Sinister transforms another X-Woman

by THISguy
Storyline Intergalactic Garage Sale
Characters Shadowcat Mr Sinister Rachel Grey
Category Bimboization M/F Transformation Mind Control
Previous Chapter Loki casts a spell on Sif

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Kitty Pryde was about to step out of her office when there was a knock at the door. She opened the door to find Sam Guthrie, AKA Cannonball, standing outside of her office.

"Kitty, are you feeling OK. You look REALLY different."

"Sam, I feel OK, but I know how you could make me feel a lot better."

Kitty grabbed Guthrie and pulled him into her office. She shut the door and locked it behind him.

"Kitty, there's something wrong with you, we need to get to Hank or Rachel to try to figure it out."

"Shut up Sam. You've got a gorgeous woman throwing herself at you. And all you can think of is how to get her to stop. What you should be doing is ripping my clothes off and fucking me like the little slut I am. That's what women are for afterall, right? For the pleasure of big, strong men like you."

Sam turned to unlock the door when he felt something strange. He felt compelled to have his way with Kitty. Sinister had been watching the whole situation unfold, and had decided to have Kitty produce powerful pheromones so that the men around her would not hesitate to have sex with her.

Sam turned back to Kitty and smiled, "You're right. You're just a dumb slut who's here for my pleasure. Now strip for me."

Kitty began to do a sexy striptease for Cannonball. She slowly undid the rest of the buttons on her blouse. And then she shimmied out of her skirt. She wiggled out of her panties leaving her sexy new body on full display.

"Good Kitty, now get on your fucking knees and suck my dick"

Kitty dropped to her knees and lovingly took Sam's cock in her mouth. She ran her tongue along his shaft as she worked her mouth along it's length. After a few moments, she took him out of her mouth and looked up at him.

"Sam, I want you to fuck me."

"Beg for it slut."

"Please Sam, please fuck my tight little pussy. I need you inside of me. Fuck me Sam. I need you to fuck me. Please, slam your big cock into my slutty cunt."

Sam turned her around and bent her over her desk. He pressed his cockhead against her opening.

"Oh God Sam. Put it in me."

Kitty screamed out with orgasmic pleasure as he entered her. He started slowly at first, but before long, he was slamming his cock into her.

"Sam, fuck me. Fuck me harder. Cum inside my slutty hole."

Kitty's pussy spasmed around his cock as yet another orgasm rocked her. He could fill the orgasm building up. And then he grunted as he shot his load into her.

Kitty dropped back onto her knees and licked his dick clean. She loved the taste of their juices mixed together on his dick. Sam redressed and left her office. Kitty put her blouse and skirt back on and also left her office looking for someone else to fill her with sperm.


Sinister smiled as he watched Kitty and Sam fuck. But he couldn't stop there. One woman could not repopulate the mutant race.

He loaded Rachel Grey's profile on the Master PC program next.

Physically, he made similar changes as he did to Kitty. He increased her bust size to 38EE. Her hips flaired out and her ass rounded out into a perfect "ghetto booty". He increased her sex drive, decreased her intelligence. She would now use her telepathy to force men to use her as a cum dumpster. She had a physical addiction to spem. She would constantly need men to cum in one of her holes. He clicked on the "accept changes" button and switched back to the monitor to watch the changes take place


Rachel was on a mission with Gambit and Wolverine when the changes hit. Both men stopped when they heard Rachel gasp. They turned and saw her body morphing. Her tight uniform expanding to show off her new curves. When the changes were finished both men were completely shocked to see the woman standing where Rachel Grey had just been.

They knew she was the same person, but physically, she was completely changed. Her modest B-cup breasts were now a fake looking 38EE. They were stretching the top of her uniform nearly to the breaking point. Her pants were riding up her newly enlarged ass. The look in her eyes wasn't of shock or fear. It was of pure lust.

The thoughts of helping Rachel were replaced by thoughts of fucking her as she used her telepathy to change their thoughts.

Marvel Girl peeled off her uniform and stood naked in front of the two X-Men.

"How bout you boys fill me up with cum?"

She dropped to her knees as Logan and Remy disrobed. She started stroking Logan's shaft as she took Gambit's into ther mouth. She alternated between sucking and jacking their dicks until they were all ready for some real fucking. Gambit laid back and Rachel straddled him. She worked his dick into her tight hole. As she rode him, Wolverine stood beside her playing wih her tits as she sucked him off. She pulled her face away from his crotch.

"You know Logan, I do have another hole that needs filled."

Wolverine took the hint and moved behind her. Rachel screamed with a combination of pain and pleasure as she felt Logan's dick slide into her virgin asshole. The two X-Men double fucked her until both men came inside of her. One final orgasm hit Rachel as she felt herself get filled with their hot seed.

The three collapsed in a pile from exhaustion

Sinister watched as Rachel got up and redressed and left Wolverine and Gambit sleeping on the ground.

"Maybe I should target one of Logan's precious students next. Or perhaps someone from Utopia instead. Perhaps Cyclops's little mutant Messiah, Hope Summers."

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Drake G. Reaper - 5/24/2018 4:27 PM
Hey guys I was wondering if any of you would be interested in doing a legend of belial styled story?
Evva - 5/24/2018 3:02 PM
good chapter GAV. This chapter made me curious if Babs will join the harem or not.
colleem - 5/24/2018 12:50 PM
Jtreat :) really liked how the story started :)
C.King - 5/16/2018 5:15 PM
Interesting zig zags at the moment, GAV. Will she, won't she... be in the harem.
gothamalleyviper - 5/16/2018 5:04 PM
Posted another chapter, please leave feedback.
Gorel - 5/13/2018 9:44 PM
There's always the charm of turning heroic ladies into baby factories
Gorel - 5/13/2018 9:40 PM
There's always the charm of turning heroic ladies into baby factories
gothamalleyviper - 5/13/2018 2:44 PM
To all the mothers out there have a nice day. I thought about adding to Holiday Madness, but other than giving someone morning sickness I couldn't think of what to do.
Gorel - 5/13/2018 11:54 AM
Happy Mother's Day!
gothamalleyviper - 5/12/2018 6:00 PM
Still not sure which path to take for Harem App, if anyone has a vote let me know.

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