2

Calling the room where they huddled together and made **** foolish plans a ‘makeshift command center’ seemed awfully generous. It was more of a dark dank hole in a lead lined bunker where they all waited to die. Everyone was tired. Everyone was hungry. Everyone but Zatanna.

“News?” Zatanna asked when they finally made it back. Where the entire Resistance was bedraggled, bowed and broken, she alone maintained her impeccable pre-Emergence appearance. A revealing corset made of whites bright they hurt the eyes and blacks untouched by a single smudge; not a hair out of place, still smiling, still perfectly made up. Shiera didn’t care if it was an illusion. She just cared it wasn't hers.

"It was a good plan, but-

“He’s still unstoppable. Maybe he’s periodically flying up above the clouds to recharge.” Ivy snarled. “Maybe he’s just a fucking god now. Does it matter?”

“If that’s your attitude, may I once again suggest you step aside and let a hero-

“Finish that sentence and I’ll make sure the next time you sleep, you never wake up.”

“... be in charge.” Zatanna let the words slip out, slow and deliberate.

Shiera threw herself between the women before **** could erupt. “Remember where we are.” Three head turned to the blast window beside them, the tip of an unfired nuclear warhead looked back at them. “The last thing we need is a fight. The enemy is out there. Not in here.”

“Shiera is right, of course.” Just like previous three times this had happened, Zatanna was all to quick to apologize. It came off as insincere. Still, Ivy wasn’t going to say sorry anyway. The world’s most powerful magician continued. “The plan failed, but the resistance hasn’t.”

“She’s right.” Shiera touched Ivy’s arm gently. “ We’re still alive. That means we can try again tomorrow.”

“We’re not all still alive.” Ivy jerked her arm free. "Millions of my babies are withering without the sun and I feel them ALL …and Batman...” She caught her words her hand.

“I just meant-

“Not everyone comes back Shiera. We don’t all live and die and live again. We. Just. Fucking. Die. And that’s it. Try to remember that, with your next ‘good plan’.” Ivy spit the words out, held Shiera’s gaze for a few seconds then stalked away.

Shiera stared at the local map for a minute, gathering her thoughts. Things were grim here, but there were other cells, other locations. Perhaps they couldn’t fight Superman and his RaoSworn directly, but hitting vital supply posts and infrastructure could buy them some breathing room. She was so engrossed she didn’t even realize.

“Just watching you work. You’re quite impressive, you know.” Zatanna’s smile was positively dazzling. If things were better, it would have felt infectious.

“Do you need something, Z?” Shiera sighed. “I’m a little busy here.”

“Are you planning to sleep some time this week?”

“Is it too much of a cliche to say, ‘I”ll rest when I’m dead?’”

Zatanna clucked her tongue. Her hips swayed and popped with every graceful step. She planted herself directly in front of Shiera, then whirled a finger around, motioning for her to show her back. Shiera obeyed, if only because she had more work to do.

“I’ve known other immortals. Dying is no picnic, even if its temporary.” Zatanna mused as her hands rose up and began to firmly massage the Thanagarans shoulders. “It’s not a crime to lay down your burdens. So I ask again, sleep?”

“When there’s time, Z. I swear.” Shiera replied. The hands did feel nice. Scratch that, they felt like the best thing in her life since … since she could remember. Zatanna clucked her tongue again. This time in approval.

“It was a good plan.” Zatanna said, as she attacked a particularly troublesome knot with a circular motion from her thumb.

“I thought so.” Shiera moaned. This was… heavenly. She had sudden thought and twisted around to look at the other woman again. “You’re not using magic on me, are you?”

“Oh, yes. But only of the hands. Something taught from one sweet girl to another, long ago.” Zatanna smiled at the memory. Then for Shiera to turn back around. She found herself powerless to resist.

“Ivy shouldn’t treat you that way.” Zatanna breathed the words into her ear. Suddenly Shiera found herself wondering just what kind of relationship those ‘two sweet girls’ had had.

“She’s just tired.”

“We’re all tired. She needs to treat you with respect.” Zatanna punctuated each word with sharp blade-like stroke down Shiera’s spine.

“Can we not talk about this now?”

Zatanna’s magic hands stopped. It was almost painful.

“Tell her to treat you with respect.” Zatanna insisted.

“I will. I will. Just a little more. Please.” Shiera sighed, she scanned the list of work she had to get done before the next dawn. Then melted as Zatanna fingers dug into the flesh of her triceps.

“Tell me about what you’re working on.”

---

Professor Hamilton had once told him, those gifted with super powers were inherently drawn together. Heroes and villians, powered by magic, by genetics, even technology or simple skill, didn’t matter. Like attracts like. For Superman, this attraction drew him to the strongest, most potent beings in the universe… well, the females anyway.

Superman watched from a nearby rooftop, his eyes fixed on a small colonial a thousand meters away. To the world it was a pretty house, with white siding, chocolate colored window shutters and a cute red door. To him, it was the home of a trio of walking nuclear weapons that he called family. His pupils widened to the size of olives. His aunt had just arrived home and the sight of her was like a punch to the gut.

Alura El- Allison Starr to her friends and neighbors -had a model’s figure, tall and thin, clad in a bespoke modestly cut suit, golden blonde hair pulled into a neat bun. She hardly looked old enough to have kids, much less two fully grown daughters. His aunt paused after stepping out of her Range Rover, turned her face to the sun and seemed to drink in the rays of the later afternoon sun. As Clark drank in her mature beauty, he felt a tug in his heart. How long since his beloved Aunt had wrapped him up in full armed hug. How he ached to see the way her eyes lit up when he walked through the door. Maybe what happened with Maxima had just been loneliness, maybe if he went over there and said his piece-

“You know its rude to stare.”

Floating down beside him in a white tank top and red racing leathers and no disguise whatsoever was Alura’s eldest daughter Karen. She was just as tall as her mother, but that was where the similarities ended. Where Alura was gentle and patient, Karen was loud, boistrous and aggressive, she had recently cut her beautiful platinum hair boyishly short. It suited her. Thickly built, with muscles covering her body like armor, there was plenty to admire about his cousin’s body, but one feature drew every man’s eye- her breasts were absolutely titanic. Stretching the thin white cotton of her shirt to the limit and presently a deep cleavage that Clark suddenly couldn’t stop starring at.

“Alright alright. I read you loud and clear. I know you’re always telling us lady heroes we need to cover up a bit.” Karen said, completely misinterpreting Clark’s gaze. “So what’s up? You here for a hug?”

Clark swallowed, trying to clear his head. He wanted something from Karen all right, but it wasn’t a hug. Something dark, primal called out from the deepest recesses of his mind. Take her! Claim her! It howled in agony as Karen slowly zipped herself back into modesty. It wasn’t just Wonder Woman, was it? He imagined weighing the softness of Karen’s breasts in his hands, testing her sensitive nipples. His heart pounded in his chest like a drum. He wanted her, cousin or not.

“You’re… not on… a mission, are you?” Clark ground the words out one at a time, trying to banish the image of his cousin’s breasts from his mindseye.

“Ugh. Okay I’ll do the pleasantries for both of us. ‘Hi Karen, how are you?’ ‘I’m great, cuz. How long has it been?’ ‘Six months, two weeks and four days. But who’s counting?’” Karen gave him a flat look. “Fine. I was on a date, and I needed a quick exit.”

No one would have guessed it by looking at her, but his was a closet romantic. Her bookshelves were overflowing with classic stories of love and and tragedy. She seemed to have a knack for replicating the latter in her personal life. A string of bad boyfriends and worse dates trailed behind her like a …well, trail. With her height, build and ‘tude it was tough to find a guy who could handle her, much less sweep 5’11” and a hundred and sixty five pounds of woman off her feet.

“You shouldn’t use your powers if you’re not in costume.” The words were easier if he didn’t look at her, didn’t think about her.

“Oh please. If someone looks up here, who are they gonna see? Who are they gonna remember? Some chick who flies? There’s a million flying women on Earth. There’s only one Superman.” She waved her hand dismissively. “I do it all the time when I have to go international. Slip on some sweats and a blank mask and suddenly I’m ‘the mystery girl’.”

“I find it hard to believe Aunt Alura’s okay with that.”

“What she doesn’t know won’t hurt her.” Karen said, now it was her not quite meeting Clark’s eyes.

“Just you, and everyone who cares about you when you get into a fight with no backup.” He pretended to stare off at her house again, sneaking glances just enough avoid awkward questions.

She tilted her head to the side, a wry smile on her face. “Is that the sound of you and my mom agreeing on something?”

“How’s she doing?” The words just slipped out, before he could stop them. Karen’s mom was a touchy subject and they’d shared a silent agreement to avoid it for years.

“You mean is she still wearing the Gold-K? Yeah, Clark. She is. But she’s good. Like’s her job, got a great eldest daughter. Not everyone needs to do the hero thing.” Clark saw the tiniest bit of her mother in Karen when she spoke now. Gentleness and caring that looked as lovely on her face as it did alien. “Applies to you too, cousin. It is okay not to be the hero once and a while.”

It was an olive branch. And he wanted to take it. To follow it back to a place of love and comfort and acceptance. Home. But home meant getting closer to Karen, not farther and that was something he just couldn’t risk right now. He tried to take to be diplomatic.

“It’s not that easy for all of us. I have responsibilities.”

“I didn’t realize the rest of us had it easy.” Her voice was perfectly even in tone, but her fist squeezed so tight he could hear her knuckles pop. Karen didn’t take rejection well, but god she was sexy when she was mad. How had he never noticed how cute it was when her nose wrinkled up with anger? How hot her lips looked when the pursed with frustration? He was noticing it now.

“Easier that me. But it’s not like you’re putting up much competition when you promised mommy you’d stay ‘local’. He was goading her. He couldn’t control himself. He needed more.

“You want me show you competition, cousin?” She growled. Eyes flashing literally red. Clark’s mind filled with thoughts of an angry boobjob. Blood was rushing to his cock. Luckily she hadn’t noticed yet.

“Is Powergirl ready for the big time now?” He took a step towards her. The world around them faded away. He could feel the energy crackling between them.

“Guess we’ll find out. Sure you can handled me without the rest of your clubhouse?”

He wasn’t sure if he was about to throw a fist or a kiss when Karen’s phone began to blast insistently from her hip. The moment held for just a heartbeat before they both looked away. Karen dug into her pocket and groaned. She flicked the phone open.

“Mom, I- No you did not see me flying….I’m on my way home, I just….” The anger and passion seemed to leak out of Karen like a punctured balloon. “No mom. The date was a bust. He was a scumbag. Couldn’t stop starring at my tits for five seconds.”

A cold trickle of shame wormed its way into Clark’s heart. What was he doing? This was his cousin for God’s sake. He’d known here since he was twelve, grown up with her. She didn’t need one more guy in her life that only wanted one thing from her. She needed her oldest friend. He just had to get his mind right first. His cock disagreed and the voice in his mind snarled in protest, but Clark pushed them both down. He just needed to make a quick exit and get out before he did something they would both regret.

“… I know you said this one was no good.” Karen’s voice turned sad, then heartbreaking as she tried to cover it up. “Yeah. The next one will be better. Just gotta…. keep on trying. I’ll talk to you later, mom. I love you.”

As Clark watched her stare at the ground in silence, he couldn’t help but wonder if she wasn’t in her own way, as lonely as he was. He knew all to well how hard it was to be strong all the time. How it isolated you from everyone around you.

“What are you even doing here?” She finally asked, still not looking at him.

“I just- I’m just checking up on you guys.” It was sort of the truth.

The anger flashed back in an instant. “Checking up? Fuck that. Fuck you. Don't check up on us. Show up. Next time you come by, I wanna see you at the front fucking door, Clark. I’m serious. You want to see us, we get to see you. Not just when its easy, or convenient. Show up when it matters. Or don’t bother coming at all.”

Clark nodded. “You’re right. I’m sorry. I’ve been a coward. I should be better than this.” Better than the guys who treat you like this, he left unsaid, though he knew they were both making that comparison. He turned to leave, but suddenly she was there, grabbing him by the arm. Refusing to let go. Eyes bright with unshed tears.

“I’m sorry. I just miss you. Mom misses you. And I had an awful date. And I want you to come home. C‘mere.” She pulled him into a tight hug. “Come home. Promise me, you’ll come home?”

She was touching him, pressed up against him. He could smell the soft lilac of her shampoo, feel the heat of her skin, the crushing softness of her breasts against his chest. It was all he could do to keep his hands from wandering down to her ass and lifting her into his arms, mouth seeking- no demanding-

She pulled herself free, face flushed and blotchy, not quite looking him in the eye for some reason. “I gotta go.” She mumbled. “Mom’s waiting.”

Like a thunderbolt she leaped off the roof and into the sky, leaving Clark literally shaking with desire. He had to get off. He needed it now and it didn’t matter who. For a second, he was filled with a mad impulse to follow her, but he smashed it down. Not now. Not …. yet. He needed someone who could be discrete. Someone he could keep under control, because he sure as fuck wasn’t.

Mind set, he took off into the sky toward Gotham City.

---

Helena Bertenelli wasn’t easily surprised. Nor cowed, nor impressed or any other emotion that tended to rock the little people and keep them from that ruthless calm that so few could master, but her profession required. She was a killer. It was in her nature, what she was born to be. No different from the wild, when a Lion devours a gazelle. On an intellectual level, she understood why the people of Gotham had locked her away in Blackgate. How they turned their heads away and gasped about that murderous mob daughter who’d washed the streets of Gotham clean in her father’s blood, among others. They were simple creatures. Little people. Grazers. They feared predators such as she, even if they were not her intended prey. Still it wasn’t wise to lock up a lioness. Better to kill it, better for her… and better for them. This was her reality now. And she had gotten used to it. No amount of riots, break-outs or shower room shiving attempts could ruffle her infamous cool head.

Of course, she didn’t expect an enormous masked man dressed in grey from head to toe to simply explode his way into her heavily fortified cell just after lights out, but that still wasn’t quite enough to get an emotional reaction out of her. A good start though, she could admit. She pushed herself off of the cot with the grace of an olympic dancer and the poise of cool pond. Running and fighting had their place, but this wasn't it. If this man wanted her dead, she wasn’t going to be able to stop him and she certainly wasn't going to die sweaty and red-faced like her father.

“Well, will it be fast or slow then?” She frowned up at him as the alarms began to blare. There was something distantly familiar about this man, his bodyshape or his aura. She couldn’t place it. “I assume you were hired by a friend of my father?”

The giant merely shook his head. He stared at her behind that mask, as if he couldn’t decide what he was going to do next. Helena simply waited.

“I’m here to rescue you.” His voice was muffled by the mask but deep and loud, full of dark intent. There was obviously more to it that a neighborly jailbreak.

“Is that so? And who says I need rescuing?”

“You’ve burned every bridge you had with the superpowered community. The good guys down’t want you, the bad guys don’t trust you. You’ll rot and then you’ll die, and then rot some more. And if you’re lucky, it will be in years, not decades.”

“Point taken. But I don’t think you’re doing this out of the goodness of your heart.” How did she know this man? Not as a friend. He was right about that too, she’d burned her entire supply of those, maybe a lifetime’s supply.

“I need a favor. One that you’re….. uniquely qualified for.” He raked her body with his gaze. If she didn’t know better, she’d think he was breaking her out just for a fuck. But that crazy. There were far easier and far more willing women in Gotham. Still, best not to quibble over price when her life was on the line.

“I’m not leaving without my gear.”

He disappeared and was back in a blink. So he was fast, too. That limited the options for his identity considerably. As he dropped the thick roll of purple armor and weapons she used to hunt, Helena widened the scope of her search within her mind. One name rose to prominence again and again. It was impossible… he would never… would he?

“Turn around. A lady doesn't undress in public." He said nothing. "Don't you trust me?” She let her eyes pop as spoke, her tone deliberately needy and teasing.

“No.” Was his stony reply.

It had been worth a try. Not that she could outrun him, but every interaction gave her new insight into this hunt. She slithered out of her orange jumpsuit, gloriously naked underneath. Her body was a maze of hard muscle and soft, delicious curves. She knew she was beautiful- every beautiful woman did -but she wanted to see his reaction. Her savior had jerked his head away, looking like he was fighting himself the whole time. It was him. Superman. She nearly laughed. He had the power of God and couldn’t even bring himself to perv on a woman. Pathetic. Good guys, they were all like that. Weak and passive. It was why when she had to get her rocks off, she always fucked villains. They knew what they wanted and they just took it.

The guards were massing in her cellblock now. Riot shields and batons clubbing together like a drum line. It stirred something in her. Perhaps after this she’d have to find a willing baddie, or not so willing. Either way, it was time to leave. Suiting up only took a few moments, her gear slid on like a second skin. How she had missed this. The danger, the thrill, the hunt, it called to her.

“Let’s get out of here, Superman.” She said, smiling when he stiffened in response. But what could he do? What could he say? She was a predator, and he was prey.

His hands closed around her protectively, there was crunch, screams of terror and then glorious fresh air as they soared to her freedom.

---

“Here’s good.” Helena cooed in his ear, laughing softly as he set them down in a filthy alley in Coast City little less than an hour after breaking out. “Five out of five stars, would get rescued again.”

Clark could already sense her defiance- not that she bothered to hide it -its only enflamed him. What was it about powerful women that he so longed to subdue? It aroused him to no end to think of the many female heroes he had so long trusted and respected kneeling at his feet. Alura had told him once that the blood of conquerors ran through every Kryptonian’s veins. For the first time in his life, he felt it. The joy of victory, and need to take. He had nearly **** Helena there in her own cell. The sight of her naked body so close to him had been overwhelming, like food dangled above a man dying of starvation. He had looked away, **** himself to remember the man Alura had raised. He wasn't looking away now.

“I-

She cut him off. “I’ll make you a deal, Superman.” She said his name like a threat. “I won’t make up some grandiose lie, promising to only to good from here on out. And you don’t bore me, with your cuckhold, Boy Scouts of America, pg-13, bullshit favor.” She held up a hand. “And no I don’t care if it’s the end of the world, or some kitty up in a tree who only I can save. Here’s tip for the future. You want help? Ask a hero.”

Clark was almost impressed. Until he wasn’t. There was defiant and then there was spoiled little rich girl who clearly hadn’t learned that the world didn’t just hand you things for free. And as of this morning, neither did Superman.

"Blow me." He growled.

"Language!"

“That's the favor. I want you to give me a blowjob.”

“Really?” She laughed. It was anything but kind. “Not getting any from old Lois, heh?”

“Keep my wife's name out of your mouth.” He could feel anger, so many years of anger held in check, come bubbling up from beneath the surface.

“Is that why you’re wearing the mask? No. No, keep it on. I like you like this. But I’m not gonna blow you.” She smiled up at him. Supremely confident she knew his limits.

“You’ve done more for less, I'm sure and I held up my end of the bargain.” When he took a step forward, she involuntarily stepped back. The first hint of uncertainty crossing her face.

“I’m a criminal, but I’m not a whore.” She snarled. And now there was anger too.

“You OWE me.” Clark slammed a hand into the brick beside her head. Blocking off all escape.

“What are you gonna do about it, boy scout! Laser my fucking head off?” She stuck out her chin, pressed her chest forward, daring him to make a move. And he did.

Clark put one hand on her shoulder and pushed. She resisted, but it was like a sapling pressing against an avalanche. He **** her to her knees, pulled off his own shirt and dragged his massive cock out- nearly smacking her in the face. It was harder than he’d ever seen it. Angry even. The thick head looked like a bruise, swollen and purple, throbbing at the crown. Dark veins crisscrossed over the pale shaft like a maze. His balls ached for release.

Helena looked up at him in awe. Fear and lust danced in her eyes as he grabbed a handful of her thick, dark hair and **** her closer. Her lips twitched and opened slightly as if compelled by some feminine instinct. “I’ll tell… your wife, the press…everyone.”

“Go ahead. You’re you. I’m me. Who are they gonna believe?”

Her mouth opened, perhaps in shock, maybe in surrender, it didn’t matter either way. Clark was done asking. He pressed his cock against her lips and pushed.

Her scream of protest was cut short as his cock stretched her lips wide, tiny dribbles of saliva streamed around the tight seal of her lips as he worked himself deeper into her overstretched mouth. Eyes bulging, she twisted and pulled in his grip, trying to escape, only for him to pin her against the wall and drill deeper. At last and with a satisfying wet pop, her lips closed around the entire head and he surged forward a to fill her mouth completely.

Helena’s eyes squeezed shut with effort, her hands clenched at his pants, trying desperately not to gag. She choked instead. All air to her mouth cut off by the wire tight seal of her lips around his thick shaft. Only the meager bits of oxygen still coming from her nose kept her alive. Clark had taken control of her body, he had broken her mind, and he was just getting started.

With one hand in her dark locks and the other pumping gently on his own shaft, Clark fed more and more of his manhood to the **** criminal. Her tongue lapped delicately against the bottom of his shaft, and he shuddered with pleasure. Signs of a powerful orgasm began as his pleasure started to crest; his balls tightened he let out a groan as his cock swelled even thicker in her mouth. He fought it back with every bit of his will, unwilling to end so soon, his possession of this woman’s body. She fought him still, punching and scratching at his legs, screaming her defiance around his cock with all the air that remained to her.

“You think you can take it too the base?” Clark asked, his hand still with its iron grip on her hair, preventing her escape. She shook head as best she could, eyes still closed, as she focused on breathing. “I wasn’t asking permission.”

“Ngh ngh!” Her protests were ignored by both of them.

The next few inches went hard as Clarke pushed past her mouth and into the wet tightness of her untrained throat. The last few went harder as all air was cut off entirely. But at last, he was buried to the root, his balls gently resting on her chin. Helena had stopped her resistance at last, instead one arm was wrapped around his thigh, the other- he was pleased to see -was buried in her tights, fingers plunging in and out of her dripping sex. The sight of her fingering her tight pussy was too much.

“I’M COMING!” Clark roared as his cock stretched Helena’s throat still wider. Her eyes shot open, pleading for him to withdrawn, pushing desperately against him once more to avoid the coming deluge. Clark smiled and held her down instead. His cum blasted into her stomach like an loose firehouse, twisting and jerking in her throat as he squirted out rope after rope. Helana’s arms’ weakened, her struggles fading as she began to lose consciousness. Only when her eyes had begun to go dark did he pull back to her mouth to shoot the last few ropes onto her tongue and then spatter her face with the rest.

Helena dropped instantly, coughing and ****, cum leaking from her mouth and nose in weak little dribbles; most of it no doubt still warming her belly. She couldn’t even summon the strength get to her knees. But her other hand had never left her panties, and from the shivers running down her legs, Clark could tell she had cum just as hard as he.

“Guess you should be glad you can’t get pregnant in your mouth, or I would have given you a little something to remember our first date by.” Clark mused aloud. Helena could only groan weakly in reply. Clark sighed, then straightened himself up as best he could and flew Helena to a nearby penthouse, who’s owners were out of town for a few weeks. By the time he set her down on the bed to sleep off his ‘favor’ she was breathing normally again. He turned to go.

“I always settle my debts, Superman.” She called out to his back, voice barely above a whisper. From her tone, it was clear this both a threat, and an invitation.

“You don't consider us even after that?” He said without looking back.

“My life is worth a lot to me. More than most.” The heat in her voice promised **** … and other delights. “That was just the down payment. Come see me when you’re ready for the rest.”

Clark blasted into the night’s sky, his mind began to wander. Helena, though amusing had satisfied the only barest of his desires. She was weaker even than Maxima. Only human. Neither woman was worthy of him. He could not help but compare both of them to Karen. How he longed to test himself against her. He imagined how their meeting would have gone if not for her mother’s call. She would have battled him blow for blow, and only when he had proven himself stronger, would he have been able to pry her legs apart and lay claim to the treasures of her body.

A torrent of filthy images flooded his brain. Stripping her bare, kissing her weeping sex and nursing from her milk filled breasts, until at last he drove himself inside her. Filling her again and again until she cried his name and he spent himself inside her and marked her as his forever. The thought sent a surge of pleasure down his spine; even as his conscious mind revolted at the idea, a deep sense of contentment seemed to rise up from within.

Clark couldn’t resist thinking about it. Wondering how he would do it. They were evenly matched. To defeat her, he would need an edge . A weapon. Something that would cause no lasting harm, but be strong enough to weaken her. He pondered just what could fill that role, even as he reminded himself again and again that he would never ever, ever touch his cousin.