In a Class of Her Own – Part 3

The next day, I admired myself in the mirror, imagining my sexy body with five more classes’ worth of improvements. I shivered. I would be so unbelievably hot. Stronger, tougher, and sexier than even Fiona.

Beaming, I got dressed for school, twirling about my room like a ballerina. I was soooo looking forward to going to school today. It would be the day that I took my rulership of the place back once and for all.

I walked into the school building to find Fiona at the entrance, eying me suspiciously.


I’d been hoping not to run into her until I was ready, with Liam at my side.

“Lilly, stop,” she ordered. I hated Fiona and her fucking orders sometimes. But I had to obey or risk some sort of painful retribution. Damn her and her ultra-gorgeous, impossibly strong body! I stopped.

“What have you been up to, Lilly?” she asked, slinking around me like a breathtakingly sexy snake coiling around overmatched prey. I smelled the heady floral scent of her shimmering blonde hair as she circled me and shivered, feeling the familiar rise of my perpetual desire for her sumptuous curves. The unwanted feelings made it difficult to think of her as an enemy. All I wanted to do was explore that unbelievable body of hers whenever she came near. I briefly wondered what that made her to me. My frenemy? No. Lovernemy? Was that a thing?

“Up to?” I questioned, swallowing nervously but masking my true feelings from her—I hoped.

“Yes,” Fiona replied, eyes narrowing as she came to stop before me, perfect cleavage on display inside her straining tank. My God, she was pretty. She shifted her weight, pushing out a single lushly curved hip.  “Last week you were lobbying nonstop for me to take away Emily’s extra levels and give them to you. You were practically begging me to increase your power. This week, I’ve barely even seen you.”

Eyes suspicious, Fiona reached out to rest a hand on my shoulder. Her slender fingers pinched together with impossible strength, and pain erupted from the spot. It was a clear reminder of the balance of power between us. Basically, that she had it all, and I had none. Inwardly, I seethed. But I had a plan. One that would change that balance forever. Or so I hoped. I just needed to be patient.

Too bad patience was not one of my strengths.

Determined not to cringe in pain, despite her steely grip, I looked her in the eye and lied. “I finally realized that you like having a powered-up Emily too much, and that it wasn’t going to change.”

The statuesque blonde released her grip and cocked her head to the side, dazzling eyes curious. She seemed to be honestly surprised for once. “Really?”

Still, I could tell that she didn’t entirely believe me. She seemed to consider for a moment before continuing. “You’re right that I like having Emily where she is now. She looks good as a Class 5, don’t you think?”

Did I ever?! As I thought of my Asian friend’s divine ass in those yoga pants the other day, I felt a flood of hormones flood my already aroused system. I couldn’t help but give a little gasp. At least my padded bra should hide my stiffening nipples.

Fiona noticed my reaction, and from the sultry smirk that began to form on her luscious lips, I could tell it amused her. “You do agree with me then.”

The seductive girl began to walk around me, long legs flexing deliciously as she sauntered around me. She brushed her sexy, sinuous body against mine as she moved around me, much as I’d done to Liam the previous day. Feeling the tingles of dizzying desire that erupted with her every touch, I saw firsthand why that was such an effective tool in my arsenal. I mean, damn!

“You know, Lilly, this is why I like empowering people like her. Helping the cute little thing realize her potential and all that. Helping the lesser people like you be more than nature ever intended. It’s such a wonderful feeling—“

She stopped suddenly, seeming to realize that she’d been on the verge of saying more than she’d meant to. Not that it mattered. I already knew she was a siphoner, not just a gifter. But she didn’t know I knew. At least I hoped she didn’t know I knew. Unless she had figured things out and now did know I knew. This whole thing was getting pretty convoluted, wasn’t it?

“Anyway, we’re agreed. Emily stays as she is. But that doesn’t mean that I can’t give you more levels to bring you even with her.” There was something in her eyes as she said it. Something I’d never seen before. Excitement and… kindness?

We’d been rivals all this time. Well, I considered her a rival, anyway. I was pretty sure she considered me something like an amusing little insect. But now she was giving me power? And asking nothing in return? That wasn’t like Fiona, was it? From what she’d said, it seemed like she just wanted to share the joy of transformation with me. As if she wanted me to experience what she had, even if it was to a lesser degree.

But wait. What? How could she give me two more levels without taking them from Emily? She had taken four of Felicia’s levels for herself and given Emily the other four. If there were two more, that would make Felicia not an 8 but a…


A 10!

What was that? That couldn’t be right. A Class 3 was supremely powerful. A Class 5 was insane. Fiona, at a 7, seemed to be the paragon of feminine power. Beautiful beyond belief. Powerful beyond imagining. I had been having trouble wrapping my head around Felicia potentially being a Class 8. But a 10? Shit!

Before I could muse on that one any further, however, Fiona completed her circuit around me. Gliding to a stop before me, her exquisite face leaned toward me, and she kissed me. I felt her lips envelope mine, sucking, caressing.

It was heaven.

Her sculpted, steely arms slipped around me; her long tongue snaked into my mouth. I felt my knees weaken as desire for my archenemy exploded within me. Her body was just so unbelievably strong, so mind-blowingly sexy.


I collapsed into her, my knees giving out completely. I had kissed Fiona before, but somehow this time it felt even better. I felt something enter my body. Some sort of energy. It felt…


More than wonderful.


I gasped even as we kissed, the rush of incoming power startling me, setting my skin on fire, my mind reeling. I’d never felt anything so wonderful. I hungrily devoured her lips, eager to suck every last drop of the power she was feeding me from the erotic attentions of her perfect mouth.

I felt my body lengthen and fill out. It felt like stretching in the morning. Except that when I stretched my legs in the morning, they didn’t permanently grow an inch or two. When I filled my lungs with air, thrusting my breasts outward, their sumptuous swells never pulled back inward as I exhaled, their size expanding by an inch or two. As I raised my arms above me, I could see them grow more toned, more defined. It was sensual euphoria, feeling my body shifting and molding itself into a higher level of perfection.

I sucked at Fiona’s bottom lip as she pulled away, drinking the last drops of her gift from the succulent flesh as she finished. Releasing me from her embrace, I fell to the floor, my wobbly knees unable to support me, breathing heavily onto her feet.

“There,” Fiona said, her voice maintaining a touch of its usual haughtiness but at the same time strangely warm. “You can thank me later. When you’ve recovered. Then we’ll have to have a little contest between you and Emily to see who gets to be my right hand.”

With that, she spun on her heel and walked away, a happy bounce in her long-legged step.

I rose shakily to my feet, leaning into the wall, still feeling the effects of the dizzying dose of power I’d received, not to mention the strange feelings that Fiona’s uncharacteristic generosity had awoken within me.

I felt gratitude toward her now. I felt indebted to her. She had given me something amazing and asked nothing in return.

I felt really fucking strange. What was this feeling? Was it happening because I was plotting against a girl who had just been nice to me? Was this that guilt thing that people sometimes talked about?

I was actually beginning to have second thoughts! Like maybe I shouldn’t go through with my plan, after all? What the fuck was wrong with me?!

But those levels hadn’t really been hers to give, right? They had been Felicia’s. She just couldn’t use them. Still, for her to give them to me without any strings attached? That marked a decided change in our relationship. But the only way for me to surpass her was to go through with my Liam plan. Fiona would never give me enough power to surpass her of her own free will. No, the only way for me to take over the school again was to take Felicia’s power for my own.

But enough of all that. Right now, I needed to find a mirror. To see what I now looked like. A Class 5 Lilly? The thought had me so turned on.

As I turned to head to the school bathroom, however, I came face-to-face with Emily instead.

“Oh my God, Lilly! You look soooo insanely yummy right now…” Emily breathed, her eyes flickering with flames of desire. “What happened to you?!”

Her look turned sly. “Did Fiona power you up too?”

Emily slipped her arms around me and moved her lips toward mine, but I slithered out of her grasp, backing away. I just didn’t have time for Em right now. Liam was waiting to hear from me.

The breathtaking brunette looked hurt.

“Look, Em. It’s just… I just… I’ve got something I’ve got to do right now,” I said. Somehow Emily’s puppy dog eyes were actually making me feel bad. What the fuck was wrong with me? I was getting all soft and gooey inside these days. First feeling fucking gratitude toward Fiona, then empathetic toward Em? Jesus, I seriously needed to become superior to everyone again! This understanding bullshit was completely horrible!

I walked away, a strange twisting sensation wrenching my stomach. I tried, with limited success, to shake away the odd feelings and focus on my mission.

Finding a private corner in the library, I took a selfie and admired my heartbreakingly sexy new body for a few minutes. I was a total bombshell. Class 5 Lilly was every bit as smoking as Class 5 Emily was. Maybe more.

Grinning, I pulled up Fiona’s diary on my phone and read the most recent entry from the day prior.


There’s something about Lilly. Emily’s cute, but I just can’t stop thinking about her friend. I’m even thinking about giving Lilly the last of Felicia’s levels. She’s so pretty already that I’m dying to see what she’d look like with another couple of levels. Just the thought gives me the chills. In a good way.

Anyways, I think I will. Power up Lilly, I mean. Having her and Emily at equal levels of power and pitting them against each other should make for some entertainment, at the very least…

I bit my lower lip. Geez! So Fiona had joined Team Lilly too? She was into me… Liam was into me… Emily was into me… I felt a smug smile tug at my lips. Now this was how things should be! Just wait until Liam works his mojo on me, bitches! A Class 10 Lilly? No! I had three levels of my own! I would be a Class 13!!! I would be absolutely devastating.

Fuck. Yes.

Feeling a wicked smile tugging at the corners of my stunning lips, still imagining how absolutely fucking magnificent I’d be with every last one of Felicia’s 10 levels, I struggled to focus my mind instead on what I needed to do to get that to happen.

I needed to get Liam close to Fiona. It would be best if she was distracted. We weren’t sure if she was powerful enough to resist Liam’s power, so if we surprised her, there was a far better chance of success. And Fiona’s diary had just given me some great insight into how to do that.

I raised my phone and texted Liam to meet me in the library.


“Liam, you really need to work on your power-up technique this time. Fiona makes you look like a total fucking amateur. I mean, you just hold my hand like a weird goofball. She’s just so much sexier about how she does it, with the kissing and the touching, and the…” I trailed off as I saw that Liam simply looked confused.

Exasperated, I realized that I wasn’t going to get anywhere with this. “Never mind. You’re just a guy. Sexiness is beyond you.”

He looked a little chagrined but mostly just still puzzled. Poor, clueless little fucker.

“Now just hide back here behind the bookshelves, okay?” Thank goodness the student council had stopped working on my request to rid the library of books when Fiona had come to town. If they had, Liam wouldn’t have had anywhere to hide!

“I just texted Fiona,” I continued. “And I’m pretty sure she’ll come. I’ll distract her, then when the moment’s right, you come up behind her and put the whammy on her.”

“The whammy?” repeated Liam with a crooked grin.

“You know what I fucking mean!” I seethed. Why did I have to be stuck with the shittiest possible partner for this little power heist? This was why I hated boys! They were soooo stupid.

“After that, you touch me and give me the powers,” I finished. “Easy peasy.” 

“Okay. But don’t you think I should maybe give them back to Felicia? I mean, they are hers after all.”

My jaw dropped. Okay, so stupid didn’t even begin to describe this boy-shaped bundle of complete and utter imbecility. For once, I was too floored to curse. Me!!

“You can’t be serious right now.” 

He looked thoughtful. How’s that for irony? Liam. Thoughtful. Jesus!

I decided that I was going to have to remind my brainless partner what was in this for him. Even if I had no intention of actually keeping my word.

“Do you think Felicia would be as grateful as I am?” I reached out to run a fingernail down the center of his chest, watching with delight as he shivered. I leaned closer. “Do you think she would do what I’ll do to reward you?”

I watched his gaze fall to my lips and barely suppressed a smile, instead dropping my voice into even huskier territory. “I guarantee that no one will give you an experience like I will. Not Felicia. Not Fiona. Just me. And just think of what I’ll look like as a Class 13…”

I let those words hang in the air and accelerate poor Liam’s heart rate for a few seconds.

Before I could continue my seduction and finish wrapping Liam’s last remaining brain cell completely around my little finger, however, I heard the double doors of the library’s entrance swing swiftly open. Shit! Fiona was here. Already!

“Hide!” I told Liam in an urgent whisper.

He ducked behind the shelves, as I straightened the white button-up shirt of my uniform and stepped out into the open.

“So what did you want to see me about, Lilly?” asked Fiona. She was playing it cool, but I could detect a hint of anticipation in that lilting voice of hers. Yep, she wanted me. Good.

I smiled broadly, gliding gracefully toward her. “I just thought that I should say thank you. You know, for what you did for me this morning.” I gave her my best innocent look, which admittedly wasn’t that good. Innocent and me just didn’t really belong in each other’s vicinity. 

Felicia stopped before me, arching an eyebrow suspiciously. “Well, you’re welcome, I guess.”

“Wait! That’s not what I meant, I mean…” I babbled before stopping myself.

Smooth, Lilly. Really smooth.

I let out a frustrated breath. “This is how I wanted to thank you.”

I closed my eyes, stepped into her, and wrapped my hands around her stunning body. I kissed her deeply. I was doing this as a distraction, but when I pressed my body to hers, my lips to hers, I couldn’t help but be affected by the mind-bendingly sensual feel of her iron softness. She went rigid for a moment, then relaxed, her eyes fluttering closed, her expressive lips beginning to suck the sensitive flesh of my lower lip, her jaw opening to move her succulent mouth slowly against mine.

When I knew she was fully engaged in the kiss, I knew what I needed to do. It took me a minute, since it was insanely difficult not to become enthralled in the hypnotic temptation of her smoldering lips. But after a quick moment to gather my willpower, I managed to pop my eyes back open, scanning the room for Liam. After what seemed like forever, but was probably only a few seconds, I saw him sneaking around the bookshelves until he was directly behind Fiona. He paused to ogle the two of us as I continued to suck face with Fiona.

I gave him my best “what the fuck, dude?!” look, still locked onto Fiona’s lips, and it seemed to spur him back into action.

Liam touched her back, his eyes closing in concentration. I felt the impossible firmness in Fiona’s body begin to soften in my arms. A moment later, her eyes snapped open in shock. She began to struggle in my grasp, but her strength had already faded to the point where I could hold her. Barely. At least while she was confused and only pushing back half-heartedly.

Her exertions intensified, and she managed to turn part way around, catching sight of Liam with a horrified gasp. As her strength continued to decline, she screamed, the cry equal parts frustration and anger. I felt my own power decline, the two levels Fiona had given me, apparently drawn into Liam along with Fiona’s own stolen levels. I had wondered whether Emily would need to be drained, but it appeared that her extra levels from Fiona would be pulled into Liam without the need to touch her directly. Her gifts to us were apparently as suckable by Liam as her own stolen levels.

As Liam finished draining her, Fiona managed, with a concerted effort, to push me away. We were on even terms now. She was a Class 3 now, just as I was.

“Liam!” I cried, now realizing the flaw in my plan. Fiona was standing between us, spinning to face Liam, hand extending toward him. Shit! She was going to simply siphon Felicia’s stolen power right back out of him! Would that work? Was she a more powerful sucker than Liam? Probably. Liam was kind of a pansy compared to Fiona.

Again, I cursed my lousy judgment for having teamed up with a fucking boy.

Desperate, I grabbed Fiona’s other arm, and gave it a hard backward jerk before quickly releasing her. I hoped the brief, unexpected contact hadn’t allowed her to siphon me. It didn’t feel as if it had. There was no telltale tingling sensation. Maybe she had to be prepared in order to steal powers? Or maybe she could only do it when she was feeling sexy?

She stumbled backward from my hard tug and fell to the floor next to me. Stepping away, I reached for the bookshelf nearby, tipping it onto her before she could recover. The falling shelf buried her in a giant crash of crinkling pages and crackling hardwood. There. That should delay her a bit.

Brushing off my hands, I spun, scanning the room for Liam. But he was gone. Where the hell…?

Before my mind finished the question, I already knew the answer. He had hinted at it earlier, and I hadn’t had a chance to finish persuading him against it.

He’d gone to Felicia to give her powers back.

I felt anger and frustration at the boy’s insipid concern about doing the right thing erupt within me.

Mother. Fucker!!!


Panting, I arrived at Fiona’s house at a full run, finding Liam’s car parked outside. My lips curled into a sneer. That aggravating little punk! He was going to be in some serious pain once I managed to get Felicia’s levels from him.

I’d thought I had a chance of beating him here, but he’d driven a damn car. Cheater.

I lowered a shoulder into the door, accelerating into it with a loud crack and a chorus of splintering wood. Stumbling inside, I regained my balance as I plunged forward and sprinted up the stairs to Felicia’s room.

I stopped as I entered, my eyes widening in horror.

Liam was reaching out, about to touch Felicia’s arm!

“Liam, no! I’m here! You can give her powers to me! You have to!My voice cracked in desperation as I half ordered, half pleaded with the boy.

Everything seemed to move in slow motion. Liam turned to face me, just as his fingertips brushed the back of the pretty blonde’s hand.

I saw an expression of surprise—and perhaps something more—flash in Felicia’s eyes. Her shoulders fell back, her chin rising.

Fuck. Fuck. Fuck! I was too late!

“Oh God,” she breathed, clearly feeling the nascent rapture of the coming ascension. Felicia glanced at me, astonishment written all over her face.

“W-who are you?” the girl whispered as she began to tremble.

Liam had been right to be unsure whether Felicia was a powered before we had first visited Fiona’s house. As a regular, this girl, blonde and beautiful, dressed in a tight sweater and short skirt, had to be one of the most naturally beautiful women alive. As a Class 10? I swallowed hard, unable to fully comprehend what I was about to witness.

Beautiful to begin with, in seconds Felicia was well on the way to completely stunning. Though I had witnessed the start of Fiona’s leveling up of Emily, I had never watched another girl go through the full transformation from regular to powered before, and it was a sight to behold. The memory of the conclusion of my own transformation on my eighteenth birthday was hazy at best, the sensory experience a pleasurable blur.

The girl’s blonde hair lightened in color, seeming to lengthen and thicken in vibrant waves before my eyes. Her eyebrows rose and arched. Her eyes grew larger, wider, more expressive, increasingly bright. Her face grew more symmetrical, more heart-shaped, her cheeks, more sculpted. Her lips puffed into a sexy pout, reddening even as they began to tremble.

Beautiful eyes squeezing shut, the girl’s mouth opened in a silent scream. I could see the waves of rapturous sensation crashing through her—a feeling I remembered all too well from my recent upgrade. I could just make out her teeth whitening beneath her wide open lips.

The transforming girl staggered toward me, and my gaze dropped to her improving body as I reached out my hands to steady her by the shoulders. Her breasts came to a stop a few millimeters from mine. They began to swell. I tensed as I felt them press into mine. I looked down to see the upper slopes of two rising spheres rounding into luscious perfection. Her arms grew slightly, putting on a bit of muscle, though the changes seemed more intent on carving them into elegant lines of feminine steel than on bulking them up. They remained slim and willowy, but their defined, rounded contours whispered hints of their burgeoning power into my consciousness.

The awareness of her ascending power shook me into action. My eyes rose once more to her face, finding her eyes slowly opening, growing more luminous and mesmeric as they were revealed.

I was a Class 3 again. I had to do something now, before she passed me. Maybe I was still powerful enough to hold her until Liam could siphon her power again. She probably didn’t understand what was happening. I could still take advantage of her surprise!

I reached out my hand to grip her neck. Her gorgeous eyes bulged as I lifted her feet off the ground. I felt her hand clamp over my arm, but she couldn’t pull it free.

Realizing I was still the stronger, I smiled. Her fingers seemed to gain strength with each passing second, however. I knew I wouldn’t be able to hold her for long.

“Liam, you’ve got to touch her again. You’ve got to take her power back. NOW!!!” I screamed at the imbecilic boy.

Liam, entranced by the girl’s rapidly rising attractiveness, startled, but rather than jumping into action, he turned to look at me helplessly.

Fuck me. What an IDIOT!

After staring daggers at the dumbfounded Liam for a moment, I couldn’t help but feel my eyes drawn back to the ascending girl in my grasp. My gaze dropped to see the rest of her body as it continued to transform. Her short skirt was becoming absolutely minuscule as her increasingly gorgeous legs grew longer. Her swelling hips strained the poor fabric of the outfit to the point where each individual fiber began to pull apart and fray.

Her legs packed on dense, shapely sinew as I held her, their curvaceous length nearly enough to reach the floor again, despite the fact that I had been holding her well above the ground moments before. I raised her a bit more, though I wasn’t sure why. If Liam wasn’t going to do anything, she would be far more powerful than I was in a matter of seconds.

I looked at her dangling legs, unable to help comparing them to mine. They were completely fucking amazing. More gorgeous than mine now? I look at my own for comparison. Probably.

Her hand, still clutching at my arm, was feeling tighter and tighter as her strength grew. Her fingers were becoming painful. And her ascension wasn’t slowing down. It was speeding up.

Holy. Fucking. Shit.

Just how powerful was this girl going to become?

I turned to Liam, who looked as if he were a puppet held up by a string. He seemed content to simply ogle this girl’s ever-more-ravishing body.

The pain in my arm where her fingers gripped me continued to intensify until I couldn’t hold on any longer. When the pressure finally became unbearable, and my hand popped open, Felicia didn’t fall. Her legs had grown so much longer that her toes were already touching the floor.

I tried to pull my hand away. I couldn’t. Her fingers were like an iron vise, pressing ever-further into my numb, whitening skin.

I tried again to pull away. No luck. She was simply too strong for me now.

Her slim, delicate fingers dug into my flesh all the way to the bone. It was soooo painful. Fuck!

“Aaaaah!” I finally cried out, unable to take the building agony in silence any longer.

Felicia looked first confused by my outburst, then startled as she realized she had been gripping my arm so tightly. She released her grip.

Thank God!

I instantly retracted my arm, inspecting the flesh and the red finger marks all over it, feeling the tingle of blood flow replacing the dull agony of her inexorable pressure. I knew that it would bruise, but for now, I was just happy to be free of the pain.

The faint, delicate hairs on my arms began to rise as I inspected my damaged limb. The aura of power that had begun to radiate from the girl in front of me was incredible. It reminded me of Fiona’s, when I had been a Class 3 to her 7. Except even more. So much more.

I remembered something from physiology class during one of the rare times that I actually paid attention. Classes weren’t linear in power gain. They were exponential.

“She’s on her way to becoming a ten,” said Liam in a voice so quiet, it was practically a whisper. He sounded awestruck… and more than a little terrified.

Her body’s development accelerating, Felicia had now left gorgeous far behind. She was absolutely perfect.

I felt my body responding to the vision before me, desire’s weighty hand enveloping me in its powerful embrace.

As I continued to stare at her ascending beauty, I realized that she was actually well on her way to leaving perfection behind. She was working on absolute fucking divinity, somehow stacking perfection on top of perfection as her beauty continued to ascend.

Platinum, satin tresses glowed with matchless magnificence, falling around her in shimmering swirls like the veil of a goddess. Her eyes were achingly blue oceans of unthinkable power.

Holy. Fucking. Shit.

Had I thought that already? I didn’t know. I was too shocked right now to remember my own thoughts. She was going to be as strong as what? A hundred people? A thousand people? More?

Holy. Fucking. Shit.

I felt a drip of moisture roll down my inner thigh. Felicia was already sexier than Fiona had ever been.

Parting, her lips formed words. I think they did, anyway. All I could hear was the seductive, skin-trembling purr that was now her voice. It drew me magnetically toward her with almost physical force, as if she could generate her own gravity or something.

Felicia’s complexion redefined the term flawless. Its exquisite splendor was absolutely devastating. I couldn’t believe it. I felt a void of hollow euphoria form within me, begging to be filled by the angelic vision before my eyes. No one could be this perfect, could they?

She could.

The evidence was right before my eyes.

I swallowed hard, my breath becoming shallow as I tore my eyes away from that divine face. My eyes widened as I watched her body continue to develop. I couldn’t believe she was actually becoming more beautiful at this point. How the fuck was that possible?

Noticing that my ragged pants had stopped under the onslaught of Felicia’s transformation, I tried to remember to breathe. My knees went weak. What was that scent? It was unbelievable! So seductive, so erotic…

Was I standing? I couldn’t remember right now. Dazed, I looked around to check. Yes. I was. Good.

I stole a glance at Liam. He was not standing. He had collapsed and was now writhing on the floor. As overwhelming as the experience of witnessing Felicia’s ascension was for me, a Class 3, it had to be far more intense for Liam, who, aside from his unusual power, was basically a regular. He didn’t seem to be doing too well. 

Ha! Served him right.

My eyes couldn’t help but be drawn inexorably back to Felicia, however. I couldn’t help it. I had to see. My eyes zigging and zagging diagonally across her ultrafeminine form, they drank in impossible beauty everywhere they turned.

Her arms looked impossibly toned, despite their slender profile. The invisible, crackling aura of power that surrounded them instantly burned into me the visceral knowledge that they were capable of strength beyond anything the world had ever seen.

Sweater tearing vertically down the middle, the flawless flesh of unthinkably perfect breasts was laid bare to each side of her sternum.

Their shape? Perfection.

Their size? Perfection.

Their firmness? Absolute fucking perfection.

It was nigh impossible to think of any other words to describe them.

I was close to collapsing to the ground now, just from the overwhelming sight of her. If that sweater pulled away to reveal any more of those shapely swells, I would, quite literally, be floored.

Her lower abs, exposed now beneath the still-intact lower portion of her rising sweater, looked every bit as earth-shakingly powerful as her arms. Probably more. How could she be so slim, with such a tiny waist, and have abs so chiseled that no Greek artisan could possibly have conceived of sculpting them?

Thinking of when I had punched Fiona’s abs two weeks ago and broken my hand, I wriggled my slender fingers. What would those things do to me? Power increases were exponential, not linear, right? Steel would probably shatter against that stomach. My thoughts were growing fuzzy as her luscious body continued to addle my brain. Or maybe my mind simply boggled as it attempted conceive of the power this girl possessed within its impossibly sexy curves.

Felicia seemed to notice her own body in the mirror for the first time, twisting to see more of it. The movement brought her mind-blowingly spectacular ass into my view.

It was too much. My trembling knees gave out, and I finally collapsed to the floor in a quivering heap.

Voluptuous didn’t even begin to describe Felicia’s sumptuous curves. Her twin hemispheres were unthinkably delicious, so breathtakingly succulent that my tongue involuntarily swept along my lower lip as I imagined touching them.

Oh, God. To touch those…

I shuddered, my heart rate quickening to dangerous levels. I felt my lower lip trembling even as my tongue moistened its interior.


The spellbinding beauty’s skirt gave way to the mind-shatteringly sexy swells of her lower body as a tear worked its way up its overtaxed cloth until the waistband snapped. Fabric wafted in a patterned billow as it fell to the floor. 

Fully revealed save for a thinning line of stretching panty that was already on the verge of snapping, the girl’s thighs were rivetingly sexy. The nubile skin that encased them was so perfectly smooth that it appeared as though it were painstakingly polished satin, nearly glowing with tanned, radiant health.

The sleek muscles that slithered beneath their surface could likely move mountains with their phenomenal power. The sinuous flow of those luscious thighs continued for what seemed like miles until it intumesced into sexy, sculpted calves. As she rubbed the elegant swells of impossibly firm flesh against each other, I was completely fascinated. My eyes grew glassy as they watched feminine muscles ripple within her magnificent form like tightening cables of hot, liquid steel.

Searching desperately for relief from the awesome sight of the girl’s divine body, my eyes found the floor, only to be further entranced by admiration for her sensually curved feet and perfect little toes. My fluttering stomach leapt further into my throat, however, when I saw those feet lift from the ground, rising off the floor completely.

I gasped, my trembling eyes finding the cool heat of her angelic face once more. Her eyes were again closed, her lashes so long, they touched nearly an inch down the graceful lines of her youthful cheeks. Felicia appeared to be concentrating.

I watched her rise, floating above the ground, putting the final touch on her ascension to goddesshood by proving that gravity no longer held her under its sway. It, just as everything else on this planet soon would, bent to her will.

Her eyes suddenly opened to reveal bottomless, sapphire pools of liquid seduction. She let out a satisfied breath, and I felt my hair whip back with the resulting gale.

I wondered if I should bow or something. It seemed appropriate. But I shook my head. Fuck that. I wanted to be the most powerful, the most beautiful, the… most.

And now I was back to being nothing. At least compared to her. This girl was so far beyond me that I was nothing to her.

Fuckity fuck fuck fuck!

I had been so close to having what she had. More, even. Now? Liam just had to grow a fucking conscience right when he was supposed to be doing this to me. And instead he turns Fiona’s sister into some kind of perfect supergoddess? 

Damn it!

That should have been me!!!

I eyed Felicia, my gaze turning lascivious as her hair floated about her, swirling around her impossibly elegant face. So it wasn’t enough that her breasts defied gravity, apparently. Or even that her body could defy gravity? Her hair could do it too? Her fucking hair!

Despite my best efforts to fight it, I felt my heart flutter with desire for this impossible beauty.

Oh, God. Here it comes. I remembered the effect Fiona had had on me. And even Emily.

Emily. I thought back to the last time I’d seen her. To the look on her face when I had pulled away from her. Emily was so gentle and kind, even with her enhanced powers. It made me wonder what Felicia would become, possessing this much power.

No one had ever held power like this. No powered girl. No military general. Not even any world leader. I watched waves of power shimmer and curl around Felicia, distorting the air around her. Its aura just seemed to roll off her body. It was as if she were brimming with such mind-boggling strength that it didn’t matter if a few kilotons of power simply dissipated into the air around her. She had plenty to spare.

Felicia slowly descended back to the floor, toes touching first, then heels. She breathed in, widening the gap in her shredded sweater, exposing more of the glorious globes that were her breasts. I felt my own nipples tighten.

The girl walked toward me, and I felt the moisture between my legs heat with another surge of desire. Suppressing a moan as she neared me, I felt my overwhelmed body tremble. Felicia’s intensely seductive fragrance wafted over my body with the sultry hint that I might be allowed to touch her divine form.

But she walked past me. I let out a shaky breath as the trail of her sexy scent swirled over me. I wasn’t sure exactly what I’d been expecting. But it wasn’t to be ignored. My eyes found Liam on the floor trembling and occasionally spasming, his eyes closed. He didn’t appear to be fully conscious any longer.

Felicia walked into the hallway. I heard her enter Fiona’s room, then the sound of drawers opening and jewelry jingling. A moment later she re-entered her own room, a pile of necklaces, rings, and earrings heaped on her palm. As she walked leisurely between Liam and me, she squeezed her fingers over the mass of metal.

Gold and silver heated to a soft orange glow under the pressure of her grip. Felicia smiled, seeming to delight in the feel of the viscous metal’s slithering flow as it began to drip through her fingers, melting into a shimmering river under the tremendous power she placed on the softly groaning lump of compacted jewelry. Bringing her other hand to cup the top of the lopsided clump, she packed it like a snowball, tossing it and catching it a couple of times casually as drips of precious metal fell to the carpet with a series of searing hisses.

I scowled, not completely surprised by her feat of strength, but definitely not happy about it. A surge of anger coursed through my pulsing veins, suddenly giving me the strength to rise. How dare this bitch take this much power. Power that should have been mine!

My sudden movement caught Felicia’s eye. Amused at my less-than-pleased reaction to her magnificence, she extended a slim leg and used her toes to shove me into the wall. Her toes! I bounced off the drywall, my head whipping back, leaving a large dent behind me as I collapsed on the floor once more.

“Fuck! What was that for?!” I asked, looking up at her, anger giving me the courage to be defiant.

“Fun,” she replied with a wicked smile, tossing her gorgeous hair as if the answer were obvious. “Now lick my calves.”

“Your… calves?” I said, giving her a questioning look.

“Yes, my calves, bitch! When I say to do something, you better damn well do it! Do not question me, just DO AS YOU’RE FUCKING TOLD!!!!”

I was stunned. If the rest of the day hadn’t been shitty enough, this just took the cake. Felicia was turning out to be even worse than Fiona had been. At least Fiona had been relatively civil as she had dominated me. What was it they always said about power corrupting?


Why couldn’t I be the one corrupted by absurd levels of power?

I felt tears welling in my eyes. Oh, hell. Now I was going to fucking cry? Fucking Liam. I was going to kill that stupid boy when this was all over.

I ran my fingers along the back of her silky calves, the feel of her skin electric as it pulsed with power. The graceful smoothness of their breathtakingly shapely curve was intoxicating, and I closed my eyes, shivering as I delighted in the sensation of touching her impossibly perfect body.

I leaned down, pursing my lips before pressing them against the tanned expanse of tantalizing flesh. I extended my tongue and licked upward in a zigzag pattern with an eroticly charged shudder.

As I finished, my tongue withdrawing languidly into my mouth with a contented sigh, she smiled. 

God, her legs were perfect.

I began to hyperventilate, the feeling of admiration and raging desire for the delectable specimen before my eyes overwhelming.

“Now, my thighs,” Felicia commanded, her bewitching eyes flashing darkly.

I looked up at her questioningly. Her eyes were hard, cruel, without mercy.

So I shifted my gaze to her thighs, leaning in once more. It’s not that I minded tasting her delicious body. Anything but! Still, I resented being forced into anything. Even something I wanted desperately.

I extended my long tongue again, working it up the inside of her thigh. As I neared her sex, she seemed to consider, then evidently decided to make this last a bit longer.

“Now, kiss my breast,” she said, her gorgeous voice raising goosebumps along my skin.

It occurred to me that the girl didn’t even know my name. It probably didn’t matter to her now. I was just a toy to her. Something to do her bidding, then be discarded. The thought gave me goosebumps as I breathed in sharply to control my building arousal.

I rose to my feet, swaying unsteadily as I pressed my lips to the inner surface of her full breast, just inside the frayed fabric that was straining to barely cover her nipples. As my lips suckled her sleek flesh, I could tell she felt the electricity of my delicate touch. The girl quivered under my sensual ministrations.

As I pulled away, my body tight with barely contained stimulation. My chin trembled. I wasn’t sure whether it was from the odd intensity of the moment, my soaring arousal, or my impending humiliation. Maybe it was some combination of all of the above.

She guided my head down gently until I was kneeling before her, staring at the smoldering space between her supple hips where her thighs met.  

She licked her lips.

“You know what comes next,” she whispered breathily. I did. And God help me, as my anger drained to leave behind a hollow, burning mixture of despair and desire, I realized that I wanted it more than I’d ever wanted anything in my life. To please a divine creature like this…

Before I could start, however, Felicia’s head jerked up. Twisting my body, still on my knees, I turned my head to look.

At the entrance to Felicia’s bedroom, gaping in terror, stood Fiona.

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