The Erotic Mind-Control Story Archive

Much thanks to my co-writer, DragonPrime for characters and plot details!

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The Manbreaker — Chapter 4

“I...I love...to suck cock...I...love my cock-ring...I love how it feels...I’m falling in love...with Beast...I want to serve him...I...must...have his cock...”

And so went.

The red, white, and blue-clad superhero Ultra, his face drenched in perspiration, his mind inundated with erotic, hardcore images of men and gay sex, his cock pointing straight out and erect, encircled by the cock-ring Beast had ensnared it with, vainly fought against his mind-controlling conditioning. Lured into a trap by his former teammate, the super-speedster, Zephyr, Ultra wasn’t expecting to be held stationary within a force field arch, let alone watch in complete shock as Zephyr not only aligned himself with the supervillains Beast and Doctor Flicker, but display his own gay reconditioning by enthusiastically taking part in a hot and slippery 69 with a third member of Man-Force, Magnum.

Magnum had been the first to receive his new personality of a super-enthusiastic homosexual boy-toy, and had even gone to the lengths of redesigning his costume and allowed himself to be renamed ‘Fagnum’ to better reflect his new mind-set.

Now Ultra was number three on the list to be turned gay...

...and he was rapidly weakening.

“You can’t stop thinking of my body, Ultra,” the 7-foot 4 Beast assured him demurely, standing naked and aroused before the powerfully-built superhero, continuing to implant gay thoughts and urges into Ultra’s mind. Ultra was well over six feet, and over 300 pounds of rock-hard muscle, but even beside Beast he seemed small in height and musculature. “You can’t resist your new urges, your new cravings for cock...for me!”

‘They’re changing me! I can feel my mind being reprogrammed!’ Ultra thought to himself ‘I...actually want to go gay! It sounds so appealing! He’s too beautiful to resist! Must fight this! Think about women! Remember that I’m...straight! But...why should I? I want to be a slave to his cock! Oh, God, it’s such a beautiful cock! Why am I resisting it??

“Can’t...resist you...trying to, but...uhhh...youi’re so...sooo good-looking!”

“You’re attracted to sexy gorgeous hunks like me. Say it.”

“I’m...attracted to...sexy, gorgeous hunks...like you...”

“You have no interest in women at all. You have a never-ending craving for big juicy cocks! Say it.”

“I have no interest...in women...I have a never-ending...craving...for big juicy cocks..”

“You are gay. Completely gay. Say it.”

“I’m...gay,” Ultra moaned.

“Again.”

“I’m gay.”

“Again!”

“I’m gay!”

“He’s coming along very well,” Doctor Flicker smiled, checking his equipment that was feeding the gay imagery into Ultra’s mind via a small mind-controlling disc on the hero’s forehead. “He can fight it all he wants—the nanites he ingested within his dinner at the restaurant are transforming him from the inside out. He’ll go gay and love it.”

“No harm in helping him along the way,” Beast suggested glancing at his co-conspirator, before smiling at Ultra and licking his lips, as he stroked his gigantic cock. “Look at my cock, Ultra...crave it...yearn for it...desire it...Say it”

“I...crave your cock...I yearn for...no...can’t...mustn’t...”

“You will and you know it, Ultra,” Beast assured. “You’re going to be my future boyfriend. “If not here then in the slave-training facility of the Manbreaker, beneath the Man-Trap club, you’ll experience the absolute joys and pleasures of hot gay love. Even now you can’t help but be incredibly turned-on by the sight of me, and feel yourself losing all inhibitions, to submit to your carnal lust for another man, just so you can embrace your devoted yearning for me...for my cock...imagine my cock deeply inside your mouth...”

“Tr-trying to fight it, but I...can’t help myself...I yearn for your...cock...I...I...must have it! I must have your cock, Beast! Please! Release me, so that I might serve you! I’m gay! Oh, baby, I’ve got to have your cock inside me!”

Hearing the words he wanted to hear, Beast gave the signal to Flicker to shut down the force field, so their new superhero slave could have his first taste of cock. Ultra released a soft sigh, his eyes glued onto Beast, a hungry smile warping his lips as he revelled in the man-lust he was experiencing. He took a couple tentative steps out of the arch, his raging erection waddling back and forth as he did so, prompting him to look down at his hard-on. Beast and Flicker smiled with satisfaction as Ultra grinned down at his own dick and cupped it in his hand, stroking it lightly, the light glinting of his silver cock-ring.

“You’re cock is gay now, Ultra,” Beast instructed, “just as the rest of your mind is. Both respond to me and your ultimate master, the Manbreaker.”

He pulled Ultra in and he kissed Ultra full on the mouth, embracing him passionately around the waist, so that Ultra was forced to embrace him in the submissive around-the-neck position. The kiss lasted a good ten seconds, and Ultra offered not a second of resistance. Beast released the kiss and looked down at his new boyfriend with anticipation.

“But for now,” Beast said, resting his hands on Ultra’s broad shoulders, and gently forcing him to his knees before him, “take me into your mouth and worship my cock with your mouth. Service me man to man, and give your love to me as you taste my hot man-cream.”

Zephyr and Fagnum continued to suck each other off with their 69, oblivious to the transformation, but Flicker looked on with interest and confidence that his machinations were successful. His record was perfect so far—from the gentlemen arriving at the Man-Trap strip club looking for hot lady strippers, to some of Nico Carelli’s mobster thugs, to the superheroes Magnum and Zephyr, they’d all fallen to their knees to become completely gay and enjoy it.

And by the look of the blissful smile on Ultra’s face it looked like he had succumbed, too.

He reached up with on strong glove less hand, and wrapped it around the massive thickness that was Beast’s uncanny 18-inch cock, and stroked it several times, as he lined it up with his smiling mouth. He pursed his lips in anticipation to bestow warm kisses to the cock-head at first, then looked up at Beast, who was smiling down at him in anticipation.

“You have an amazing cock, Beast,” Ultra sighed and paused, before adding, “Too bad it’s not for me!”

Beast’s eyes widened as Ultra let go of his sex, planted his hands on the musclebound surfer dude’s six-pack abs, and pushed him away, sending the naked hunk flying almost a dozen feet away. That caught Fagnum and Zephyr’s attention, making the top man, Fagnum, release his lip lock on his friend and teammate’s slick erect cock, and watch in surprise as Ultra got weakly to his feet, and pulled his trunks up over his thick cock, spin around and give the force field arch a mighty punch, shattering its field elements.

“It wasn’t easy, but I’ve resisted your programming, Flicker! I faked my interest in Beast, just so you would release me!” Ultra proclaimed, victoriously.

“Get him, get him!” Flicker ordered, turning to his control panel to transmit more gay imagery into Ultra’s mind to stop him.

Even as Fagnum and Zephyr clumsily got to their feet and pulled up their own superhero spandex clothing to confront their wayward teammate, Ultra stomped towards Flicker, only to be halted in his tracks as he was force fed hot mental images of sexy hunks again, kissing, engaged in anal and oral sex, locked in a groping, sweaty 69, mouths and tongues nibbling each other’s bubble buts, their faces displaying utter pleasure and acceptance of a male lover inside them. It was an inducement to join them that beckoned for Ultra’s acceptance.

Ultra groaned and staggered to a halt, reaching up to the disc on his forehead, but the more he tried to remove it, the weaker and heavier his arms felt! His arms might as well have weighed 10,000 pounds each and the disc unreachable, so Ultra turned and staggered towards the exit.

“Don’t leave, Ultra. You know you want to stay! You know you love cock! You love cock inside you! Come back and be the submissive bottom-boy of Beast!” Flicker commanded.

Ultra hesitated, almost considering it, but one glance at Zephyr and Fagnum prompted him to run for the door again, punching it open as if destroyed in explosive decompression. Zephyr ran for him to try and tackle him, but Ultra had already leaped into the air and was flying awkwardly up into the evening sky. His teammate watched Ultra leave, his flight barely controlled, even as Ultra found the will to reach up to his forehead and finally remove the mind-controlling disk, and throw it away.

The imagery and the brainwashing had don’t its work on him, however, and he felt the wind whoosh past him as he rapidly lost altitude as he lost the concentration required for flight, the ground below and the streets of Neotropolis rising up frighteningly-fast before his confused face.

The six-on-one odds had been reduced to four-on-one, but still ManStar was getting the beating of his life from the sports-themed gang of super criminals known as The Sporting Crew. Slapshot had been dealt with easily enough, as a high-power sun-ray melted the energy-hockey stick in the villain’s hands, rendering him unable to fire his energy-puck-shocks at him, and the mutant 9-foot tall Basket-Brawl was all gangly legs and arms, his free-throws and dribbling powerful against mere cops, but not a superhero that possessed the powers of a sun. ManStar had shielded himself from the cohesive-neutron basketball spheres that Basket-Brawl could form between his tree banch-like fingers, but a solar shield deflected the first three shots better than Kobe Bryant, until a fourth one was savagely ricocheted back against the giant of a man, sending him flying through an arena window, and out of action.

That left Fast Ball, the twins Batter-Up and Grand Slam, and Soccer Punch.

“Stop attacking him one-on-one!” the leader, Fast Ball, shouted to his men. “Attack him together! NOW!”

His team did as instructed, ensuring that the powerful energy hero was grounded, unable to gain the advantage from above. ManStar melted as many concussion spheres from the energy bats of Batter-Up and Grand Slam as he could, but every third one struck him and sending crackling, painful energy across his body. Seeing his disorientation, Soccer-Punch made his move.

Getting in closer than the others, the soccer uniform-themed metallic armor deflected ManStar’s weak punches, as Soccer Punch smashed his enemy in the muscular abs and in the face with his main weapon, a soccer ball that could become as soft as a cloud, or harden to the intensity of iron. Fast Ball lined ManStar up with a curve ball blast, and sent the concussive energy ball with all his might, striking ManStar directly in the chest, sending the hero spiraling back a dozen feet to slam into a brick wall.

“Batter-Up! Take him out!” Fast Ball commanded.

The baseball-oriented villain took a couple quick strides towards the dazed hero, lined him up with his glowing, buzzing energy bat, intent on splattering the superhero’s brains from here to Echo City, when he suddenly felt a surprising amount of fire, energy and gravity lift him up from the ground, to send him tumbling end over end onto his back, his energy bat slipping from his gloved hand.

“What the—?! What’s happening?!” Fast Ball shouted outraged.

“Personal Foul! Too many villains thinking the same thing!! You’re going into extra innings, creep!” a youthful voice shouted from above in the evening shadows above them. “And now you’re gonna have to play the whole team, and not just one player!”

Soccer Punch was the next one to be taken out by a hurled energy grenade that threw him a dozen feet into a parked taxi, knocking him out cold.

From above a pair of figures appeared, swinging down from sturdy silver cables, one dressed in a special outfit of black neo-spandex, that had a band of blue with white stripes bordered by thin bands of red along the stomach region and around the neck. A large eagle bearing arrows and olive branches in it’s talons figured prominently upon his chest, while his ability to project a shield of force on an arm helped him to easily deflect everything Fast Ball and Grand Slam could hurl at him.

The second figure was the younger of the two, and obviously the one that taunted the Sports Crew, and he was dressed in an outfit like that of what one would imagine reporters in old gangster movies used to wear—essentially a dark-colored coat, white shirt, and dark-colored slacks covered by an dark-colored overcoat. Wearing a dark mask which covered his eyes and a dark hat (appropriate to the

reporter look) on his face and head, the younger of the two displayed no super-powers, but he made up for it with his specialized devices.

What appeared to be a reporters note book was slammed onto the ground, which expanded it’s white-sheeted form into a huge six-by-six foot square of what could only be described as ‘fly paper’, if the sudden entrapment of Batter-Up could be an example. Locked in place, his feet stuck to the ground, he looked up and panicked as he saw the angry masked face of ManStar staring back at him, with its serious, downward-pointing eye slits revealing twin eyes of white-hot fury.

“I owe you a little something!”

Batter-Up was fried into unconsciousness by a sun-blast, even before his unconscious head and shoulders fell backward, stuck to the notebook page.

The hunky, muscular soldier-type newcomer made short work of Fast Ball, once he got in close enough to trade blows with the slightly-smaller supervillain, and laid him out with a pair of concussive-force karate chops from his hands.

Which just left a demoralized, panicking Grand Slam...

He sent a pair of blasts against ManStar, whose heat shield melted the baseball-like energy spheres before they struck his body, and who melted a third one directed at the young man in the reporter-garb. The kid responded with another unexpected toy, this one a pencil that he snapped in two and tossed at Grand Slam, who stared at the broken writing implement for several seconds as it rolled harmlessly towards his feet.

“HAW, HAW, HAAAWW!” Is that all ya got, ya li’l dork?!” Grand Slam laughed.

“Wait for iiit...” the masked reporter smiled, his voice rising in anticipation.

Like a grenade the broken pencil exploded with unexpected force, sending Grand Slam flying backwards, and disoriented. With sparkles flashing in his eyes from the light show, the soldier took over, yanking the energy bat out of the confused villain’s meaty hands, and tossed it to ManStar, who melted the device in seconds.

“My...bat! You took my bat!” Grand Slam whimpered like a spoiled child.

“That’s nothing! Major Victory’s gonna take your consciousness, as well!” the young man taunted.

“He’s wha—?”

Grand Slam was knocked unconscious with a cobra-fast punch in the jaw, sending the baseball-garbed supervillain into la-la Land.

The trio of heroes looked around each other, but the Sports Crew had lost the game. That left introductions.

“Thank you, gentlemen, for the assist,” ManStar’s echoing, unearthly voice said, offering a hand to shake, which the soldier did with the strength of Ultra, himself.

“Our pleasure, ManStar! I’m Major Victory, and this is my associate, Cubby. Usually, he’s partnered with the Reporter, another vigilante hero from New Metro, but we found we had to come to Neotropolis, Man Force’s home stomping grounds. We were going to do the job ourselves, but now that you’re here, we could join forces with all of Man Force and complete our mission that much faster!”

ManStar shook his head, sounding worried. “I’m actually in the dark as to where my teammates are, guys. None of them have responded to my recall signal, or have checked in for days in person! I encountered the Sports Crew by accident—trust me, I had no intention of fighting them all by myself, so I thank the two of you again very much for your help.”

Cubby looked at the clean-cut powerhouse that was Major Victory, and told him, “One member of Man-Force is better than nothing, Major! The Reporter will check in with us soon, but for now, there’s still three of us here and now!”

The blond-haired Marine with icy blue eyes pondered this for only a moment before he smiled with a nod. “What about it, ManStar? Care to switch teams temporarily for a secret mission?”

ManStar considered his options and felt somewhat obligated to help the two men that had possibly saved his life. Major Victory was an incredibly handsome male with a muscular body beyond the scope of normal training and genetics, so he would certainly be useful in battle. And Cubby’s youthful demeanor seemed augmented by some fancy weapons that the talented Sports Crew couldn’t cope with.

“Okay, maybe I’m in. What’s it all about?”

Major Victory was about to respond when a gust of air from above caught their attention, and a colorful blur flew past them, swung up towards the sky, and circled back, out of control.

“Ultraaa!” ManStar shouted, as he realized that his teammate was trying to land...while unconscious! Falling like a rock, Ultra’s heavy form was caught by a sprinting ManStar, and awkwardly landed in a heap down the alley way. Major Victory and Cubby arrived on the scene just In time for Ultra to stutter out confusing words.

“Tried to fight...tried...still fighting them...Man...Man-Trap...underground...training...fighting mental...”

He trailed off, slipping into total unconsciousness. ManStar barked out his name, and checked his pulse rate, but the superhuman hero refused to respond.

“There’s no signs of battle injuries,” Man Star surmised, examining his friend. “He’s alive, just...knocked out.”

“A victim of knock-out gas, perhaps?” Major Victory suggested.

“Usually impervious to such things, but there’s always a first time,” ManStar replied, trying to pick up the over 300 pounds of solid muscle with a grunt. “I should bring him back to the Man Cave—our base of operations.”

“You can’t fly with such a heavy man in your arms, ManStar! Or can you?” Cubby asked, the gold-clad hero shaking his head, embarrassed. “We’ve got our car a couple blocks over! We can drive you anywhere you want!”

ManStar considered this, but even though the two newcomers were evidently heroes on the right side of the law, he couldn’t risk them breaching the security of Man-Force’s secret lair.

“Don’t worry about me, I’ll get my friend some medical help. Sorry I can’t help you now, guys, but...look let’s meet up tomorrow and by then I might have Ultra with me.”

Arrangements were made and Major Victory returned to their super-car, a concerned Cubby saying, “Ultra might have come across our target! The Man-Trap.”

“If he has and they did that to him, then the gay-slavery ring in this city is even more dangerous than we thought, Cubby!”

Unseen by the two heroes from New Metro, ManStar reached for and adjusted Ultra’s Meta Male belt, and transformed him back into the mortal form of Tony Manno. Manno was still built like a football jock, but being over 100 pounds lighter, it was very easy for the solar-powered superhero to heft his friend into the night air, and fly to the college science labs that had created their powers, and now served as their base of operations.

And unknowingly, ManStar had just made it much easier for the Manbreaker’s nanites to enslave the mind of Manno and Ultra, thanks to his lack of superhuman resistance in his college student form.

And speaking of which...

...the Manbreaker was getting an earful from an irate mobster boss that he was quickly losing patience with.

“What the hell’s going on here, eh, Manbreaker? Suddenly, my boys have stopped liking working for me, and now they want to jump ship to your house?! What’s up with that?!”

The Manbreaker casually shrugged his shoulders, responding, “Perhaps they found it more comfortable being around other gay men.”

“’Other gay men’?!” Nico Carelli screamed, incredulous. “My boys are all straight! All of them, ya hear me?! Not a faggot amongst any of my boys! One look coulda told ya that, mister! Word is, ya got ways of turning straight boys into big-time fagsters, and that’s all fine and dandy by me if it makes me rich, but if I ever...ever...found out ya were changin’ my men for your sick queer purposes...then we’d have a big problem.”

“Don’t threaten me, Mr.Carelli,” the Manbreaker growled. “We’ve had a mutually beneficial alliance up until now, but I won’t tolerate—”

“Yea? Yea? Whatcha gonna do about it, huh? Huh, queer-boy?” Carelli asked, leaning in over the Manbreaker’s desk and giving him light but stinging back-handed swipes on the cheek. Had he not had two huge Frankenstein-like nasty-looking goons at his sides, Carelli wouldn’t have dared be so antagonistic in the Manbreaker’s own office. “My guy, McCoy, acted as a look-out fer watching and trapping Zephyr, and then he goes to yer strip club downstairs, only to come back to my office all fruity and gay and saying he’s quitting on me! What do you make of that, Manbreaker?”

“As I said...maybe Mr.McCoy was a closet gay. You have a way of...intimidating others.”

“Damn straight, I do! So just to be clear; yer gonna stick with the plan of putting Man-Force outta commission, and yer gonna supply the usual number of gay boys for our wealthy clients. Correct?’

“Of course,” the Manbreaker smiled condescendingly, aware that the gay boys in question may have started out gay...or been turned gay by Doctor Flicker—just so they were hot and ready and willing to service their new male masters.

“Awright. Now we’re getting somewhere.”

“There was never a question of that,” the Manbreaker assured, opening a drawer in his desk, which prompted the two hulking goons to through their hands up into the insides of their jackets, ready to pull out their weapons if necessary. “Gentlemen,” the mind-controlling villain softly assured, slowly opening the draw, and producing a bowl of candies. “I understand you enjoy the occasional gummy bear candy? I thought I’d offer you a little peace offering?’

Carelli’s belligerent attitude seemed to melt substantially as he was offered his favorite food in the whole world. In fact, he actually had a bowl of them on his desk at work and by his bedside table. He snapped his fingers, and a lovely assistant/gun moll, ironically going by the name of ‘Candi’, was ordered to take the bowl of sweets from the Manbreaker. She smiled at the Manbreaker, who despite his ravenous hunger for men, offered her a friendly smile as he handed the bribe to her.

“So when ya gonna have all of Man-Force outta the way? Word on the street is some heat from New Metro has begun to sniff around, and they might hafta be dealt with, too—pronto-like!”

“I’m expecting the third member of that illustrious, and doomed, team of boy scouts to be...convinced...tonight. It’ll be a simple matter to turn the three that I have against the fourth. Perhaps as early as 48 hours from now.”

“Try for 24,” Carelli sneered, popping in three gummy bears in his mouth at once. “You, you, an’ especially you...” Carelli said, spinning around and slapping the ass of his moll, “we’re outta here.”

When they were gone, the Manbreaker’s pleasant pretence had disappeared, and he told himself through gritting teeth, “That man is insufferable. For now. Enjoy your candies while you still can, Carelli.”

He then checked in with Doctor Flicker and Beast to find out the status of Ultra’s conversion into submissive gay boy, but was met with news that he didn’t approve of. Ultra’s transformation had only been partially successful, but worst of all he was free and out and about.

“I’m confident that Ultra will be back, Manbreaker,” Flicker’s image told him on the viewscreen. “But the next time we see him, he’ll be on his knees craving your cock .”

Tony Manno woke up the next morning, confused but feeling fine and full of energy. He was alone in the Man-Cave, and a note left the night before from ManStar indicated that he’d been brought here, apparently after a battle, and that ManStar would check in with him in the morning. Of course, that likely meant Patrick York and not ManStar would, as a note stating their true identities wasn’t something to be left lying around, even in their hidden science labs.

If he’d been in a battle last night, Manno didn’t remember it. In fact, his body felt alive and energetic, like he felt like a million bucks and was on Spring Break in Daytona Beach! Well, maybe Ultra had gotten a few hits in, but as Tony Manno he was ready and willing to meet the new day...

...and he was damn horny!

He had a vague memory of erotic dreams through the night, but couldn’t recall anything specific, just the general category of erotica.

And speaking of erotica...

‘Straight Bait!” he smiled to himself. “I don’t have any classes today, so a hot jerk-off session with my favorite magazine outta take the edge off and use up some of this sexual energy!’

‘Straight Bait’ was the magazine he’d bought a day before and had all kinds of hot, gorgeous guys in it, so the prospect of shooting his load to their photos was incredibly appealing—so much so that he practically ran to his shared dorm room with Patrick. He found his roommate asleep on his side of the room, which at first seemed to squash any chance of a jerk-fest with ‘Straight Bait’, but where there was a will there was definitely a way!

He softly opened his drawer and pulled out the paper-bagged magazine, glancing at the time, to see that it was just 6:44 am. Even if Patrick had classes, he wouldn’t be up for over an hour. With the stalking ability of a cat, Tony quietly made his way into the washroom, locked the door and pulled off his pants and underwear to reveal his already-hard erection.

He ran his fingers gently across the shaft, fingered the head and felt chills of excitement as his cock came alive, while he stared down with pride at the cock-ring that encircled the base. He loved his cock-ring. In fact, he loved his so much that he would talk Patrick and the others into wearing one—what could be sexier than a man’s cock encircled by the silver ornament? Tony flipped open the pages and got to work, staring at the muscles and hard cock of Dylan, the model that he felt the most attracted to.

Tony pumped his meat with expertise, his eyes roaming across the muscular form of Dylan, from his wavy hair to his romantic smile to the bulbous points that were his erect nipples, licking his lips as he pictured himself sucking on those nipples, and swallowing as much of Dylan’s beautiful meaty cock as he could, imagining the force of Dylan’s orgasm as his man-juice splashed against his throat and washed down it, the moans and groans of Dylan’s orgasm echoing in his ears.

Not missing a beat as he continued to pump his cock in his hand, Tony quickly flipped over to a different photo, this one of Dylan lying on his side, cock in his hand, one leg bent so that his ass was offered to the viewer, at which point Tony exploded into a furious, luxurious, pulse-pounding orgasm as he imagined lying belly-to-belly with the sexy hunk, Dylan, as his lover. With his eyes tightly clenched, he restrained himself, offering ragged gasps of a silenced orgasm, so as to not alert Patrick in the next room, but it wasn’t easy! His cock continued to pump out copious amounts of cum, and continued to bestow upon him raging waves of sexual power that wracked his body, as he drew out the last seconds of an incredibly-satisfying orgasm. He gradually caught his breath and slowed his stroking, opening his eyes with a satisfied smile on his lips, and looked down at his hand, covered in his man-milk.

The cum glistened on his hand and reflected the early rays of sunshine on it from the window like the nectar of the gods. The desire, the craving to taste Dylan’s cum was still in his mind, prompting him to raise his hand to his face, a curious, tentative tip of his tongue pointing out to taste his own man-juice.

‘What am I doing?!’ he screamed in his mind, as reality returned to him, and stopped himself. ‘Why would I want to lick my own cum?! Holy shit!’ He cleaned himself off with loads of tissue and then spotted the hardcore gay magazine and stopped himself with an alarming thought. ‘I just went right for this magazine! I didn’t even think about masturbating to a woman or straight fantasies! I was completely, one hundred per cent focused on gay men...as if that was my only choice! What’s happening to me?/!!’ He paused and looked down at his dick, still semi-erect after a workout and possessing something new and unexpected. “What f—?! What am I wearing? That looks so gay! Why would a put a ring around my cock?!’

Without answers, Tony quietly got dressed again (suddenly losing his train of thought so that he didn’t remove the cock-ring) and slipped the magazine back into its paper cover, and softly opened up the bathroom door. He released a satisfied sigh as he saw that Patrick was still asleep, so that allowed him enough time to sneak the magazine back into his desk, under as many papers and books as he could, so nobody would find it. He considered waking up Patrick so that he could get an update and find out what happened to Ultra last night, but he stopped himself as he beheld his sleeping

college friend.

‘He looks so peaceful,’ he found himself thinking. ‘So calm and nice-looking.”

Tony watched as Patrick slept on his back, a single sheet over his partially-naked form. His arms and chest were bare from the looks of him, but what about down below? Suddenly curious if his friend slept ‘commando’, Tony edged closer to his friend, entranced by the question in his mind. He lifted the edge of the sheet up very slowly and gently, and revealed the presence of a pair of black and white jockey shorts.

‘Damn. That’s a shame!’

Tony’s eyes widened and he stepped back, releasing the sheet in a near-panic.

‘What the hell’s the matter with me?! Why am I checking out Patrick while he’s asleep?!’

Tony didn’t ponder the question as he mindlessly stepped forward again, and gently pulled the sheet back as far as Patrick’s rising and falling stomach, and down to his knees, exposing the unknowing sleeping college roommate. Manno stared at his friend up and down, surprised that he’d never realized or acknowledged the attractiveness of his friend. In fact, he was beginning to think that Patrick was the most attractive guy he hung out with—ahead of Brian and Rick. Especially in this innocent, sleeping form before him.

He leaned over Patrick and gently reached forward, his fingers brushing Patrick’s lips with the merest touch. It should have woken up his friend, or at the very least, the heart pounding in his own chest should have awakened Patrick, but Patrick remained asleep. He removed his fingers from Patrick’s mouth, and then found the soft fleshy bump on his wide chest that was his left nipple. He gently tapped and rubbed it in a circle, the involuntary stimulation causing it to become erect for him. Tony swallowed to himself as he pictured sexy Dylan’s chest, which was so enticing to suck and lick, but he was a photograph.

Patrick was here in the flesh.

Tony Manno softly fell to one knee, leaned over Patrick York’s rising and falling chest, and pursed his lips as he kissed his sleeping friend’s nipple. His tongue flicked at it again and again and tasted the erect bump of flesh. It felt good, exciting, dangerous. Patrick sighed softly in his sleep, perhaps some part of his unconscious mind reacting to an outside physical force, the way contact with drops of water could awaken a sleeper. Tony almost leaped away to avoid being caught, but Patrick was still out of it.

‘I like his mouth,’ Tony found himself thinking.

Patrick’s mouth was open slightly, offering the merest of soft grunts that weren’t snores or snorting, but his lips were parted enough to make Tony take notice at their shape. They had a nice, manly shape to them, with enough fleshiness that they didn’t look feminine, but complimented Patrick’s strong jawline.

They drew Tony in like a silent beckoning, as if their lips belonged together. Knowing he might never get another chance to do this, Tony hovered momentarily above Patrick’s face, marvelled at the masculine lines and features, and then lowered his face into Patrick’s.

It was the hottest, most erotic and dangerous kiss Tony had ever had, even if it was a quick one and so soft that he couldn’t allow himself to apply normal pressure.

And it was all because he was kissing an oblivious, sleeping Patrick, taunting Fate to wake him up, to be discovered.

Tony felt his rigid erection, aware that his dick had swollen to its usual full length, crying out for attention, reacting very positively to the sight and feel of his sleeping friend. The tips of his fingers felt the trace of his cock-ring and that was all Tony had to touch to know what he wanted to do next. Despite already getting off satisfactorily with his gay porn magazine, Patrick was turning him on way too much to ignore his sex drive that had returned full throttle in mere minutes.

Presented still with the possibility of Patrick waking up, Tony was so jacked up that he didn’t care that Patrick was oblivious to his presence as he pulled out his cock and began to furiously masturbate as he stared down with complete attraction, his eyes roaming the muscles and chest hair of his friend, his lips, his tussled ‘bed hair’. He looked down at his raging, excited man-meat, and the cock-ring that glinted at its base, feeling an orgasm drawing closer and closer, already, his mind solely focused on the here and now, forgetting that he was supposed to be straight and had already blanked out his questioning thoughts after he’d finished masturbating the first time.

Tony continued to stroke his cock, holding his breath, staring down at his friend and teammate, even as he edged closer to his sleeping buddy, aiming his cock towards Patrick’s mouth. Fantasizing that he and Patrick were lovers and this was what Patrick wanted, his cock head, swollen and beet-red from the enthusiastic, relentless stroking, Tony imagined that if he could only feed Patrick his cock, make him taste cum for the first time, that his friend and he would enjoy a new found relationship as gay boyfriends.

‘Taste my cum and become my boyfriend, you frickin’, sexy, sleeping hunk!’ Tony thought to himself, as his cock head gently touched Patrick’s lower lip.

It was too much for Tony, and he felt the first seconds of his cock throb and twitch as he shot his load.

Patrick’s mouth twitched and seemed to send a message to his brain that there was something nearby. He felt his lungs fill with air and fluttered his eyes against the light of outside, turning his head to see his roommate, Tony Manno, standing by the front door, a look of wide-eyed concern on his face, seemingly adjusting his shorts. Patrick sat up and said,

“Tony! You’re okay? When I found you last night—eew!” Patrick said, wiping his wet mouth. “Guess I was drooling in my sleep! Gross!”

‘No, it’s just the first drops of my cum on your cheek, buddy!’ Tony thought to himself, red-faced and disappointed. ‘The rest of my load is on your sheets and floor, thanks to you waking up at the worst damned possible second!’

“No problem. I...I feel okay. I’m fine now. But, I don’t remember being brought to the Man-Cave?” he admitted, relieved that Patrick was attributing the cum on his face as his own saliva.

Patrick sat up on the edge of his bed, thankfully not touching the obvious creamy wet stains on his sheets and pillowcase as he did so. “You fell out of the sky, bro’! You were completely exhausted and said something about...’man trap’, ‘underground training’, ‘them’. You can’t remember fighting somebody last night?”

Tony concentrated and had a split-second, confusing, dream-like memory of being held in a force field as others watched him, but it was gone before he could even describe it out loud. He frowned, disappointed with himself.

“Nope. Not at all.”

“What’s the last thing you do remember?” Patrick asked, getting annoyed, his persona as leader of Man-Force coming out.

Tony thought about it and shrugged. “Classes. Studying.”

“But you became Ultra for a reason!”

“Obviously.”

“So...?”

Tony thought again, this time experiencing a split-second memory of a kiss...a face blocking his vision, a longer than usual kiss with...?

“Nothing! It’s like my mind was wiped!”

“This is serious. We could be dealing with a super criminal that can erase our memories!” Patrick asked, his youthful features becoming serious and worried, the burden of command on his shoulders. “It might just explain why we haven’t seen Rick or Brian in days!”

“I’ve seen them.”

“You did? When?”

Tony opened his mouth, but he suddenly stopped himself. He thought about what he’d just said, and although he could picture his college friends in their superhero garb, he couldn’t place it.

“No, wait. No, I couldn’t have. Forget it.”

“’Forget it’?!” Patrick shouted. “Maybe you forgot it! On purpose!”

“No, no, no,” Tony waved him off, peeved. “I said it without thinking. I’m sure I haven’t seen the guys since we were all together and teased stupid ol’ Chad in the hallway.”

“I don’t know. This sounds—”

“Drop it! I’m fine! I gotta go! I’ll check in with you later.”

Patrick watched Tony leave for parts unknown, but it didn’t stop his superhero-trained mind from sensing that all was not right with his friend.

“Oh, sure! Now yer payin’ attention to me! Where were last night when I hadta get my rocks off, ya dumb bitch?”

Candi frowned at her employer, disgusted with his attitudes and foul language, but tolerant of it for her own reasons. It was morning and she’d arrived in his sumptuous bedroom offering Nico Carelli breakfast in bed on a pure gold serving tray, but the effort had been a wasted one. She’d given the excuse last night of a headache (one of many, recently), which prevented Carelli from having rough, gasping sex with her, as a gun moll usually would provide. He could have forced her, but the times that she just laid there and barely touched him was an incredible turn-off, despite her beauty, so sex was out of the question because of Headache Number 12.

“I brought you breakfast, boss. And the morning edition of ‘The Neotropolis Daily—’”

Carelli swung a fist upwards and smashed the tray out of her hands, spilling coffee, vodka, and Frosted Flakes all over the side of his bed, making her twitch from surprise.

“GETOUTTAHERE, BITCH!!! Nobody says ‘no’ to Nico Carelli! Not anymore! You’re fired! Sacked! Hit the road and jump off a bridge for all I care! An’ don’t even think about returnin’ to my mansion, or I’ll gut ya personally!”

He sat back in his bed, grinding his teeth, catching his breath and paused, incredulous as he saw Candi just stand there.

“I said—”

“I heard you the first time,” Candi interrupted coldly.

“So??? Get—OUT!!!”

Her red lips twisted upward into a cruel smile as she confidently told him, “Not before I serve my function to my employer.”

“What employer?! I’m yer employer! Yer ex-employer! Ya dig?!”

Candi shook her head, looking surprisingly confident as she countered, “You were never my true employer, Carelli. I was your moll, but I was somebody else’s mole. And my name is not, nor has it ever been ‘Candi’!”

“Yea? Then what is it?” Carelli asked, one hand slowly reaching under his pillow to retrieve his trusty ever-present pistol that he always slept on.

“Oh, you can call me many names, as you have in the past, but for now you’ll refer to me as ‘Lady Witch’!”

‘Candi’ morphed there and then into a strikingly-attractive S&M-type of figure, all leather and buckles and with intense features and long black hair down to her waist-line! Carelli had never seen such a thing before, except in the movies, and he was at the same time intrigued, terrified, and confused. The newly-transformed female before him waved a hand over his bowl of Gummy Bear candy that had been a gift from the Manbreaker, making the contents seemed to glow as if a spot-light had been trained on it for a few seconds. She picked up one in a black-nailed hand and placed it against his lips.

Intrigued, his tongue flicked at it, wondering if he was about to have the kinkiest, weirdest sex of his life with a real-life sorceress, when she pushed it all the way into his mouth, his face held in an almost hypnotic stare up at this intriguing woman.

Then it got even weirder.

The candy suddenly began to swell up within his mouth, until it was too big to hold. He tried to reach up and remove the object that was growing in his mouth, but she held his hands against his pillow with surprising strength for a woman...for a witch! By the time he realized that the Gummy Bear was over a foot long and filling up his mouth entirely as it protruded outward several inches, its juicy contents had forced him to swallow some kind of warm liquid to remove his concern and awareness.

“I know you’re just dying to try out my wonderful new magical toy called “The Gummy Cock’, Carelli!” she cooed down at him, releasing his hands, and watched as he gently wrapped a hand around the base of the object, his cheeks bulging from the so-called ‘Gummy Cock’ in his mouth as his tongue rolled around it. “When inside a warm and wet spot like a man’s mouth or ass, along with both a fruity-tasting secretion that keeps the mind slightly off-balance a special ‘cum’ that works to break down a male’s mental defenses and becomes the only thing he can focus on. Just as you are now, my slave.”

Carelli could hear her and barely understand what was happening to himself as he began to thrust the dildo back and forth in his mouth, his own erection within his pajamas displaying his intense pleasure at what he was doing to himself, much to lady Witch’s own devious approval.

“Mmmm, so nice and thick and masculine, isn’t it, Carelli? You’re beginning to love the feel of a gorgeous cock-like dildo in your mouth, pumping your pretty mouth again and again.” Carelli grunted and moaned, vestiges of his straight personality gradually becoming overwhelmed by the sensual seductions of his gay experience. “My Gummy Cock will be the most erotic, pleasurable experience you’ll ever have, Carelli, as it breaks you down into a blissful lover of cock!! Courtesy of Lady Witch and her employer...The Manbreaker!”

Reaching into the bowl for a second one, she rolled him over onto his side as he began to thrust and shove his dildo even quicker into his mouth, then yanked his pajama bottoms down far enough so that she was able to rim his ass with it, before she slid the Gummy Bear inside his ass, making him grunt and perspire from the penetration, where moments later it began to expand.

Candi, or Lady Witch as she was now known, soon got the last laugh as the pair of magical toys proceeded to grow and fuck both his mouth and ass where he had a hand on each, as they continued to pump away, making it look like he was double-dildoing himself!. She felt like taunting him some more, but she recognized the look on his face very well, as well as the familiar groans and moans of a man being enslaved to new gay urges.

Carelli’s internal dialogue became less and less one of confusion, let alone resistance, as the pair of dildos finally broke through any weak resistance within him, and he vigorously pumped his orifices rapidly with both hands, which pleased the Lady Witch to no end as she gave him his final mental commands.

“Nico Carelli; you should have played nice with my employer, and then he wouldn’t have had to go to these lengths to recondition you. But now you will be little more than a worshiper of cock . . your mind reduced to a child-like state, as you would give anything to find a ‘Daddy’ to give you the cocks you so desperately desire and crave, that you now need above all else! You are a slave and a worshipper of the Manbreaker... you will give yourself to him and his every lust-filled need...you are a slave and a worshipper of the Manbreaker...",

Tony walked through the campus of the college for hours, as his mind wandered to what he had done. He felt weird and yet, also thrilled to be able to have his secret beat-off encounter with Patrick, even though he was positive, absolutely, totally, irreversibly convinced that he was straight and this kinky gay stuff was just a phase or a fling. He wasn’t sure where it came from, but he knew it ended here and now. It was more important to focus his mind and solve the mystery of what happened to him to him last night.

And for that he needed Ultra.

As his superhero persona, he could accomplish things that the normal human Tony Manno could only dream about. Ultra was more than a bulked-up super hero with super good looks (if he did say so, himself!), but his mental facilities were the apex of man and the Meta Male Project. He could delve into his subconscious as easily as a normal man looked into a mirror and understood what he saw. It might also open some doors to clues, considering according to Patrick, it was Ultra that had had the mysterious mind-wiping confrontation with someone or some thing.

Finding a secluded spot at the rear shipping area of the college, Tony clamped his hand on his Meta-Male belt beneath his shorts and twisted the control, illuminating his form with super-powerful energies that transformed his DNA into a super-powered force for good. One changed, he leaped into the air and covered a half mile of Neotropolis before he landed with a thud on the roof of a medium-sized office tower. He looked out amongst the sprawling metropolis of the city, his handsome features becoming grim as he cleared his mind, and focused his super-powered memory onto his actions of the previous day and night.

Class...

...eating...

...contact...

...new mission...

...Zephyr!...

....................

....................

.............

...wake up...

...horny...

Ultra’s eyes popped open, realizing that his mind was still drawing a blank! Between Zephyr contacting him and waking up...

He closed his eyes again and concentrated all of his mental focus on that gap.

...........

...cock...

.............

...lots of cocks...

...sexy, hard cocks...

...sooo sexy and beautiful to admire and...!

Ultra’s eyes popped open again, and this time he was pissed off! Something had placed myriad, unwanted images of man’s dicks in his mind, and worst of all it was prompting his own dick to become hard at this very moment at the thought of them!

‘No waaay! No way, man! I’m straight! I know I’m straight! I only want to have sex with chicks! I’m only into...wait. Warehouse 9! I was at Warehouse 9 last night! And so was...Zephyr and Magnum! And they were—!!??’

His memory of last night came flooding back to Ultra at last, and the disgusting queer things and thoughts that were forced into his mind, from the metal disc placed on his head, to being forced to wear a cock-ring, to the things he was forced to say, to kissing the hugely-built Beast, and the 69 that his brainwashed friends had engaged in with each other! It was unbelievable that three members of Man-Force could be so easily controlled, since their Meta Male powers should have prevented such a thing! Unless those very powers were being used against them?!

He had to rescue his friends from the Manbreaker and Beast and Doctor Flicker! He momentarily considered going back to the dorm and getting ManStar’s help, but could he be certain that ManStar hadn’t been brainwashed already, too? At the very least, he would spare a (possibly)—non-brainwashed Patrick from going gay!

“Manbreaker, Beast, Flicker...you’re about to get an Ultra Beating!” the superhero growled to the sky, and leaped off the building in the direction of Warehouse 9.

“He’s heading there. Just like we knew he would,” the Manbreaker said, touching controls on a panel that displayed real-time images of Ultra from hidden cameras.

Flicker smiled to himself, patting his co-conspirator on the shoulder. “And from there, a clue to come to the Man-Trap.”

“You’re sure he’s turned? He certainly seemed his normal self and...peeved.”

Flicker waved it off nonchalantly. “He’s already changed. Whether he realizes it or not.”

“You better be right, Flicker. Because despite his size, even Beast might not be a match for an angry Ultra!”

As Flicker expected, the clue to come to the strip club, The Man-Trap, couldn’t be any more obvious, having pertinent details of Zephyr and Magnum’s conversions displayed on a clipboard that Flicker had ‘accidently’ left behind on a control panel. Ultra accessed the Internet from Flicker’s own laptop computer that he’d left behind to ascertain the location, then headed for the exit and a rendezvous...

...but not before he tore apart the computer and force field arch that had trapped him with his bare hands!

“He’s coming,” Flicker reported, a nervous swallow preceding his quip, “And I don’t mean that kind of cumming!”

“Good work with the clues. Let’s see how your programming works.”

The building actually seemed to shudder as if from an wrecking ball, even as a muffled crunch and groan of a collapsing wall could be heard down below, amid surprised screams from the waitresses that worked there. Confused voices, a strong deep one, muffled, but clearly aggravated and determined, cut others off even as he demanded information. The stairs leading up to the Manbreaker’s civilian office were practically hammered into the foundation as big feet stomped up them, getting closer and closer, sounding more and more threatening.

Flicker swallowed deeply again, suddenly completely in doubt of his brainwashing abilities. This was, Ultra, after all! What if he’d miscalculated Ultra’s metabolism? His resistance to mind control? His potentially-unknown ability to fight unwanted control of his mind? The office door was bashed in and flung into the opposite wall.

A red, white, and blue-garbed monster of a man appeared at their door frame...

...and he was even more pissed off than either expected!

He looked around the room before entering, and not seeing anything like a force field projector, let alone a laser cannon, Ultra entered, his face stern as he took up an imposing position before the Manbreaker’s desk, his powerful arms displaying rock-hard bulging muscles.

“The Manbreaker, I presume?” he growled.

“In the flesh,” the black leather-clad handsome man replied, calmly.

“And Doctor Flicker by his side. I was expecting Beast to be here, as well.”

“He’s just—”

“Get him up here. Now!”

The Manbreaker did so, his confidence waning as Ultra appeared himself, and presumably ready for a good fight against someone his own size. Less than a minute later, Beast appeared from a side door, a look of concern on his giant surfer-dude features, clenching a big fist in one hand, as he prepared for a fight.

“Good. Now we’re all here!” Ultra growled, as he clenched and unclenched his fists. He took a threatening step forward, staring directly into the Manbreaker’s eyes when he suddenly felt weak and full of extreme joy.

Then his features softened, and a blissful smile overwhelmed his features!

He felt to his knees, held out his arms in the Manbreaker’s direction, and sighed with love in his eyes, “Master! I’ve come to serve you!”

The Manbreaker, Beast, and Doctor Flicker all looked amongst one another, unsure if it was a trick or Ultra’s homoerotic programming had suddenly kicked in.

“I knew he was gay all along,” Flicker spouted, confidently. “I knew he couldn’t resist us for long.”

“There’s one way to be sure,” Beast’s deep voice suggested as he approached the obedient superhero. It would also serve to make him a protector of the Manbreaker should Ultra try to jump him.

It wouldn’t be forthcoming, as Beast stood in front of Ultra, whose features became carnal and hungry at once, as he grasped Beast’s hips, and drove his face into Beast’s crotch, snuggling and rubbing his mouth and nose against an ever-increasing erection in Beast’s shorts.

“Oh, yeeaaaa!” Ultra sighed, massaging Beast’s ass cheeks through his shorts, as he massaged Beast’s big cock with his face. “Yeaaaa! Oooh, your cock feels sooo gooood, Beast! Let me see it! Pleeease!”

The Manbreaker grinned widely with pride at succeeding in converting Ultra, and said, “Happy Birthday my friend...enjoy your present!”

Too turned on to care if Ultra was faking and lining him up for another attack, Beast yanked out his huge, impressive cock, shoving his shorts down to his ankles, as Ultra grasped the magnificent man-meat in one hand, opened his mouth wide, and shoved as much of it into his welcoming mouth. Manbreaker and Flicker watched with increasing relaxation as Ultra’s head bobbed back and forth again again and again along the massive cock head and glistening shaft, sucking off Beast like his life meant it.

He released his lip lock on Beast’s cock so that his tongue could lick every inch of it, up and down the shaft over and over, tickling and teasing the massive ball sack that hung beneath Beast’s meat, moaning to himself as he seduced Beast’s cock with his mouth. The big man sighed contentedly, looking down at his slave, and stroked Ultra’s hair to show his approval. The Manbreaker walked around his desk to stand opposite of Beast, and nodded to Flicker.

“I don’t think we’ll be needing you, Doctor. Feel free to return to Zephyr or your work.”

Flicker nodded back with a knowing smirk, realizing exactly where this encounter was heading. Ultra had been enslaved to Beast, but the programming also included erotic, irresistible images of the Manbreaker as his ultimate master. The fact that he paused in his oral stimulation of Beast to look expectantly at the Manbreaker told him all he needed to know. Ultra continued to stroke Beast’s huge cock up and down in his hand, while his sleepy eyes found themselves unable to look away from the Manbreaker’s bulging crotch as the master of men slowly pulled down his own leather pants to reveal his own gloriously powerful 12-inch cock.

“You’ll find this little device useful, I should think, Manbreaker,” Flicker said, setting down a small control box the size of a credit card on his leader’s desk. “It’ll magnetically attach to Ultra’s belt. Press the red button for a very enjoyable surprise.”

And with that, Flicker was out of the door.

Ultra looked like a man in paradise, absolute desire and attraction displayed on his handsome features, as he leaned towards the half-naked Manbreaker. The leather-clad supervillain cupped Ultra’s head from behind, and with one leather-gloved hand holding his cock at the base, he pointed it towards Ultra’s mouth, and slid it in, pumping Ultra’s face slowly, seductively, methodically.

Ultra moaned as a part of his mind told him that this wasn’t right, that he should be fighting this, but the sensation of being submissive and a slave to another man was too powerfully seductive to stop. The Manbreaker pulled his slick cock out of Ultra’s mouth long enough to rub the slippery, wet meat all over Ultra’s face, before quickly sliding it back into his eager mouth before he could offer a moment’s resistance. Continuing to hold the back of Ultra’s head, he thrust his hips forcefully over and over, shoving his penis into the superhero’s mouth in time with the way he pulled Ultra’s face forward over and over, so he pushed more and more of his sex inside Ultra. Ultra grunted and slurped as he was made to swallow more and more of the Manbreaker’s cock, forced to become addicted to the taste and feel of a huge cock in his mouth...as he was irreversibly turned gay.

Beast was relentless in his own part of the transformation, as he stood close enough to the Manbreaker and the kneeling Ultra for the superhero to begin to take turns, releasing the Manbreaker’s penis, inhale a breath, and wrap his lips around Beast’s cock, pump it up and down with his mouth for a couple minutes, then release it so he could return to the Manbreaker’s man-meat.

Locked down into this position by their closeness and the hands that held him in place, Ultra was barely able to move, insuring that the powerhouse superhero wouldn’t be able to escape or resist or do anything other than orally service the two all-mighty cocks. As Beast played with and tugged at Ultra’s protruding nipples beneath his spandex costume, the Manbreaker then began to use his immense psychic powers, subduing Ultra’s mind to little more than a breathing puppet.

A puppet obsessed with cock.

He got to work reshaping what the powerful and handsome hero should think and desire, deciding to implant a series of post-hypnotic suggestions that would once Ultra sees a cock, he’d eagerly develop a growing physical need to worship and pleasure it, and find it

impossible to look away from it. He’d be completely compelled to worship and service it.

Ultra became even more aroused as his mind began to accept and enjoy what he was doing, once he’d enjoyed his first taste of pre-cum from Beast’s enormous cock. Further suggestions began to shape and deepen these feelings of love and utter servitude to the Manbreaker as he continued to suck this most wonderful pair of ultimate males. Seeing Beast’s monstrous cock hanging there in all its masculine glory in one hand, his super-sensitive nose caught its very powerful masculine aroma, and slowly moved it closer to take in more of that cock’s intriguing scent, licking it all over, inhaling deeply the masculine, musky scent. The Manbreaker allowed this for as long as he, himself, could hold back, until he forced Ultra’s attention back onto his own cock, specifically his nut sack, and brought Ultra forward so that his face pressed powerfully against it. The unique odor of the Manbreaker’s most private male nether region was making Ultra’s mind spin like it was on a roller coaster, the aroma and the texture of the sack all he could think about.

He grunted and gasped to himself, shocked by his new man-lust urges and began to weakly convince himself not to submit to the gay hypnosis. After trying to fight what was happening to himself for almost a minute, Ultra was eventually made to put one of the Manbreaker’s balls into his mouth to suck on, before moving to the other. A powerful sensation of gay lust, contentment, and submissiveness hit the hapless superhero as, without even realizing it, he began sucking the Manbreaker’s balls in earnest.

“Oooh, Ultra, you magnificent bastard! You are a natural at pleasing a man with your mouth and tongue!” the Manbreaker gasped, sexual tremors rocking his body and mind as Ultra serviced him. “I do so love watching a former straight male being hypnotically seduced away from the pussy of his dreams to worshipping cock!”

Ultra’s reaction to the overwhelming effects of Beast and Manbreaker’s seductive gay charms was locked within his mind, even though some suppressed, nearly-non-existent part of his mind questioned his sanity as he never stopped doing them both in a mixture of confusion and lust. He had a weak impression that he actually desired women, that he’d once had a history with them, but his out-of-control rampant man-lust could not be denied. He shoved his face back into Beast’s crotch, opening his mouth wide so he could guide Beast’s cock back into it. Licking and sucking the massive cock that he so yearned to become one with, an absolute and unbreakable bond of submission and joy to the unbelievably powerful and dominant masters took over his mind, making him feel compelled to obey.

Ultra yanked down his trunks and the top portion of his blue leggings so he could expose his own large, sweaty erection that was begging for attention. With one hand stroking Beast’s cock in the hopes of coaxing out an ocean of cum into his mouth, he began to masturbate himself into mindless servitude and pleasure. Seeing this, the Manbreaker was sure that Ultra was theirs, and there was only one way to go...

“Stand up, Ultra,” the Manbreaker commanded, which his slave did, a look of complete love and obedience in his eyes, prompting the Manbreaker to embrace Ultra tightly, and shove his tongue into the super hero’s mouth, tasting Beast’s cock as well as his own. The French-style kiss was enthusiastically returned, grunts and restrained, ragged breaths exchanged as they crushed their mouths into one another, the strong hands roaming each other’s bodies. The difference was that the Manbreaker enjoyed the muscular shapes and curves of his boy-toy as he had with others, while Ultra’s gay-sexed mind was given new hard muscles and the tense, smooth feel of leather as the new things he was now attracted to.

The Manbreaker broke the kiss, and looked into the super hero’s eyes, even though he addressed Beast. “Ultra will now receive the ass-pounding of his life! Lay him across my desk, Beast.”

Still sniffing at that wonderful manly scent of musk on the Manbreaker’s neck, of this man who was gradually becoming even sexier and more incredible in his eyes, Ultra heard something about taking it in his ass. Ultra froze for a moment as his mind regained a sense of self, and a moment of panic as he realized what was about to happen, which was soon washed away when Beast held Ultra’s face in his hands for his own heavy, passionate kiss, and used his own bulk to force Ultra to lie back. Soon enthralled again, the superhero readied himself and allowed Beast to prepare him.

Ultra swallowed deeply to himself from expectation, and mind-controlled anticipation, but did as he was told, after the Manbreaker had swept everything off his desk, save for Flicker’s device. With Ultra’s back splayed across his desk, his cock red and rock-hard, and his head propped up by one of Beast’s hands so he could watch the mountain of a surfer dude lube him up and his own gigantic cock, the Manbreaker attached Flicker’s device to Ultra’s belt, intrigued by the humming it displayed, and the secret power it possessed to ensure Ultra’s final breaking.

Adjusting Ultra’s supine position so that his face was near one corner of his desk, the Manbreaker rubbed and massaged Ultra’s massive chest, keeping the nipples beneath his heroic chest rigid, thick bumps beneath the tight spandex material near the large letter ‘U’ on his chest. Beast threw and pinned Ultra’s tree-like legs up against his chest so his boots pointed up towards the ceiling, making Ultra feel so excitingly-vulnerable like never before. Ultra’s chin was on his wide chest to watch as Beast got into position, and mounted his lover, gradually sliding in more and more of his giant cock into Ultra’s ass. Ultra cried out in surprised enjoyment, barely managing to moan out, “Yeaaa! Yeaaa! Oh, Beast, yesss!” as his as cherry was broken.

As the largest man amongst them subdued the superhero in the ass, the Manbreaker turned Ultra’s face back towards him, and shoved his cock back into Ultra’s mouth. With the Manbreaker’s and Beast’s cocks pounded him from above and below, his mouth filled by the Manbreaker’s massive man-meat, while his sexy bubble-butt hungered for Beast’s attentions, Ultra jerked off his own cock as his ass was explored deeply by Beast’s monster cock.

Intrigued by Flicker’s invention, the Manbreaker continued to pump Ultra’s face, his pelvis relentlessly pounding the hero’s mouth while one hand reached down to his belt and pressed the aforementioned red button.

And then something surprising and exciting happened.

As Ultra took it in the ass and the mouth simultaneously, Doctor Flicker’s Meta-Male device began to slowly transform the superhero! As he glowed from his transition, Ultra’s muscles were stolen from him, his features altering little by little as he was turned into a smaller version of himself, while still retaining his Ultra costume. In seconds he went from a massive super-muscular stud to a 5-foot 6 inch, 140 pound super-sexy cock-needy super-twink! He was still in his early twenties, but gradually the muscle-theft transformation washed away the old super-masculine persona of Ultra and replacing it with an equally-happy and joyful ‘Ultra Twink’, Beast nearly came right there and then, since he had a thing for twinks!

Obviously, thanks to their previous conversation, Flicker had done his research on the Meta-Male belt, and offered the Manbreaker with his very own personal boy-toy to play with! (When Beast wasn’t ‘playing’ with him, of course!) Ultra (or as he now began to think of himself, ‘Ultra Twink’), still possessed his vast powers, but now they would be strictly at the Manbreaker’s beck and call, and allow him to aid his master in his endeavors. Ultra’s skin even became very tanned, making him look so much like an adorable sun-worshipper that he should become Beast’s full-time arm-candy!

As Beast pounded and thrust his cock inside Ultra’s virgin as (and a very cute, new little ass it was!) inside his asshole were sensations and power like none Ultra had ever experienced. Now he was thoroughly addicted to that powerful and now-familiar

wave of pleasure and submissive obedience that controlled his altered mind. He gasped out warnings of what was about to happen, and then the sight of Beast’s giant cock thrusting in and out of his ass caused him to shoot off his own load in mighty spasms as his

body lost even more muscle mass and his voice went up even higher than his usual voice of Tony Manno!

Beast continued to fuck Ultra’s ass and the Manbreaker slid his big cock back into Twink’s mouth and pumped it relentlessly, as the super-sexy and athletically-lean boy-toy transformed into a twink that was best suited to take the shocks of Beast’s powerful thrusts. His desire, acceptance, and obedience to Beast and the Manbreaker grew over the next ten minutes, and forced him to have another squealing, thrilling orgasm of his own again.

Unable to hold back any longer, Beast’s deep voice bellowed out in uncontrolled enjoyment, as a massive load of cum shot into and filled Ultra Twink’s asshole, the edges dripping numerous trickles of Beast’s man-juice that couldn’t remain within the boy-toy. With just the Manbreaker’s own orgasm remaining, Ultra Twink’s physical changes were finalized at the same time as his mental ones were pushed to their apexes. The powerful thrusts of Manbreaker’s cock slipping and sliding back and forth in his mouth as he came, shooting off his own impressive amounts of hot man-cream, resulted in Ultra Twink, formerly-Ultra, formerly Tony Manno, utterly in love with and submissive towards his masters, Manbreaker and Beast.

And oh, so sexy in his smaller form.

Delirious from the changes in himself, Ultra Twink gradually caught his breath, looked both of the men above him in the eye, and smiled widely, practically giggling,

“Master? Masters? Again, please! Again and again and again!”

And for a change...

...the Manbreaker and Beast obeyed someone else!