marble dais.  "That dress looks exquisite on you."

     "Thank you," replied Jean with a blush of pleasure as she flourished her
dress before Jason, with its low neckline and open back.  The bearded man
kissed the knuckles of her 
left hand, making her body grow warm with arousal, then led her gently up the
steps of the dais to join the wheeling dancers before them.
     Jason placed his right arm around her slender waist while he held her
hand with the other.  He stood close to her sexy body as he led them twirling
around the dais to the sweet strains of violins and flutes.  Jean Grey felt
her mind slip into the persona of Lady Jean Grey, wife to plantation owner
Jason Wyngarde, the only love in her life.  They danced at a ball celebrating
their new marriage, and Jean felt like she danced on air.  Occasionally,
Jason would rub his crotch gently over her own, and her body trembled with
sexual excitement.  He kissed her lightly on the lips, then became more
forceful, inserting his tongue into her willing mouth.  She moaned lightly as
he softly caressed her firm ass with his hand, then led them to the edge of
the dais and towards an ascending staircase.
     Scott Summers finally realized that Jean was no longer with him, and
quickly spied her slim form walking away with a lace-bedecked stranger.  The
leader of the X-Men 
swiftly made his way past the revellers, and finally caught up with the
couple as they neared the top of the staircase.  The stranger's body turned
hazy as his true form appeared, and Scott exclaimed in shock, "Mastermind!"

     "The game's over, boy," said the haggard, lanky-haired man as he glanced
at Cyclops.  "You've lost the match, and the lovely prize."

     Scott Summers quickly ran up the stairs and down a hallway after the
escaping couple.  As he turned a corner, a flare of plasma energy smashed
into his body and hurled him into the far wall.  Cyclops' limp body smoked on
the floor as Jason Wyngarde and Jean Grey, dressed in the black brassiere and
cloak of the Black Queen, walked over to regard their prey.

     "Sebastian Shaw wants the X-Men alive," admonished Jason to his
beautiful cohort.

     "Be at ease, my lord," replied Jean with a wicked grin.  "If I had
wanted him dead, the lad would be nothing but ash."
***********************************************************
     The Black Queen stood triumphantly with the rest of the Inner Circle as
they regarded the helpless, shackled forms of the X-Men.  The leather-clad
vixen entwined the fingers of 
her left hand with Jason's as she smiled wantonly.

     "Well done, Jason," congratulated Sebastian Shaw, the leader of the
Inner Circle.  The 
two handsome men shook hands warmly, belying the lust for power that consumed
them 
both.  Jason moved his left arm to encircle Jean's waist possessively, then
said,

     "If my work here is done, I wish to celebrate my victory with my lovely
wife, the Black Queen."

     "Hail the Black Queen!" shouted the men of the Circle as they raised
their glasses in 
salute.  "Long may she reign!"
***************************************************************
     Jason Wyngarde escorted Jean Grey into a conference room and locked the
door behind them.  Jean smiled lustfully at her imagined husband as she undid
the clasp of her cloak and let it fall to the floor.  As Jason took off his
top coat and shirt, Jean undid the strings of her black, leather brassiere
and threw it carelessly to the side.  Jason gazed hungrily at her round, firm
breasts as she pulled down her black, silk panties and threw them playfully
at him.  He caught the thin fabric and inhaled her womanhood as she swayed
over to where he stood and knelt down before him.  Jason smiled as he
caressed 
her soft, red hair and untied the bun that kept her fiery mane in place.  A
cascade of reddish silk fell down her naked back as she undid her lord's
pants and pulled out his flacid cock.  The eager slut stroked and kissed
Jason's penis until it grew erect with arousal.  Jean smiled up at her master
before she leaned forward to suck on the tip of his cock lightly, then take
it deeply into her wet mouth.  Jason grunted with pleasure as his mental
slave sucked lustfully on his rod, taking it far into her throat before
moving back to lick along his shaft and suck lightly on his balls.  He
grasped her head firmly with both hands as the naked girl sucked his cock
back and forth, her moist, red lips caressing his meat lovingly.  
     Jason pulled his cock away from Jean's eager mouth, then placed his
erect member 
between the girl's full breasts.  Jean cooed with pleasure as the man thrust
his rod across 
the creamy flesh of her tits, making them erect and hard with desire.  The
young woman 
licked the tip of his penis when it got close to her mouth, then squeezed her
breasts together so her flesh enwrapped his engorged rod.  Jason fucked the
girl's tits until he shot his load across her chest and face.  Jean laughed
as she licked the cum from her chin and nipples, then bent forward to lick
her lord's cock clean.  As the wanton slut sucked lightly along the sides of
his rod, Jason pulled her to her feet and pushed her onto the long, oak
conference table.  Jean opened her thighs wide apart to accept her master's
cock, but Jason leaned forward to lick across her reddish-gold snatch with
his tongue.
Jean moaned with sexual pleasure as the man sucked lightly on her pussy lips,
then plunged his tongue deeply into her throbbing cunt.  The naked girl
screamed in esctasy
as her lover thrust back and forth into her love hole with his tongue,
tasting her womanhood like fine wine.  Jason slurped loudly in her pussy as
Jean fondled her heaving breasts and licked her nipples wantonly.  The naked
girl thrust her crotch onto the man's hungry mouth as he sucked deeply on her
cunt flesh, bringing her quickly to orgasm and making her spurt warm cum into
his open mouth.  Jason drank deeply of her love honey,
then licked the soft flesh of her inner thighs before leaning forward to kiss
his lover passionately on the mouth.  Jean tasted her own cum and relished
the flavor before Jason moved down to suck hungrily on her breasts.  The
naked girl moaned loudly as she lay back against the table and wrapped her
leather-encased legs around the waist of her lord.
     Jason sucked loudly on the sweet-tasting flesh of Jean's tits, moving
from one engorged mound to the other before moving back to brandish his cock.

     "Put that big, meaty cock in my cunt, master," begged Jean as she
fondled her pussy
lustfully.

     "You want it?"  teased Jason as he rubbed his tool lightly.

     "Yes!  Please!  Fuck me hard, master!  Make me cum!" pleaded the naked
girl as she 
licked her red lips and panted softly.

     "Very well, slut.  I'm going to fuck you real hard!" declared Jason as
he plunged his engorged cock into Jean Grey's warm pussy and began pushing
his crotch against hers.
Jean moaned and panted with pleasure as she returned his thrusts and fucked
his hard penis with her hungry pussy.  The naked girl's tight cunt cling
firmly to her master's rod as they fucked each other on the table.  Sweat
covered both of their naked bodies as Jason reached forward with his hands to
squeeze his whore's round breasts.  Jean covered his hands with her own
delicate ones as she pumped harder into him, relishing the feel of his meat
in her warm vagina.  Jason pushed the naked girl's back hard against the oak
as he thrust deeply into her pussy, grunting with effort and pleasure as he
fucked 
his beautiful, female slave.  Jason orgasmed into her cunt, shooting jism
deeply into her.
Jean screamed as she orgasmed, spurting warm cum over her lover's cock and
onto the table.  The man pulled weakly out of her squeezing pussy, then the
naked girl sat up and leaned down to suck eagerly on his warm penis and clean
the meat of both their jism.
Jason smiled with satisfaction as he watched Jean laying on her stomach and
sucking slowly on his cock like a child with a lollipop.  The naked girl
smiled around his rod as she licked along the shaft, then moved back to suck
on the tip of his penis.  The man stroked her sweat-damp, red hair, then
caressed the smooth flesh of her cheek and chin
before leaning down to kiss her deeply on the mouth.  Their tongues caressed
each other lustfully, then Jason backed away to approach a wine cabinet and
fill two glasses.
     Jean Grey sat docilely on the table as her lord walked back to her and
gallantly handed her a glass of wine.  They clinked the glasses together,
then drank deeply of the sweet beverage as their sex-drenched bodies cooled
down.  As Jean finished her glass, she felt a twinge in her mind, the psychic
rapport with Scott was active, and in a quick flash, she saw Jason impale
Scott with a deadly rapier.  The fog of lust and decadence 
that had filled her mind disappeared in a heartbeat, and Phoenix was in
command of herself once more.  She looked up to regard Jason as he pulled his
pants back on, and she saw the tired, slack face of Mastermind as he put on
the remainder of his clothes.
The naked, redhaired girl frowned in confusion as the old, thin form of
Mastermind flickered to the darkly handsome image of Jason, then returned to
the old man.  Jason showed no signs of noticing Jean's distress as he kissed
her quickly on the lips, then moved to open the door.
     "I have to go check on the Inner Circle and see what they're up to with
the X-Men.  Meet me in the study when you're ready," ordered Mastermind as he
smiled condescendedly at Jean and closed the door.  Phoenix looked down at
her slim hands that lay in her lap, and tried to fight the dark
submissiveness that washed over her mind like a rough sea.  When she looked
up, the fires of Hell raged within her eyes, and she summoned the infinite
wells of the Power Cosmic to deliver her revenge.

Chapter 4:  Transformation

     Jean Grey, the Black Queen, entered the study where the Inner Circle
gloated over the shackled X-Men.  Sebastian Shaw was telling Nightcrawler how
he planned to use the X-Men as guinea pigs in experiments to find the gene
that created super-powered beings.
Jean moved to stand next to Jason Wyngarde, then looked to watch Scott
Summers as he leaned heavily against the wall, a ruby quartz sphere covering
his head and holding his powerful optic blasts in check.  Glancing quickly at
Jason, the Black Queen sent a tendril of power across the room and unlocked
Cyclop's helmet.  The mutant leader fired his optic blasts and sent the
helmet flying into the head of one of the Inner Circle.  As the evil men
turned to regard their fallen comrade, Cyclops fired another blast at
Sebastian Shaw,
sending him crashing through the study door and into the party chamber.  The
Black Queen released Wolverine with her telekinetic powers as Cyclops freed
the rest of the X-Men.  As Wolverine charged the fat Harry Leland and impaled
the man with his claws,
Jean smiled wolfishly and teleported out of the room.
     Jason Wyngarde stumbled down a empty hallway as he tried to escape the
Hellfire Club.  He descended a staircase, and began to make his way to the
basement exit just as the lights went out.  The handsome man used his powers
of illusion to blend in with the wall, and cautiously advanced down the
passage.  Jean Grey stood within the shadows and smiled coldly as she watched
the foolish man try to escape her.  The Power Cosmic flowed from her
leather-encased body in hazy waves as she quietly followed her prey till he
reached an intersection in the hallway.

     "Going somewhere, Jason?" whispered Jean into the man's mind as he
whirled around to face her.

     "Stay away from me!" shouted Mastermind as he slowly backed away from
her.  
"I command you to stay back!"

     "You?  Command me?  The Black Queen, wielder of the Power Cosmic?  I
think you overestimate your own importance, little man," replied Jean as she
gathered raw power in her right hand and launched a flaming bird claw at the
cowering mutant.  Mastermind screamed as the plasma-flamed construct burned
his flesh and smashed him into the far wall of the hallway.  Jean Grey held
the man with her power as she advanced up to him and smiled murderously into
his wide eyes.

     "You have no idea of the powers you've let loose upon the universe,"
said Phoenix in a resonant voice as she squeezed the life out of her one time
love.

     "Please, don't kill me," whimpered Mastermind as he stared at the Dark
Angel with terror.  

     "Oh, I won't kill you," hissed Jean as she leaned close to Mastermind's
face.  "I'm going to give you what you want.  You sought power with me as
your puppet.  Very well, I shall give you power."

     Mastermind shrunk away from Jean's touch as she placed her slim right
hand on his wrinkled brow and sent the Power Cosmic surging into his frail
body.  The old man screamed in agony as the power of creation boiled in every
cell of his being, shredding his soul apart like it was toilet paper.  The
helpless man screamed for a long time, and Jean Grey smiled with pleasure as
she enjoyed the sweet sound.
**************************************************************
     The X-Men gathered together after routing the Inner Circle, then they
ran
out of the Hellfire Club into a nearby park.  As Cyclops summoned their
hoverjet, Phoenix touched her throbbing forehead with her hand and tried to
quell the bloodlust that surged through her mind.  Darkness and sweet,
seductive anger coiled in her breast, and Phoenix felt her powers surge out
of control.  Cyclops helped her into the waiting jet, then took the pilot's
chair and launched the ship high into the clear New York sky.  Phoenix's
vision became hazy and red, and before she could stop it, her power blossomed
and destroyed the hoverjet in a rolling fireball.  Phoenix hovered in the air
as she watched her friends plunge into the glade below.  She felt an
overwhelming urge to pursue the X-Men and crush them like bugs, but she
concentrated on flying away from the descending wreckage as fast as she
could.  The huge metropolis disappeared quickly behind the beautiful young
woman as she flew like a comet across the U.S. and down to the home of her
childhood.  
     Phoenix looked at herself as she touched down on the ground, and saw
that her Black Queen garb had disappeared.  She now wore the skintight
bodysuit of her Phoenix costume, but now it was black and gold, not
green/gold as before.  Her long, silky red/gold hair flowed down her back in
shining waves, and Phoenix sighed as she accepted yet another change in
persona.  The shapely girl opened the locked door of her home with ease, and
walked quietly inside the living room.  The angry goddess looked down at a
portrait of her mother, father, and two sisters that sat on an endtable, and
smiled wistfully at happier memories.  The anger washed over her mind,
however, making the girl turn away from the picture and climb the stairs like
a hunting panther.  With her enhanced hearing, Phoenix heard faint female
moaning, which made her smile hungrily.
Dark Phoenix swayed down the hall till she reached the source of the moaning,
then slowly opened the door that led inside.  She emerged into the bedroom of
her younger sister, Angela, who was sixteen years old.  The young girl lay on
her bed with her legs wide apart as she rubbed her wet pussy with her
fingers.  Angela had large breasts for her age, and long blonde hair.  The
girl moaned faintly as she inserted a small finger into her cunt and probed
inside her delicate womanhood.  Phoenix walked over to Angela's bed and sat
down at the edge, which made her sister open her eyes and regard the intruder
with surprise.

     "Jean?  Is that you?" asked Angela in disbelief as she quickly removed
her fingers from her crotch and pulled her nightdress down.

     "It's me, little one," replied Phoenix as she lightly caressed her young
sister's firm stomach.

     "What are you doing here?" inquired the girl anxiously.

     "I came to see you."

     "Well.., I'm glad to see you.  Are you o.k.?"

     "Yes, little one.  I'm fine," replied Phoenix with a smile as she softly
caressed her sister's full breasts.

     "Uh.., do you want me to wake up Mom and Dad?" asked Angela nervously as
she backed away slowly from her older sister.

     "No.  I want you to lay back and let me help you get off," responded
Phoenix as she ripped her sister's nightdress open and leaned down to suck
eagerly on the young girl's breasts.

     "Jean!  No!" shouted Angela as her sister bit her nipples hard, then
moved to suck deeply on the flesh of her left tit.  Phoenix ignored her
victim as she summoned a ball gag for Angela's screaming mouth, then cold
metal handcuffs to bind the girl's hands behind her back.  As the metal
restraints clicked into place, Phoenix pulled off the shreds of the 
silk nightdress, leaving the bound girl completely naked.  Angela moaned
through the gag as her sister licked between her tits, then kissed the sweet
flesh along her shoulders and 
neck.
     Jean Grey licked her sister's naked skin down her stomach until she
reached the girl's 
crotch.  Forcing the bound girl's legs apart, Jean leaned down lick across
her blonde snatch, tasting her young sister's pussy and relishing it.  Angela
moaned as Jean inserted her wet tongue into the girl's pussy, exploring her
cunt slowly before thrusting in and out quickly.  The bound girl's breasts
jiggled as her body rocked back and forth to the thrust's of her sister's
mouth, her cunt throbbing in excitement as the woman pierced her womanhood.
Angela screamed as she experienced her first orgasm with another person,
then she laid back limply on her bed.  Jean rolled her handcuffed sister onto
her stomach, then pulled the girl's ass up till it beckoned her.  Phoenix
grew a large, pulsing dildo in her mouth, then leaned down to insert it
roughly into her sister's warm vagina.  Angela screamed in pain as the cock
plunged into her open love hole, but the rubber gag blocked most of her
moaning.  Jean thrust her face hard against the naked girl's pussy, forcing
the
erect, fleshy penis deeply into her sister.  The bound girl moaned loudly as
pain became sexual pleasure, and she began to push her hot crotch harder
against the engorged rod.
Jean grabbed her sister's shapely ass and squeezed it wantonly as she fucked
the young girl's cunt fiercely.  Angela orgasmed again, and Jean grew suckers
on the cock to drink in the girl's sweet cum.  The girl moaned with pleasure
as the little mouths pulled on her pussy flesh and emptied her out.  She lay
panting on her stomach as Jean dissolved the gag in her mouth and laid down
next to her on the bed.

     "You can scream all you want, little sister.  I've put everyone else in
the house in a coma while we play," whispered Phoenix with an evil grin.

     "Why are you doing this, Jean?" asked the bound girl desperately as she
watched her older sister with horror.

     "Because I enjoy fucking young girls like you who haven't been corrupted
by men yet.
Maybe you'll like this so much you'll became a lesbian," giggled Jean as she
grabbed her naked sister by the hips and placed the struggling girl on the
huge cock growing out of her open crotch.

     "Jean!  Please!  Don't!" begged the girl as Jean pushed her on the
pulsing rod and forced it deeply into her pussy.  Angela screamed as the cock
thrust into her hungry pussy and reached deeply into her womanhood.
Jean enlarged the cock until the slimy meat filled the girl's vagina, then
began pushing up into Angela.  The naked girl moaned loudly as her round
breasts flopped up and down with her sister's thrusts, and sweat glistened on
her naked skin.  Tentacles grew out of Phoenix's flesh to enfold the naked
girl's full breasts and squeeze them tightly.  Little suckers appeared and
attached to Angela's nipples, drinking her flesh eagerly.  The young girl
moaned loudly until a thick, phallic-looking tentacle wrapped around her neck
and went inside her open mouth, exploring deeply in her throat.  The bound
girl sucked hungrily on the cock within her lips
as Jean's lust began to overwhelm her.  She thrust her small crotch slutfully
onto the large penis under her, and relished the feeling of the slimy
tentacles that caressed her heaving breasts.  Angela orgasmed a third time,
moaning in pleasure as she rode her sister like a horny cowgirl.  Jean smiled
at her young sister's slutty behavior and pumped harder into the young girl,
watching her suck eagerly on the tentacle in her mouth until it pulled out
and shot purplish cum across her face and tits.  Angela laughed as she licked
the warm jism off of her chin and tits, then reached up with her mouth to
suck wantonly on the cock dangling above her head.  The naked girl took the
tentacle deeply into her throat, then moved to suck lightly on the head of
the penis before licking along the slimy shaft of the rod.  Tentacles
continued to squeeze her full breasts as a new limb caressed her shapely ass,
then entered her tight anus.  Angela gasped in surprise, then smiled before
resuming her cock-sucking.  Jean orgasmed strongly into her sister's hot
pussy, then sat up to kiss Angela deeply on the mouth, probing her wet mouth
lustfully.  After the sisters kissed, they both took turns sucking on the
throbbing cock hanging above them, with Angela sucking the tip while Jean
licked along the shaft.  The engorged limb eventually shot slimy jism over
both of their naked bodies, and the two young women slowly licked the cum off
of each other hungrily.   
     Phoenix dismissed the roving tentacles, then unbound her naked, panting
sister before standing up from the bed and restoring her skintight costume.
The young woman raked a hand through her sweat-damp hair before leaning down
to suck lightly on her little sister's sweet lips.  Angela returned the
favor, then sat back to regard her corrupt sibling.
     
     "Where will you go?" asked the exhausted girl.

     "I don't know.  Far from Earth, probably," replied Dark Phoenix as she
walked towards 
the door.

     "Come visit me sometime," suggested Angela hopefully.  "After a
first-class fuck like that, you've ruined me with ordinary people."

     "It's true that you'll never be with anyone better, but don't let that
stop you.  Fuck everything you can get your hands on, you'll enjoy it."

     "Well, I do have this cute brunette girl in my class that I've been
wanting to tongue-fuck," muttered the blonde girl thoughtfully.

     "Then go for it.  Suck her pussy dry," encouraged Phoenix as she went
through the door and closed it quietly after her.  Angela laid back against
the sweat and cum drenched sheets and fondled her round tits lightly as she
smiled to herself.
**********************************************************
      Dark Phoenix left her childhood home and began to ascend into the sky
as a psi-bolt of incredible power smashed into her and sent her body tumbling
to the ground.  As she lay stunned on the grass, Professor Charles Xavier
rolled his wheelchair closer to her and sent another bolt into her fog-filled
brain.  Phoenix screamed in agony, then attempted to raise a mental shield in
defense.  Xavier allowed her no reprieve as he used his vast mental powers to
smash into her will and destroy her hasty defenses.  The lovely young woman
fell limply onto her back and lay there as Xavier rolled up to her body and
concentrated on establishing a new wall of psychic blocks around her Phoenix
abilities,
reducing her to Marvel Girl levels of power.  The helpless girl's costume
disappeared, leaving her naked as Scott Summers rushed over to her and held
her close.  Jean Grey clung to her lover as she felt her great powers fade
away, leaving her with limited telepathy and reduced telekinetic abilities.
   
     "Are you alright?" asked Scott with concern.

     "Yes, love.  I'm finally myself again," replied Jean with a weak smile
as her father rushed from the house and gave Scott a warm blanket to cover
her naked body.

     "What the hell's going on?" asked Mr. Grey as he glared at Prof. Xavier.

     "I'll be glad to tell you, Mr. Grey.  But first, could I trouble you for
a cup of tea?"
inquired Xavier just as a transporter beam surrounded him, Scott, and Jean
with a prism
of light and whisked them away.

     "What the hell?!" exclaimed Grey as he looked up to gaze into the clear,
night sky.

     "You three are now prisoners of the Shi'ar Empire.  An Imperial court
will determine the guilt of one Jean Grey, known as Phoenix, as a threat to
sentient life throughout the universe.  If found guilty, said Jean Grey will
be put to death!" exclaimed a slim woman in 
snug body armor and carrying an ornate staff of office.  "So speaks Lilandra,
Empress of the Shi'ar Empire!"

Chapter 5:  Power Corrupts

     Jean Grey slept fitfully in her small room, a thin sheet covering her
lithe, naked body
as dreams of Dark Phoenix flittered in her mind.  She awoke with a start, her
body drenched in sweat, which caused her to sigh in frustration.  She put on
a light silk robe and walked softly to a observation window that overlooked
the planet Earth.  The young woman gazed at her homeworld with longing as she
considered the coming trial and the possibility of her death.  Hours passed,
then the lights flickered on and a servant droid entered the room with a tray
of hot food and her old Marvel Girl costume.  The redhaired girl sat at a
nearby table to eat her last meal as the droid made up her bed, then
stoically left the room.  

     Jean Grey and Scott Summers, dressed as Marvel Girl and Cyclops, stood
upon a transporter dais as Empress Lilandra contemplated them coldly.  Prof.
Xavier sat near the young ruler, watching his young charges with concern as
the woman struck her staff three times on the floor.

     "Jean Grey, you are charged with endangering the lives of all sentient
beings throughout the universe with your access to the Power Cosmic.  No
being in recorded history as had the ability to channel as much raw power as
you are now capable of.  It is inevitable that you will be corrupted by this
power and use it to usurp the rights of lesser beings, ourselves included.
To prevent this potential disaster, the Shi'ar Empire along with most of the
advanced planets in this quadrant have sentenced you to this trial by combat.
If you lose, you will be put to death.  If you win, you will be allowed to
go, and hopefully you will be able to control the godlike powers at your
disposal.  Prof. Xavier has told me of the mental barriers around your
Phoenix persona, but I do not have faith that it will indefinitely contain
your abilities.  Your reduced state will make this trial an equitable one,
however.  Now, let the trial begin!" exclaimed Lilandra as she struck her
staff one more time on the floor, and the transporter hummed to life before
bathing the couple in a shaft of brilliant light.
**************************************************
     Marvel Girl walked cautiously along a ruined street as she scanned the
area for mental activity.  She knew that several members of the Shi'ar
Imperial Guard had beamed down to the surface of the Moon and been ordered to
track her down.  She tried to screen her own mind from enemy telepaths, but
with her reduced powers, she had no idea if they would find her.  The
redhaired girl stumbled on a ragged piece of rock, then continued to make her
way to a ruined temple at the center of an ancient city.  Jean Grey was
walking in an area called the Blue section of the Moon.  It was an anomaly on
the satellite because within this crater was a breathable atmosphere.  Scott
had been transported here as well, but to a different site than hers.  Jean
crouched behind some rubble as a 
purple-skinned man with a mohawk flew quickly over her position.  He failed
to notice her, 
and continued his flight past several ruined buildings.  Jean sighed with
relief, then yelped in surprise as a whip wrapped around her left ankle and
pulled her from her feet.
     A tanned skinned young woman with long silver hair and pointed ears
pulled tightly on the whip and kept Jean from standing up.  A lumbering green
robot with a smaller robot passenger on his back appeared from the shadows
and advanced on the prone girl.  Jean concentrated her mental powers and sent
a stream of rubble smashing into the enormous 
machine.  The robot stumbled slightly under the assault, but did not halt its
advance.  The 
dark elf whispered softly, and the whip sizzled with electrical energy that
stunned Jean.
As the scantily-clad girl teetered from the energy burst, the robot reached
her body and pulled her to her feet roughly with its large, metal hands.  The
dark elf smiled wickedly as 
she walked over to join the robot and its lovely prisoner.

     "For such a dangerous girl, she wasn't very hard to catch," taunted the
woman as she gazed up at Jean's immobile body.  "Maybe she's not as strong as
the Empress thought."

     "It would be illogical to lower our guard at this moment," replied the
robot coldly as it held Jean's wrists with both hands and raised them into
the air, making the girl dangle on her tiptoes.

     "Logic was never my strongpoint," remarked the dark elf with a smile as
she lightly caressed Jean's breasts, then took off her yellow face mask.
"Why cover up such a beautiful face, my dear?"

     "Are we going somewhere, or are you going to kill me now?" asked Jean
pragmatically.

     "Oh, I'm going to kill you, bitch.  But first, I'm going to have some
fun," replied the dark
elf woman as she ripped Jean's green tunic off and began to fondle her full
breasts.  Jean struggled in the robot's grip until it leaned her against its
wide chest and restraints formed 
out of its metal skin to entrap her wrists and ankles to its huge body.  The
dark elf smiled lustfully as she leaned down to suck on the bound girl's
round tits, biting her nipples to hardness as she fondled the girl's
reddish-gold snatch with her free hand.  Jean moaned as the woman sucked on
both of her breasts, then licked up her slim neck till she reached the girl's
sweet, red lips.  The leather-clad woman kissed Jean passionately on the
lips, then probed inside the girl's mouth with her tongue.  The redhaired
girl leaned against the cold robot's skin as the woman knelt down to lick her
warm cunt, then insert her tongue deeply into the girl's vagina.  Jean panted
deeply as the dark elf explored her womanhood lustfully, sucking on her soft
pussy flesh until she orgasmed forcefully.  Warm love honey poured from
Jean's hot cunt into the dark elf's mouth, and the woman sucked every drop of
it with relish.  The bound girl's body began to get hot as the dark elf
inserted a finger into her throbbing pussy, thrusting deeply into Jean's
tight snatch.  The naked girl moaned loudly as the woman finger-fucked her
wet vagina, then inserted another finger to probe her with.  Jean pushed her
hot crotch onto the dark elf's long fingers, panting with effort as sexual
esctasy filled her naked body like fine wine.  The little robot riding the
back of the big one left its seat and crawled across its companion's thick
neck, then reached forward with a thin, metal hand to stroke the naked girl's
long, red hair.  Jean looked at the small robot, smiled, then moved to put
its questing fingers in her moist mouth.  She sucked wantonly on its cold,
metal digits as it regarded her with wide, searchlight-shaped eyes.  As the
robot pulled its fingers slowly out of her mouth, Jean licked each of the
four digits, then sucked on the index finger like a cock as the robot thrust
it deeply into her throat, then moved it to her sensuous, red lips.
     The large robot grew an enormous cock out of its metal crotch and
inserted it into the naked girl's throbbing pussy.  Jean screamed with
pleasure as the metal penis probed deeply into her cunt, then began pumping
back and forth into her.  The girl's full, creamy breasts jiggled up and down
in time to the thrusts of the robot's rod, and she moaned with pleasure as
she was brought to climax.  The little robot climbed on top of her head and
inserted its cock into her eager mouth, pushing the metal tool deeply into
her throat as she sucked on it lustfully.  The dark elf woman licked the
giant robot's cock and balls as it fucked Jean forcefully, penetrating deeply
into her womanhood.  The naked girl leaned forward, her breast heaving with
exertion as the elf woman leaned up to suck hungrily on her sweating flesh.
Jean moaned as the woman sucked deeply on her engorged tits, then she
continued her own sucking on the small robot's enormous cock.  It thrust its
small crotch steadily against her face, the girl's red lips clasped tightly
around its pulsing 
fuck rod.  The robot made a small, bleeping noise as it shot greenish cum
down her throat and across her mouth, which Jean licked up like candy with
her wet tongue.
The large robot roared in ecstasy as it orgasmed in the girl's tight pussy,
spurting green
jism deep into her vagina.  Jean screamed in sexual satisfaction as she
climaxed again, mingling her warm honey with the robot's slimy cum.  The dark
elf woman kissed Jean deeply, then licked the little robot's cum from the
girl's lips and sweet breasts.  As the naked girl leaned back against the
chest of her robotic lover, the mental barriers in her mind collapsed, and
the orgasmic energy of the Power Cosmic flowed like blood into her lovely
body.  
     Phoenix's eyes smoldered like twin suns as she immersed herself in
white-hot flames.
The large robot screeched in pain as it released its grip on her, and let her
fall gracefully to the ground.  Phoenix formed her gold and black bodysuit
around her slim body, then pointed a delicate hand at the dark elf before
launching a stream of novaflame.  The elf woman screamed as she was reduced
to smoking ash, which allowed Phoenix to face her robotic nemesis.  The large
robot opened its chest cavities, and clouds of missiles shot forward to
explode around the deathly beautiful Dark Angel.  Phoenix felt no pain as she
ignored the missile assault and formed a energy bird around her body.  The
little robot jumped back into its rear seat and formed disruptor cannons on
the large robot's shoulders, then fired twin azure beams of annihilation at
Phoenix.  The flaming girl formed a mental shield to block the death beams,
then flew towards her metallic foe and punched her right arm forward,
commanding the flame construct around her to do likewise.  The plasma phoenix
punched forward with its right claw and sliced through the large robot's
chest like it was tissue paper.  The robot screamed in agony as Phoenix
pulled its arms and legs away from its body, then smashed its skull in with a
quick jab from her construct.  The little robot jumped off the smoking debris
of its dead companion, and attempted to flee.  Phoenix snarled in derision as
she fired a plasma blast at its retreating back and reduced it to melting
slag.
****************************************************
     Dark Phoenix gazed up into space, and used her enhanced vision to
pinpoint the Shi'ar Dreadnaught orbiting the satellite.  Smiling lustfully,
the Dark Angel flew on a column of fire up into the cold void of space and
approached the bug-shaped vessel.

     "Dark Phoenix has left the surface of the Moon and is advancing on our
position,"
reported the tactical officer of the Queen's Sword.  

     "Raise the shields and charge weapons," ordered Empress Lilandra as she
sat in the command chair of the bridge and watched the tac display on the
main screen.

     "Charles, can you reach her mind?" inquired the nervous ruler.

     "I'm trying, but she's established a powerful psychic shield around
herself.  I won't catch her by surprise this time," replied the human
telepath.

     "Then we'll have to use the direct approach," said the Empress.
"Weapons, lock disruptors on target and fire on my command."

     "Disruptors charged and locked," replied the sweating Weapons officer.

     "Fire!" shouted Lilandra before four ruby beams leapt from the
Dreadnaught and smashed into Dark Phoenix.  The bridge crew cheered as a
fireball of exploding plasma surrounded the redhaired girl, but did nothing
to halt her fiery advance.  Phoenix fired a plasma bolt at the Shi'ar vessel,
and the ship lurched as one of its warp nacelles was sliced cleanly off.

     "Shields down to forty-percent!" shouted the panicked tac officer before
another bolt smashed into the main hull and created a huge breach.  "Shields
down to fifteen-percent."

     "Fire all weapons at will!" ordered the Empress as control panels
exploded and crewmen screamed as they were burned.

     "It's over," sighed Prof. Xavier as he hung his head and placed his
hands in his lap.
"Dark Phoenix is free to ravage the universe."

     "Never!  I'll never give up!" screamed Lilandra as she pushed aside the
dead body of the Weapons officer and fired another salvo of disruptors at
Dark Phoenix.  The flaming girl evaded the beams easily, then fired two more
plasma bolts into the Dreadnaught's hull,  destroying its engines and control
systems.  The huge bug-like ship shuddered as secondary explosions blossomed
on its ravaged skin, then it exploded in a expanding cloud of plasma and
duranium alloy.

     Dark Phoenix smiled in satisfaction as the Shi'ar vessel faded into
motes of flotsam, then turned to regard the gleaming gem that was Earth.  The
beautiful, deadly young woman gazed lustfully at the vulnerable orb, then
frowned as a burning spike of pain appeared in her mind.  She screamed
silently and clasped her head with both hands as her soul tore itself apart.
Phoenix teleported to an abandoned spot of coastline near New York City, then
collapsed to her knees as shudders wracked her shapely form.  With an
brilliant explosion of light, two delicate hands emerged from the kneeling
girl's back, then two naked arms, and a head of long, red-gold hair.  A naked
duplicate of Phoenix climbed out of her flesh and fell limply to the grass,
panting for air.  The pain withdrew, allowing Dark Phoenix to stagger to her
feet and regard the twin that lay shuddering on the ground.
Probing the naked girl's mind, Phoenix found that she was exactly like her,
but with no evil impulses.  Somehow, the Power Cosmic had severed her good,
moral self and spewed it out of her body.  Kneeling down to regard her Good
half, Dark Phoenix smiled and kissed the girl's wet, red hair before
launching herself into the air and leaving Earth's atmosphere.  
*****************************************************
Epilogue

     Dark Phoenix floated in the cold depths of space at the edge of the
solar system and regarded all the helpless worlds before her.  No one in
creation could withstand her power,  she could recreate the universe into
anything she chose.  But that wouldn't be fun, the girl thought.  No, this
was a universe waiting to be raped and exploited, pleasures of the flesh
wanting to be indulged.  She would be the exploiter, she would make men and
women cry from her lustful attentions.  She would be the Goddess of Sex, and
no one would dare refuse her.  Smiling at the possibilities, Dark Phoenix
created a wormhole with a thought and plunged into the unknown.

     Jean Grey hid behind a bush as a young couple entered the glade and lay
down on the soft grass together.  As the man and woman fondled each other and
kissed passionately, Jean unconsciously fingered her warm pussy until they
undressed and began to fuck each other loudly.  Jean clouded their minds so
they wouldn't see her as she slinked forward and grabbed the woman's tank top
and shorts.  The naked girl quickly fled into the trees and ran until she
couldn't feel any minds in the area.  She quickly put on the top that barely
covered her full, round breasts, then pulled on the tight shorts that hiked
up her shapely ass nicely.  Sighing regretfully, Jean walked through the
small forest, then stood near a highway and bent one, slim, bare thigh
seductively while holding her right thumb up for passing traffic.  She didn't
have to wait long.

THE END.