The Legion of Obedient Super-Slaves

Part 8



Disclaimer: This is a work of erotic fiction. If you are under the

legal age to read this, or are offended by the idea of male-male

sex or mind control, DO NOT read further.

This is a continuation of a story that began with files containing

Parts 1-7. You'll have alot more fun if you read those parts first!

[Summary so far: Slade Beatty has been made the partner of alien Znort, who is

supposed to protect the Earth from a potential invasion of powerful barbarians

by creating a league of superheroes, but instead does it for his own perverse



Later in the week, Slade was back in Znort's "lab". "So, do you have the

newest superhero ready?" asked Slade. "Yes, he's just about ready to go.

Here, take a look." Znort activated a holographic projection in the middle

of his lab. It appeared to show a path in an isolated, wooded section of a

park on the edge of town, along which two powerfully-built college football

types, wearing sweatpants but with their sweatshirts tied around their

waists, were doing a distance run. One had long brown hair and the other

shiny black, but their sweaty bodies showed a similar intense level of

muscular development that only comes with constant working out. Slade was

getting excited just watching the projection. "Wow... what incredible studs.

So which one is the superhero?"

"On his way," said Znort. "As you know, I adopted this idea from that old

cartoon series you showed me. Of course, I had to make certain changes,

major changes in fact, but I think you'll like the results. Ah, here's our

hero now!" And sideways across the path ran the very embodiment of the

definition of a high school sophomore nerd, all five feet one of him, with

short blond hair and blue eyes, complete with glasses, bad haircut, and

dorky clothes. He ran into the first jock, who would have fallen from the

impact if he had not weighed almost three times what the nerd did. As it

was, the high schooler went sprawling to the ground against a tree.

Slade suddenly recognized the kid as being from his school, and he almost

choked with derision. "Clarence??? CLARENCE BIGGLES is the superhero????

What the hell can HE do? Make those guys laugh themselves into submission?"

While Slade was talking, the two annoyed jocks went over to confront the

young teen on the ground. The jock with the Superman-black hair stood over

the boy threateningly. "What the FUCK are you doing?" The other jock

blocked the teen's escape route in front of the tree. "Why don't you watch

where you're going, FAGGOT?" he barked.

The teen got up, and backed his small body up against the tree. Looking up

at the menacing jocks, he said, "Sorry, guys, I didn't mean to do it! It'll

never happen again!"

The black-haired jock, very annoyed that the pace of his workout had been

ruined, growled, "That's not good enough, faggot," extended his arm, and

took two strides towards Clarence. The kid, standing up against the tree,

suddenly reached over his shoulder and pulled out... well, what it was

exactly, Slade couldn't see. It was long and metallic and had a handle

like a sword, but it didn't seem to have a sharp edge or come to a point.

In fact, it was shaped like...

Slade nearly jumped when, in a voice obviously much deeper and louder

than his normal voice, Clarence, holding the sword-like object over his

head, intoned, "By the jism of Steelcock!" There was a loud noise like

a clap of thunder, then Clarence, his voice reverberating, shouted, "I

HAVE THE JISM!" And he began to... transform. His little five-plus foot

frame grew and grew, to six feet, then closer to seven, clothes popping

off his body, his flat chest and skinny arms forming bulging muscles as

he grew, dwarfing the two jocks now frozen in fear, although oddly, his

head and face remained more or less the same, only a bit bigger. So now

he looked like a cute high-school sophomore except with the body of the

god Thor. Znort said to Slade, "That's right, he's changed into He-Boy,

Master of the University!" Slade pointed and said, "Yes, but look, his

floppy little prick is still only a couple of inches long! And his boy-

balls look ridiculously tiny on that huge muscled bod!" "Just wait,"

said Znort.

He-Boy lowered what Slade had thought was a sword, since it had a handle,

or grip, like one, but he could now see that instead of a blade, it had

what looked like a long, several inch thick rod, with the end shaped

like... the head of a sizable penis! Near the base, separating the grip

from the rod, where a sword would normally have a crosswise bar of metal

known as a cross-guard, this thing had two large mottled metallic bulges

that looked like steel testicles, one on each side. And while the Cockrod

seemed at first to be metallic, the "balls" above the grip and the cock-

shaped tip seemed to be... throbbing! Alive! Slade even thought he could

see drops of a glowing liquid forming at the tip, like super pre-cum!

Znort narrated, "And now He-Boy will complete his change, using the

'Cockrod of Power' to transform 'Shrinker', his little boyprick, into

'Battlecock'." He-Boy pointed the penis-shaped end of the rod down at

his own cock, and a lightning-sized spark seemed to jump from the

metallic penis into his groin. "Man, I can't wait to see what Battlecock

looks like!" said Slade. "No, you can't see it," said Znort. "I'm going

to have to black it out in the projection. It's the source of He-Boy's

power over others. Once those musclejocks see Battlecock for the first

time, it will be indelibly imprinted on their minds. They will want

nothing more than to be penetrated by Battlecock, and to become mere

seed receptacles for He-Boy. And afterwards, it's the only sexual

experience they will ever want again." And Slade could see, even as the

blacked-out area of the screen grew and grew, that the jocks' eyes were

open wide and locked in that direction, and their own relatively

insignificant 8- and 9-inch erections showed their involuntary reactions.

Znort went on, "Of course I can't let you can't see them, but He-Boy's

gigantic Battleballs are now churning out a huge quantity of He-Boy

seed, which will soon forever overwhelm the jocks' former sexual

identities." As he talked, the jocks tore off their sweatpants, dropped

to their knees and turned their asses towards He-Boy, begging,

plaintively pleading to be penetrated and enslaved by Battlecock,

wiggling their asses in the hope of being the one that attracted the

incredible power phallus.

He-Boy majestically strode over to the black-haired jock, who whimpered

with lust as, in the projection, the impossibly large blacked-out area

approached his needy ass. How could he even want something that size

inside him? wondered Slade. I'd be deathly afraid. Well, I don't know

HOW I'd feel, I can't SEE the damn thing! he thought, frustrated yet


As Battlecock made penetration, the jock emitted a scream of primal

lust, not of pain as Slade had expected. The blacked-out area swiftly

disappeared inside, as He-Boy's smooth crotch soon collided with the

relatively puny 6'6" 280-pound jock's ass. Slade wondered, How did

that thing even fit all the way in there? I should be seeing its tip

bulge from behind the jock's stomach...

On his knees to one side, feeling empty, ignored and isolated, the

long brown-haired jock wailed with need. In response, He-Boy gripped

his Cockrod and reached across to insert the rod's fat cock tip into

the jock's empty ass. As the jock screamed in ecstasy, the rod all by

itself seemed to insert itself deeper and deeper, until the hilt was

up against the now-filled ass. Physically it seemed impossible, but

there it was. And what happened next was even more amazing: He-Boy

and his Cockrod began pumping their respective jock's asses in rhythm,

to the moans and screams of their targets. Slade could hardly contain


It didn't take long for the pumping to build to a climax. Although he

couldn't see it, Slade could tell exactly when the first giant

explosion of He-Boy seed erupted inside its hungry ass. The jock's

eyes glazed over, and Slade almost expected to see him to overflow,

with He-Boy seed spurting out of his mouth. Instead, the jock was

propelled forwards and onto the ground by the force of Battlecock's

ejaculation, and the superphallus continued to shoot spurt after

spurt onto the prostrate jock's body, until it looked like the jock

had fallen into a vat of vanilla pudding. He-Boy then quickly stepped

over to the brown-haired jock and continued to spurt until THAT boy

was similarly covered. Finally, spent, He-Boy fell to the ground, and

began morphing back into plain old Clarence Biggles. The body shrank

down two feet, the muscles went away, the flat chest reappeared, and

the cock withered to its original two flaccid inches. The Cockrod,

meanwhile, itself having ejaculated and popped out of the brown-

haired jock's ass by the force of its own jet of cum, began once

again to shrink to its original size.

As the two jocks sat, dazed and covered from head to toe in sticky

white, Clarence calmly got up, retrieved his clothes and got dressed

again. "Now you see why everything I wear has to have velcro fasteners,"

he said to his college playtoys, although there was no evidence that

they had recovered enough to understand what he was saying. He took a

small notepad out of a pocket, jotted something down on it, and dropped

it on the ground near the black-haired jock, but not that close that it

would get soaked in cum. "You'll want that, that's my address. My room

is in the basement, and there's a separate entrance around the back.

Come when you're ready to be branded and initiated." And he strolled

off without so much as a backwards glance.

The black-haired jock came around first. He shook his head to clear

it, and noticed that he was covered in an intoxicatingly powerful

substance, which he began to lick off his hands. Once he had consumed

all the goo his tongue could reach, he noticed his companion was also

covered in the stuff, so he crawled over and began licking the substance

off his friend's running shoes, and pulled them off to get to what had

seeped through to his feet. At this, the friend also shook himself awake,

and began licking his own hands. Soon the two of them were greedily

licking all of each others' body parts, especially those orifices where

some of the precious liquid might have leaked into (or spilled out of).

To any outsider passing by, they would have seemed like a pair of crazed

dogs as they went at each other with their tongues, but that didn't

matter to them. They knew instinctively that it was important for them

not to waste one drop of the holy seed.

The holographic projection winked out.

"Once those two hungrily finish off the He-Boy seed on them, they'll

seek him out. They have to, if they ever want to have sex again. Even

though they know that to him, they were basically just jock-shaped

condoms, to be put on, shot into, and then thrown away.

"Their sexual pasts, whatever they were, have been erased. They now

feel that their only sexual value in the world is as He-Boy cum holders.

They'll do anything Clarence wants them to do, give him anything, just

for a chance to once again be his cum slaves. Clarence is just beginning

his collection, but having an army of totally motivated college jocks

will keep him busy. He'll play with them like toys, making them perform

humiliating sexual acts with each other for the amusement of him and his


"The best part is, Clarence doesn't have to transform to satisfy their

needs. They know that Shrinker is actually the secret identity for

Battlecock, so they can be temporarily satisfied with a small spurt or

two from Clarence's own little cock whenever he wants to use one of them


"Wow... I'd better not tangle with Clarence!" said Slade.

"Yes, I'd say that would be a good idea," affirmed Znort.

A couple of hours later, as Slade was getting ready to leave Znort's lab,

Znort said, "Let's look in on Clarence one last time," and reset the

holographic projection. This time the scene was in what was obviously the

room of a high school boy, except that instead of posters on the wall there

was a row of full frontal and side shots of naked college jocks staring

forward, with a small printout of statistics -- height, weight, cock size,

etc. -- taped underneath. Clarence was in his room sitting on his bed with

a friend, whom Slade recognized as one of Clarence's little gay nerd

friends, Billy, who was about the same size physically as Clarence, only

with a bowl-cut mop of red hair. Clarence was saying, "Don't worry, Billy,

I'm sure your luck will change soon."

Just then, the back door to the basement opened, and down came a very tall

college athlete, clearly a basketball player at around 6'9", having a hard

time not bumping his head on the way down. At the foot of the stairs, he

noticed Clarence on the bed and came to attention. "Master Clarence, I had

the tattoo shop do me as you instructed". He took off his shirt, showing

inked across his smooth chest, "He-Boy Cum Dump #5". He knelt and bowed

his head. "I beg Master Clarence to initiate me into He-Boy's slave harem."

Clarence cleared his throat. "Um, yes, slave Matt, isn't it? Well, um, I'm

afraid I found out today that I prefer the, er, beefy type slave, you know,

the football or wrestler type. I'm not that crazy about the really tall


"But... but... Master Clarence... I'll work out every day... I'll build

myself up... I'll do anything to be allowed to be your slave!"

Meanwhile, Billy leaned over to Clarence and whispered to him. Clarence

perked up. "Good news, slave Matt, my friend Billy here has agreed to be

your Master. He DOES like tall types!" Matt was clearly disappointed.

"But Master Clarence, he's just an ordinary boy!"

Clarence smiled. "Yes, he isn't He-Boy, he can't transform into anybody.

But there IS something I might be able to do for you..." He reached over,

grabbed his Cockrod, pointed the penis end towards little Billy's crotch,

and closed his eyes, as if to avoid directly seeing the result. There was

a bolt of lightning, followed by the sound of pants fabric tearing as

little Billy's cock grew in length and thickness, until it almost seemed

there was more of it than of him! Slave Matt, who like the football

players had been sexually reprogrammed by He-Boy as nothing but a needy

cumdump for supercocks, quickly tore off his clothes and dropped to his

hands and knees to be initiated as little Billy's college musclejock


Znort quickly shut off the projection before Slade could get TOO involved.

Slade, still staring into space where the projection had been, said

wistfully, "Wow, I wish I could get Justin and Gary that way!" He was

referring to the captains of the high school football and basketball

teams, with whom he'd had a few good but short sessions while they were

temporarily hypnotically helpless (as described in Section 3). "I never

get to play with them for more than half an hour, because the effect

wears off and I have to get them away from me before they remember what

I've done to them! This way, I could keep them as long as I wanted!"

Znort said, "I don't think you really want that. Consider slave Matt,

broken in by He-Boy and now the property of 'Master Billy'. Previously,

Matt had a girlfriend, and hopes and dreams for the future. Now, he is

all about Billy's cock, period. Even if Billy's genitals are never

transformed again, slave Matt will be forced to remain totally devoted

to Master Billy and the beautiful little dick that now rules his life.

He won't care what his friends -- or former friends -- think of his

enslavement, and he'll live in constant fear that Billy will grow

tired of him. He knows that if Billy ever sends him away, he will still

be forced to worship Billy and his dick forever while in exile.

"So you must realize that if you permanently transform healthy, powerful

jocks into sex toys for your amusement, they become your responsibility

forever. I think we can do better than that with Justin and Gary. You

started the process yourself when you planted in each one of them an

obsession about the other's cock. They don't know why, but those

thoughts are growing, and beginning to replace their attraction to

females. At your next few sessions, you can expand that to the point

that, whenever either of them sees the fully erect dick of the other,

he becomes weak and fully suggestible. That way you could begin to

insert yourself into their lives, and each would think it was the

other's idea! Think about it."

And Slade couldn't HELP but think about it as he raced home, bloated

cock rubbing furiously against his boxers.

A few days later, the two helplessly horny football-jock joggers

turned up at Clarence's basement bedroom door. Despite all their

efforts, they had discovered that no thought could intrude over the

memory of their enslavement ritual with He-Boy, and also that there

was nothing they wanted in life except to be initiated into his

service. When they got down the stairs, however, they found they were

not first in line. As Master Clarence sat in the middle of the room on

his ratty old desk chair, which appeared as a throne to everyone else

there, four members of the college's wrestling team knelt naked before

him, heads down. They were four very different sizes, from the smallest

weight class to heavyweight, but each was built like a brick shithouse

for his size, and each of them had a tattoo across his chest declaring

him as a He-Boy cumdump. These were the first four accidentally

initiated into service after one of them discovered Clarence spying on

them as they changed in the locker room, and confronted him. Since it

was Battlecock's very first eruption, the resulting cum puddle covered

the locker room floor several inches deep, and it took the four newly-

enslaved wrestlers quite a while to lick it all up, totally filling

their cum-hungry bellies. Now, branded and ready for initiation, the

wrestler-slaves prepared to work tongues-together to please Shrinker,

their three-inch cock god, in return for a mere few drops of

Clarence-cum to be divided among them.

You see, Clarence didn't bother to transform for the ritual. In fact,

he rarely transformed at all. It took great emotional effort, it left

him feeling drained of energy afterwards, and besides, he didn't HAVE

to transform, since his slaves had no choice but to serve him and

Shrinker as they were. Clarence preferred to remain the little high

school gay boy being worshipped and sexually served by his enslaved

college athletes. It wasn't what the slaves were hoping for, Clarence

was small and skinny and Shrinker could barely satisfy their basic

cum-needs, but of course their hopes meant nothing to Clarence. This

unwillingness to transform also caused great stress, unnoticed, to one

other entity in the room. He-Boy's Cockrod lay on the floor, brooding.

The sword-like cross-guard at the base of the rod, shaped like two

gigantic testicles, normally a metallic gray, were glowing a sullen

blue. Oblivious to this, Clarence instructed the football jocks in how

and where to get branded, and told them to return when they were ready

for initiation. He then ordered the muscled entranced wrestlers into

position, like sex dolls, for his maximum satisfaction...

That night, as Clarence slept, the brooding Cockrod suddenly glowed a

bright incandescent blue...

Across town, at Billy's house, the young master and his slave Matt lay

asleep contentedly in Billy's bed. Slave Matt felt so protected and

cared for curled up in the arms of his Master Billy, even though Billy's

small arms couldn't quite get all the way around Matt's giant ripped

torso, and Matt's huge feet hung far over the edge of Billy's bed.

Suddenly, a blue beam of light shone through the window, landing on

Billy's head. Billy began to have a vivid dream. In it, he pictured

himself standing proudly, naked and erect, on a cliff rock looking

over a valley, holding He-Boy's Cockrod in his right hand. Since he

was a skinny kid, a few of his ribs were showing thrust out from his

chest, and the outline of his spine and rear bone structure could be

clearly seen in his back. Somehow, he knew he was now SkeleTeen,

master of the legions of horny naked 20-something athletes amassed

down in the valley below. He felt immense power flowing into him from

the Cockrod, and he knew he must use that power to bring He-Boy under

his heel...

Billy jolted awake in a cold sweat. This woke Matt up, too. Concerned,

Matt began using his giant tongue to lick the sweat off his diminutive

master, working up to his mouth for a passionate kiss, then licking

down his chest, slowly working his way down to...

But Billy swatted his head away from down there. "No, slave Matt, we

must save our energy for tomorrow, when I must fulfill... MY DESTINY!"

And Billy made the disappointed Matt sleep on the opposite side of the

bed, where, forbidden to jerk off, he had to be content wrapping his

face in Billy's used underwear. As he dozed off, the mysterious blue

ray slowly reappeared and brightened, this time beaming down on Matt's

cute yet manly face...

Slade slept fitfully, thinking about what he had seen in the

holographic projection. He tried to remember what else was portrayed

in that cartoon series. Didn't the hero have some major rival, with

his own powers? And didn't that rival have some subservient henchman

-- what was his name -- who had the ability to telepathically control

others? Just how far had Znort gone in replicating the cartoon?

Back at Billy's, slave Matt was sleeping fitfully. Not being lovingly

spooned with his master, being exiled to the other side of the bed,

he felt real discomfort with his feet dangling over the edge of the

bed that was too short for his 6'9" frame. At that moment, down the

hall, Billy's big brother's eyes opened wide, although he was not

actually awake. Kevin was a senior in Billy's high school. Like Billy,

he looked younger than his 18 years, although as a 5'8" varsity swimmer

and runner, he was much more developed physically than Billy. He had

silky long brown hair, deep penetrating blue eyes, and a "hott" look

that attracted many girls, although he had had the same steady

girlfriend for the last two years. Billy admired Kevin and envied his

looks, his superior athleticism, his self-confidence and popularity.

But none of that mattered now. Kevin stood up -- still not awake, but

eyes open and glazed, totally naked (the way he normally slept) -- and

robotically walked out of his room and to Billy's room as if in a

trance. Once there, he stiffly walked to the end of the bed, and got

down on his hands and knees, becoming a muscular little bed extension.

When the weight of Matt's giant feet shifted onto his back, his body

felt a great satisfaction at fulfilling his purpose in life, and his

cock sprang to its full 6" length, as he continued to stare straight

ahead, sightlessly.

By the next morning, Matt had managed to reposition himself on the

bed much closer to Billy, arms around his shoulders, head resting on

his back. When Matt woke up, Billy was still sleeping. Matt gazed with

a look of love and devotion at his master. Matt had a full bladder,

but he didn't want to get out of his comfy position, or wake Billy. At

that moment, bed-extension Kevin slowly backed away from the bed and

stood up, eyes still glazed and cock still erect. He stiffly climbed

onto the bed, and soon his mouth was gently wrapping around Matt's

giant morning woody. It was physically amazing that he managed to fit

the whole fat end of it in his mouth and get it a few inches in, but

then his whole existence had suddenly been repurposed to consume all

the precious golden fluid this cock would produce. Matt let loose, and

Kevin's mouth and throat performed their job flawlessly. When the flow

subsided and the toilet-that-was-Kevin had completed swallowing his

treat, and had licked the last few drops off the tip of the cock, he

once again got up stiffly and, finding himself suddenly repurposed to

serving the comfort of Matt's size 17 feet, got back into his previous

hands-and-knees position at the end of the bed. Matt's feet returning

to his back returned meaning to his existence.

A bit later, Matt sensed that his master would soon wake up. At that

moment, the tranced Kevin once again stood up, robotically walked out

the door and back to his room, got back in his bed, and immediately

fell asleep. One minute later, his alarm went off. Damn! He was still

not well rested for some reason. And, cough, cough, spit, what was that

HORRIBLE taste in his mouth? It was like -- piss!!

Kevin had to get up quickly because his best friend Jake was coming over

early this morning, so they could finish an assignment that was due today.

They would work together in Kevin's room for about half an hour, then head

to school. Still feeling exhausted, he showered and got dressed.

Meanwhile, Billy woke up and saw his slave Matt looking at him doe-eyed,

devoted, HORNY. He was tempted, but then he remembered that this was going

to be a big day, when he would confront Clarence's power directly, so he

needed to conserve his strength and edge. "Sorry, slave Matt, but you know

we can't do anything this morning. Shit, how do I get you out of here

without anyone noticing? It won't be as easy as it was sneaking you up

here late last night...

"I've gotta think about it. Meantime, I need to get showered and ready for

school. Stay here until I get back!" Matt was seriously disappointed that

we would not get to pleasure Billy that morning, but he was of course

resigned to his master's will. Still, he couldn't help fantasizing...

Minutes later, on his way down the stairs to breakfast, Billy almost ran

straight into Kevin's friend Jake coming upstairs. Until his new life

situation had recently developed, little gay Billy had always lusted

after Jake. A cross-country runner and swimmer, like Kevin, he was just

as smooth-chested and well-built as Kevin. He was taller, at 6'3", with

straw blond hair, and better hung, as Billy had once accidentally

discovered when Jake and Kevin were changing in Kevin's room for a

workout, and the door was open just a crack. But with the new college

hunk slave now in his bed, Billy could see just how much of a KID Jake

was, and was far less interested.

Jake went into Kevin's room, and soon they were both sitting in front of

Kevin's computer, working on the assignment. In Billy's room, the horny

giant Matt lay sprawled on the bed, playing with his huge schlong as he

dreamed of making love to Billy. Suddenly, in Kevin's room, both Kevin

and Jake's eyes glazed over, they stood up totally in sync as if

responding to the same signal, stripped naked, and robotically walked

from Kevin's room down the hall to Billy's. They entered the room with

the giant college jock stretched out on the bed, but all Kevin could

see was feet -- the giant feet he had supported on his back all night,

and that now demanded to be kissed, sniffed, worshipped, massaged,

licked, pleased. Instantly the little muscled runner was kneeling at

the end of the bed, eyes still staring strangely ahead, hands, nose

and tongue busy at his newly assigned task in life.

While Kevin was totally consumed by the demands of the feet he was

enslaved to, all Jake could see on the bed was cock -- his purpose

in life was now serving, fondling, sucking, and draining the cum from

that proud college-jock cock. He was soon at it, as Matt moaned in

pleasure from the dual assault on his senses. To his subconscious,

these were not boys with names and lives, they were warm athletic

puppets that existed to cause him pleasure. Somehow this telepathic

control was second nature to him now; he didn't even think about it

consciously, and it just happened. In fact, he was not completely

aware that it WAS happening; whenever he wanted sexual pleasure, or

even just added sleeping comfort, people would suddenly show up and

give it to him, which somehow seemed natural. The aura of his sexual

urges could manifest itself unintentionally on others nearby.

When he felt himself close to cumming, a simple thought from Matt

caused Kevin to leave those godlike feet and transfer his efforts

to competing with Jake for access to Matt's considerable cock. Each

high-school athlete took one side of the cock, and licked and slurped

along its length, causing Matt incredible sensations. Finally, Matt

couldn't hold it in anymore, and he burst forth with his many-spurted

load. Although they tried to catch it all in their mouths before it

got away, some of Matt's cum actually reached the low ceiling, and

Kevin and Jake had to stand on the bed to get their tongues on it.

If you had found a way to read what little was in their minds as

they did all this, you would have found nothing involving a name or

a life, simply I-am-a-spooge-sponge-it-is-my-function-to-absorb-all-


Matt idly watched his sponge-slaves single-mindedly licking his cum

off the ceiling. The taller "sponge" was easily able to reach the

basketballer's nut honey with his long tongue; the shorter one had

to stand on his toes to reach it, the muscles in his runner's legs

flexing nicely as he did so. Matt of course felt nothing sexual

about this sight; he was not gay, nor was he straight anymore; he

was all about Master Billy, period.

When the "sponges" were done, they climbed off the bed, stiffly robot-

walked in lock-step back to Kevin's room, got dressed, and were soon

staring at their assignment on the computer again, until Kevin noticed

that their time was just about up.

"Shit," he said, "I thought we could get further through this work in

half an hour! What happened to the time? And -- " for the first time,

he noticed Jake's big running shoes " -- hey, what size shoe do you


Jake thought the question a bit weirdly out of context, but proudly

replied, "13, but I think I'm still growing out of them." Kevin felt

a tingling in his crotch, as into his mind flashed the image of him

lying helpless under Jake's commanding feet. For some reason, this

caused Kevin's cock to grow to its full 6 inches, which then caught

Jake's eye as it became visible under Kevin's tight gym shorts. Such

a perfect size and shape under there, Jake thought, his own larger

meat coming to attention.

Later that day, in the privacy of their own rooms, they would do a

bit of Googling, Kevin looking for "giant feet worship" and Jake

looking for "serving cocks". Neither would have any idea why they

were doing this, but what they found would leave each of them with

a raging hardon.

Meanwhile, Billy, sitting at the breakfast table and frantic about

how he was going to get Matt past his parents, gaped in amazement as

his mom and dad got a glazed look, stood up, went to the back of the

kitchen and stood there, staring at the wall, as a dressed Matt

blithely came downstairs, smiled longingly at Billy, and walked out

the door. As soon as he left, Billy's parents returned to the table,

sat down and resumed breakfast as if nothing had happened.

Yes, it was going to be a day full of surprises...

Throughout the school day, Kevin's and Jake's girlfriends felt

ignored, since neither of their boyfriends sought them out between

classes. And no wonder, since Kevin for the first time was noticing

and obsessing about the footwear of his male classmates -- the type

of shoe or sandal, how new or worn it was, and of course the size.

Jake was more frustrated, since his eyes were aimed higher but he

couldn't see the size or shape of baskets through all those loose-

fitting pants. He was reduced to imagining who might have the biggest

cocks based on height, build, and hand size. He knew he would feel

compelled to linger in the locker room that afternoon.

But neither of the two sexually-reoriented senior jocks could act on

his impulses. Each knew it would mean immediate and total ostracism

at the school. They both knew they had to remain undetected, however

difficult and vexing that might be. So both of them had gone from

happy social lives to the constant paranoia and frustration of their

new ones.

Billy passed Clarence several times in the halls. Clarence, unaware

of the nighttime treachery of the Cockrod, greeted his little friend,

not knowing that Billy now too had a secret identity, as He-Boy's

powerful archrival, SkeleTeen. You have all the power now, thought

Billy, you wield the Cockrod and you command the slaves. But tonight

I'll have your giant muscular He-Boy body at my feet, begging for

the right to worship ME, SkeleTeen! Certainly, no one observing the

two little nerds' brief hallway greeting could even remotely imagine

the titanic power struggle that would play out between them that night.

Finally, the school day ended. Jake was staking out the showers in the

locker room, hoping that nobody noticed his furtive measuring glances

nor that he had already spent almost an hour under the showerhead as

guys came and went. From this observation, Jake garnered not only a

dozen objects of jerk-off worship for that night, but a select group

of guys he knew he would have to make friends with over the next few


Meanwhile, Kevin had found a smelly battered old pair of sneakers that

had been abandoned in the locker room trash, and was hiding in the

corner of the room savoring the aroma and preparing to jack off into

them. So when Billy got home, he only found Matt there. Billy's father

was at the office working late with a new college intern, but because

of his extended exposure at home to Matt's horndog mind-controlling

aura, William's sex drive hormone levels were way elevated and his

attractions somewhat twisted, and he was struggling to keep his mind

on work and off the intern's tasty-looking butt. Billy's mother was

out replenishing her birth control supplies, since for reasons she

could not explain she was feeling much more highly sexually stimulated

than was usual for her.

Matt was all over Billy as soon as he walked in the bedroom door.

Matt had become so horny waiting and dreaming of Billy that afternoon

that the two male German shepherds next door had been helplessly

humping each other for hours. But Billy had to calm Matt down, ordering

him to save his energy for the impending showdown. Deeply disappointed,

Matt got dressed and ready to drive his master to Clarence's house.

When they got there, Billy could see quite a number of cars in the

driveway, mostly with brightly colored parking stickers from the

college. Evidently Clarence was not alone tonight; he would be

surrounded by many of his college slaves. That might make things

more difficult. Billy considered leaving, to try again another time,

but he felt a wave of determination come over him, while Matt looked

for the source of the mysterious blue light that suddenly flashed

through the car window and onto Billy.

They went around back and down the stairs to Clarence's room. There,

they saw the whole collection of Clarence's slaves, all totally naked,

observing the official initiation ceremony for the latest addition to

his slave harem, a burly guy who was the college track team's shot-

putter, tall, bearded and weighing what must have exceeded 300 pounds

of muscle. As usual, Clarence was just being Clarence, not transforming

himself into He-Boy since he couldn't be bothered to invest the effort.

The Cockrod lay against the wall, its balls emitting that unhappy blue


Clarence was surprised and annoyed by the intrusion. "Billy, I'm in

the middle of something here. Could you please take your slave and


Billy stood his ground. "I will not leave. I am here to claim YOU as

MY slave, for I am ... SkeleTeen!" At this last declaration, his voice

somehow reverberated loudly through the room.

Clarence was shocked and alarmed, but it only took him seconds to react.

Shouting out "Slaves, attack!", he ran back to get the Cockrod. The

collection of large naked college jocks advanced menacingly on Matt and

little Billy. While Matt was frightened, his subconscious telepathic

powers had no effect in this room, since these college jocks were all

Clarence's initiated slaves, permanently mind-branded by Battlecock.

Reaching the back wall, Clarence grabbed the Cockrod, raised it and

intoned, "By the jism of Steelcock!" There was the usual clap of

thunder. Clarence was about to become the all-powerful He-Boy!

Then suddenly Billy knew what to do. He pointed a finger at the Cockrod,

which then tore itself out of Clarence's hands and flew across the room

into Billy's. "I HAVE THE JISM!" shouted Billy, or rather SkeleTeen, and

pointed the rod at Clarence. The transformation process began; Clarence's

clothes were torn off as he grew to his seven-foot totally muscled He-Boy

form. The advancing slaves stopped in their tracks to watch all this, and

to anticipate the expected reappearance of their beloved object of

enslavement, Battlecock.

But SkeleTeen did not point the Cockrod at Shrinker, Clarence's tiny

boyprick. This cock transformation had never failed to happened before.

He-Boy stood there, huge and muscled but with a tiny prick and balls,

feeling weak, humiliated, and vulnerable. The slaves all froze in place.

"Battlecock..." He-Boy whispered hoarsely. "Transform Shrinker into

Battlecock... please..."

SkeleTeen smirked. "I don't think so, He-Boy. But if it's a big cock

you want, I'll make one for you!" And he pointed the Cockrod at his own

cock. There was a flash of lightning between the rod and his cock, which

then grew and grew, tearing off SkeleTeen's pants and soon rivalling his

legs together in size and thickness. The slaves' attention was now firmly

fixed on the giant SkeleTeen cock. Because of Clarence's recent indolence,

this was the first supercock most of them had seen since they were first

enslaved by Battlecock.

And something strange was happening to He-Boy. Since he still had

Shrinker, which was after all the tiny cock and balls of a diminutive

gay nerd, he was subject to all the hormonal feelings associated with

such a feeble set of equipment. And just as the formerly straight college

jocks had fallen instantly to the power of Battlecock, it was even easier

for the secretions of He-Boy's little gay teen genitalia to cause He-Boy

to become indelibly fixated on SkeleTeen's supercock. Shrinker rose to its

full three inches as He-Boy began to beg, "Fuck me. Please, please! Fuck

me with that all-powerful supercock!"

"You want this?" taunted SkeleTeen, who with both hands couldn't get

completely around his supercock. "In you?" Not one pair of eyes in the

room, other than SkeleTeen's, was anywhere other than riveted on that


And SkeleTeen tasted his ultimate victory. "I think not. But you want

to be fucked? So be it. SLAVES! FUCK HE-BOY!" Under the influence of the

owner of the supercock, unable to disobey, the former slaves of He-Boy,

now SkeleTeen's, turned and advanced on He-Boy. Of course, as the

strongest boy in the universe, He-Boy could have easily brushed off all

the college jocks. But under the influence of Shrinker, and the hormonal

surge brought on by SkeleTeen's supercock, he felt the NEED to have all

that college jock cock invade him by all means possible. And it did: it

was in his mouth, up his ass, in each armpit, along the soles of each of

his immense feet, in his hair, in each hand, he was surrounded, abraded,

and penetrated by the lust-crazed cocks of SkeleTeen's slaves. And as one

by one they filled his insides and covered him with their spunk, Shrinker

feebly ejaculated its few drops of cum. And unlike before, when these

slaves might have fought over Shrinker's precious fluid, no one even


SkeleTeen declared, "Meanwhile, MY supercock is reserved for my personal

love slave, Matt." Overjoyed, Matt knelt to receive the benediction of

his master's incredible phallus. As it slowly and majestically entered him,

it fulfilled all his wishes and validated his very existence. And his

feelings of absolute love for his master were projected telepathically

through the room, re-forming the minds of all the slaves, and even that

of the helpless hunk He-Boy.

When it erupted, the rocket cumblast of SkeleTeen's supercock propelled

Matt forwards, off the cock and away from SkeleTeen, and the recoil

knocked SkeleTeen onto his back. There was supercock cum everywhere on

the floor, including a fat trail of it from where Matt had knelt to where

he had been blasted. The slaves, and even He-Boy, began slurping it off

every surface. One of them was lucky enough to get his tongue up Matt's

cum-filled ass, which was the most copious source of the stuff. Another

slave licked off the rapidly-deflating supercock itself. Still another

was licking the cum off Matt's legs, while another was licking the cum

off the feet of Matt's leg-licker.

When every last drop was gone, SkeleTeen raised the Cockrod and declared,

"You are no longer He-Boy's slaves. He's YOUR fucktoy now!" A bright bolt

of light went from the tip of the Cockrod to the built chest of each

college athlete, rearranging the pigments there, so the tattoo that

previously said "He-Boy Cumdump" now read "He-Boy Cockmaster".

SkeleTeen walked over to one of the slaves. It was the black-haired

football player who had become enslaved in the park. SkeleTeen said,

"You seem like the best-looking -- and best-hung -- guy here. What's

your name?"

"My name is Lance, Master SkeleTeen," replied the jock.

"How appropriate," mused SkeleTeen. "OK, I appoint you He-Boy's

controlling cockmaster. You will wield the Cockrod to transform him

any time you or your fellow cockmasters want to play with him, whether

he wants to or not. His powerful body is now yours to enjoy at will. But

I forbid you to point the rod at his cock. You also may not injure him,

or hurt him in any permanent way. But beyond that, anything goes, however

kinky. You can live out your fantasies with his complete helpless

obedience. You never need stay horny again, waiting for him to get around

to you."

SkeleTeen prohibited Lance from pointing the rod at Shrinker since he

knew he must prevent the re-emergence of Battlecock, which could easily

seize back the will of the slaves and return it to He-Boy.

"And YOU," continued SkeleTeen, walking over to the cowering He-Boy and

firmly placing a foot firmly across the giant's face, "are now officially

the powertoy for my slaves. The enslaving supercum inside you will keep

you obedient. And you can live in the HOPE that I might someday anoint

you with my supercock." He-Boy looked up, dazed, weak, and newly submissive,

extended his long maneuverable tongue around SkeleTeen's triumphant foot,

and licked it. And again. And again. SkeleTeen pulled his foot away in

disgust, and aimed a swift kick down at Shrinker. Instead of shriveling into

He-Boy's body, the ridiculous little prick responded by once again inflating

to its full three inches. "You're pathetic," snorted SkeleTeen. "You, Master

of the University? With your bitty little dick, you don't even qualify as

Masturbator of the University!" And taking some clothes out of Clarence's

drawers to replace his own torn and cum-soaked ones, Billy -- for he was

once again Billy -- left with his enraptured slave Matt for home. Matt was

so out of it floating on a love cloud that Billy had to do the driving.

As the car drove by the police cruiser manning the local speed trap, the

two straight and married cops inside suddenly began making out at a furious


Among the secondary participants in this adventure, there were a few

noticeable changes that lasted long after the epic battle between He-Boy

and SkeleTeen.

At Billy's house, Matt's subconscious mind-controlling "aura" had changed

the order of things. Billy's parents now didn't find it at all unusual that

there was a 6'9" college basketball player living in Billy's room and

generally walking around the house naked. In fact, Billy's parents, who had

been having sex only about once or twice a week, were now running off to do

it several times a day, often while Matt lay sprawled on the recliner in the

living room, eyes closed, playing with himself, emanating lust, wishing Billy

were around. If Billy's older brother Kevin came home from school at one of

those times, once inside the door he would drop everything and rush over to

kneel at the recliner's footrest to serve and worship Matt's feet. Sometimes

Kevin BECAME the recliner's footrest.

Billy's parents, like their sons, were both good-looking, and on the short

side, the dad about 5'5" and the mom a petite 5'2". When they felt the

intense waves of sexual power that emanated from Matt, and felt forced to run

to the bedroom to "do it", however, they were not thinking about each other.

Each had a newly-implanted fantasy that drove them wild with desire. Billy's

dad William Sr. was vice president of a company downtown, with a big office.

He had recently hired a tall, wiry college student named Pete as an intern,

with mostly gofer duties. In his new fantasy, though, William would come

into his office and be surprised to find Pete sitting at the big desk. Pete

would say a magic word, and suddenly William would be unable to disobey him.

Pete would tell him to close the door, and inform him that he wanted a foot

massage. William would find himself forced to crawl under the desk, remove

Pete's big shoes and smelly socks, and rub one foot while the other was

pushed into his face. Then Pete would kick him away from his feet, unzip

his pants, and demand a blow job. Helplessly, William's hand would reach

in and pull out Pete's erect penis, almost twice the length of his own,

and get to work. If he sucked Pete badly, Pete would smack him with one

of his big paws. If he did well, Pete would stroke his hair as he sucked,

and tell him how lucky he was to belong to a REAL MAN, while William gazed

up at him in admiration...

Meanwhile, Billy's mom Beatrice would imagine Matt's immense cock taking

over her life completely. Unhappy that it wouldn't fit inside her as she

was, the cock would use its powers to reshape the whole inside of her

petite body into its pleasure chamber and reproduction facility, and she

would then be forced to produce huge muscular sons who, as they grew,

would take control of the entire family. She and her husband would be

forced to submit to their wills even when they were young..,

Although of course they could never mention these fantasies to each other,

they propelled Billy's parents into an exciting and renewed sex life,

although they also caused William to have to muster the will each day

at work to stop himself from dropping to the floor and licking his

intern's shoes, and caused Beatrice to cream a bit whenever Matt would

saunter by near her, his rampant cock on full display.

Slade, observing all this through Znort's holographic projections,

commented, "Well, everyone seems to have ended up with what they

deserved, except Kevin and Jake. They lost their normal sex lives

almost in passing, by accidentally being near Matt. Can we change

them back?"

Znort said, "No, their new brain paths were too deeply burned in. If I

tried to do anything, I might cause them permanent injury. I'm afraid

that from now on Kevin will always be into foot worship and Jake into

cock service. But there IS something we can do to improve their sex

lives." He opened a drawer, rooted around a bit, and pulled out two

small decorative boxes. On the bottom of one he scribbled "K", on the

other "J". We have to get them to wear these. They work on the same

principle as the headband --" at this Slade jumped back (remembering

the story recounted in Section 7), but Znort said, "Don't worry, the

boxes have a protective lining. As I was saying, they work on the same

brain wave principle, but they are MUCH simpler, and have an effect on

the wearer as well. When Kevin puts this on," he said, opening the box

marked "K", revealing a small silver pendant shaped like a foot, "it

will have no effect on most people. But those around him at the school

with the biggest feet will suddenly be attracted to him, for reasons

they don't understand. They'll start to imagine themselves using Kevin

as a foot slave, and get very excited. They'll find ways to

ostentatiously display their feet around him, and the pendant will

make sure that if they make any suggestion while Kevin is staring at

their feet, he'll he helpless to disobey. Soon, Kevin will find himself

ordered to accompany the football and basketball teams to away games,

to serve the feet of the largest of them in the locker room."

Slade said, "Well, that'll keep him satisfied! The pendant does that

just because it's shaped like a foot?"

"No, the shape is irrelevant to the function. It's just a way to

remember what the pendant is programmed to do. Kevin will wear it under

his shirt anyway, where no one will see it. But certain special people

will sure feel its power when they're near him!

"As for Jake, his phallus-shaped pendant will attract those at the

school with the largest cocks. When he's near them, their sizable cocks

will get hard as stone, which for them can be a real embarrassing problem

to hide. They'll blame Jake for their problem, and they'll know that the

only way to relieve the pressure is to shove their cock into SOME orifice

of Jake's. As it turns out, a few of these superhung guys are the same as

the big-footed ones who will be using Kevin, maybe even at the same time.

Although there's also a gay sophomore geek who no one suspects of having

the largest cock in the school. They don't know because he won't shower

with anyone else, for obvious reasons. But if he ever crosses paths with

Jake, I'm guessing Jake's pendant will glow bright red and go on 'overdrive'.

If that happens, the intense field from the pendant may force the kid to

become Jake's best and most physically demanding 'customer'. And the pendant

will put Jake entirely at his disposal. The kid'll be motivated to turn up

at Jake's house every day after school, so that when Jake comes home

exhausted from cross-country practice, he'll go into his room and find

the giant-cocked geek with both hands around his pride, waiting to order

Jake to please him using his throat and ass muscles."

Slade didn't know which image was more exciting -- both Kevin and Jake,

pendants glowing, helplessly servicing the biggest guys on the football

or basketball team in response to barked orders, or Jake captured and

enslaved in his own room, the geek standing there naked, hands on hips,

as he verbally degrades his kneeling mindfucked jock cocksucker, takes

what he wants, spits on Jake, and leaves.

Slade sighed. "At least everyone is happy, in their own way."

Not quite. That night, in the college dorm room of He-Boy's most powerful

cockmaster, Lance, the black-haired football player, current wielder of

the Cockrod of Power, there was frustration. Since Lance only used the

Cockrod to change Clarence into He-Boy, and was forbidden to transform

Shrinker into Battlecock, the rod was growing horny again. It would have

happily served Billy, giving him the largest mancock in the world whenever

he wanted it, but Billy had given up the rod to settle down with his slave

Matt. So the rod was getting no supercock action. And after all, He-Boy

was the PROPER wielder of the Cockrod. What to do?

A blue beam shone from the rod onto the head of the sleeping football

player. His muscled body twitched for a second. He heard a voice speaking

softly, straight into his mind. Remember, it murmured. Remember that time

in the park, when you first saw Battlecock. Remember when it changed you

into nothing more than a seed receptacle for He-Boy. Mmmm, thought Lance,

remembering. The voice went on: That was the happiest moment in your life,

wasn't it? The highest purpose you ever felt. The jock smiled in his sleep,

his ass seemed to tingle, and his cock filled out to its full nine inches.

You could have that feeling again, it whispered. That purpose could be

yours again. Next time you wield the Cockrod to create He-Boy, you could

point it...

[Should I continue this? Feedback and suggestions appreciated.]