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Turnabout Is Fair Play – Chapters 09-12

Written by ace191 :: [Monday, 09 July 2012 04:57] Last updated by :: [Wednesday, 21 May 2014 14:27]

Turnabout Is Fair Play

by Ace191


Lois awoke the next morning still feeling the warmth of her incredible after glow. She gently rolled over to her left and let Mxy slide off without waking him. She went into her bathroom and in less than a minute emerged showered and dressed in her Superwoman costume with her hair and makeup done to perfection. If you could put super speed in a can, every woman in the world would want to buy it she thought to herself.

She paused by her bed as she gazed at Mxy. Who ever said that great things come in small packages really knew what they were taking about. Walking into her kitchen area, she noted that her automatic coffee maker had done its usual good work. Unsure if Mxy preferred tea over coffee, she filled a cup with water and heated it with her heat vision. In a few seconds, it was boiling as she slipped a tea bag into it.

Lois was not a culinary master, but she was good at making omelets.

She started to rattle around in the kitchen as she got out her large cast iron frying pan and began cutting up the meat and cheese for this morning delight.

Responding to the noise, Mxy raised his head up. “What are you doing” he asked.

Lois picked up the teacup in her left hand and the coffee pot in her right.

“Why, making you breakfast in bed of course. What will it be? Coffee, tea or me?”

“There is no need for you to work like a common galley slave” said Mxy.

“I can make breakfast for us.”

“But I want to do it for you.” answered Lois.

She opened her refrigerator door and took out a carton of eggs. She was somewhat dismayed when she noted that there was only one egg left.

“Darn, I am all out of eggs! I wish I had a full carton so that I could finish making us breakfast.” No sooner had she said it than the carton was full. “Thanks Mxy.” she said.

In seconds she had cracked 8 eggs and had begun cooking them with her heat vision. She was just getting ready to add the meat and cheese when Mxy spoke.

“This is ridiculous. I am going to set a breakfast table fit for a queen.” He gestured at Lois’ kitchen table but nothing happened. Not just sure what was going on, he tried again but to no avail. “My powers, they are gone!”

“How can that be?” said Lois. “You just provided me with the eggs for our omelet.”

“I did no such thing” screamed Mxy. He tried to gather his thoughts to figure out what had happened. Then suddenly it dawned on him.

“Lois, what did you wish for last night?”

“Well, I was afraid that traveling around with you that I might get home sick. I wanted to be able to come back to earth anytime that I wanted. I also wanted to be your equal, not your floozy so I wished to have magical powers and abilities like yours.”

“You idiot! You black haired bimbo, you third dimensional dimwit! Don’t you realize that magic is a type of energy and as such, it can neither be created or destroyed? The only way for you to have powers like mine would be to take them from me!”

Lois was stunned. What had she done?

“You planned this all along didn’t you? You are nothing but a cheap whore, a super slut.”

“No Mxy, it was not like that at all.”

“When I come back in 90 days I am going to make your life a living hell! You are going to spend the rest of your days as an ugly fat disgusting woman whose stench is so bad, even the hoses at the stable who’s shit you will shovel will find your odor intolerable. So you like new experiences and sensations Lois? That’s good because I have plenty lined up for you starting with Herpes, Leprosy and Rheumatoid Arthritis.”

Lois was in a panic. How had this gone so wrong? Think Lois think! At super speed she reviewed everything that she knew about Mxy. She knew that if he returned to the 5th Dimension everything would revert to how it had been before he came and in 90 days she would be a dead woman. I have to stop him from returning but how?

“Supes was right all along about you. You are nothing but a power craving super bitch. Enjoy what little time you have left. See you in 90 Klt …”

The second she heard him start to speak the word she gestured at him and wished with all her will power that he would be unable to speak. He stopped in mid syllable. What he did next was a surprise to her. He jumped off the bed head first. She blinked as her mind ran at super speed trying to figure out what he was doing. He seemed to be diving for his clothes. Was there something there that could help him return to the 5th dimension? Best not to let him get there and find out.

She gestured again and now Mxy was frozen in midair. She pointed a finger at him, raised him up and moved him to a corner of the room.

“Now you may breathe and your heart may beat, but other than that you may not move a muscle. You also may not do anything to take my new powers from me or to return to your home dimension” Lois dictated.

Mxy was furious. What the hell had he let happen here? How could he have gotten himself into this position? He didn’t know how at the moment, but when he got his powers back, Lois would be the most miserable person in the universe for all eternity.

Lois didn’t really feel any different. She wondered if she looked any different. She wished for a 3 pane mirror to appear and then checked herself out in it. Same old Superwoman Lois thought to herself as she admired her reflection.

Feeling a little more relaxed, Lois decided to experiment with her new powers. As she was standing in front of a mirror, the idea came to her to see if she could change her outfits just by willing it. She thought for a moment and then remembered all the comic books she had read as a kid. Perfect she thought as she snapped her fingers and her outfit changed.

An instant later she was looking at a grey body suit with yellow boots and cape, black cowl and a yellow bat on a black background on her chest. Very sexy she thought, but not powerful enough.

She snapped her fingers again and now was standing in 3 inch white high heeled boots with white gloves, a green mask and a glowing green ring on her right index finger. Her female version Green Lantern costume hugged every delicious curve of her still super body. She pointed her hand at a trash can and green energy shot out of her ring changing it into a flower pot. Interesting, but a little too butch she though.

She snapped her fingers again and was thrilled with what she saw this time. Three inch high heeled skin tight hot pink boots. A form fitting hot pink leotard with a regal appearing large white collar. A broad in front, narrow in back white belt with a purple atom symbol. Her costume was accented by elbow length purple gloves with a hot pink domino mask. And finally, the ensemble was crowned with a hot pink tiara adorned with a huge purple Sapphire. Yes! This outfit said it all. Hot, sexy, powerful, regal and dangerous. A real potential keeper uniquely suited for her new powers and abilities.

But still her mind wandered. There was one more costume that Lois wanted to try. It was the most recognized of all female comic book super heroines. Every man wanted her, every woman wished they could be her. She had to try it. A snap of her fingers later she was taking in the view.

No Hollywood actress or cartoonist’s rendition could do justice to “the suit” the way her super body did. Red and white high heeled boots. Her buns of steel were covered with white stars on a blue background. And her chest. Words alone could not describe how incredible she looked in the red and gold. Gold bracelets, a gold tiara and a golden lasso at her R hip finished this masterpiece.

Mxy had been taking in the view. It was a good thing that he could not move a muscle as he knew after this show which one would be moving right about now.

Lois reached down to her hip and grasp her Golden Lasso. A devious grin came over her face. She knew just exactly what she wanted to do with it.



As he finished dressing, Clark thought to himself “this has to be a better day.” While putting on his watch, He thought back to the story Perry had made him write last night. One would think that Superwoman had performed a humanitarian service by sending that photographer to his death the way the story read in the Planet. He thought about the last line of his story. “Let’s hope that Superwoman’s actions will allow celebrities everywhere to enjoy a little privacy which they are all entitled too.” Oh well, as Perry pointed out, it wouldn’t be smart to piss off a woman with that kind of power and have them both end up like the photographer.

He walked down the stairs and noted the comfort of his new air sole shoes. He now finally understood why people had made such a big fuss when they first came out. Stepping outside his apartment complex, he looked to his left and saw an empty cab coming his way. He flagged it down and the cab came to a stop right in front of him. Yes, this was going to be a better day.

He opened the rear door and got in but before the door was closed, a large man got in behind him with another getting in the front seat. He started to protest, but before he had gotten a word out, he felt two cold steel prongs against his right side. An instant later, he felt horrible pain as his body began to spasm uncontrollably.

“He is coming around. Hit him again”

An instant later Clark again felt the terrible pain and spasm and slipped into unconsciousness.


A quit flip of Lois’ wrist sent the lasso tightly around Mxy. “Now that you are bound by my magic lasso you must answer truthfully and completely any question that I put to you without doing anything to try to return to the 5th dimension or regain your powers. Why were you diving towards your clothes?”

“My hat has its own magic and my suit is a magic amplifier. It is what makes me the most powerful wizard in the universe.”

“Is it part of your magic that makes you have to return to the 5th dimension if you say your name backwards, or is that just something that you made up to give Superman a chance?”

“It is something that I made up that also serves as an emergency escape in case something like this happens.”

“So if I used MY new powers, I could take that ability from you?”

Mxy struggled as hard as he could not to answer, but it was no use against the power of the lasso. “Ye Ye Yes, damn you!”

Lois smiled and with her free hand, she gestured at Mxy and snapped her fingers. Mxy felt the last of his magic leave his body.

“And how does your suit work?”

“You just put in on, but you must not do it! No female could ever handle that much power! You don’t have the knowledge or the experience to handle my full powers. A stupid bimbo like you would end up destroying the entire universe!”

“My my, you have an incredibly sexist viewpoint. I am really going to have to do something about that.” Lois gestured at Mxy and again snapped her fingers.

Mxy’s face suddenly took on a blank stare which gave way to dazed fog. “What, what just happened? What did you do to me?”

“Oh not much” replied Lois. “I just transferred all you knowledge and experience in using your powers from you to me.”


“Oh yes Mxy, yes yes YES! And now, let’s see how your suit fits me!”

Lois released the lasso after commanding Mxy not to move or try to escape. She tossed his attire into the air and snapped her fingers. Suddenly, she felt the most intense pleasure she had ever know. It was as if every cell in her body was having its own orgasm. The pleasure was too intense and her knees buckled as she collapsed to the floor. She was lost in her ecstasy and on the verge of passing out. Summoning every last amount of her will power, she wished to be able to tolerate wearing the suit. Almost instantly, she felt the super strength return to her legs. She felt absolutely wonderful with power beyond her wildest dreams.

Lois stood up and looked at herself in the mirror. She now was wearing knee high purple high heel boots with opera length purple gloves. Her little purple hat was tipped to one side of her head and was held in place “as if by magic” she giggled to herself. She admired her form fitting “Mxydress” helmed well above the knee.

She turned and grinned at Mxy who now for the first time looked scared and afraid. Lois picked up the lasso and said “now can you think of any other way to get your powers back?”

Mxy answered “The only way would be if several wizards came over from the 5th dimension and somehow managed to defeat you.”

“Is there any way I could prevent that?”

“Yes, by sealing the dimensional barrier from this side.”

“You mean like this.” as Lois gestured in the air with her hand.


Clark awoke only to find himself bound to a large wooden chair.

“Well Mr. Kent, it was so gracious of you to accept my invitation.”

“Luthor! Have you lost your mind? You don’t really think that you can get away with kidnapping a reporter in broad daylight, do you?”

“Oh I plan to do a lot more than just kidnap you Mr. Kent. While this modern device is handy, when it comes to torture, I guess I am just old school. Do you know what those two devices over there are?”

Clark looked over at the Iron Maiden and Rack. They both looked out of place in what otherwise seemed to be a modern lab. He said nothing.

“What’s the matter Mr. Kent? You never seem to be at a loss for words when you are criticizing me or my company in your newspaper. There are a few things that I would like to know and I am sure that sooner or later your will tell me. And to be sporting about it, I am going to let you choose which device I use on you.”

“What is it you want to know?” Clark asked.

“Who Superwoman really is.” answered Luthor.

The way Lois had been acting towards him lately he didn’t really care if he kept her secret or not. He sure as hell wasn’t going to be tortured for that information. “I think we can be civilized about this without resorting to extreme measures.” Clark said.

“Then who is she?”

Clark tried to open his mouth to tell Lex what he wanted to know but he was unable too. Great Scott, thought Clark. Mxy must have put a spell on him to prevent him from disclosing to anyone Superwoman’s true identity.

Clark broke out in a cold sweat as he thought about being tortured to death by Luthor to reveal a secret that he could not. As much as he hated the thought of having to call Lois to rescue him once again, it seemed infinitely better to be humiliated than to be face horrible torture and certain death. With great reluctance, he activated the ultrasonic signal on his watch.


“Now Mxy, we are going to need to work on your sexist attitude, and I know just the girl we need to help us.” Lois released Mxy from her lasso and by pointing a finger at him, she moved him in front of the mirror. Lois snapped her fingers and said, “Mxy, I would like you to meet Mindy.”

Mxy opened his eyes and knew instantly that something was very wrong.

He usually wasn’t so tall and the person in the mirror looked nothing like him. The person in the mirror had long blonde hair, a beautiful face, long legs encased in white high heeled boots, a short white leather miniskirt and a shimmery form fitting long sleeved pink blouse. She looked down at her new chest which appeared the same as it did in the mirror, absolutely stunning.

“Now you are going to learn firsthand what’s it like to be a sex object and be thought of as a stupid bimbo.”

Mindy was at a loss for words. She knew that with the power that Lois now possessed she could do anything she wanted to her. She tried to think of how she could get out of this, but nothing came to her mind. She looked at Lois who seemed to be staring at the wall.

Lois heard Clark’s signal watch and quickly located him with her Super Vision. “Well Mindy, it looks like Mr. Kent has gotten himself into another jam. We will have to continue our little talk later. Time for you to do your Sleeping Beauty impersonation.”

Lois pointed her finger at Mindy and moved her to the bed. She snapped her fingers and instantly, Mindy fell asleep. Now what to do about Clark? Lois pondered this for a second and then snapped her fingers. She reappeared in her Superwoman outfit hovering just outside the LexCorp building.

“Should I go in through a window and then down the halls and stairwells or take a more direct and destructive approach to the basement lab?” Lois asked herself out loud. Seeing how the shortest distance between two points is a straight line, Lois snapped her fingers once more and headed for the wall.



Clark heard a tremendous explosion behind him, but he could not look back to see what it was. He saw instead Luthor looking past him with a grin starting to appear on his face.

“Superwoman! How nice of you to join us. I am sure that Mr. Kent is greatly relieved that you have arrived.” said Luthor.

“This whole setup seems a little low tech for you.” Superwoman replied as she started walking slowly towards Lex.

“Things are not always what they seem, my dear.” as Lex pushed a button on a transmitter in his pocket.

Instantly, Lois was bathed in gruesome green beams emanating from projectors in each corner of the room. She collapsed to the floor and briefly appeared to lose consciousness. Lex casually turned his back to her and walked over to a workbench and picked up a large weapon of some sort. He turned and walked back in front of Lois before speaking.

“If there is one thing I like about you Super Hero Types, it is your arrogance. You blindly follow your Girl Scout to the rescue routine without ever thinking about the consequences of walking into what is obviously a trap. This may come as a surprise to you, but you are not as popular with people as you may think, especially some folks in the government like the Military. And while they can’t pay me outright for killing you, I am sure that they will pay quite handsomely for the new LuthorCorp Super Battlefield Laser that was strong enough to cut YOU in two!”

Luthor raised the laser to his shoulder and took aim at Superwoman’s chest. “Now that is what I call a target-rich environment.” he said as he fired the beam at Lois’ right breast, making it glow white hot. She winced in agony as tears ran down from her eyes. Somehow using all of her remaining strength, she managed to roll over and protect her breasts from the scorching heat. Unfortunately, her miniskirt flipped up, exposing her left buttock, a turn of events that was not lost on Luthor as he took aim again and fired on this target of opportunity.

Lois began to moan “Oh, oh, oh … could you move that beam up just a little higher Lex?”

Luthor was confused by this turn of events. He knew that Superwoman’s powers were fueled by the Sun. Was she somehow converting the Laser’s energy into power that was allowing her to overcome the deadly Kryptonite radiation? He quickly shut off the Laser, but he was not prepared for what happened next.

Still bathed in the deadly green beams Superwoman stood up and said “What’s that matter, Lex? Did your little toy run out of power? Do you need my help to change the batteries?”

Always one to have a back-up plan, Luthor dropped the Laser and stumbled backwards towards his workbench. He quickly opened the lead box and tossed the glowing gold rock at The Maiden of Might.

Lois caught the Gold Kyptonite in her hand and crushed it to dust while Luthor’s jaw gaped open nearly hitting the floor. It was only then that he noticed the subtle change in the Woman of Steel’s Uniform.

“But how this can be?” Luthor cried out, “The Green Kyptonite beams should have killed you and my laser should have cut right through you.”

“Your little toys might have been effective against an ordinary Superwoman, but as you can see, they have no effect on an Ultrawoman like me whose powers and abilities are as far beyond a Superwoman’s as hers are above someone like you.”

Luthor now understood the full meaning of the Red “U” that now adorned her chest in place of the old “S”.

“You know, I don’t think these beams flatter my complexion.” and with that statement, four quick bursts of heat vision from Ultrawoman’s eyes sent four glowing hunks of molten metal to the floor. “There, that is much better, don’t you think?”

Clark could not believe what he had just seen and heard. Even having possessed Super Powers himself it was hard to visualize their limits, but comprehension of Ultra Power was beyond even his understanding. Next to Mxy, Lois now must be the most powerful being in the Universe! That thought, combined with her incredible looks, was more than he could take. At this moment, his pants were more confining than the ropes that bound his wrists. One didn’t need super powers to know what was on his mind. He had never felt more uncomfortable or in need of release in his life as he looked at Lois’ incredible body as she strolled towards Lex.

“And now I think it’s time that someone taught you a lesson that you will never forget.” she said. “And there is no way that any of your high priced lawyers are going to get you out of the punishment that you deserve.”

“Now Ultrawoman, as an officer of the court, you know that I have my rights.”

“How silly of me to forget. Let me give them to you now. You have the right to be spanked. You have the right to be spanked hard. You have the right to scream out in pain. You have the right to get down on your knees and beg for mercy. You have the right to kiss my boots. Now Mr. Luthor, do you understand your rights as I have given them to you?”

“Please Ultrawoman, this is not the right way.” said Clark.

“You would prefer that I leave now and let Mr. Luthor use his little toys on YOU?”

Clark remained silent.

“That’s what I thought.” she said and with that she sat down on a chair, pulled Luthor’s pants down and put him across her knees.

“Now Lex, you have been a very bad boy today. You have done five bad things that you need to be punished for. You kidnapped poor Mr. Kent. You threatened to torture him. You tried to kill me with Green K. You tried to cut me up with your Laser and lastly, you tried to use Gold K to strip me of my powers. I think that 10 swats for each offense should be just about right. Now Lex, would you like these to be a 1, a 2 or a 3?” as she hit him first on the right cheek, the left cheek and then both.

“A 1 please.” he said.

“Are you sure you don’t want a 2 or a 3?” as she again swatted him even harder on his left and then both cheeks.

“Yes I am sure.” he screamed.

Lois began putting an ultra hand to Lex’s sensitive posterior. After 5 swats to his Right Buttock, he was in tears and cried out “Please stop. I will do anything you ask.”

“Oh you say that now Lex, but after thirty to forty more of these, you will really mean it.” as she came down hard again on his tender flesh.

Clark was strangely aroused as he watched Lois give Lex what he really deserved. He started to feel sorry for him until he looked over at the equipment that Luthor had planned to use on him. Better him than me, Clark thought to himself.

After 35 ultra-spanks Luthor was screaming in agony begging Ultrawoman to stop. Even without his powers Clark knew that Lex was a broken man and would do whatever Lois wished.

“After five more I will give you a chance to convince me that you are ready to turn over a new leaf”, Ultrawoman said.

Lex didn’t know how he could stand 5 more each harder and more painful than the last, but somehow he knew he had to take it and then he would get his chance to convince Ultrawoman that he would do whatever she wanted.

The last blow felt as if it had broken his pelvis. Lois pushed him off her lap where he crashed down to the floor.

“Now Luthor, if you think you can deceive my Ultrapowers, you are sadly mistaken. If I get the inclination that you are anything other than 100% sincere, or if there is the slightest hesitation on your part to any request that I make of you, we can always start this up all over again from the beginning.” Lois stated. “Do you understand?”

“Yes Ultrawoman, I will do whatever you ask of me.” Lex answered.

“Then get up on your knees and kiss my boots passionately. And don’t let me catch your eyes trying to look up my skirt!”

Despite his pain, Luthor somehow got up on his hands and knees and crawled over to Ultrawoman. He immediately began kissing her boots and was so thankful that his ordeal was over. God, she was an incredible female. Why was he so obsessed with defeating and humiliating her? He ran his tongue over her boots and could not help but notice how soft and smooth the fabric was. He closed his eyes and then imagined running his lips over different parts of her. Even through his pain, just that thought began to arouse him.

Clark was becoming aroused as well, no doubt thinking the same things as Luthor.

Lois looked down at Lex and knew that he was hers and would do whatever she commanded. “Very good Lex.” she said as she picked him up with one hand by his shirt collar and carried him over to the control panel. She held him tight against it face first while she used her other hand to rip into and bend the metal of the panel around Lex to hold him tight being careful to leave open only his head and his now extremely tender posterior.

“Now you will wait right here for me until I return, won’t you, Lex?”

“Of course, Ultrawoman.”

Lois turned and walked back to Clark. “Time to get you home safe and sound, Mr. Kent.” With a flick of her fingers she snapped Clark’s bonds and released him. “I am going to wrap you in my cape to protect you on the trip home.” Before Clark could say anything, Lois had already lifted him up and wrapped him tightly in her red cape, like a baby in his mother’s blanket. This wasn’t really necessary, Lois just wanted to do it to emphasize to Clark how weak and vulnerable he now was.

With Clark cradled in her arms, she flew quickly towards the heavy double steel doors. Clark saw the steel barriers approaching rapidly and knew that his head would strike them first. Instinctively, he turned his head and closed his eyes.

Lois had been watching Clark and waiting for him to do this. As soon as he did, she sent blasts of heat vision and super breath towards the doors as they exploded outwards just inches before Clark’s head would have been struck.

But Lois was not through with him. She rapidly accelerated upwards, approaching 6G’s, trying to go as fast as she could without having Clark pass out. She continued accelerating for a few more seconds until she then began a rapid deceleration, stopping just outside Clark’s apartment window.

“Here we are Mr. Kent.” Lois said.

Clark wanted to answer, but his head was spinning and he was desperately fighting waves of nausea, trying hard not to toss his cookies.

Lois fired a blast of heat vision at his window, melting a large hole through which she flew Clark. She casually turned her head backwards and with a gentle puff of supercold breath, she put the fires out on the carpeting that the molten glass had started. She un-wrapped Clark and gently set him down on his couch and then arched her back, thrusting out her chest as she put her cape back on.

Gathering up his composure as his head cleared, Clark said “Thank you, Lois. I can’t imagine what would have happened to me if you hadn’t shown up when you did.”

“My pleasure, Clark.”

“But tell me one thing, Lois. Why did Mxy make you an Ultrawoman?”

“Actually, I owe it all to you, Clark. I was telling him about your fears that with my inexperience with my powers that I might not be able to protect the Earth well from outside threats. He turned me into an Ultrawoman and then told me that there was no threat in the Universe that I could not overcome with just the strength in one of my little fingers. Even Brainiac and his Super Scientific Weapons would be no match for me. That’s what he told me but do you know what I really think?”

“No what, Lois?”

“I think that Mxy had such a great time with me under the covers so to speak that he just wanted to be sure that nothing bad happened to me until he returned from the 5th dimension.”

“Oh Lois, if only there had been a way that I could have given you Super Powers then you and I could have been Superlovers instead of you and Mxy.” Clark said.

“Oh Clark, that is so sweet of you to say that.” Clark stood up as Lois slowly walked over to him. She put her hands on his shoulder as her pelvis gently touched his. They locked lips as Clark took in her incredible beauty and sexy aroma. He felt her firm breasts first one and then the other gently touch his chest. She was kissing him more and more passionately and already aroused from earlier events he could not control himself and came in his pants but still Lois continued her passionate kiss until he could stand the pleasure no more and passed out.

Lois broke off her kiss and radiated a coy smile as she gently laid Clark back down on the couch. Mission accomplished, she thought to herself. She glanced down at her skirt and sent three quick beams of heat vision at it follow by a light puff of super breath and it was good as new. She smoothed her skirt and sat down next to Clark and began gently stroking his forehead. “Clark, Clark, are you all right?” she asked.

Clark slowly came to as he heard Lois calling and felt her light touch. He felt the moisture in his pants and slowly tried to slide his hands over to try to conceal his embarrassment.

“Lois, I have never told you this, but I have always loved you since the first day we met. And now, more than ever I want to be with you.”

“Oh Clark, if only it could be, but I am afraid that now that I am an Ultrawoman, only a man who has at least Superpowers can satisfy me”.

Clark’s heart sank as he knew what she said was probably true.

“I need to get back to Lex.” Lois said as she slowly stood up.

Clark looked up at her and though if she could do this to him with just one kiss, what would Supersex be like? What a fool he had been! If only he had made her Super when he had the chance! Somehow, he had to reverse what Mxy had done and he swore to himself if he ever did, he would not make the same mistake again!

Lois slowly lifted off the floor, raising her arms over her head making her incredible breasts rise even higher on her magnificent chest. She straightened out her legs and pointed her toes inside her red super boots and headed for the window. She paused there briefly, turned and blew Clark a Superkiss. She then quickly accelerated and in less that a blink of an eye she was out the window and gone.



Lois flew up into the sky very pleased with herself. How sweet it was to continue to get the best of Clark. She pondered briefly what else she could do to make his life miserable. While hovering over Metropolis she took a second to check on Lex. Two employees were giving him water as he was instructing them not to try to free him and to leave before Ultrawoman returned. Good boy Lex, she thought to herself. He will be fine there for a while as she turned in the air and headed back to her old apartment.

She swiftly flew in an open window and stood by Mindy’s bed as she slept peacefully. She bent over and gently kissed her on the lips. Mindy immediately awoke and opened her eyes, realizing what had just happened.

“Good afternoon, Sleeping Beauty.” Lois said. “Did you have a nice nap?”

“Why did you kiss me?” Mindy asked.

“How else does one awaken a sleeping princess.” Lois replied as she gestured toward Mindy.

Mindy got up and looked at herself in the mirror. She was now attired in a full length pink princess gown complete with hoop skirt and tall cone like hat.

“You look absolutely adorable.” Lois giggled, “but I don’t think that this is the proper attire to pick up a man at a night club.”

“Don’t worry Lois; there is no way that I will ever be doing that.”

“I wouldn’t be so sure about that.” as Lois gestured again at Mindy.

A strange feeling began to intensify deep inside Mindy.

“What did you just do to me?” Mindy demanded to know.

“I made you horny, and that feeling will continue to grow until you have sex with a man. In fact, you will need to have sex with a man at least every 24 hours or that feeling will become so intense that you will be unable to stand it. But don’t worry. As tonight will be your first time, I will help you go out and pick up a guy, but we can’t have you bringing him back here. A beautiful princess like you should live in a castle.”

Lois snapped her fingers and they were both transported to a beautiful high rise luxury apartment. “I think that you will find the closets fully stocked with beautiful clothes, shoes and boots and the dressers well filled with underwear, bras, nylons and jewelry. Your vanity has all the latest makeup and hair styling essentials and I will give you the knowledge that you need to use them. Down in the garage, you will find a pretty silver Mercedes 560 SL convertible and a sporty Red Porsche 911 Turbo. I have laid out an outfit on your bed that I think will work well tonight. Be ready at eight o’clock sharp as I will stop by for you then.”

Mindy was furious with Lois but she knew better than to show any anger until she had her powers back. Oh how she would make Lois pay! She watched as Lois slowly rose into the air and then zipped out the window rapidly becoming a red and blue blur. That strange feeling inside her loins continued to grow.


Clark looked at the time. One-thirty and he had not even made it into the office yet. He took a quick shower, changed and caught another cab to the Planet. As he hurried in, he glanced at his watch. Two-thirty! He prayed that Perry was not there today or somehow would not be aware that he was just getting into the office. Before he got to his desk he heard the words he had been dreading. “Kent, my office, now!”

“Any idea what time it is?” Perry asked sarcastically. Before he could answer, Perry started in again. “I don’t suppose that you actually were out finding a story to report like one of my GOOD reporters!” he said.

“Actually, I have a very interesting story, but I am not sure what angle to take with it.” Clark proceeded to tell Perry about how he was kidnapped, and how Superwoman came to his rescue. He also told him about her enhanced powers and that she was now going to call herself Ultrawoman.

“It’s about time you came up with something that sells newspapers. That is after all what we do around here. Leave out the fact that you got yourself kidnapped and play up the angle of her new enhanced powers.”

“Yes sir.” Clark replied. “I will get on it right away.”


It was a very brief flight for Lois as she now stood in front of Lex. “I see that you have been a very good boy.” she remarked.

“Yes Ultrawoman, I have been.” he replied.

“Then let’s get you off that hard wall and up to your quarters.”

Using her incredible strength, without any perceivable effort Ultrawoman bent the steel away from Lex freeing him. She gently cradled him in her arms and slowly began to fly him up a stairwell to his penthouse.

Even being weak and sore, feeling her firm breasts against his chest and abdomen was getting him aroused. Just what did she have in store of him?

Lois laid him on the couch and then walked into the bathroom. She turned on both the hot and cold water while pouring in bubble bath. A gentle gaze from her ultra eyes brought the water to a perfect temperature in just a few seconds. She walked back out to Lex and removed his clothes. Now naked, She again picked him up and gently carried him to the tub and slowly lowered him in. Lois picked up a sponge and like a mother bathing her baby she slowly began washing Lex, starting at his head and face and working her way down.

“You see Lex, if you obey me and do as I ask, I can be very pleasant and caring. But if you chose not to do as I wish, well, I think you know what will happen.”

“What is it that you would like me to do?” he asked.

“I want Lexcorp to stop making destructive weapons and acting as a ruthless corporation. Instead, I would like you and your company to focus on products and services that will help mankind. You can do that for me, can’t you Lex?” she asked just as the sponge was nearing his groin.

“Of course Ultrawoman. It would be my pleasure to do anything that will please you, and I mean anything.”

“That’s nice to hear. Who knows, maybe this will be the beginning of a beautiful friendship.” and with that, Ultrawoman dropped her sponge and kissed Lex lightly on the lips. She then rose up and walked out of the bathroom. Lex watched that perfect posterior sway left and right as her skirt moved back and forth in perfect rhythm with her gait.

His mind began to race as his member got hard trying to imagine just what kind of friendship Ultrawoman might be interested in.


Work, the curse of the drinking girl Lois thought to herself as she leisurely made her way back to the Planet. She flew over the docks and then zigzagged in and out of the skyscrapers before darting back inside the Planet to put in an appearance. She quickly changed and headed for Clark’s office.

“The Chief says you have finally landed a big story. I guess you don’t need Superman’s help after all.”

Clark looked up from his keyboard. A part of him was very angry at her and yet, a part of him knew exactly what she was saying. “Point well taken Lois. It was a lot easier to get stories when I had my powers, but as you may recall, I helped you get many big stories on several occasions, more than you know actually.”

“I haven’t forgotten that, or the many times that you saved my life.”

Suddenly, Lois twisted her head and began to stare off into space.

“Grab Jimmy and his camera and meet me at Metropolis Park in five minutes. There is a Spacecraft entering Earth orbit and it looks like Brainiac. No time to waste!” and with that statement, Lois disappeared in a blink of an eye. A few seconds later, a tremendous sonic boom shook the windows of the Planet.


Brainiac saw on his monitors a blue and red figure rapidly approaching, but his monitors told him that it was too small to be Superman and on visual, it looked like an outfit that a female might wear. His force shields automatically switched on to full power. Whomever this woman was obviously didn’t know him very well or she wouldn’t be so foolish as to try to break through his impervious defenses. A second later, he felt a terrible crash which knocked him off his feet. He saw the metal of his ship’s hull peel back and now standing over him was a brunette female in a feminine version of Superman’s uniform except that she had a large red “U” shield on her chest in place of the usual “S” one. The female looked like Superman’s Girlfriend Lois Lane, but how could she or any woman break through his force shield and enter his ship?

He tried to push the button on his waist that would activate his personal force shield, but his hand was frozen in a vice like grip as another hand tore his shield projector off his belt.

“I believe I will take this.” Ultrawoman said.

“But how can this be?” Brainiac asked. “My force shields are strong enough to stop any Super Being, and if they are strong enough to stop Superman, they should be more than enough to stop a smaller, weaker female like you.”

“They might be strong enough to stop a Superman, but as you can see, they are no match for an Ultrawoman like myself.”

Brainiac tried to push the doomsday button on his control panel that would unleash all of his super weapons on Earth and hopefully distract this female long enough for him to get away, but now he was held up in the air by his throat with arms and legs flailing against this woman’s immeasurable strength. Further attempts at resistance at this point were futile he concluded.

“Now that was not a very nice move that you just tried to make. I need to see to it that you will not be trying to make another.”

With her free hand, Lois reached into his chest and crushed his primary power supply, then focusing her eyes on his neck, like a well train surgeon she carefully cut through it separating his head from the rest of his body.

“I know you can hear and speak using your backup power supply in your head, but alas, I don’t think that you will be able to move. I just want you to know that your appearance here and your defeat is going to make a fine story for Mr. Kent and the Daily Planet.”

Ultrawoman put Brainiac’s head in a locked storage case and quickly flew outside. Using her heat vision and super strength, she quickly repaired the hull and flew underneath the ship. She began slowing the great ship down until she was supporting its full weight and it was motionless right over Metropolis. She then began a slow vertical decent back into the atmosphere.


Clark and Jimmy were looking up scanning the skies when Jimmy saw the little reflection of light first. “There it is”, Jimmy said to Clark.

“Get your tripod and camera set up and start taking pictures Jim.” Clark shouted.

Jimmy put on his telephoto lens and began shooting. He could now see Ultrawoman under the large saucer gently guiding it in for a safe landing. As she approached, Jimmy could see her arms raised up over her head and the large “U” shield on her impressive chest. He could see her long legs just slightly bent capped with her famous red boots. He continued to shoot picture after picture as the image enlarged in his viewfinder. He could now see clearly her red cape pinned back against the ship and oh my god he thought to himself, her skirt has been blown completely up! Jimmy became mesmerized looking at her pelvis as he focused in on this most private part. He tried to imagine just what lay underneath that shear blue leotard. These pictures he would keep for himself. Pictures! He was supposed to be taking pictures of Ultrawoman bringing down the ship. He came to his senses just in time to snap shoots of Ultrawoman as she touched down and lightly set the spacecraft down on its landing gear.

She gracefully then walked over to where Jimmy and Clark were standing. “This should make a nice story for you and Jim.” she said to Clark.

“Wow, that was amazing Ultrawoman!” Jimmy blurted out. “You defeated the worst villain in the Universe without ever breaking a sweat.”

Clark looked at Lois and could not help but be jealous of her incredible powers. He hated having to stand idly by while she flew off to handle all the super emergencies and rescues.

Time and time again he had managed to fight Brainiac to a stalemate using all his powers and superwits and now Lois with her Ultrapowers defeated him with no more time or effort than the average person uses to take the trash out to the curb.

“Say Jim, if you are free tomorrow night, I would like to stop by your place and discuss your series on the warehouse robberies.” Ultrawoman said.

“Let me check my calendar.” Jimmy replied. “I think I can push up my interview with the president to three o’clock and I guess I will have to call Jessica Simpson and ask for a rain check on that special dance move that she was going to show me.”

“Nine o’clock ok for you.” Ultrawoman asked.

“Nine is just fine”, Jimmy responded.

“Great, see your then.” and with that, Ultrawoman slowly rose into the air.

“Ultrawoman wait!” Clark shouted. “Are you sure that Brainiac’s ship will be safe here?”

“Good point Mr. Kent”, she replied. Two narrow red beams shot out of her eyes penetrating the ship. “There, that should do it. I just shorted out the force field switch turning it on. That should keep people out of trouble.” And in just a few seconds, she flew majestically upwards and then disappeared in a blur.


Later that afternoon Lois stopped by Clark’s office just as he was finishing his big story.

“Thanks for the scoop Lois. As you may know, Perry has been on my back of late.”

“My pleasure , Clark.”

“But tell me one thing Lois. You didn’t look or sound like you had business on your mind when you asked to stop by Jim’s. I though you said that only a man with Super Powers could satisfy you without you injuring him?”

“Clark, at times you are just too much.” and with that, she turned and walked to the door. She paused in the doorway and looked back over her shoulder and said, “Don’t you know that there are plenty of other ways a woman can please a man without using her vagina?”

As Clark pondered her remark she walked out of his office. Slowly, an image came to his mind. Oh no, she wouldn’t do that, not to Jimmy, would she?


Lois had some time to kill before she needed to pick up Mindy at Eight. She quickly scanned the city for things to do. As usual, there was no shortage of ways to pass the time. A bank robbery was in progress with automatic weapons in use. Lois knew that what she should do was fly in at Super Speed and disarm the perpetrators, but it was so much more fun to make a dramatic entrance, order them to put down their weapons and then let them unload on her. She was standing hands on her hips as the last of the bullets bounced off her chest and cape. Three quick blasts of her heat vision sent 3 globs of molten metal to the floor. She just loved demonstrating her incredible superiority over these idiot dirtballs.

Next it was a gang fight. Two tough punks broke their hands after hitting her over the head with a baseball bat and a crow bar. Of course, she could not resist the temptation to pick up the crow bar, take in a large breath expanding her chest and then lift the bar up over her head. Both her breasts rose majestically. Without effort, she first bent and then crushed the bar into a small ball. Now she had some tough decisions to make. Pick up these clowns and throw them into the dumpster, or use her Super Breath and blow them into the fence? Variety is the spice of life she though so she did a little of both.

Lois continued her fun until it was almost eight. Time to join Mindy, so she quickly flew back to Mindy’s new place. She flew down to the balcony and then entered through the sliding glass door. She was surprised to see Mindy sitting on the couch, all dressed up and ready to go.

Mindy looked gorgeous, albeit a little edgy. Her makeup was done to perfection. Her long blond hair was done up in a “Big Hair” style that looked even better than the models on shampoo commercials. She was wearing a sheer gold silk blouse that buttoned in the back so as not to disrupt a single line of the form fitting garment that hugged every curve of her generous, perfect breasts. The blouse was neatly tucked into a short black ultra suede miniskirt with a small gold chain belt with matching black leather and gold purse. Her legs were adorned in rich suntan panty hose and 4 inch, knee high black Prada leather boots with gold buckles.

“You look terrific.” Lois exclaimed. “Just give me a second to get ready.” Lois snapped her fingers and instantly she transformed out of her Ultrawoman uniform and into a stunning black sequin mini dress. It was long sleeved and hemmed well above her knees showcasing her beautiful legs. She was wearing 4” black sequin pumps with matching purse. “I am ready.” she said.

“It’s not fair!” Mindy protested. “It took me two hours to get ready for this outing, and it only took you less than a second!”

“Magic powers do have their advantages.” Lois chuckled. “Let’s head downstairs.”

The girls took the elevator down to the parking garage. The door opened and Lois guided Mindy to the twin German beauties. “Since you have your hair done up so nice, let’s take the Porsche.” Lois said to Mindy as she tossed her the keys.

“But I don’t even know how to drive.” Mindy protested.

“You do now.” Lois stated as she gestured at Mindy. “In fact, you have all the knowledge, experience and skill of the world’s top sixty drivers.”

The Porsche roared to life as the rear tires raised a cloud of smoke as she first backed out, and then screamed forward out of the parking space heading for the exit. Mindy never took her foot off the gas as she raced past the STOP sign and bolted over the tire damage strip. The Turbo’s tires cried out in anguish as she turned out of the lot at over sixty miles an hour, yet somehow managed to stay on her side of the street. “Let’s see what this baby can do.” Mindy said to no one in particular as she rapidly up shifted through two more gears. The tach was reading 5000 RPM and the speed just under 100 mph.

“You know Mindy, the yellow light means slow and the red means stop.” Lois stated.

“I will take that under advisement.” she answered as she continued to weave in and out of traffic while racing through intersections against the lights narrowly missing other cars. It was not long before the familiar sounds of sirens began to fill the air as cars with red flashing lights began to appear everywhere.

“I think those nice young men in the cars with the flashing lights would like to have a word with you.” Lois remarked.

“No time to lose now Lois. I have a need that I need to feed! And besides, I left my license in my other purse!”

Mindy now began driving even more aggressively as she started turning corners and flying up alleys. Police car after police car began crashing behind them. Lois watched as one collided with a fire hydrant, taking the hydrant off and raising a huge geyser of water in the air. “I thought that only happened in the movies.” Lois said to Mindy.

As they were rapidly approaching the turn for Club Frederico. Lois pointed it out. Mindy rounded the corner with blazing speed and then got on the brakes hard stopping just short of the club. It was on the other side of the street and a car right in front was pulling out with another car waiting to park in its place. Mindy lit the Porches’ tires up and accelerated to the spot as quickly as she could. The driver who was waiting for that spot saw her coming and buried his foot on the brake, closed his eyes and waited for the inevitable crash.

At the last second, Mindy jammed on the parking brake locking the rear wheels as she turned the Porsche’s steering wheel hard to the left. The little turbo entered a left spin and slide perfectly into the space stopping an inch from the curb.

“I could not have done better myself.” Lois complimented Mindy.

The passenger of the waiting car was furious with this little stunt. She said to the driver, “That was our spot! Do something!”

The driver got out of his car and opened his mouth to speak just as Lois got out. His jaw dropped as he looked at this beautiful female. And then Mindy got out. One glance at that stunning vision of loveliness froze him in his tracks.

“Well don’t just stand there, say something Horace!”

“Uh, well that was our spot.”

Mindy turned and looked back at this pathetic loser and replied “If you snooze, you lose.” as she joined up with Lois as they headed for the entrance.

There was a huge line of people waiting to get into the club which Lois paid no attention too. She led Mindy up to the VIP entrance and never broke her stride. Jack, the 6’ 6” 245 lb former NFL linebacker and head bouncer did not recognize the pair. He wondered if they were “on the list.”

No matter, thought Jack. Women this hot were always on the list. “Good evening Ladies.” he said as he personally opened the door for them and stepped out of their way. “Welcome to Frederico’s.”

Once inside, Mindy asked “This place is so noisy and so packed, how are we ever going to meet anyone?”

“Well the first thing we need to do is get a good table. How about that one over there? It is right next to the dance floor with a good view of the club and the band.”

“Yes Lois, it is perfect, except for the two girls already sitting there.”

“Leave them to me.” Lois stated.

She carefully eyed the pair. Both had blonde streaked hair, oversized boob jobs and wore cheap low cut dresses accented by their vinyl pumps most likely purchased from K-Mart. Their look just screamed out cheap slut. Lois noted that while chatting away about nothing, they were both chowing down on chips with guacamole dip which gave her an idea. She gestured towards them. Suddenly, they stopped eating and simultaneously looked at each other and then the dip. They both felt a terrible uneasiness staring in their lower abdomens as they quickly picked up their purses and made a beeline for the Ladies Room. “Looks like our table is ready.” Lois said as she sat down.

Mindy sat down and said “What makes you think they will not be right back?”

“Well for one thing, the line is pretty long, and I think that they are going to be in there for a long, long time.” Lois replied. With a wave of her hand, the table was cleared and the girl’s beers gone replaced by two glasses of white wine. “I would be careful of the dip if I were you Mindy. When you come to a club like this, never drink beer. It makes you look cheap. And don’t drink hard liquor as it makes you look like an alcoholic. The best thing to do is to order and drink expensive wine. This makes you look sexy and very high class.”

Mindy could not believe that she was listening to Lois, much less interested in what she had to say, but that terrible urge inside her was intensifying by the minute now and she knew that this was information that she needed to learn.

Lois scanned the club until she found what she was looking for. What a coincidence she chuckled to herself. Mark the waiter was here tonight with a good looking friend. She waited until he saw her, and then she gave him a brief, sexy friendly smile and then looked away.

It took less than a minute before Mark and his friend were standing by their table. Mark spoke first. “Hey, it is really crowded here tonight. Do you mind if my friend and I join you two lovely ladies? My name is Mark and this is my friend Craig.”

“What’s in it for us, Lois queried.

“Well, I suppose if you let us share your table with you, we would not be adverse to picking up the tab.” he replied.

“In that case, my name is ah … Lana, and this is my friend Mindy. Why don’t you sit down and join us.”

Mindy looked at Craig in an uneasy way as he sat down next to her. On the one hand, she could not imagine herself having sex as a woman with a guy, even a cute one like the one sitting next to her. Did she just think of this guy as cute? What was wrong with her, what was she thinking? This ever growing craving inside her was making her crazy. Damn you Lois, she thought to herself. She could see that Lois and Mark were hitting it right off as they both got up together. “Where are you two going?” she asked Lois with a hint of desperation in her voice.

“All the way to the dance floor, silly.” Lois replied.

Mindy was in a panic. What should she say to this guy? What should she do?

“So do you come here often?” Craig asked.

“No, but uh Lana does. This is actually my first time.” Stupid, stupid, stupid she thought. Now he is going to think that I am some inexperienced Loser!

“Yea, it is my first time too. My buddy Mark is Mr. Social. He works as a waiter in a very nice restaurant and goes to places like this all the time. I don’t get out much the way he does.”

Regaining her composure, Mindy remembered what Lois had taught her. Guys love to talk about themselves, so start asking questions. “So what do you do?”

“I work as a mechanical engineer and I spend a lot of my time in the field out of the office. But what I would like to do right now is take you for a spin on the dance floor.”

Craig stood up and extended his hand to Mindy which she reluctantly took. He led a trepid Mindy to the floor, looking like she was going to die. “I am not much of a dancer.” she said to Craig.

“Neither am I.” he said.

At the last second, she caught Lois’ eye. Lois winked at her, and all of a sudden, she knew just exactly what to do on the dance floor as a wave of confidence came over her.

The music stopped as Lois looked into Mark’s eyes and gave him a full kiss on the lips. “Would you like to come check out my apartment?” Mark asked.

“I would love to.” Lois replied. Lois went back to the table to get her purse. Just then, Mindy and Craig were returning as well. “Mark and I are going to go out for some air. Don’t worry about me as Mark says that he can drive me home.”

Mark took Craig aside and slipped him some money as Craig gave him his car keys. Mindy looked a little scared as Lois and Mark walked out. She was now on her own, a frail weak woman with no powers alone in a club with a guy she had just met. It was both scary, and exciting at the same time, but the urge inside was becoming almost overwhelming.


The ride to Mark’s place went quickly. He was a really witty, clever guy, not to mention cute. Lois was looking forward to spending a little “quality time” alone with Mark at his place.

As Mark closed the door behind them he studied “Lana” carefully. There was just something about her that seemed more than special. She was beautiful, but unlike most women with her endowments, she was warm, friendly and very sexy.

Lois turned to face Mark. She put her arms around his neck and kissed him passionately on the lips. He was thrilled, and soon he was kissing her neck and ear. Unable to contain himself, he picked her up in his arms, carried her into his bedroom and laid her on his bed as they both shed their clothes in record time.

A few minutes later, Mark held Lois tightly against his chest as he was busy giving her a thank you back and butt rub for the most incredible sex he had ever had. There was just something so familiar and so special about this fabulous woman, but he could not put his finger on it.

Lois sat up and looked at Mark. “That was really great.” she said, “As much as I would like to stay and continue this, I really need to go.”

“Can we please talk about this?” Mark pleaded.

“Sure but let me go to the bathroom first.” She replied.

Mark watched as she emerged from his bathroom. As she came into the light, he found himself in a state of shock. Standing before him was a female dressed in high heel red boots, a red mini skirt, a red cape and the unmistakable blue leotard with a large red U shield on her incredible chest. Now he knew what was so familiar about her. He had just had sex with every man’s dream, ULTRAWOMAN!

“Remember that night at the restaurant I promised you a special treat? I hope this suffices.”

“No one in the world will believe that I had sex with you. I can hardly believe it myself.”

“I am very sorry Mark, but you can never tell anyone about us. I can’t be hurt, but if anyone were to find out that you were special to me, your life would be in constant danger from my enemies. And if you did tell someone about us, they probably would not believe you anyway. To be sure that you stayed safe, I could never again risk being with you like we were tonight.”

“But do you have to go so soon?”

Lois glanced back towards the club. Mindy and Greg were still there and things seemed to be going ok. “I guess the world can get by a little longer with out my help tonight. Give me a moment, Mark.”

Lois walked back into the bathroom and when she emerged this time, she was without her leotard. A gold necklace with a “U” and a “W” clip was holding on her cape. She walked up to the foot of Mark’s bed and then rose up in the air floating a few feet above him with her fists on her hips in her power pose. Her incredible breasts were defying gravity like no other woman’s ever could. Mark was already hard and almost could not contain himself. Lois slowly slid down on him as Mark then felt a vise like grip on his erect member. “Are you a gentleman, Mark?” she asked.

“Of course.” he replied.

“Then what is the gentleman’s code?” Lois asked.

“Ladies first.” he replied.

“That’s right Mark. So please, don’t disappoint me.” as she slightly tightened her incredible grip on him.

She bent down and began kissing him. After what seemed like an eternity, Lois was finally ready as she released her mighty grip, and soon Mark was experiencing powerful rhythmic contractions like he had never felt. A short time later came the greatest release of his life and a pleasure that never in his wildest dreams he could believe possible.

Lois relaxed and snuggled up against Mark’s chest basking in her radiant afterglow. There were a lot worse things in the world than to be a beautiful and powerful Ultrawoman, she thought to herself. As much as she would like to spend the rest of the night with Mark, there were things that she needed to do.

“That was wonderful Mark, but now I really do need to go.”

In a blur of speed she instantly transformed into her complete uniform. She kissed Mark briefly and headed for the door. Before he could get a word out, she was gone.


“I thought you said you couldn’t dance. Those were some of the sexiest moves I have ever seen.” said Craig.

“Oh those were just a couple of moves that Lana showed me.” Mindy replied.

The music was slowing down again. Mindy could not believe how much she was enjoying dancing with Craig. She put her arms on his shoulders as she rested her head up against his chest. She loved the feeling of his arms around her waist pulling her tightly against him, but she wanted more, much more. She wanted to feel him inside her and right now. She didn’t think she could stand not having him for another second. “Craig, you know my apartment is not far from here and it has a lovely view of the city. Would you like to go back there with me and see it?” she asked trying not to sound as desperate as she felt.

“I would love too.” Craig responded.

Thank god, thought Mindy. “My car is just outside.” She walked back to their table and got her purse. She pulled out a crisp one hundred dollar bill and gave it to a passing waiter. “Can you see to it that our bill gets paid?” she said as she slipped the C note into his pocket.

“It would be my pleasure, my lady.”

She rejoined Craig and took his arm just as Lois has shown her earlier in the evening.

“But what about the bill?” Craig asked.

“All taken care of.” she said as they walked arm and arm out to her car.


As Lois rose up in the air over Metropolis, she located Mindy and Craig with her Super Vision just as they were getting in Mindy’s car. “It looks like I have time left for a couple of little errands.” Lois thought to herself. A few seconds later she was standing in the park next to Brainiac’s ship. Two quick bursts of Super Vision later, the force shield was down and the door was open. Lois went inside quickly and retrieved the locked container. A few seconds after she went back outside, the door closed and the force shield snapped back on as programmed. An instant later she was heading northward with Brainiac’s head in tow.


“Wow, do you really live here Mindy.” Craig asked as they turned into her building.

“Yes, up on the fifty third floor.” she replied.

Craig thought to himself that he had really hit the jackpot tonight. Mindy was beautiful, rich and the most unbelievable of all, interested in him! Craig old boy, this could be the greatest night of your life.


Lois entered the Fortress and quickly set up several pieces of equipment along with three monitors. She then opened the case and took Brainiac’s head out. “I know that your power must be running low.” she said as she hooked up a small power supply to him. “There, that should keep you going for a long time. A great intellect like yours needs constant stimulation so I apologize for keeping you in that box for so long. I am sure that you will appreciate what I have set up for you. Two of these monitors are set up to show you every soap opera in the English speaking world, and if you get tired of that, the third one has all the Spanish ones. No need to thank me, but please tell me if David and Sue finally get back together or if that scheming bitch Laurie once again manages to keep them apart.”

“How can you do this to me! I am Brainiac, the greatest criminal mind in the universe.”

“And soon you will be Brainiac, the world’s greatest authority on soap operas. Try not to blow a fuse while I am gone.” Lois chuckled as she headed back to metropolis.


Mindy opened the door and led Craig to the window. “The view from here is really beautiful.” she said.

“And so is the girl that I am looking at right now.” he said as he bent slightly down to kiss Mindy’s lips.

Now Mindy was feeling things she had never felt before. Her nipples were becoming erect and she could feel herself getting wet. If Craig didn’t take her right now she was going to die! Mustering all her self-control she led him to her bed room and slowly began unbuttoning his shirt. Thank god, he in turn unbuttoned her blouse as she pulled it over her head and then unsnapped her bra. Craig started to remove his pants as Mindy laid down on her bed. She thought Lois was crazy earlier when she suggested that Mindy cut out the crotch of her panty hose, but now she understood. She laid on her side with her head propped up by her fist and her boots crossed just as Lois had shown her.

Craig took one look at her waiting for him and knew at that moment that he was the luckiest man on the face of the earth. Her angelic face was framed by her incredible hair. Her breasts looked so sexy as he tried to take in all her curves from her small waist, to her leather mini-skirted hips to the tan panty hose covered legs to her incredible sexy black boots. He wanted her right now! He quickly lay down next to her and began kissing her lips as she gently guided his hand down between her legs where he realized that she was as ready for him as he was for her. He gently rolled her over on her back and raised up her skirt and entered her pleasure palace.

Mindy felt him enter her and knew at long last this terrible itch was going to be scratched. Just then, she looked up to see Lois floating in the air with her head propped up as if she were laying on a bed.

“Oh no!” Mindy exclaimed.

“What is wrong?” Craig asked.

Regaining her composure Mindy replied, “Nothing is wrong my love. It just feels soooo good. Please don’t stop.”

“Don’t worry Mindy, only you can see and hear me.” Lois remarked.

It was bad enough that he had lost his powers; bad enough that he had been changed into a woman and forced to have sex with a man, but now would she have to suffer the humiliation of having Lois watch it all? She just couldn’t allow it, but she also couldn’t stand it if she did not get rid of this terrible urge. Choosing the lesser of two evils, Mindy closed her eyes and focused on the pleasure that Craig was now providing her. Within just a few minutes, that terrible craving had left her.

“Oh Craig, that was wonderful.” said Mindy as she basked in her incredible after glow. Maybe this being a woman thing wouldn’t be so bad after all she thought to herself as she wrapped her legs around Craig and brought him closer to her.

“I can see my work here is done.” said Lois as she snapped her fingers and disappeared. “I wonder what Mark is up too.” she pondered as she turned and headed back towards his place.

The sun hit Mark’s apartment around five thirty as Lois noted the orange glow on the wall. Time to get up and get going as she put her uniform on and left quietly.


So many men, so little time. But she would be seeing Jim later today.

Time to head into the Planet and see how Clark was holding up.


At precisely Nine o’clock that evening Jimmy heard a knock on his door. Almost in disbelief, he got up and answered it.

“May I come in?” Ultrawoman asked.

“Of course Ultrawoman.” Jimmy answered.

“No need to be so formal Jim. You may call me Lois.”

“You mean that you and she are one and the same.” he asked with his mouth gaping open.

“Yes Jim.”

“Why don’t you step over here and have a seat on my couch. Would you like a drink or a bite to eat or perhaps something else?”

Jimmy watch as Lois swayed over to his couch, smoothed her tiny red mini skirt and sat down with her red high heeled boots crossed.

“I would like a look at those pictures that you shot of me yesterday.” she asked.

“Of course.” Jimmy walked over to his desk and took out the copies of the pictures that he gave Perry to use for Clark’s story. “Here are the pictures that I gave Mr. White yesterday.”

Lois glanced through them and then said, “These are very good, but I was wondering if you had any more?”

Jim did not know what to say, but he figured with her Ultrapowers, Lois would know in a second if he tried to lie to her. Better put the best spin on this. “Well I do have a couple of special ones that I kept for my private collection. Would you like to see them?”

“Yes I would.”

Jim went over and unlocked his bottom desk drawer and walked back to the couch, handing the file to Lois as he sat down.

“Oh my!” Lois exclaimed. “I didn’t realize that my skirt could even go up that high. Tell me Jim, which of these is your favorite.”

Jimmy selected the close up shot of Ultrawoman’s pelvis.

“And just why do you like this one so much?” she asked.

“Because I enjoy thinking about what must be just on the other side of that sheer blue fabric.” he replied.

“Jim, the reason that I came over tonight was not to discuss your series on the warehouse robberies but something else. You see, every woman even an Ultra one needs a special guy that she can share her inner most thoughts with and snuggle up close too on cold rainy nights.”

“But why would you be interested in me?” Jimmy asked in amazement. “You are Ultrawoman and you could have any guy on the planet from a studly sports star like Derick Jetter to a rich handsome move star like Brad Pitt.”

“I have no interest in big strong men. Strong men tend to be brutes and bullies which I hate. I have more strength in my little finger than all the men on this planet combined so their “strength” does not impress me at all. And if I was interested in money, I could use my powers to get all I want. I am much more attracted to men who are kind and caring with big hearts; men who are trustworthy and loyal who would never betray me. And of course, it doesn’t hurt if they have cute buns like yours.”

Jim could not believe what he was hearing. The sexiest, most powerful and desirable female on Earth was making a play for him. It was just too good to be true! Jimmy could feel a strong firm erection growing inside his pants. He looked deep into Lois’ eyes and could not believe the loving gaze that he saw on her face. She was slowly moving towards his lips as she closed her eyes as Jim did his. He felt her moist soft lips touch his as her tongue began caressing his. Instinctively, he put one hand behind her head and gently stroked her silky smooth hair as he quickly brought his other hand up and cupped Ultrawoman’s large perfect left breast. After what seemed like an eternity of pleasure, Lois broke off the kiss and slowly moved her hand down his chest to his abdomen and then stopped with it resting on top of Jimmy’s hard member.

“I don’t need to use my x-ray vision to know what is on your mind.” she teased. “Let’s not waste this opportunity.” as she slowly rose up off the couch taking his hand in hers as she gracefully led Jimmy to his bedroom.

At the foot of his bed, she stopped and put both her arms on Jimmy’s shoulders as he put his arms around her waist. She said to him “I think this is going to be the start of a truly wonderful evening.” as she gently flew up a few inches until their eyes were even as she began kissing him passionately.


Lois awoke with her head on Jim’s left chest and her left hand over his right shoulder. She slowly and quietly flew up over the bed and into the bathroom where she quickly changed back into her Ultrawoman Uniform. She quietly walked to the bed and stopped to gaze at Jim.

What a fantastic evening! She just couldn’t leave him without saying goodnight. She gently floated over him and kissed him deeply on the lips. Jimmy’s eyes opened slowly to this pleasurable stimulus.

“What time is it”, he asked

“Long past the time that you should be asleep and I should be out on patrol. I just couldn’t leave without saying goodnight and to thank you for an incredible evening. It just so happens that I am free this weekend if you would like to get together.”

“This must be a trick question I take it.” Jim replied.

“I thought it might be nice if we could spend a little time together at the beach, say skin diving in Cancun, or Tahiti if you prefer.”

“I would love to spend time with you anywhere you choose.”

“Feathered Serpent County it is.” said Lois. “There are so many things that I would love to share with you there.”

Lois kissed him briefly and then headed for the window. She paused for an instant and looked lovingly at him and then vanished into the night.


Clark didn’t really need to ask Jimmy how things went last night. The spring in his step and the confident, almost cocky look on his face said it all.

“Get a lot done last night with Ultrawoman?” Clark asked mockingly.

“You might say that, Clark.”

What in the world was Lois doing flirting with Jimmy, Clark pondered? He was Superman, the mightiest man in the universe. Even without his powers he was confident that he could kick Jimmy’s ass from here to next Tuesday.

Jim was barely of legal age, why less that a year ago he would have been jailbait for Lois. Clearly Lois was not really interested in him. She must just be doing this to make him jealous. Well that was one plan that was not going to work!

A little later that morning Clark walked into Lois’ office. Before he could speak Perry came in and said “are you two expecting this office to fall down in an earthquake or burn up in a fire?”

‘Neither Chief”, Clark answered.


“Uh chief, one little thing before we go.” Lois said. “Ultrawoman mentioned to me that she would like to meet with you, Clark and Jimmy this Monday at 9 am in your office.”

“Did she say what it is going to be about?” Perry inquired.

“No she didn’t, but I would assume that it is related to Jim’s series on the warehouse robberies”.”

“Yea, I think that Ultrawoman has been giving him a little extra special help with that, if you know what I mean.” Clark piped in.

“If it wasn’t for her, just how many stories would YOU have had in the last week mister.” Lois shot back.


The weekend dragged by slowly for Clark. Normally he used his weekends to patrol the far corners of the Earth. He didn’t even own a TV. With nothing else to do, he wandered from bar to bar. He had never drank before and thought that beer tasted terrible. How could anyone actually enjoy this stuff? He was glad when Monday morning rolled around and he could go back into work.

Lois was already there of course when he got there, but he knew that she would be leaving soon as nine o’clock was rapidly approaching. He walked into Perry’s office and Ultrawoman flew in right behind him.

“Where is that Olsen kid?” Perry demanded to know. “It is nine o’ one.”

“I am sure that Jim will be along shortly.” Ultrawoman said

Just then Clark looked towards the door and saw Jim come in. What he saw made him both sick and angry at the same time.

“Great Caesar’s ghost, have you lost your mind Olsen?” Perry screamed.

“No Perry, I haven’t. I am dressed this way for a reason.”

“You see Mr. White,” Ultrawoman began explaining, “For a long time there has been a serum at the fortress which could give an ordinary earth person mighty powers like mine. It would not work on someone like you or Clark as you both have Type O blood, but it does work for Jim because he has Type A blood. Now that Jim is Super, I have a special friend who can help me with my work and other aspects of my life.”

Clark looked at Jimmy. The anger in him was really beginning to swell. He was wearing an exact copy of his Superman outfit. This was not right! He was Superman, not this punk red haired kid. He should be the one having Super Sex with Lois, not Jim!

“I just can’t believe that our little Jimmy is now a Superman.” said Perry.

“It’s true Mr. White. I really do have Super Powers. And because I am from Earth, Kryptonite has no effect on me.” Jimmy added.

“Let me assure you that in every way, shape and form, Jim is now a complete and total Superman.” Ultrawoman said as she took Jim’s arm in hers and looked up at him with the biggest bedroom eyes that Clark had ever seen.

“Well don’t just stand there Kent. Get a camera and start taking some pictures.” Perry ordered.

Clark was disgusted. He began taking pictures of them as ordered by Perry. By the way they were gawking at each other, you would think these two were high school kids having prom pictures done rather than superheroes posing for the front page of a city wide newspaper.

“That should be enough Kent.” Perry barked

“Yes thank you Mr. White. I am sorry but Ultrawoman and I have some Uh, urgent super business that we need to take care of right away.” and with that, Superman and Ultrawoman flew out the window together arm in arm in a northerly direction.

Clark had a pretty damn good idea just what “Super Business” Jim was planning to take care of with Lois. Some best friend. Well Damn him and Damn her. HE WAS SUPERMAN, with or without his powers! Lois had really crossed the line this time and he was not going to work, eat or sleep until he came up with a plan to get his powers back and put thinks right. He would rather die than live in a world were Jimmy was a Superman with Lois as his Ultra Lover!

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