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The Ultimate Cat – Part 2

Written by Rick Powers :: [Wednesday, 17 October 2007 13:56] Last updated by :: [Saturday, 21 June 2014 08:58]

The Ultimate Cat – Part 2

by Rick Powers (a.k.a. The Power Company)

Felicia Hardy had worked for years to develop an extraordinary body to aid her in her burglary schemes. She could scale walls with ease, run along the narrowest of ledges, pull herself up a rope hand over hand as fast as some people walk up stairs, even leap from building to building like an olympic long jumper. She was proud of her strong, toned physique. But the body she was looking at now was something totally different.

The first thing she noticed was her stomach. Delicate lines separated each of her abdominal muscles and she wasn’t even flexing. She pulled the robe back and stared in amazement at her obliques. They seemed to jump to life with the slightest of movements. Then she looked down at her legs. She lifted the robe over her right leg and turned it side to side looking for changes. It looked nearly the same as it had before. Then she pointed her toe and flexed her quads and calf. Suddenly muscle she had never seen before exploded from her leg. She gasped at the size and thickness of the new muscle.

That was all the waiting she could stand. With a shrug, she dropped the robe to the floor. She was greeted with the most muscular upper body she had seen outside of a bodybuilding contest. Thick, rounded shoulders capped an impressive arm. Her pecs swelled out and her lats spread almost of their own volition. And her breasts! Felicia was really impressed by her new full sized tits. She had loved her boobs before and designed her costume to show them off as much as possible without getting an ‘R’ rating. But those had been B-cups at best. Now she was staring at real live, fully developed D-cups for sure. She cupped her hands underneath her big boobs and felt their heaviness and fullness.

“Damn, I’m going to have to let out the seams a little on my costume,” she purred contentedly. She continued to eye her new bustline as she turned to the side, “Or maybe a lot! Hell I might have to redesign the whole thing!”

She turned back and took in her new physique. She raised her arms and flexed her biceps. Hard, baseball sized muscles swelled upward with solid triceps below. Felicia was impressed with the size of her arms. Big but not too big, she thought, as she inspected her bulging arms. In fact she looked like a fuller version of a fitness girl, especially with her expanded bosom and tight waist. “Well, Kingpin, I’ll give you this. Your super serum stuff sure did a nice number on my bod! So let’s see how strong it’s made me now.”

Felicia turned on her heels and walked stark naked into the living room. She looked around for something heavy to test her strength. She decided to give the grand piano that was sitting in a corner a try.

Felicia gently took hold of the end of the piano and lifted with both hands. She felt little or no resistance as it rose into the air. She looked at her arms and they were barely registering any effort at all. So she shifted her hands and placed one further underneath. Without even bending her knees, she brought the piano up in one smooth motion over her head.

“This piano must weigh about 1000 pounds. I remember seeing four men moving it in, and it was on a dolly!” She let go with her left hand and supported the entire weight with her right. For good measure, she pumped it up and down five times. She realized that this was still not even close to taxing her real strength. She set the piano down gently back to it’s original position, “Well, this would come in handy if I ever need to move the furniture around the apartment. But seriously folks, what can I really try with my new strength?”

She looked again through the apartment, not satisfied with her first test. Finally she found a set of 10 pound dumbbells under her bed that she had abandoned long ago for the more rigorous training at the gym. She picked one up and twirled it around like a toothpick, then grabbed hold of both ends. She began to apply all of her strength to the two ends, twisting and pushing, trying to mangle the solid metal. Her pecs and arms flexed outward with the effort. After thirty seconds, a sheen of sweat covered her upper body. Then she noticed a difference in the dumbbell.

Somehow, the center shaft looked like it was beginning to ripple slightly. The determined young woman increased her efforts and gripped the ends even tighter. Then she noticed that the tips of her fingers were making small dents in the metal. This just caused her excitement to grow and she felt a tingle inside her body from exerting this much power. Slowly, the dents underneath her fingertips grew and deepened. The shaft was definitely bending now as she redoubled her efforts.

The creaking and groaning that was coming from the dumbbell sounded like a car caught in a crusher. But this was her hands that were doing the crushing! Felicia kept up the pressure as she began to transform the iron weight. She glanced down at her arms and was so turned on by the sight of her bulging forearms that she nearly orgasmed. With a final push, she crumpled the shaft and mangled the ends so that the finished product resembled an iron football.

Exhausted by her exertion, she held the weight aloft in one hand, surveying the damage she had inflicted with just her bare hands. “Okay, Kingpin,” she said to herself, “looks like you kept your word on the effects of your super serum. I must be at least a thousand times stronger. I don’t think Spiderman is even close to being strong enough to do something like this.”

She tossed the squashed dumbbell onto her bed and turned to the mirror, “But before I go spider hunting tonight, I think I’ll do a little shopping. I don’t think even mom’s bras are big enough for me now.” She held her boobs up, estimating the size of bra she would need to cover them comfortably.

Suddenly, a kind of chill went through Felicia and she immediately looked at the phone. She wasn’t quite sure why. Then it rang. Felicia nearly jumped across the room. She realized that she -knew- that the phone was going to ring. She had felt it inside. Not a premonition, but more like a cat instinct. She stared at the ringing phone for a few rings before picking it up.


“Felicia? This is mom. I called the school today and they said you went home sick. Are you okay?”

“Yeah, mom, I’m fine now. A friend from school helped me. It must have been some kind of … I don’t know … some kind of quick bug going around. I’m fine now.”

“Are you sure?”

“Really. I feel … super … now.”

“Okay. Did you get my note?”


“I’ll be at this conference all weekend.”


“But if you need anything, call my cell. You know I’ll drop everything for you.”

“Yeah, I know mom.”

“Okay, baby, I’ve got to get back to my meetings. Love you.”

“Love you, too, mom.” Felicia hung up the phone and looked at it for a while. I do love you, mom, she thought, that’s why I’ve got to do this. For you. And for dad.

Across the river, Mary Jane was walking home in a daze. This wasn’t the weirdest day of her life. There had been quite a few of those recently, especially since she had found out that her next door neighbor, her chemistry lab partner, her sort of boyfriend, Peter Parker, was actually the super cool superhero, Spiderman. Then there was that near death experience with the Green Goblin. That was definitely the worst. But this was right up there, at least in the top ten. She tried to help a friend only to be kissed by her and now … she paused as a shiver went through her … it seems like she was coming down with the same weird flu bug. On top of that, she found out that her other chemistry partner is not the mousey little goth girl that she leads the world to believe, but a totally buff, knock-out, supermodel type living in a very upscale apartment building in Manhattan, who claimed in a feverish rambling to be the Black Cat. And what was with that kiss, anyway? Is she like a lesbian, MJ wondered, or was it part of the fever hallucinations?

Finally, mercifully, MJ reached her home and trudged up the back steps. A quick glance at the clock in the kitchen told her that it was already 4:00. Had it really taken this long just to get home from Manhattan? The house was empty, which wasn’t unusual at this time of day, and MJ headed for the kitchen. Somewhere in her feverish state, she remembered that the food that she had made for Felicia seemed to perk her up some.

“Maybe … I just need some … protein,” she said out loud to no one in particular.

MJ dropped her backpack, which now felt like it was filled with rocks instead of books. She started rummaging around in the kitchen for some food and soon had produced the ingredients for a protein shake similar to the one she had prepared for Felicia. She took a few sips of the shake, then a few gulps, and soon it was finished.

MJ’s head seemed to clear a little bit. That was when she saw the flashing light on the answering machine. She hit the button and was greeted with her mother’s voice.

“MJ, sweetie, I know this is last minute, but your dad and I decided to get away for the weekend. We’re heading upstate. I’ll call when we get to the hotel. I know you’ll understand.” There was a short pause. MJ could hear the pain in her mother’s voice, “Maybe … it’ll … I don’t know … maybe we just need some time by ourselves to … you know … sort things out. I’ll call you later, babe. Be good. Love ya.”

MJ turned off the machine and mixed up another shake. She knew that her parents were having a rough time lately, and her father was being a real monster sometimes. Maybe pressures at work. Maybe he’s just always been a jerk. She stopped and looked at the blender, had she put in two cups of protein powder or three? She scooped in another for good measure. And a couple more scoops of ice cream.

This time she gulped down the entire shake. She was feeling better, but she was still exhausted. And a quick check of her forehead confirmed that she was still running a low fever. She dragged herself into the small living room and collapsed into the couch. She barely had enough strength to lift the remote and turn the television on before she drifted off to sleep.

What a lousy day, Peter Parker thought as he got off the subway in Queens. First, his best friend MJ left school early to take care of their lab partner, the very strange Felicia Hardy. Then he spent the afternoon at the offices of the Daily Bugle being a ‘go-fer’ for J. Jonah Jameson. The man is clearly a lunatic, a menace to society, Parker thought to himself, and he has the nerve to rant and rave about how Spiderman should be locked away. Someday, the young superhero swore to himself, I’m just going to lose it around him and punch his cigar down his throat, or whip out my web shooter and hang him from the widow sill, or at least tell him off and quit this stupid job. But he always had to admit that he needed the money to fund his web swinging and that in the present economy, it was hard for a high school kid to find any work at all. Of course it didn’t help that JJJ was constantly reminding him of that fact.

Peter turned the corner on to his street and his heart sank even further. The lights in the Watson’s house were out which meant his next door neighbor and sort of girlfriend, the beautimus Mary Jane was either still out with Felicia or … he hated to think of it but it always popped up in his mind … or she’s out with some other guy. Some regular guy that doesn’t always disappear to go play superhero. Some guy that could take her out on a real date and treat her like she deserves to be treated. Peter stood looking at MJ’s house for a few seconds, then sighed and headed in to his own house. Aunt May probably has dinner ready and waiting. Maybe tonight, he consoled himself, I’ll go find some bad guys and clean their clocks. Yeah, that’ll make me feel better, he thought. Just some good old gratuitous violence to chase away the blues.

Back in her Manhattan apartment, Felicia Hardy was putting the finishing touches on her costume alterations. She had let out the seams a little on the arms and legs, pulled them in a bit for the waist, and installed cups to support her larger breasts. She slipped into her costume and it conformed to her body like a second skin showing off every ripple and bulge of new muscle. It was still a little tight around the chest, the cups she had sewn in were supposed to be size D, but perhaps she hadn’t let out enough under her arms and down her sides. Still, she thought as she admired her body in the mirror, I like the way it pushes my tits together. That alone could be enough to capture Spiderman. Or at least distract him enough so he won’t notice my super powerful muscles, she thought as she flexed her sizable biceps.

She quickly changed back out of her costume and into a bathrobe. No use having a nosy neighbor spot her through the window. She would bide her time until midnight. Then she would go spider hunting.

Back at Mary Jane’s house, the TV was softly relating the news of the day. She woke from her nap with one thought on her mind. She was incredibly hungry! As she picked herself off the couch, MJ checked the clock. Geez, it was only a couple of hours ago that I downed those protein shakes, she thought, why am I so hungry again? She searched through the cupboards and refrigerator, munching on anything that looked like it might have some protein in it – nuts, crackers-n-peanut butter, chunks of cheese. She finished off the rest of the milk and went for more protein mix but found that she had finished it all.

“I think dad keeps a couple of cases in the garage,” she said to herself as she headed out the back door. She walked to the detached garage and pulled mightily on the handle. It was always so hard for her to lift the heavy door. She and her mother had complained to her dad about it, but he never fixed it. He probably wanted it that way so that they would always be reliant on his strength to do stuff around the house. But now, the large door practically flew up when MJ tugged on the handle.

The young girl was startled by the ease with which the door opened and staggered backwards. Wow, she thought, dad must have fixed the door after all. Without a second thought, she entered the garage and began searching for her dad’s stash of protein shake mix.

In the middle of the garage was an old car covered with a tarp. Her father’s pride and joy: a 1972 Chevy Nova. She stepped around the big car and toward the back of the garage. There she saw a cabinet with several pictures of bodybuilders taped to the front along with a yellowed work-out schedule. She went over to it, sure that this would be where he would keep his protein mix, but there was a pile of junk in front of it.

MJ reached down in the semi-darkness and picked up a barbell with one hand while she pushed aside an old weight bench with the other. Suddenly she stopped and looked back at the weight bar that she was holding out from her side with just one hand. Almost before she knew it, she added up the amount of weight that was on the bar. On each end was one 50 pound plate, two 25 pound plates, three 10 pounders, and two 5’s. Add the weight of a 15 pound bar and it equals …

MJ dropped the bar and it fell to the cement floor with a tremendous crash. 295 pounds!! “Holy shit!” the astonished girl yelped before she could stop herself. Suddenly she became aware that the garage door was still open and the neighbors might have heard the crash and the scream. She bolted for the door and almost tore it off closing it. Then she flicked on the light and stood looking at the barbell that she had just lifted.

295 pounds?!? But it felt so …

She stared at the loaded barbell a few seconds longer and then slowly, cautiously, began approaching it. “I didn’t really just do that, did I? I mean that thing weighs a ton. Well, not even a quarter of a ton, but …” She gingerly took hold of the old barbell and slowly began to straighten up. And to her great surprise, the bar came with her.

Not only did it come up with her, she continued to raise it higher and higher until her hand was even with her shoulder. She stared down at her bicep expecting to see … well, she didn’t quite know what to expect. She had seen Peter’s muscles before, but although he was many times stronger than the average man, his muscles weren’t all that much bigger than any of the jocks at school. He was even a bit smaller than some of them.

MJ was wearing a stripped t-shirt under her blue overalls and her bicep was certainly bulging bigger than it had ever been before. But she was still a long way away from having the type of muscles that one should have to be able to lift this heavy of a weight. Just to be sure that she really was lifting this weight, MJ continued to raise and lower the bar several times. She couldn’t be sure, but she had the feeling that every time she curled the weight, it got a little bit easier lift than before.

She switched the weight to her left hand and repeated the feat. It was easier to lift after several repetitions, as she suspected. And there was a distinctive soft chill that went through her as she lifted the weight.

Almost out of compunction rather than curiosity, Mary Jane set the bar down and stood behind her father’s covered car. She walked carefully around to the front, placed her hands under the front bumper, and straightened her legs. As she was beginning to suspect, she had enough strength to lift the heavy car. But to her surprise she began to curl it like she had done to the barbell. The tingle she felt coursing through her was stronger this time. Somehow, it gave her the confidence to lift even higher. 3000 pounds, she thought to herself, and I’m lifting it like it was a toy! 3160 pounds actually, she corrected herself. She continued lifting the big car up and down while she wondered how all this information seemed to keep popping into her head.

After another twenty-five repetitions, Mary Jane set the car down in it’s original spot. “Okay, something definitely weird is happening tonight,” she said as she dusted off her hands and stared at her father’s car. Then she flexed her right arm and felt the muscle, “But whatever it is, it’s super cool. My arm is no bigger than Pete’s and I can lift a ton of weight like it was nothing. I’ll bet I’m even stronger than he is now.” Her arm felt like living steel under her fingertips. She was also becoming aware that every time she got stronger, her breasts seemed to be getting fuller as well. She adjusted her bra to make room for her swelling boobs. Again, the overwhelming compunction hit her. “And I bet I can get a lot stronger, too!” MJ grabbed several cans of the protein mix she had come for and walked back towards the big door.

She quietly lifted the heavy garage door, again surprised by how light it felt, and carefully lowered it back down. A quick check of the darkened house next door confirmed that neither Aunt May nor Peter were home. She silently wished that her best friend was with her to help her figure out this mystery, but somewhere inside she knew that she could solve this by herself. After mixing and drinking another two shakes, she pulled on a hooded sweatshirt and slipped out into the early evening.

Mary Jane had never been much of a runner, but suddenly she was covering block after block like a world class sprinter. Even her extra tit flesh seemed to be moving in perfect sync with her legs and arms. With her hood covering her tell-tale red hair, she sprinted through the streets toward some nearby warehouses. She wanted to see just how strong she was becoming and knew that this was just the place to check it out.

This was definitely not the best part of the city, she reminded herself, the kind of place where a young girl running by herself could get into trouble. But somehow she felt confident that she could handle anything that might come her way tonight.

Down a deserted alley she saw what she was looking for. A semi-truck trailer that had been left overnight behind a warehouse. There were several locks on the door which meant that it was still loaded. Good, she thought, this could be a real test of my new strength.

MJ carefully squatted under the trailer and bent her head down so that her shoulders were making contact with the undercarriage. Then bracing herself, she attempted to straighten her legs. The weight of the trailer proved to be too much and wouldn’t budge. She redoubled her efforts and suddenly began to feel the familiar tingle coursing through her body. Slowly the big trailer began to leave the ground. It rose upward as MJ strained to stand upright. Then she spread her arms out and began to push upwards.

Again, Mary Jane could feel her body reacting to the increased demand for strength and she lifted the weight off her shoulders. Finally she stood with her arms fully extended. This time she could actually feel the object getting lighter and lighter as she became stronger and stronger. She lowered the trailer and then pressed it back up several times as she felt the strength rising within her. Her brain was furiously processing data from her body’s reactions. She began to formulate a theory as to how her cells were responding to the increasing stresses. But she needed one more test. And she knew just where to find it.

MJ lowered the trailer back to the street as gently as she could and looked around carefully for any signs of life. She wasn’t ready to be put in the position of explaining how a 15 year old girl could press a loaded semi trailer over her head with her bare hands. At least not yet.

MJ started off jogging toward her goal once more. It was just a few blocks away and if her memory served her right, it would have exactly what she needed. In seconds, she was standing outside the Sunnyside Yard, the central railway hub in Queens for trains of all kinds. She checked out the security cameras and the ten foot high fence with barbed wire along the top. She walked along the perimeter of the yard until she came to a secluded spot away from the view of the cameras. She squatted a little then quickly and silently jumped straight up.

Legs that had no trouble lifting a loaded semi trailer likewise had little trouble propelling a 130 pound girl up and over the fence. She caught hold of the top of a pole and vaulted to the other side as easily as Spiderman would have. Once inside the darkened railyard, she stealthily made her way over to some engines that were sitting by themselves in a back area.

100 tons. MJ stood looking at an engine that she remembered from an article years ago. The information seemed to just pop into her head as soon as she looked at the machine. An ALP-46, built in Europe, used for passenger and freight service, weight:99.2 tons. Not exactly 100 tons, but damn close enough.

Cautiously she approached the slumbering giant making sure that there was no one around. She ran her hands over the front end of the massive vehicle looking for a purchase for her hands. Finally she placed her small hands as far under the front as she could reach and began to try to lift the engine. At first, like before, nothing happened. Then MJ felt the familiar tingle running through her body. She realized now that any time that she exerted herself physically, her cells were adapting, mutating she supposed, into some form of life that would be capable of the feat she was attempting, utilizing all of the protein she had consumed earlier for the process.

Mary Jane redoubled her efforts as the tingle subsided. As she contracted her powerful muscles, she heard a couple of pops coming from inside her sweatshirt. Damn, she thought, I just ruined my bra! Oh well, she would have to treat herself to all new clothes anyway after tonight. She went back to concentrating on her lift. Slowly, majestically, the front end of the massive engine creaked upward into the evening sky.

MJ could feel the sleeves of her sweatshirt pulling tightly against her arms. Not only are my muscles getting stronger, she thought, they must be growing quite a bit as well. She thought of her expanding, changing muscles and realized that not only her muscles were mutating, but her bones, ligaments, tendons, even her skin must be going through a similar metamorphosis. She could almost visualize the changes taking place in her body, as if she were reading about it in a science book. How strange, she thought as she continued to lift the massive metal machine, it’s like my mind has just turned on; I wonder if whatever is happening to my body is also affecting my intelligence?

Mary Jane returned her focus to the task in her hands only to realize that she was holding the front end of a 100 ton train above her head, as far as her arms could reach. She paused to take in the enormity of the feat she had just accomplished. Then with a quick glance around to see if anyone might have discovered her impromptu ‘weight training’ session, she stepped forward, pushing the train even higher as she approached the mid point of the engine.

She squatted slightly and took the full weight of the engine on her outstretched hands. The tingling in her body was so strong it was almost overwhelming. “Oh god,” she whispered out loud to no god in particular, just any that might be listening, “I can’t believe this is really happening.” With that she straightened her legs and brought the huge machine to rest, supported only by her powerful hands.

How far dare I push this growth, she wondered to herself. Then, as if to answer her own question, MJ lowered the ponderous weight and then pushed it back up until her arms were fully extended once more. She repeated the lift ten more times, each time a little easier than the last. The 100 ton machine was beginning to feel … light … in her hands, so she carefully moved one hand to the very center of the machine and tried it as a one hand press. The tingling in her body was now almost a roaring in her ears as every cell in her was being forcibly reshaped.

MJ pressed out five reps and then switched hands for another five. She could feel the material of the sweatshirt stretching, the seams straining to hold in her thickening arms. Maybe I should stop now, she reasoned, before I grow out of my clothes [of course we’re sure that some of you reading this story might enjoy just that sort of thing, but Mary Jane would really not like to have to explain to some cop why she’s walking around Queens in the middle of the night stark naked!]

She slowly lowered the rear of the engine back onto the track and then stepped backwards, ‘walking’ her hands down the underside of the engine. Finally she lowered the front of the engine down. Her concentration was momentarily lost when her biceps pushed out so far that the seams in her sleeves popped. She dropped the engine the last foot and it came down with a thunderous noise two feet away from the tracks. In a panic, MJ picked up the front again to replace it before anyone could find her out. The engine nearly flew out of her hands because her strength had grown so much in the last few minutes. She caught the train and carefully settled it back to its original position.

Mary Jane saw some lights turn on in the darkened part of the yard and heard voices as guards came to investigate. The last thing she wanted to do was to explain her presence to some security guys. With a few steps and a jump, MJ was over the fence and nonchalantly walking down the sidewalk. She heard the guards and watched as their flashlights searched the area, but she ignored them and kept on walking as if nothing out of the ordinary had happened.

After she had walked far enough to be out of sight of the guards, she stopped in the shadows to try to fully assess what had happened to her. She reached up and felt her bicep as she flexed it. To her surprise, it filled out the sleeve of her sweatshirt. Judging by the size of her hand, she reckoned that her arm must be nearly 20 inches around. Her head was spinning trying to make sense of what was going on. She came to the realization that not only had her muscles increased in size and density, but their very structure had … mutated … somehow, multiplying her strength by a factor of at least 4000. She stood in stunned silence as she realized that she was now in the same strength range as the Thing from the Fantastic Four or even the Avenger’s Thor.

And not only had her muscles been affected. She looked at her hands in the soft half light. She had just lifted a 100 ton metal object and her hands were untouched. Not even a scrape or a bruise could be seen on them. This process must have also changed the cellular structure of her bones, ligaments, tendons, skin, even her blood vessels. And her brain … it seemed to the young girl that ever since the changes began happening that her brain power was increasing right along with her muscle power.

Suddenly, MJ was brought back to reality by a loud “Meeooow!” She looked down and saw a cat rubbing against her leg. Without thinking, she reached down and scooped up the small animal and gently scratched it between the ears. “Hey there little kitty cat, what are you doing wandering around here …”

Mary Jane’s voice trailed off into the night as she was struck the seeming incongruity of being able to lift a massive train engine with one hand and at the same time, still be gentle enough to not accidentally crush the life out of such a fragile creature.

She set the cat back down and it disappeared into the inky shadows, it’s coat the perfect camouflage for the night. “You better get on back home little black cat before …” Again, MJ stopped mid-sentence as if the final missing piece of the puzzle had suddenly dropped into place. “Oh my god,” she whispered, “the Black Cat. The Kingpin. Spiderman!”

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