Ultramom comes to the rescue

Ultra boy's power is nearly completely drained, as the two crime lords literally fuck the life out of him. Just as he was on the verge of passing out, a triumphant voice came from the doorway. "Just what do you think you're doing to my son?" Ultra mom asked. "Oh! Ultra mom, the hero we were waiting for" Damon said as he pulled out of ultra boy. Katie pushed the limp ultra boy off of her and he fell to the floor. "You and your wife are going to prison, Damon" ultra mom stated, standing firm in her hero stance. "First you'll have to beat us" Damon said as he threw a punch at the confident ultra mom. The super powered heroine stood fast, confident the blow would have no effect. Damon suprised ultra mom with a super powered punch that sent her flying back into Katie's arms. "A bit more than you expected huh?" Katie asked as she stood the heroine up on her feet, and punched her in the face with her own brutal punch. Ultra mom staggered back into the waiting arms of Damon, who then set her up and took his own punch. Sending the heroine back to Katie, then slamming her back to Damon.

Ultra boy had begun to recover and regenerate some of his powers. Seeing his mother in distress he pick himself off of the floor to pursue their attacker's. Ultraboy approached Damon, hoping to take him by surprise. As Damon landed a brutal punch on ultramom, ultraboy hit him with a flurry of punches from behind. Katie grabbed the limp ultramom and said to Damon, "I got her, you take care of him." She then pulled the heroine into a kiss, ripped open the front of her costume revealing her massive breasts and began fingering her pussy. The contact was enough for Katie to begin taking the heroine's power's. Damon recovered from ultraboy's initial outburst and grabbed him by the collar. "I'm going to tear you to apart" Damon yelled in anger. Ultraboy tried to break free from Damon's hold, but it was useless. The crime lord held him in place as he punched the helpless hero with an uppercut so hard it threw him up in the air. Then as he was falling he punched the hero again, sending him flying across the room.

Katie lay on top of a weakening ultramom. She alternated between kissing the heroine and sucking on her breasts to siphon the most power, while continuously finger banging her. She could feel the mature heroine nearing orgasm and when that happens, she will have completely taken her powers from her.

Ultraboy lay flat on his back, still recovering from the incredible blow, when Damon plants his boot on the hero's chest. You can't win ultraboy. "I was just as strong as you before I took your power. Now I'm stronger than you could even imagine" Damon taunted. Ultraboy could only groan in response. "Now I'm going to take the rest of your power from you, ultrabitch" Damon laughed as he kicked ultraboy over onto his stomach.

Ultramom came in a loud and powerful orgasm, Katie screamed as she felt the new power surging through her viens. The heroine was left as a wrinkly on woman on the ground, her once proud E-cup breasts were now nothing, but sag. Katie however now gained an incredible amount of musculature and her shirt broke as it was no longer able to contain her new massive E-cup breasts.

Damon picked up the defeated ultraboy by his hips, and shoved his massive cock up his ass. Ultraboy groaned in pain and surprise as the crime lord began to fuck the powers out of him yet again. Ultraboy's musculature had almost completely faded. Damon's once 10" dick had grew to 15". Right when ultraboy knew he wasn't going to be able to take it anymore, Katie stormed in. "Get off of him!" she roared "he's mine!" As she grabbed Damon and threw him off of ultraboy. The hero was relieved that his power hadn't been totally taken and decided to lie low while it regenerated. "We were going to share power remember? We were going to rule together." Damon pleaded with Katie, who after taking some of ultraboy's power and all of ultramom's was much more powerful than Damon. "I was never going to share with you!" Katie revealed as she ripped Damon's pants off. She **** his cock inside of her and ripped the brass knuckles off of his hand and put them on her own. Damon screamed with pain and betrayal as Katie stole his powers. Ultraboy could only watch as Katie continued to get more muscularly define and her breasts continued to swell. When Damon was fully leeched of his power Katie's breasts were a extordinarily massive F-cup. She let Damon's limp body fall to the floor and turned around saying you're next ultraboy.