She keyed in a passcode on the door to She-Hulk's cell and spoke her vocal password to confirm. Only the Warden and key, fully indoctrinated Amazon guards could even enter the special reinforced Solitary part of the prison. More importantly, the guards could only open the doors at set times to deliver meals to the prisoners. Only the Warden herself could enter each cell in solitary with her vocal passwords. 

"Delicious and green." the Warden whispered, causing She-Hulk's door to slide open. "She-Hulk need fuck!" bellowed the massive green monster before her in a mindless mix of rage and arousal. "FUCK AND FUCK AND FUCK AND FU-" The adamantium door slid shut behind the Warden, causing the cameras in the cell to turn off as well. The Warden locked eyes with She-Hulk and smiled.

"Your Mistress is here, Jennifer." she said. 

The change in the green wall of muscle was instantaneous. She suddenly stopped fighting against her restraints and shuddered before falling to her knees. Her monstrous form lost a good portion of it's muscle but still remained a muscular, huge-breasted amazon closer to her old form. The adamantium chains around her neck, arms and legs were slack now and she could have ran at the Warden and attacked her. 

Instead, she fell on all fours and began to crawl towards her, eyes adoring, her watermelon sized tits and their fat nips dragging on the cold metal floor. 

"Mistress! Jennie is so happy to see Mistress!" cooed the crawling Amazon, kissing her feet and panting with lust. 

"Of course, you are, my dear, stupid slave." the Warden said with a grin before closing her eyes and reverting to her true form - that of a green Martian! "You can't feel anything else besides what I tell you to think." J'ann J'innz chuckled as she stroked the green Amazon's hair. So much power and it was all hers to control. This prison was her playground and She-Hulk had become her favorite prisoner. 

A decade ago, when the Justice League and Avengers had crossed over into the world of the Crime Syndicate, they naively assumed that the evil JLers they'd met were the only dopplegangers in the world. They also assumed that, given the fact that the Crime Syndicate was outnumbered by their many heroes, nobody from that universe would ever dare to cross over. J'ann J'innz took advantage of their foolishness in spades. She'd snuck back along with the overconfident heroes decades ago and, instead of flying around like their idiot superhero version of herself, used her shapeshifting and telepathic abilities to destroy the institutions that could have stopped her. 

A nudge here and suddenly a second-rate villain knew all of their archenemy's weaknesses. An impersonation and a bit of theft here and suddenly HYDRA had all of Checkmate and SHIELD's intel. A fun weekend spent immersing herself in a hero's brain, issuing telepathic commands and voila - sleeper agents were born, causing chaos and letting the villains win without ever knowing why. By the time everything began falling apart, nobody suspected that one telepathic Martian could be behind it all. 

Only her counterpart, certain SHIELD agents and the paranoid mutants in the X-Men suspected her existence. The galling mutant telepaths were her greatest threat, so she ensured that anti-mutant factions took power in the American government and that Sentinels were produced in mass numbers. While they had teamed up with the Martian Manhunter to find and reveal her existence, only J'onn J'onnz ever met her and she killed him with a weapon she'd mind controlled Reed Richards into creating before he could talk. He died on the front lawn of the X-Mansion just before 5,000 Sentinels showed up to destroy or capture them all. She hadn't seen it in person but she was satisfied that her secret remained safe. Only a handful of X-Men were left alive and most were in this very prison, stuck in solitary cells with mutant inhibitor collars. 

Just a handful of souls remained who might speak her name and out her as a threat. Maria Hill had been told of Xavier and the Manhunter's suspicions but had been captured before she could talk. To the Warden's annoyance, powerful psychic shields had been put in place to protect her from just having her memories erased. Luckily, she'd gotten America to create harsher means of punishment, leading to this, her master plan. 

She had constructed this prison just for that purpose - to break the minds of those she could not touch. Maria Hill had psychics to blame but Wonder Woman and a few others remained oddly immune to her powers as well. Luckily, the Ringmaster and Purple Man were not so well protected. It was child's play to get them to "reform" and help her create a place where simply breathing the air made both the prisoners and guards more suggestible and each conditioning session made them hornier and more pliant. Now, if all went well, every last threat to her secret regime would be broken and made into her pretty little playthings . . . just like her darling She-Hulk. 

J'ann J'innz smiled and looked down at her favorite pet. So green, so incredibly strong, so broken.

 

"You may eat your Mistress' pussy now, slut." she told what remained of Jennifer Walters, spreading her long, thin legs before digging both her hands into She-Hulk's curly green hair and her mind into her broken psyche to egg her on. The powerfully built beauty buried her face in the Warden's pussy and began to eat her out with a desperate, fanatical zeal, making her gasp. So good. Fuck, she knew exactly what to do. Always so good with Jennie, her sweet fucktoy. 

"Yessss, you worthless slave! Eat my pussy!" 

Soon, nothing and nobody could stop her! 

*** 

"Fuck my virgin slit. So good." whimpered Batgirl, crying hot tears of shame at her newfound, irresistible carnal desires. 

She was so humiliated but it felt so fucking good! Her virgin body had only ever been used to fight but now sex took over her mind. Even though she hated the women and knew it was wrong, she craved their hands on her body and something to fill her hungry pussy. Oh, and to touch her huge boobs, her lovely breasts. Suddenly, they were the only part of her body that mattered - funbags of pure pleasure, stronger pleasure than she'd ever felt in her life. Was this what a crack addict felt like? It was all so confusing! 

She glanced over at Karen Starr but the former Power Girl just stared down at her glassy-eyed, her pussy dripping wet as she played with her own set of even huger jugs. Wouldn't anybody help her?

"A virgin? Shit, Bonnie, we should do something extra-special for this." Carmen chuckled lustily. "Go get that double-edged strap-on Io made - I've got an idea." 

Cassandra shuddered with a mixture of delight and terror.

Unknown to anyone, secret set of eyes watched the tawdry affair, posing as a guard. Rogue forced herself to smile. 

Just before the Martian Manhunter had died, Rogue had touched him and he'd managed to transfer all of his powers permanently to the Southern belle with one last message burned into her brain - "Find her and stop her." The Sentinels came after that and killed or captured nearly everyone. Luckily, her DNA no longer read as mutant anymore and so she'd slipped away, vowing vengeance on the evil, female Martian, wherever she was hiding. Now, years later, she'd finally tracked her down. 

Rogue hid her disgust well as she maintained the form of one of the Amazons on the upper level, watching Power Girl and Batgirl get fucked by the Body Doubles. She wanted to step in but it was too soon - she hadn't even seen the whole prison yet, much less found and freed her former teammates Betsy Braddock or Emma Frost. She'd already used up a great deal of luck pretending to be Carol Danvers and psychically making everyone in the showers "forget" she was even there when the chaotic fight broke off. She'd erased everyone's memories of Ms. Marvel being processed before sneaking off to kill and replace one of the Amazon guards but somebody would notice the clerical error eventually. Not to mention the body in the supply closet. Both of these things were a ticking time bomb and Rogue knew she had to act fast. 

"I have to go - Warden needs me." she told one of the other guards, pushing her mind as she did so. The other wardens just nodded, looking down at the erotic scene below them with delight. Rogue wandered off to explore more of the facility, fighting the urge to fly. 

Should she try to find and free the psychics or should she make sure that Maria Hill could escape first? Or should she try and reverse the mind control of a few of the guards and other prisoners she could find? 

"One thing's for sure - I'm coming for ya, bitch." she thought grimly, hoping she wasn't too late to stop the Warden from taking down the only women left who could fight her.