Jubilee and Shadowcat both collapsed to their knees as they were overwhelmed by the pleasure that struck them, their hearts beating like they would explode out of their chests as the change started to take root after they inhaled the green mist fading from the streets. Writhing on the ground they both cried out as spikes jutted out of their backs and arms, their feet changing into talons as they grew larger by the second.

The X-Men had arrived to deal with the sudden outbreak of abominations swarming the city, believing they could make a difference in the absence of the Avengers. The sight was even more terrifying then they realized as they found a horde of hundreds destroying the city and devouring everything in sight.

Wolverine could only look on as his two charges tripled in size, bursting out of their clothing as they grew less human and more monstrous. Jubilee looked at her hand through the bliss of her growth, her delicate fingers sprouting sharp talons while the muscles in her arm throbbed larger, becoming green and scaly with each booming heart beat. Standing up and howling with release and rage, both abominated women looked round as if they didn't know where they were, tearing off the tatters of their clothing and feeling up their powerful bodies and larger curves.

"Kitty..." Called out Logan warily  his claws down as he approached. "Jubs, its me Logan, are ya still in there girls?"

Suddenly aware of his presence and leaning down to look at the small man Kitty sniffed the air and licked her lips with a wicked smile. "Little Logan smells nice... Looks nice too." Looking over to Jubilee, Logan found the same hungry look in her eyes as she looked him over. "Wolverine, guess who's not a little kid anymore." Husked the dark haired abomination as she rubbed the swells of her chest and hips.

Suddenly tackled down by the two monster women, Wolverine had his arms pinned down by their uncanny strength, the combined  weight of their gigantic breasts forcing the wind out of his chest as Jubilee licked her rough tongue up his neck and over his face. "Bet not all of him is tiny Kitty, maybe the part that counts is big enough."

Wolverine tried desperately to free himself from the grasp of his former team mates as they reached down his pants. Both girls had become oversexed 10 foot tall monster woman hell bent on having the one prize they secretly wanted when they were human, by the time they pried his pants off they looked closer and huffed at their find. "Aaaw he's STILL tiny, whats wrong Logan? These aren't big enough for you?" Pouted Kitty as she mashed her large scaly breasts into his face, smothering the air out of him while they both tried to pump him to hardness.

He gasped with relief when a pair of metal hands grabbed both abominations by the shoulders and pulled them off. "KITTY! JUBILEE! Control yourselves!" Yelled Colossus as he finally forced them off of the suffocating berserker. "Fight it girls this isn't you."

"AAAAAGH! Wha-what's happening?!" Cried out Cyclops as the others started to fall to their knees. Storm, Rogue, Beast and Emma Frost soon joined him as they began to change and grow, snarling as their new impulses invaded their minds.

Standing back to back, Colossus and Wolverine found themselves surrounded by a new horde of X-Abominations all the while the number of monsters continued to increase in the city thanks to the green mist filling the streets.

***

"Ugh... What hit me?..." Moaned Tony as the display on his helmet turned on with his eyes opening, his on-board computer loading up and taking data from his damage and injuries. ~On-board scans have found two cracked rips and sever bruising to the upper and lower abdominal areas, brought on by sever impact force equal to the strength of 8 locomotives.~

Sardonically Tony gave a 'thank you' before sitting up and regretting it, his armor was crumpled and useless as none of the motors worked, leaving him in a half ton heavy suit of metal. ~ also all motor control is off-line due to sever damage to power lines and servo mechanisms.~

"Thank you Jarvis..."

"It would seem that Moonstone had given you the beating of your lifetime friend Stark."

Turning his head with some difficulty Tony found Thor sitting by his side on the table he was left on, all around him medics were hard at work dealing with the injured from the fighting down in the city. "The Avengers had come to your aid friend Stark as you asked, they sent me to bring you here for your safety... And mine."

~Motor repairs initiated, power to existing servos being engaged.~ Managing to sit up with difficulty Tony looked down at the scars on his armor, whistling to himself he made a mental note to update the hulk-buster gear when he'd survive this. "So I take it the Thundebolts are drugged up and behind bars?"

"The Thunderbotls are dead Tony." Answered Maria Hill as she walked up to the two Avengers. "After my team shot them all dead they began to spray off some kind of mist that started changing the civilians and half of my team, now its a pandemic down there."

"YOUR team? You were down there?!" Worried Stark as he ordered Jarvis to scan her, Thor already was on his feet and holding Mjolnir ready.

"I flew out of there before it even got me, I couldn't have inhaled that crap down there."

"That would be a safe bet there Agent Hill, except your eyes are green." Taken back with some confusion, Maria went over to a serving plate with medical tools and saw her reflection, confused how her brown eyes now looked emerald green.

"My friends had the same symptom before it happened, green eyes, were not safe up here with you."

Dropping the plate Maria looked at the two Avengers with worry across her face. "How long do I have? What's going to happen?"