Not The Whendonverse Pt. 02 Chap. 04


This is a work of complete fiction. It just popped into my brain so I wrote it down and share it for free and make no money off of it. No one under legal age may read this, if you know what's good for you. No one over legal age should read this for the same reason. All characters used in this story are a parody of any real or fictional person. I do not own Marvel’s The Avengers, Marvel’s Agents of SHIELD, or the characters from them. Comments are always welcome and appreciated so you should feel free to share.

Story Code: MC, Multiple Pairings, Noncon-Con, Incest

This Is Not The Whedonverse Pt. 02 Chap. 04
Marvel’s The Avengers With Special Guest Stars Marvel’s Agents Of S. H. I. E. L. D.
By Muhabba

Completely naked, Ward stood over Betty's own naked, writhing body.

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  Equally naked, Darcy and Jane held Betty down on the floor of the Quinjet as he glared down at her. The fight had, of course, been over the moment Darcy had brought Betty aboard, she was automatically his the moment she had found herself in his presence, lost to his primordial lust. All that remained was for him to take her. Or for Darcy or Jane to take her if he didn't happen to feel like it but something was stirring in him. Something new. Betty should be nothing more than a battery to him, something to be used and discarded but he felt something different, something new to him. The need to play.

With Jane and Darcy on either side of Betty, holding her down by her shoulders, Ward got on his knees, straddling her lower abdomen. Her eyes stared up at him with a mixture of fear and lust causing him to feel something low in his stomach. The jet was on automatic pilot back to the Hellicarrier leaving him to explore the new disciple that he had allowed her to retain a small portion of her personality, not enough to fight back against his influence but just enough to keep her scared. He looked from Betty to Jane and back again. Perhaps his behavior earlier hadn't been because of Darcy and her joyous breasts, perhaps it was him.

Ward traced his fingertips down from Betty's jaw to her graceful neck causing her to shudder in a mixture of emotions. He slid his hands down to her slender chest and cupped her small breasts, circling her hard nipples with his thumbs and bringing a shudder from her as she looked around with her tear filled eyes, unsure what was happening to her or why. And it made him painfully ridged with lust.

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Sinking slowly between Betty’s long legs, Ward slid his prick around the soft, gooey entrance to her hot, wet pussy. She mewled pitifully with pleasure as he teased her, rubbing his soft cock-head across her erect clit and he smiled with glee at controlling her like this. He began rubbing himself up and down her slit, her labia parting around his shaft as she humped up against him, desperate for him to enter her and fuck her to orgasm despite her fear. He felt a strange warmth fill his chest. Something he had never felt before. A sense of accomplishment. He was actually proud of himself for turning this human on so much that she wanted to be fucked by him in spite of the fact he had kidnapped her, stripped her, and teased her body to the point of unwanted orgasm.

Ward smiled wickedly, a wide grin, stretched tight across his face to the point he was drooling slightly on Betty's small tits. She continued rolling her hyper heated cunt against his shaft as he bent down and took a hard nipple between his lips, lashing the hard nub with his tongue, encouraging her to press her slender chest more firmly against his face. He licked between her tits, taking his time to enjoy the taste of her skin before looking up at Darcy's impressive chest as a new emotion filled him. Regret. He regretted not spending enough time appreciating her chest when he had the chance earlier. But why should he care, he had the rest of the world to explore her abundant tits so why would he regret it?Because she had wanted him to and he refused. "What is happening to me?" he wondered.

As his eyes moved from Darcy's chest to Jane's ass and back down to Betty's wide, tear filled eyes, Ward stopped, his body ridged with shock.

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  "What is wrong with me," he whispered. He sat up on his knees, Betty's long legs wrapping around his waist and trying to pull him back down. He looked worriedly between all three women before his eyes rested on Jane, perhaps the smartest of the humans here. He opened his telepathic link with her and she obediently looked up at him. "Jane, what do you feel from me?" he asked worriedly.

Jane peered at her master for a moment. It was a strange sensation having the master open to her in this way. Humans had an awareness about themselves that they usually just ignored to the point that they forgot about it and she was suddenly aware of herself in a way she hadn't even realized was possible. But there was also the master and she was aware of him in the exact same way now. "Confusion. Lust. More confusion. A strange sense of accomplishment mixed with some more lust. But mostly anticipation. "

It was Jane's last observation that caught Ward's attention as he looked down at Betty.

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  "Why would I anticipate fucking this human when she is simply a means to an end?" he wondered aloud.

"Yeah, but she's kinda hot," Darcy chirped in as she bent down and began sucking on one of Betty's hard nipples.

Ward's eyes shot open in surprise. "You think I am attracted to this. . . this. . . this human?" he gasped. He shot to his feet and stumbled away from the small pile of naked, horny women. "You are all of you tools to me. To be used and discarded," he mumbled to himself as Jane bent low to join Darcy at Betty's captive chest. None of the women said anything to him, Jane and Darcy noisily sucking at Betty's small chest as Betty went from whimpers to moans of pleasure and back again.

Collapsing in the seat he had previously tied Darcy in, Ward watched as he was completely ignored by the horny women.

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  He could of course command their attention in any number of ways but the thoughts and emotions currently swirling around in his head made him desire isolation. Isolation was a relatively new concept for him and it, in and of itself, confused him. He did not wish isolation, he wished to rejoin the Ancient Ones, to be part of their great, all consuming presence.

Jane began kissing down Betty's slender body while Darcy sat up on her knees. As Ward sat dumbfounded, Jane slid down between Betty's long legs, throwing them over her shoulders as she made herself comfortable. Darcy swing one of her thick legs over Betty's face, straddling her head and began lowering herself down as Betty wrapped her arms around Darcy's thighs. And Ward sat dumbfounded in his jump seat, his cock soft and uninterested in the three, naked, fucking women.

Betty held on firmly to the busty young woman's thighs and stuck her tongue out to lick her dripping pussy. The voluptuous girl squeaked in pleasure as she began riding her face, rubbing her heated cunt against her mouth while the other strange woman began nuzzling her horny pussy.

As Ward watched Jane begin to lick out Betty's cunt, and Darcy riding Betty's face, he tried to shake the unwanted thoughts and feelings out of his mind. No, it was not his mind, it was Ward's. Occupying the human, using the human to infect the other humans to raise power, infecting them all to his will, was infecting him.

Betty moaned into the girl's tasty pussy and the slender woman licked her wet hole. Her body writhed between the two woman who had kidnapped her, their tongues and hands flowing over her naked flesh as she licked one and humped up against the other. They young woman riding her face reached down and began toying with her breasts so she reached up and returned the favor, rolling the young woman's nipples between her fingers,She gasped out in pleasure when the slender woman circled her tongue with her clit, who pussy gushing in need.

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Ward's cock ached in need as it rose up and he watched the three women. He hated the fact that he was reacting to the physical need, to fuck them rather than the desire to consume the energy they were producing but, for now at least, he was only human. He got on his knees next to Jane and she responded to his unspoken command to let him between Betty's out spread legs. While Jane stood up in front of Darcy and presented her wet pussy to her assistant, he pulled Betty's legs up on top of his thighs and pressed the tip of his cock at the entrance to her cunt.

Ward grunted in pleasure as he slid his cock into Betty's tight pussy making her groan into Darcy's gushing cunt and making Darcy groan into Jane's hot hole and making Jane groan out in pleasure. With Ward's power flowing through them, all four naked writhing bodies moved in sync. They pressed rubbed, humped and slid against one another in perfect unison, their bodies writhing and rolling like a single organism as they all felt their orgasms quickly beginning to rise.

They all came as one, Jane releasing her juices into Darcy's eagerly lapping mouth, Darcy cumming on Betty's gasping face, and Ward filling Betty with his thick, hot cum. Their bodies twitched and convulsed in pleasure as they rode out their orgasms, their bodies gleaming in sweat until they collapsed in a sticky heap. Ward stood up and looked down at the post orgasmic heap below him, angry with himself for what he had done. The only comfort he had was that once he had succeeded with his plans, these human, including the one he was wearing, would be dead.


Pepper swallowed the last of the limo driver's salty cum as he pulled up at the dock. Wiping her chin with the back of her hand she smiled cheerfully at him and patted his shoulder. "Thanks for the lift," she said as she got out and closed the door after her. Dressed her her white top and shorts, her long legs scissors gracefully as they carried her up the gang plank and to the main entrance to S.

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  H. I. E. L. D. 's massive Hellicarrier. Rapping the door with her knuckles she called out gleefully, "Knock, knock. "

"Hold on," a muffled voice called out from the other side of the thick, metal door, "This thing is a bitch to rewire. "Waiting patiently, Pepper tapped her foot to the beat of a song, whistling while she waited until the door finally cracked open.

"Welcome to the Hellicarrier," Natasha said as she held to door open for Pepper.

Pepper smiled wickedly at Natasha as she stepped in. "Thanks, it's so nice to be here," she said before wrapping her arms around the sexy secret agent, molding her body to Natasha and kissing her deeply. They rubbed their bodies together as their tongues wrestled inside their mouths.

Clint watched the two women kissing, his cock stirring inside his pants. "As much as I'd like to see where this goes, The Master wants communications and weapons back up before he gets back.

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Both women broke the kiss and pouted at Clint. "You are so serious sometimes," Natasha said.

Clint smirked before kissing Natasha deeply,"I didn't say it wouldn't happen," he said before turning his head and kissing Pepper just as deeply, pressing his groin against her hip. He broke the kiss and looked at both red-haired women, "Just think of it as incentive to get everything up quickly,"


Ward sat glumly in the back of the Quinjet as Jane piloted and Betty gave her directions, both still naked. With nothing else to do, the equally nude Darcy tried to find a music station on the radio.

"It's not that type of radio, Darcy," Jane said as she rolled her eyes at her assistant.

Darcy looked at Jane and then back at the radio. She shrugged her shoulders and then clicked on the comm. "Breaker one-nine, this is D-Lew, come back now. "

"Stop fiddling with stuff," Jane whispered harshly, "You're embarrassing me. "

"But I'm boooored," Darcy whined just as the flight console began beeping,"I didn't do it!"

For the first time in twenty minutes Ward moved. He walked to the console and looked at the sensor display. "There," he pointed, "The largest gamma reading besides Betty herself. "

Jane leaned over and looked at the display. "It appears so," she agreed,

"And I found it," Darcy said with pride.

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Ward rolled his eyes in frustration, perfectly mirroring Jane. "Take us there," he ordered Jane before heading back to his solitary seat in the back.

"We might look a bit less inconspicuous if we put our clothes back on, boss," Darcy said in her usual chipper manner.

The sound of Darcy's up-beat voiced grated on Ward's nerves. "Your breasts are perhaps the only things keeping you alive," he said gruffly.

"You're preaching to the choir, boss-man," Darcy said nonchalantly.

As the Quinjet activated it's cloak and came in for a landing, Ward briefly thought about exploding the craft and every human inside, including his host, and just starting over. The Quinjet landing changed his mind since he would have to start over again and since he was only moments away from the capture of Bruce Banner and hopefully the key to opening the Tesseract it would serve no purpose other than a momentary sense of. . . release?

The three naked woman walked to the back of the jet and waited patiently for their orders. Ward looked them up and down, his eyes wide with realization. He felt stifled, trapped in this world and body. He was tired of depending on this limited meat suit and the humans to rejoin his people. He wanted to relief of being himself, no, that was wrong.

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  He wanted to be It's self!It was the first time he had ever wanted something other than to rejoin the Great Old Ones and he didn't quite know how to handle it.

"Master?" Jane asked with trepidation.

Ward looked up at the three women and his eyes flashed with orange fire. "Where are we?"

Darcy peered out of one of the windows, her fleshy ass up-thrust absentmindedly. "Some scrappy small town in Jersey," she said as she turned back, "Probably doesn't even have a Starbucks. "

"Is Banner near by?" Ward asked as he stood up and opened the back of the craft.

Betty looked wistfully out of the Quinjet. "Sensors place the source of the gamma signal at two blocks over. "

Ward stepped out of the back of the Quinjet onto a small, paved street. There couldn't be more than a few dozen people milling about but it didn't really matter. It had worked out what It wanted. "Release," It hissed through Ward's lips. The orange fire flashed behind Ward's eyes as It flowed out like green mist through the human's mouth and nose. It spread It's self through the streets raising lust in every human It found.

Only a few yards from the alley the Quinjet had landed in, Bruce Banner hid behind a trash dumpster.


  The skinny physicist had heard the approach of the jet's engines and years of running had immediately triggered a flight response in him, so much better for everyone than the fight response. The engines had fallen silent before he could figure out where the noise had been coming from but that didn't mean that there wasn't anyone near-by by looking for him. A life of solitary imprisonment was the best he could hope for if he was captured. Being dissected like a lab rat was the worst. He had to run.

At first, the pale, ill-dressed scientist didn't notice the green cloud as he began trying to sneak out of the alley. It wasn't until the cloud had started obscuring his vision that he began to take notice but by then it was much to late. There had been times in the past that the always pursuing Army had tried to gas him before he could unleash his darker side but this time it felt different. This time the gas was causing him to hallucinate. He blinked his eyes, trying to clear them of the beautiful vision of Betty walking naked serenely towards him.

"It'll be o. k. , Bruce," Betty said calmly with a warm smile on her face. Her small breasts swayed gently with each step as she walked slowly towards Bruce. She had been there during his first episode after the failed Gamma experiment when his rage and anger had over-taken him and unleashed the monster.

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  She had barely survived the aftermath when the beast who had been Bruce Banner had escaped from the science facility over seen by her father but she had never stopped loving him. Seeing him haven fallen this far down sent a throb through her heart as he skittered around the alley like a wounded animal all because of what they had created that day.

Bruce looked half in wide-eyed wonder at Betty as she seemed to glide towards him and half for a escape or a trap or soldiers hoping to kill him before he once again accidentally released the rampaging monster waiting just below his skin,"Betty, you can't be here," he whispered in fear that he was finally losing his mind as the green mist enveloped them both.

Betty slowly made her way to Bruce, making sure not to startle him, until she was standing in front of him. He stood up straighter to meet her gaze and she softly stroked his cheek. "I've missed you," she said sweetly before leaning forward and kissing him, their lips touching lightly. As she felt him respond she kissed him more firmly, pressing her naked body to his shabbily dressed body and felt him grow erect in his baggy pants.

Breaking the kiss, Bruce looked deep into Betty's eyes. "I've missed you too," he said with an awkward grin. He wrapped his arms around her tentatively, afraid that she'd disappear in his arms but when she remained he smiled wider and kissed her again, their tongues meeting and caressing one another.

From his vantage point on the ledge of the roof of the building across from the kissing couple, Ward looked down into the alley. Suddenly his eyes flashed orange as a spike in energy flowed through him. His link with Betty burned with energy as his influence began to spread from her to Banner. "How much energy does that human possess?" he wondered as the energy began to throb through him.

Betty could feel Bruce's erection through his grimy pants.

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  She held herself closer to him and began running her hands up and down his back to the top of his pants. Their kiss became more passionate as she ran her hands around to his front and began unbuttoning his pants. She growled as his hands slid down to her ass and began squeezing her taunt cheeks, pulling her closer to him as he began rubbing himself against her heated groin. She ran her hands under his shirt, caressing his chest as he released her rear and began tearing his shirt off, his chest heaving.

Ward's skin tingled and his uniform began to smoke as the energy coursing through him continued to grow. Orange fire flashed through his eyes as he stared with trance like intensity at the now nearly naked scientist.

Kissing down Bruce's slender chest, Betty pulled his pants down as she got on her knees on the dirty ground. He was already fully erect and she grabbed the base of his throbbing cock as she opened her mouth. She swallowed his long, thin cock completely, his balls resting on her chin as she massaged his cock with her tongue. She bobbed her head back and forth, sucking eagerly on his cock as he moaned above her and wrapped her long, dark hair through his fingers. She held his firm little buttocks to hold him steady as she sucked him hungrily, his hips bucking back and forth uncontrollably.

Betty could feel Bruce about to cum, his prick practically vibrating in her mouth as she sucked him deep into her mouth and throat. She heard him groaning almost animalistic as he thrust himself forcefully against her, almost smothering her against his lower abdomen. She began to choke as his already hard cock began to expand in her mouth, cutting off her air.

The fire left Ward's eyes as he stared in shock below him.

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  The skinny scientist suddenly pushed Betty back as his skin started to turn green. His skinny body began to swell, his muscles expanding, his shoulders broadening as his size increased far beyond a normal human’s. His roar echoed through the alley as he stood fully erect at nearly seven feet tall, his chest nearly four feet across, his thighs like oak trees, his fists like wreaking balls. Ward had read the reports but hadn't truly appreciated what the agents had seen, the Incredible Hulk. For the first time in It's existence It knew what fear was. It called for help.

The rampaging beast called the Hulk roared one last time, his fists clenched in anger before catching sight of the naked Betty sitting flat in her naked ass in front of him. Through the haze of his mind he recognized her and his roar fell silent. "Betty," he growled simply, still unsure what was going on. His massive green cock throbbed in need and seemed to point directly between the small woman's spread legs. He smiled momentarily and growled quietly, "Betty. Hulk fuck Betty. "

It felt It's self detaching from Ward as fear flooded the human's mind like ice water, freezing the body to the spot. It did not know fear, or lust, or despair, It only wanted to return to the Ancient Ones and as It felt It's self separating from Ward It began to regain control of It's self. Bonding back with Ward, Ward opened his connection with Jane and Darcy, sending them to the alley to assist Betty as the Hulk stalked nearer to the helpless, naked woman.

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"Whoa!" Darcy said as she ran into mouth of the dirty alley. Her voice immediately drew the green creature's attention and she skidded to a halt. Anticipating the master needing them, she and Jane were both completely naked, and the green thing's face turned from rage at being interrupted to curiosity as the two women approached from the opposite end of the alley.

Peering down into the alley, Ward gathered his will and released it into the narrow enclosure. From the energy emanating just from the beast itself he knew that he wasn't nearly powerful enough yet to take it on. He had chosen Betty to seduce Banner based on their past and now he had no choice but to use her to subdue the creature. She would never be able to satisfy the green behemoth on her own but perhaps with Jane, Darcy, and his own help, they might survive.

Betty stood up slowly, careful not to startle the creature. "Bruce, it's going to be o. k. ," she said calmly. The Hulk looked from Jane and Darcy back to her, his lips splitting into a smile at the sight of her naked before him. She walked up slowly and lovingly grabbed his wrist, careful not to surprise him. She slid her hands up and down his muscular arm and then rested them on his wrist as Jane and Darcy walked around him to stand next to her.

Sweat began to break out across Ward's brow as he concentrated like never before.

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  Since becoming It's self It had simply unleashed It's power like a fire hose but now was the first time he had to be delicate. One wrong move and the beast could sense him, kill this host, force him to start over again but this time the heroes would be aware of what he was doing. He channeled his power down to Betty, Jane, and Darcy tightly, like the strings of a marionette, controlling his humans. His biggest fear was now Darcy, in a situation requiring subtly she was a hammer.

"So, Bruce, you like big tits?" Darcy asked nonchalantly as she got on her knees. She sat up straight on her knees and held her impressive breasts up, wrapping them around the Hulk's massive, throbbing cock.

With the boldness of Darcy's actions, Betty pressed her naked body firmly against the Hulk's massive form and began cooing to him as she stroked his chest. "It's o. k. , Hulk, it's gonna be. o. k. " she whispered as she glared down at Darcy. "You wanna go a bit easier or we're gonna have problems. "

"What?" Darcy asked with a shrug of her shoulders, "These puppies solve problems, they don’t make ‘em.

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  "She never broke from her rhythm of using her large breasts to jack-off the giant, green goliath. Her large breasts, which usually could nearly envelop a grown man's head, came up only to the sides of the Hulk's massive prick as she stroked him up and down.

"That's not the point," Jane hissed as she looked fearfully up at the glaring face of the Hulk.

Darcy rolled her eyes as she continued titty-fucking the massive monster. "The point is he's obviously a guy and all guys respond the same way to a rack like mine," she whispered as she continued smirking up at the monster, "Now how 'bout you two give me a hand. Or whatever body part you think will do the job. "

Jane and Betty looked at each other from across the Hulk's massive chest and shrugged. They pulled his large arms around their naked bodies as they pressed themselves more firmly against his body. They looked fearfully up at him and saw a smile slowly break out across his face as he hugged them closer to him. The fact that he could smash them against him even on accident didn't escape their minds as his hands slowly began tracing up and down their backs. His smile widened even more as a thick finger parted the women's asses and slipped between their cheeks.

Betty and Jane groaned as the Hulk's fingers began sliding into their moist pussies, their fear of him sliding them up their asses fading as he began sawing his digits deep in and out of their wet holes. Their eyes fluttered as their knees trembled at the sensations the Hulk was giving them. The great beast was using his index fingers to fuck the two women and each finger was easily larger than any cock they had ever taken. The held themselves up on his arms as their legs threatened to give out and their juices flowed out of them, sliding over the behemoth's hands and dripping onto the dirty ground.

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Darcy's pussy throbbed in need as her juices dribbled down the insides of her spread thighs. Her hands were gripped around her massive chest as she used her tits to jack-off the Hulk. She licked around the huge tip of the creature's cock as it poked up from her cleavage, nearly poking her in the face as the beast began to thrust up between her tits, fucking her breasts. The heat between her legs was driving her crazy with desire but her hands were to busy keeping her alive by keeping the green goliath happy to do anything about it. And there was Betty and Jane, getting off on the Hulk's fingers as they moaned in lust and pleasure as it finger-banged them. "I'm doing all the work and getting nothing in return on this mission," she thought to herself.

The Hulk's tongue poked out of the corner of his mouth as he slid his fingers as deep into the two women as he could and grunted. The women cried out as they came, his hands the only thing keeping them from falling to the ground as their bodies spasmed. He grunted again as he thrust his mighty cock up and came, his lime green cum shooting out of the tip of his prick with the force of a fire hose and knocking the human in front of him back onto her ass.

"Gah!Ahh!Ugh!" Darcy sputtered as she was covered head to toe in warm, sticky, light green cum. "I so better be getting extra credit for this!" she shouted.

Ward's eyes exploded into orange flame as the Hulk's energy filled him to the point of bursting. His S. H. I.

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  E. L. D. uniform burned from his skin as he began levitating a foot off the roof, his head thrown back, his arms outstretched, his fists clenched, green mist surrounding his naked body. Suddenly he collapsed onto the roof, scorch marks surround his prone form as he stared blankly up at the sky. "Power," he hissed with a evil smile in hos face.


Steve broke the kiss with the horny hack-tivist. "I really don't think this is what we should be doing,There's an emergency. . . " he started before being interrupted as the young woman quickly peeled off her top. Her large tits strained against the cups of her bra as she reached behind her and un-hooked it. Her breasts swelled forward as she removed the flimsy bit of material, her dark nipples hard and pointed.

"Keep talking, I'm listening," Skye said as she tucked her dark hair behind her ears with a devilish grin, "I'm a great multitasker. "

"I don't know what that means.

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  . . " Steve started before once again being interrupted by the beautiful, dark haired girl as he tried to tear his eyes away from her unencumbered, swaying breasts.

In a flash Skye had opened Captain America's pants and pulled out his throbbing cock. "So you got a sword as well as the shield," she giggled as she started stroking his prick. "I take it you were frozen stiff then," she said as she stared at his pole. It may have been the most gorgeous dick she had ever seen and just the feel of it in her hand made her entire body throb in desire. Her horny pussy felt like it was boiling in need as she watched a tiny drop of pre-cum appear on the tip of his cock. Even with a superhero's prick in her hand, her inquisitive mind was still following the desire to uncover the truth behind every question she had. "So, was everything enhanced by the super-soldier serum?"

With no idea on what to say, Steve answered truthfully, "I never really measured. "Suddenly he froze as the beautiful young woman leaned over his lap and licked the tip of his dick. He hissed as she swirled her tongue around him before sucking him into her mouth and quickly bobbing her head up and down. Her tightly stretched lips slid up and down along his length and he could feel her warm, wet tongue lashing his shaft as she swallowed him again and again. "Oh geez," he groaned as she pulled his meat out of her mouth with a pop. And then in an instant she wrapped her firm, tan breasts around his shaft and began using them to jack him off.

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"Oh God you taste good, Captain America," Skye moaned as she licked at the tip of his cock as it poked out from the top of her cleavage. She kept rubbing her silky smooth tits a long his shaft and heard him moan in pleasure which sent a throb of pleasure through her over heated body and smiled to her self in pride. Suddenly she released her firm tits and popped up in her seat, the Captain staring at her in wide-eyed wonder. "So, Captain America, let me welcome you to the twenty-first century," she giggled before giving him a quick peck on the cheek.

"What is going on?" Steve asked helplessly as the young girl began yanking down her pants.

In the front seat of the cab, the cabbie readjusted his rear-view mirror to get the best look at the horny couple in the back seat as he went back to masturbating while he drove.


Tony landed on the dock to the Hellicarrier. "Jarvis, give me a reading," he said as he began scanning the surrounding area.

"There are no signs of any personnel on the dock or the Hellicarrier, sir," the virtual assistant said, "And all communications appear to be off-line. "

Tony walked slowly up the gang plank to the main door on the side of the hull. "Well, since we can't call. . . " he said as he knocked on the door.

After a few moments the comm on the side of the door clicked on.


  "Secret S. H. I. E. L. D. Hellicarrier, may I help you?"

"Agent Romanoff?" Tony asked in surprise as his suit continued trying to find a way in.

"Can I help you with something, Tony?" the double agent asked.

"Pepper had some questions and I'm here to get the answers," Tony said sarcastically while Jarvis began trying to break the encryption on the communications.

Agent Romanoff's voice came over the intercom again, her voice breathless and dripping with innuendo. "Well if you'd just listened to Pepper in the first place, and done as she'd asked, we'd be doing more than talking right now. "

"Jarvis, you find me a way in yet," Tony asked in frustration, making sure to switch off the outside comm first.

"I'm afraid the hull is very nearly impregnable above the water line and your weapons systems are not configured for underwater activation," Jarvis said plainly.

"Shit," Tony said, "Then I'm afraid that I'm going to have to do something I'm going to regret. "

"Calling Colonel Thaddeus Ross now, sir," Jarvis said, anticipating Tony 's request.

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"Jane, activate the cloak," Ward ordered quickly. With his mind connected to Natasha's he knew that Stark was there after Pepper had failed to infect him and with the connection with Fury he knew who Stark would have no choice but to ask for help. "Bring us in quietly. As soon as we're close the Hellicarrier will bring us in on remote. Prepare for a quick exit," he ordered the rest of the occupants. "Darcy, for the last time put your clothes on or I will turn you to dust. "

"Sure thing, boss," Darcy said with a mock salute.

The Quinjet landed with barely a whisper and the occupants exited quickly. "Jane and Darcy take Banner down to Slevig's lab, the Tesseract remains the top priority. Betty, stay with me. We'll be greeting some guests and you should be of particular help," he ordered and the directions to the labs immediately appeared in Jane, Darcy, and Bruce's minds.

"Yes, master," Betty said as a helicopter appeared off in the distance. "Who's that?"

"Our guests. "

Iron Man's external microphones caught the sounds of the approaching helicopter long before anyone could have been capable of hearing it and Tony flew off to meet it. "Ross, it that you?" he asked as he approached the helicopter and hacked into it's communications.

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"Stark, this is a secure channel, get off of it," Colonel Ross ordered as his small crew double checked their weapons. "Agent May, any response from the Hellicarrier?" he asked the pilot.

S. H. I. E. L. D. Agent Melinda May checked her comms which were still offline, "No, sir, still no response,"

"Keep trying," Ross said as he looked out of the window and saw Iron Man flying next to the helicopter. "Stark, I said to break off," he shouted into his microphone.

"No can do, Ross," Tony said with a wave as he got as close to the as possible, "You're gonna need all the help you can get. "

"Dammit, Stark," Ross bellowed, "This is a military operation!"

"Lookin' for a repeat of Harlem, General?" Tony asked with a jovial tone.

Ross's face went beet-red with anger and his thick mustache twitched. "Harlem is classified, Stark. If you want to help, get on eye on the below deck exits.

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  I don't want anyone escaping from inside. "

"You have information I don't, General?" Tony asked.

"What I know that you don't could fill that tower you're building," Ross grumbled, "Now do what you're told and let us do our jobs. I'll fill you in once we're inside and secure. "

"I'm gonna hold you to that, General," Tony said before flying downwards to below the top deck of the Hellicarrier.

As she flew the helicopter closer to the deck Agent May saw two figures standing in full view. "General, we've got two people on deck," she reported back.

"Hail them," Ross ordered before turning back to his infiltration squad. They had been called in the moment the Hellicarrier had gone dark from the local Air force base and were stocked with the latest gear that S. H. I. E. L. D. had and Stark had sold the government but just to be sure, Ross stocked his squad with only non-S.

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  H. I. E. L. D. personnel. "Listen up, we're going in hot but no one fires until I give the order. As annoying as Fury and S. H. I. E. L. D. are they're still our boys. If it does come to a fight, make sure you are using the trank bullets but keep in mind that you're also strapped with live ammo.

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Agent May circled the two people on the deck, just out of weapons fire if it came to it. "I got a response," she reported back to Ross, "They report back as Junior S. H. I. E. L. D. Agent Grant Ward and a civilian, Betty Ross. "

Ross's eyes went wide at the mention of his daughter. "Betty?" he whispered before turning back to Agent May. "Get us down there," he ordered. Agent Melinda May was the best pilot available who just happened to be S. H. I. E.

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  L. D. but since she had been off on assignment before being called up to join his squad he had no doubt that she was clean of whatever what transpiring on the Hellicarrier.

As the helicopter began dipping down to land, Ross turned back to his team. "Right, here's what we know: It appears we're up against some kind of Foothold incident. Someone has taken control of the Hellicarrier and it's up to us to drag S. H. I. E. L. D. 's asses out of the fire. Get ready, I want boots on the ground the moment Agent May gives the clear. "

In less than a minute May landed as softly as a feather on the deck. She checked her own sidearm before giving the all clear for the squad to move in.

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  General Ross may had been a blow-hard and a grumpy ass but his boots were the first to hit the deck while she and the troops followed.

Ross had no fear as he walked up quickly to his daughter and the junior agent. His eyes crawled over Betty, checking for any obvious injuries and when she appeared to be unharmed he turned to the S. H. I. E. L. D. agent. "Report," he ordered over the sound of the chopper's blades.

Ward released his power over the crowd as he looked General Ross in the eyes. "There's been an alien incursion here. An entity came through the Cube and began infecting the personnel," he said as he tried not to smirk.

"S. H.

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  I. E. L. D. and their blasted experiments," Ross grumbled as the blades of the chopper continued to slow. "And what are you doing here, Betty?"

Betty smiled warmly up at her father for the first time in years. "I'm here to help," she said plainly.

Ross's eyes crawled over his daughter's slender body again. "Help how?"

Betty smirked and stepped closer to her father, the breeze of the helicopter blades blowing her dark hair out. "Like this," she said breathlessly as she wrapped her arms around her father's shoulders and kissed him deeply.

Nobody in Ross's squad moved as they watched in stunned silence as the older man began kissing his daughter back. The general slowly wrapped his arms around Betty's waist and held her to him as their kiss turned more passionate. And as the squad slowly lowered their weapons, Ward walked around the group eyeing them like a shopper picking out fruit.

May's weapon was the last to lower and she was the only one to pay attention to Ward as he circled them. She looked the junior agent in the eye and caught his attention which caused him to smirk at her.

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  "What's going on?" she asked as sternly as she could while her nipples tightened and her pussy became moist. "You're the alien. "

"That's right," Ward said with a confidant smirk as he hooked a finger under the senior agent's chin to hold her face up, "And you're mine already. "He bent down and kissed the Asian woman, feeling her body tighten up in a flight or fight response but she quickly loosened and melded her compact body against his.

The squad just looked as agent Melinda May, one of the strongest, most unflappable agents in S. H. E. I. L. D. began making out with a complete stranger on the flight deck. It was nearly as strange as watching the incest between General "Thunderbolt" Ross and his daughter. "Um, our orders?" one of the squad asked anybody.

Ward slid his hand down to squeeze May's firm backside as he broke the kiss and looked back at the confused squad of be-spelled soldiers. With a bit more will he could get them to fuck anything or anyone he wanted, even each other but he decided not to waste the energy.

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  "Head inside and find somebody to debrief you," he said as he caressed May's taunt ass and she caressed his chest, "Stay away from the labs, I don't want them interrupted. Also stay away from anybody named Darcy, I don’t want you interrupted. "

"Yes, sir," the squad member said as the entire squad saluted. They stayed in formation as they made their way to the entrance of the interior of the ship, the hatch door opening and taking them all before closing again.

"Have I ever told you how much you look like your mother?" Ross said as Betty kissed down his chest and began unbuttoning his uniform.

"You mentioned it a couple of times," Betty said as she pulled her father's jacket off and began undoing his pants.

Ward began kissing May again as he pulled down the zipper of her uniform to reveal her plain, black sports bra. He slid his hand inside the front of her uniform and beneath her bra, squeezing her small, firm tit and running his thumb across her hard nipple causing her to moan into his mouth. Then a odd thought occupied to him.

Opening his mind, Ward sent a order to Ross's squad. "Return. "After a moment the entire squad returned and assembled around the four people. For It, sex was about power, the human body generating enough energy to help It bring the ancient Ones back to this world. Humans weren't particularly desirable beyond the need for energy, the host had it's own desire of which It could tap into to bring him and other humans to the sexual heights necessary to generate energy so why Ward felt the sudden need for an audience It didn't know.

As the squad surrounded them, Betty began kissing down her father's uniform until she was on her knees in front of him.


  He stroked her hair lovingly as she pulled his hard prick out of his pants and began tugging the base, eliciting a groan from him.

"Just like your mother," Ross said with fatherly appreciation as Betty licked up and down his cock like a ice cream cone. She swirled her tongue around his tip before winking up and him and drawing his cock-head into her warm, wet mouth. He groaned again as she slowly worked her head back and forth, massaging his shaft with her tongue as she sucked him with a hint of a smile at the corners of her mouth. "Such a good little girl," he said as she continued stroking her hair and rocking his hips slowly.

With a small round of applause, the squad whispered back and forth how well Betty was doing on her knees.

"Fuck," May grunted as Ward slipped his hand beneath her bra and slid his thumb over her nipple. Never the passive one at any time she pulled her uniform off her arms letting it dangle from her hips before yanking her sports bra off and baring her small, firm tits to the crowd.

The squad all nodded their heads in appreciation of Agent May's small, well formed breasts as she posed momentarily for them.

Ward let the squad get a good eye full of May's tits before bending forward, squeezing her firm tits and sucking at her hard nipples. She slid her fingers through his short hair and guided him back and forth across her chest as he slid his hands down and gripped her tight ass and heard the crowd quietly cheer him on.

Betty pulled her father's dick out of her mouth and ran it across her face as he smiled down at her. Just when she was about to put it back into her mouth he pulled himself away and lifted her up to her feet. He kissed her deeply as he began pulling her clothes off and she heard the crowd cheer as she stood before them completely naked with her father's eyes slowly looking her up and down.

"You are so beautiful," Ross told his naked daughter, "Just as beautiful as your mother.

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  "The squad all nodded in agreement even though not a single one of them had ever seen the general's wife but it didn't stop Betty from blushing which made her all the more beautiful to Ross. He helped her move down onto the deck on her back and spread her long legs as he climbed between her trembling thighs. His daughter's little, wet pussy was pink and practically glimmering in the sunlight as he laid down on his stomach and pulled her legs over his shoulders.

The squad cheered and gave a thumbs up to Ross as he started licking at Betty's pussy and as Ward peeled May's tight uniform down her taunt ass. She quickly stepped out of her uniform and ripped her plain panties off to reveal her wet pussy with a dark strip of pubic hair at the top of her slit. She wrapped one leg around Ward's head and pulled him close as she braced her hands for balance on the top of his head and drew a round of applause from the horny crowd. Ward immediately grabbed onto her muscular ass to hold her up as he shoved his tongue into her dripping cunt causing her to gasp out in pleasure.

Ross slid his tongue into Betty's wet hole, sliding it in and out before licking up to her clit. He circled her hard, little nub as he held her dewy lips open with his thumbs, circling the entrance to her pussy making her shiver before him. She clamped her thighs around his head, deafening him as she bucked up against his face and came, her hot juices splashing against his mouth and soaking his mustache.

"Oh God I'm cumming daddy!" Betty screamed out as her body shook and her thighs trembled around her father's head. She gripped his hair with one hand while her other hand squeezed her tit and pulled her nipple. As her orgasm began to subside she relaxed back onto the deck and felt her father pull himself out from between her twitching legs. Suddenly his face and dripping mustache were hovering above her and she could feel the tip of his cock pressing slightly against her dripping cunt. "Oh daddy," she cooed as she wrapped her legs around him and held her hips up.

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"Fuuuuck. . . " May stuttered as she rode Ward's face. She had both hands gripping his head as she humped up against him, his strong hands holding her up by her ass as she ground herself up against her mouth. The small squad were watching her as well as Ross and his daughter, nodding and clapping occasionally as the men serviced the women and she grinned to herself at being such an exhibitionist. Suddenly one of Ward's fingers slid between her cheeks and pushed slightly into her asshole, surprising her and triggering her orgasm.

As May came in his mouth, Ward looked around at the small crowd and saw them cheering him for his technique at making the S. H. I. E. L. D. Agent cum and smiled in pride. He slowly laid her down on the deck and then crawled up between her legs, positioning his prick at the wet entrance to her hot hole.

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  Just as he was about to enter the horny agent he decided that in this position the squad wouldn't be able to see enough and changed positions. He sat back on his calves and brought May's tight ass up to sit on top of his thighs and held her legs open by her ankles with his cock pointing straight at her open pussy. With a small nudge he buried himself inside of her to the hilt causing her to shout out in pleasure and drawing applause from the crowd as he started fucking her.

Fucking his daughter slow and deep, Ross bent down and kissed her deeply. She kissed him back before pulling his shirt up and over his head so that he could feel her breasts and pointed nipples against him. He worked himself back and forth, long and slow as Betty rocked her hips up to meet his thrusts so he could get as much of his cock inside of her as he could. Already his age was showing, the muscles in his arms quivering and his back starting to ache and he supposed his daughter must have realized it because with a firm squeeze of her long legs she rolled them over until she was on top, her tight cunt never releasing his throbbing prick.

Betty moaned deep in her chest as she slowly rode her daddy's cock. She braced her hands on his chest as she slid up and down his hard shaft, her juices sliding down him and covering his balls. Her small feat of acrobatics drew a small round of applause from the crowd and made her blush in pride as she fucked her father, sliding her dripping cunt up and down his pole.

Ward gripped May's muscular ass tightly as he fucked her hard and deep, her small tits swaying wildly on her chest. Her arms were spread wide, bracing herself against the deck and giving him and the small crowd a perfect view of her splayed body. Ward kept up his hard rhythm, pounding into the sexy secret agent, his balls slapping wetly against her ass-cheeks as the crowd cheered him on. "Prepare yourselves," he called out as he angled his cock up, rubbing his tip and shaft against her G-spot before angling his hips down and grinding against her clit. As Agent May started to orgasm he pulled himself out of her and stood up with the crowd all fisting their pricks.

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May looked up as the small crowd and Ward erupted over her, their thick, white cum raining down on her and covering her body, face and hair. Another quick orgasm came over her and her juices spurted out onto the deck as she groaned in pleasure, licking random drops of cum from her lips and smearing more into her tits. Ward looked around at the crowd cheering him and patting him on the back in congratulations and felt a strange sense of pride.

"Oh daddy, I'm cumming!" Betty squealed as her nakedbody seized and her father squeezed her firm tits. The crowd quickly came over and rubbed their sticky cocks across her up-turned face and she immediately opened her mouth to let them shove themselves inside as her father shuddered beneath her and filled her rippling cunt with his thick cum.

Ward stared at the crowd from beside May's writhing body and his feeling of pride turned to something else, connection. He felt connected to the humans I'm a way he hadn't felt before now. Earlier they had simply been a means to an end and his metaphysical connection had simply been a tool but now it had blossomed into something more. They weren't simply his servants now, they were his comrades. The feeling confused and unnerved him.


"Fuck me for America, Captain America," Skye squealed in delight. She rubbed her firm breasts against Cap's shield as he held it to his chest and she rode his cock in the back seat of the cab. She raised her body up and down on him, her nipples sizzling with excitement as they slid around the cool metal of his shield. Her juicy pussy made lewd squelching sounds as her juices ran down his shaft and coated his cum filled balls.

Steve looked around the cab for something, anything that could help him.

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  Physically his body craved sex but mentally he was himself and being trapped inside of the back of the cab with the overly horny girl made him effectively helpless. It wasn't something he was used to. And the sex, that too was something he wasn't used to. His only recourse was to physically restrain the girl which might hurt her so he had to resign himself to being fucked by thehack-tivist, whatever a hack-tivist was. The only thing he knew for sure was that what had ever happened to him back at the gym was happening still and was capable at being transmitted from him to others. And as the cab swerved due to the distracted, masturbating cab driver, the effect was passed by proximity.

Skye rolled her hips slowly, rubbing her inflamed clit against Captain America's groin. She pressed her chest firmly against the cool metal of his shield and shivered in pleasure, keeping still and just enjoying the feel of his prick buried tightly inside her and the feel of the cool metal against her flushed skin. She cooed in pleasure as the cab hit a bump causing her body to jerk as she began lifting herself up and down again, riding Captain America's thick pole.

Steve kept his shield firmly against his chest more for a feeling of security than anything else as the dark haired girl continued to fuck him. "Ah, Miss," he stammered as the young lady continued to rub her impressive chest against his shield, "I, ah. . . I hate to bring this up again but, ah. .

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  . You do realize we've all been drugged or something, right?"

"Ohhh, such a good drug," Skye said as she moved her hips a little to allow Captain America's dick to stretch and fill her pussy at a different angle.

The masturbating cabbie looked over his shoulder for a moment before looking back into his rear-view mirror. "Not to interrupt but we're almost to the docks," he said helpfully, his eyes darting back and forth between the road and the mirror.

Groaning with unwanted pleasure, Steve tried to shift the horny hack-tivist off of his lap. "That'll be my stop," he told her as she gripped him tighter with her knees, "I've got to. . . well, got to get dressed. "

"Almost. . . Almost there," Skye gasped as she thrust herself up and down faster. Captain America's wonderful cock stroked her G-spot as she rolled her hips, stimulating her clit against his groin and triggered her own orgasm. She held her chest to his shield as her body shuddered in pleasure, her tight cunt gripping the War World II hero's dick as she rode out her orgasm.

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  She groaned with pleasure from deep in her chest as her eyes rolled back in her head before collapsing forward as her twitching body became to calm. "God bless America," she said with a chuckle.

"Miss, we're almost there," Steve pleaded, still confused as to what to do. If only this was a traditional fight and he had an enemy to hit. "I've got to get ready," he said as the cab started to slow.

"Alright, alright already," Skye said with a smirk as she pulled herself off of Captain America's still stiff cock. "After all of that, are you telling me you didn't cum?" she asked incredulously. "I'm not saying I'm a pro or anything but you have to admit, that was hot. "

"Extra stamina," Steve said as he tried to clean up and get dressed, "All part of the package I guess. "

Skye's dark eyes went wide and her mouth dropped. "So, ah, how long can you last exactly?"

Steve looked over at the curious, mostly naked young woman. "I, ah. . . well, haven't really found out yet," he said with a blush.

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"Are you telling me I'm the first girl you've had sex with since you became Captain America?" Skye asked with wonder. "Seriously, I got Captain America's cherry!?"

Steve couldn't think of what exactly to say to Skye's question so he opened the door and leaped out of the car before it came to a full stop. He kept his shield in front of him partly in case there was a attack and partly to hid his erect member. He darted behind some crates assuming that the cab would leave on it's own as he peeked around a crate. What he saw was Nick Fury and the deputy director, Maria Hill.

"Oh wow. Is that Nick Fury?" Skye asked from over Captain America's shoulder.

Spinning around Steve looked at Skye in shock, partly that she had followed him and partly because she was wearing clothes again. "What are you still doing here?" he hissed.

"The story isn't over yet," she whispered back. "Are those the bad guys?Are you going to storm that ship?Oh my God do they have superpowers?"

"They don't have superpowers, no their not the bad guys, and I'm trying to sneak into the ship, not storm it," Steve answered before turning back to the dock. "Now find a place to hide and wait for me," he ordered before passing her a folded slip of paper. "If I'm not back in twenty minutes, call that number and ask for General Ross. "

"Roger that, Captain America," Skye said with a mock salute. She turned to leave and find a better spot before finding her way blocked by none other than Maria Hill wearing a self-assured smirk.

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  "Um. . . Captain America. . . ?" she sputtered.

Sensing something was wrong before he even seeing it, Steve reached behind and grabbed Skye by her arm. Spinning Skye and himself around he came face to face with Hill while Skye squeaked behind him. Turning his head slightly he saw that Fury was now blocking Skye as almost as if the two S. H. E. I. L. D.

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   agent as had known exactly where they had been.

"It doesn't have to turn messy, Cap," Hill said, showing her hands so that the Captain knew she didn't have any weapons.

Nick 's hand shot out and grabbed the dark haired girl by the wrist. "Don't bother, Hill, neither one has been fully infected," he said as he pulled the girl to him, "The Master said something in Rogers resisted. Just take him. "Holding the unknown girl by the waist he kissed her deeply and at first she resisted but quickly melded her body to his and began kissing him back.

Taking a moment to see that Skye had quickly fallen to whatever had happened to them before turning around to face, Hill, Steve had his fists up, prepared to fight but was once again thrown off guard as she unzipped her uniform to expose her small, firm breasts.

As Captain America tried not to ogle Deputy Director Hill's breasts, Iron Man finished his hands-on inspection of every single hatch and opening around the sides of the Hellicarrier. "What the hell is that," he muttered as he flew higher to get a better view. "Jarvis, tell what I'm seeing here?"

"It appears that whatever was affecting Ms. Potts is affecting those below us on the dock as well as on the flight deck, sir," The AI said,

Tony looked at the information streaming into his eyes from his highly advanced armor. "I've got S. H. I. E.


  L. D. files for most everybody but who's the blonde beef-cake?"

It took Jarvis a moment to zero in on the muscular blonde man currently wrestling with Maria Hill,"It would appear to be Captain Steve Rogers, formally known as Captain America and listed as deceased. "

Tony came to a sudden halt in mid-air. "Are you kidding me?S. H. I. E. L. D. found Captain America?My father would be so happy. "Tony stared at the view screen version of the famous soldier before being struck with a idea. "Jarvis, does it look like the Captain is actually fighting against the infected agents?"

"Although certain physical changes are most assuredly present in Captain Rogers, it does appear he is in fact not fully infected," Jarvis said as he continued his scans.

Directing his scans back and forth between the dock and the deck, Tony focused his suit on the dock. "Since we haven't been able to crack the Hellicarrier's communications, please tell me Cap there has some sort of cell phone or something.

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"Affirmative, sir, and I've anticipated you request and have already uploaded it to the suit. "

"Good boy," Tony said as he began reading through Captain America's phone. "Text from Fury. ‘Foothold situation. Possible alien infection. Sex Zombies. Infection spreading. Possibly from a single source. ’Any sign of a alien power source, Jarvis?"

"Affirmative, sir. There is a substantial energy source on the deck," Jarvis said showing a close up of a single agent staring up at Iron Man. "This person appears to be, if not the source, than the most thoroughly infected. Sir, on a biological level this energy appears to be able to alter brain chemistry. This individual could be responsible for Miss Potts' condition. "

"Then let's go say hi," Tony said as he aimed his suit down to the flight deck. "Cap's a little busy right now so send him a text that we're going in," Tony said as he unleashed his repulsor blasts at the sneering S.

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  H. I. E. L. D. agent.

The moment Stark's energy blast struck him, Ward's eyes flashed orange fire standing immobile as the Iron Man landed a few feet from him. The blast dissipated and he stared at the Iron warrior as smoke swirled around him. "Heh, that tickled. "In a blur of motion his fist lashed out striking Iron Man in the chest and sending him sliding back a few feet.

"Jarvis, give me a couple of rockets," Tony said as he raised his fists up and pointed them at the obviously not completely human agent. Slits in his metal gauntlets slid open and two small rockets blasted out aimed squarely at the agent's chest. The agent casually swatted them to the sides were they exploded harmlessly several yards away.

With a small command from Ward, the squad opened fire on Iron Man with everything they had. Still completely naked, Ross and May picked up their side-arms and fired squarely at Iron Man's chest hoping to damage the arc reactor powered generator.

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When the squad and Ross's guns clicked empty, May darted forward, ducking under a half-hazard swing from Iron Man. She knew she'd never be able to stop him by herself with just her side-arm but she didn't need too, she just needed to put her last bullet where it would do the most good. She threw hits and kicks at Stark's suit, letting him block her as she used her hands and feet to touch, feel and slide over the nearly impregnable armor. She kept out of his grip knowing that if he got even the lightest hold on her she was done for but then, just as she ducked another swung, she saw the chunk in the armor she had been looking for.

May jumped up onto Stark's shoulder and wrapped her legs around his arm. The metal suit easily held her weight as she leaned across his shoulders and wrapped her arm around his head. She reached out farther with her other arm, her hand just barely reaching the small part in the plates of his shoulder piece. Leaning far back she brought his weight back and he instinctively threw his arms out for balance that the suit made unnecessary and aimed her gun up into his shoulder and fired her last bullet.

Knowing that Stark's armor was made up of several layers she doubted the man inside the armor would be injured but if she was lucky and had aimed right then there was now a small, bullet shaped wedge in the shoulder of his unstoppable armor. She jumped off Iron Man and rolled on the deck, leaping up to her feet right in front of a naked Pepper Potts and Natasha Romanoff. With Stark distracted by the two naked red heads she darted to the side as the two women held hands and smiled warmly at Tony.

Before Iron Man could realize what had just happened, Ward unleashed his power on the armored billionaire. His influence filled the Iron Man armor as easily as water filling a pitcher and in something less than an instant Tony Stark was drowning in lust.

"Sir, I believe the energy source. .

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  . "Jarvis started before Tony shut him down.

Pepper and Natasha leaned into each other and giggled girlishly as the looked coyly at Tony. Natasha turned to Pepper and stroked her face before kissing her. At first she gave Pepper a quick kiss on the lips, then a slightly longer kiss on the lips and then her tongue broke the seal of Pepper's mouth and she kissed her deeply. They both leaned into the kiss, chest to chest, their hips pressed together as their hands roamed up and down their backs. Natasha broke the kiss and looked at Tony as she softly rubbed her chest against Pepper's. "Won't you join us, Tony?" she asked breathlessly.

"Yeah, Tony," Pepper said as she slid her hand softly over Natasha's bare hip, "Come out and play with us. "

The three seconds it took Tony to get out of his suit felt like an eternity to him but finally he was free. His gray jump suit was tented in the front and he pressed his erection between the two women as they pulled him into their little group. Natasha kissed him first but Pepper kissed him the longest as his hands began running across their naked bodies.

Natasha slid her hand around Tony 's back while Pepper slid her hand down and gripped his throbbing erection causing him to moan into Pepper's mouth. Reaching up to Tony 's neck, Natasha found the clasp of the jumpsuit and pulled it down before sliding her hand in a squeezing his muscular ass. Pepper slid her hand up Tony 's chest and gripped the neck of his jumpsuit and pulled it down to reveal the miniature arc reactor in his chest.

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  Tony slid one hand down to palm Natasha's thick ass as he slid his other hand up to toy with Pepper's small breasts causing her to moan into his mouth.

The dark haired girl struggled weakly against Fury's grip on her arms. He waited patiently for her eyes to glaze over and her breathing to become shallow as she began to succumb to the other worldly energies of master. She pressed herself against him, her body writhing against his, her chest pressed against his as she began to slowly grind herself against the erection trapped in his pants.

Pulling the top of her uniform down to reveal her small unencumbered breasts, Maria tied the sleeves around her slender waist before trying to kick Cap in the head. He easily blocked her and she swung around and dropped down, her leg lashing out to trip Cap and he easily sidestepped the kick. As she rolled back up to her feet, her small breasts jiggling wildly as she threw herself at him, wrapping her arms around his neck and plunging her tongue into his mouth.

Tony groaned as the two naked, horny women got down on their knees, pulling his jumpsuit down to his ankles and releasing his hard cock. Natasha and Pepper each grabbed onto his prick and .