By Alex

Michelle stood at the edge of the cliff looking out across the ocean at the setting sun. Her emotions were torn between the beauty before her and the horrors of her memories from her latest rescue mission. Guilt filled her at not being able to react fast enough to stop a terrorist attack and because of her failure, several hundred innocent citizens had lost their lives. Few things were peaceful in her life these days. At the age of 22 she had seen more and done more unspeakable Horrors; in some ways she had a desire for her life to end, but she also had responsibilities that kept her going. She had been selected to undergo the advanced medical experiments that had enhanced her latent mutant powers and genes.

Jason, Michelle’s closest friend and fellow team member sats on a small boulder watching the woman that he loved. He, like Michelle, was enhanced and highly trained. He knew the feelings that filling her about the lose of life on her recent mission; and could only imagine the horror she felt as she stood close enough to see the frozen looks of fear in the children’s eyes and faces as the hundreds of pieces of debris from the terrorist bomb ripped through their bodies and robbed them of their lives. Jason regretted that his powers wasn’t telepathic and that he couldn’t take her memories and erase them but he doubted that a telepathic mindwipe would work since Michelle’s main power seemed to be to develop new powers similar or in response to outside influences.

Jason was a wizard with electronics and computers and usually only carried a couple of guns and some, what he called light body armor. What he never mentioned was that the cloth was of his own design and could stop nearly any small arms fire. Only a very large caliber weapon could penetrate the tight weave of the cloth he wore. Michelle on the other hand carried only a single 9mm pistol with a couple of clips. Her body was become very adaptive and regenerated injuries very quickly.

"Michelle are you ready to get going yet or are you going to just stand there again tonight?" Jason asked. "We should try to do something fun before our leave time is over."

"OK. I won't keep you from getting back to the city; I don't know what your hurry is. We don't have to report back for a couple of weeks yet." Michelle responded in a sarcastic tone.

"I was hoping that we might go out for a night on the town and enjoy ourselves. It has been a long time since we last had a break from work and the time off will do us both some good."

Michelle turns back toward Jason and gives him a slight smile. "I can't imagine you wanting some time off, you are the worst. You spent all of your free time on development of new weapons and security systems. I swear you dream about it all of the time."

"Hey! No fair peaking into my dreams." Jason laughs

Without warning a low shriek erupts from the communications devices on their arms. Michelle and Jason both quickly glance at what appears to be a small digital display on each of their left forearms. The displays are strapped to their forearms and have the purpose of being a communications and location device. As they both read they realize that playtime is over and that work is about to begin.

Michelle touches the display sending a reply message instantly, then she quickly moves to stand beside Jason who has already begun the process of activating his transport module. Quickly a blue shimmering gateway appears and the two jump through it and then as quickly as it appeared it is gone. A few moments later, only a couple of squirrels remain playing and seem to stop to enjoy the pleasant view.


Jason and Michelle emerge from the gateway and drop a couple of inches onto the metal surface of the transport platform. The couple look about and see the tension of the faces of the control staff of the Aegis Command facility.

Aegis was a group formed by the defense department in response to the needs for a rapid response group for missions around the world. The transport gateway was an advancement of technology that allowed anyone to move through a type of hyper dimensional gateway and exit it hundreds or even thousands of miles away. The members of the Aegis group were primarily military officers with latent mutant powers. Teams were formed based upon powers and each team had specialty missions. Michelle and Jason’s team was a primarily a rescue team.

Standing at the central command desk in the middle of the busy room was General Masteller. he was a large man that reported directly to the president and commanded the entire Aegis group. Michelle noted the stern look of concern filling his face and the urgency in his eyes. Her senses filled with the smell of fear and concern in the room.

Jason and Michelle move quickly from the platform and are motioned through a metal door at the side of the room into what appears to be a locker room. Each moves quickly to a locker with their names on it and opens it. Michelle quickly strips out of her top and jeans and tosses them on the floor of her locker. Her bra and panties quickly join the pile a moment later. Michelle then quickly pulls out a full latex bodysuit and pulls it onto herself. A shoulder harness for her Pulsar pistol and a belt around her hips follow. A pair of knee high leather boots and she moves back toward the command center. Jason stops at his locker only to grab a couple of small box shaped devices and a belt to carry them on. He lifts an assault pulsar rifle and follows Michelle.

As they return to the command center a young woman moves to their side and starts to give them an quick briefing on the situation. "We have had an incident with the president. He decided to take an unscheduled trip to Tokyo to meet with the Japanese leader and his group has been attacked by what appears to be a well-planned very strong terrorist group. The last message we had was that his security detail had moved him into their subway system and was trying to avoid the terrorists. We tried to activate they transport and bring the entire group back here but the terrorists appear to have some kind of tachyon dispersion field and it is keeping us from transporting in or out. We are trying to identify the terrorists but we can’t confirm their identity."

"Who is with him?' Michelle asks

"Stilletto and Ronin are still with him, We are not sure the disposition of Strobe or Jasmine. We believe that five or six of his regular guards are still alive.

"Stilletto and Ronin are both very skilled but if the terrorists attack in mass or with heavy weapons they can't defend the president. We need to get in there as soon as we can." Jason remarks. "What about the rest of our team?"

"We haven’t been able to contact the rest of your team. None of them have reported in yet."

"General reporting as ordered." Michelle says as they arrive at the generals station."

"I take it you know the situation and are ready for action. We are trying to push the transport power to the limit so that maybe we can at least push a couple of our people into the area. Last word we have was that extraction was impossible till that dispersion field is knocked out. If we can get someone in there I want you two to be the ones." Sternly the general replies

"General, we are starting to get a gateway, it is weak and unstable but it appears that we can send at least one person through, maybe two."

"Jason, you go, if only one of us can get through you are best suited to defend till I can get there."

Jason doesn't stop to reply and moves to the transport platform. He stops for a moment to glance at the technician working the controls and waits for a signal. A couple of tense moments and the technician nods. Jason leaps into the shimmer energy gateway and vanishes. Michelle also moves to the gateway, but feels her heart sink as the technician shakes his head. "We have lost the signal, attempting to reestablish but that field is very strong."

"Can you get me close, somewhere near their location, if I can get within a mile or two I can find a way to link up with them."

"The interference it blanketing the entire city but maybe we can penetrate somewhere away from the center easier."

A few tense moments and the technician looks up at Michelle. "I think we can put you on the ground about a mile from their location. When you get there they will be north of you." She nods as the gateway appears to solidify for a moment. Seeing that Michelle jumps.


Michelle finds herself falling into a side street and lands on the ground on her ass. Can't they ever put me on my feet just once is the first thought that fills her mind. She quickly jumps back to her feet and moves to the side of the street, if the terrorists are as trained and skilled as she suspects they might have detected her arrival and if so will be sending a greeting party. Michelle decides to not wait for their arrival and grabs her pistol from it’s shoulder holster and starts moving down the street.

Michelle moves along the side of the street staying close to the buildings. She arrives at a corner and uses the building for cover and peaks around. Her eyes spot a squad of armored troops about a block away moving in her direction. Her palms itch as her adrenaline begins to flow. Michelle holsters her pistol and takes a deep breath. A moment later a dark energy surrounds her body like a loose fitting cloak. The energy fields gives her an appearance like an angel of darkness as the pale skin is contrasted by the darken field. her eyes darken and become black ebony globes. her hair seems to come to life and take on a life of it’s own as it moves in the shadowy field. Michelle opens her hands and watches as the field around her hands extends out from her fingers and forms claws similar to a bird of prey. Michelle feels the embrace of the darkness that is a part of herself, it is one of the many powers she has developed.

Michelle waits patiently as the armored men approach, then when they reach the position she wants them in, she leaps around the corner and runs quickly in the direction of the closest trooper. She leaps at him before he can move or respond and pushes her aura surrounded hand toward his neck. The darkened talon pushes through the metal and into the soft flesh within, a moment passes and the hand pulls away leaving a bloodied hole of twisted metal and flesh. Michelle doesn’t wait for the man to fall but simply steps around him and moves toward the second trooper in her path.

The second trooper is more fortunate than his friend and swings his gun in her direction and fires. The air erupts into a blaze of ionized particles as the rifle enleashes it's deadly energy. Michelle leaps into the air toward the trooper. Her body tingles from the highly charged air but she succeeds in avoiding every shot fired at her. She lands just inside of the troopers weapons reach and brings her hand down onto the troopers right wrist. A cry of pain fills the air as her dark talons slice through the armor, slicing metal, flesh and bone. A second strike is an impaling shot to the man's chest and the cries go quiet. Michelle grabs the lifeless armor clad corpse and holds him in front of her as a shield as she grabs his weapon and swings it to fire on the rest of his companions. The troopers all swing their guns and begin to fire at Michelle.

Michelle swings her weapon around and holds down the trigger, she finds the weapon highly unweildly but uses it anyway knowing that at close range, she can't miss. The first trooper to come under her fire erupts into a ball of fire as the weapon ionizes and eletrifies his outer shell. Without warning he falls backward and collapses as her fire penetrates his faceplate. Michelle's aim and firing continues to traverse the troopers when the troopers body she is holding itself erupts into flames, only her position under the main part of his body protects her from their shots. Michelle knows that her protection won't last for more then a couple of more moments so she drops the gun and throws the lifeless body of her shield toward the nearest trooper and leaps toward the trooper beside him. Almost instantly she feels the wrath of their weapons as their aim, now unabstructed becomes precise. Michelle feels herself hit by their fire and only the protection of her darkened protective aura keeps her from being killed instantly, but she knows that it won't protect her for long. She summons her inner most strength to maintain the dark shield and give her as much protection as she can.

Instead of stoping to fight her newest target, she dives under his legs and slides past him. As she does she partially trips him and slices at his knee. A moment later he lies in a heap on the ground crying in agony. Michelle bounces up and continues moving rapidly forward toward the last trooper in her path and jumps into the air over him, He carries his aim up as she jumps and fires on her at point blank range. Michelle's right side is hit and her flesh, blood and bone erupts in a cloud in the air. As she feels the intense pain in her side as it is hit she brings her left hand down on the man's head and through his visor. Her fingers pass quickly through the metal like a knife through butter and slices past his eyes and into his brain. A moment later and his body stands as nothing more than a lifeless armored shell and teaters and falls as Michelle moves away from the battle scene before reinforcements arrive. Michelle finds a storm drain and dives into it for cover. Michelle’s body is wracked with pain from the gaping wound in her side. Michelle knows that she must move on and reaches deep within herself for the strength to continue. The darkened aura of protection she has relied upon has weakened her and drained much of her life energy. she needs time to recover and heal but doubts that she will get it.

Michelle moves along the storm sewer, slowed by the gaping wound in her side, She doesn't bother to pause to bandage it as she knows that her regeneration will heal it soon and to stop would delay her from her mission. The pain is intense but her determination is more. Soon she hears the sounds of thermite charges exploding behind her and is happy to be out of their range. She travels what she believes to be several hundred yards before pausing to glance at her wrist. Luckily her wrist communicator wasn't hit in the battle and shows a very faint signal still ahead, she estimates only a hundred or so more yards and decides to find and exit to the surface to continue her search.

Michelle finds a storm drain and uses it to return to the surface; She moves in the direction her wrist computer tells her the others are and finds an entrance to the subway and moves down the stairs. Michelle notes the lack of maintenance and decay evident around her, guessing that most of the system hadn't been used in many years. Upon reaching the bottom of the stairs, Michelle walks catiously around some rubble that had fallen from the ceiling and moves into the tunnels.

Michelle's locator tells her that the others are very nearby and she continues to look for them, when she senses someone near her and as an arm reaches for her, she turns and starts to strike, halting her hand only a couple of inches short of Jason's head.

"I'm glad you didn't decide to follow through with that punch." Jason quitely says. "We've got the president hidden and safe for the moment, these tunnels are in very bad shape and the ceilings and walls have collapsed in many locations. Between the radiation and their dispersion field, they haven't located us yet."

Jason notices the missing portion of Michelle’s bodysuit and the bloody would evident through it. "I see you met me welcome wagon. Are you well enough to continue?" jason asks already certain of the answer.

Michelle gives Jason a glare. "I won’t fail on this one, even my dead body will get him out of here safely. You come up with any ideas yet to get us out of this?"

"Safely? When was the last time you did anything safe? I've been analysing the field and I think that I can use our locator beacons to get a good lock for the transport, but I don't know how many we can get out with it."

"How many of the president's detail are still alive?"

"four of his regular secret service and Ronin, Stiletto and Jasmine are still alive and with him. Ronin and Jasmine have both been wounded and I'm not sure how much longer they will be able to be effective so we need to get them out of here soon."

"What do you need from me?"

"Keep watch while I work on a signal amplifier to punch through the dispersion field."

You better hurry. The group I encountered had state of the art stuff, I'm not sure they weren't regular military or expensive mercenaries."

Jason moves back toward where he indicated the president and the other were, leaving Michelle on guard. Michelle crouches and works on her wound. A few minutes later and she has a light dressing covering it. Michelle can already feel some of her strength returning. She wonders not if but how soon Jason will be successful in penetrating the field keeping the transport gateway from working. She sits quietly hoping that she can sit and rest. A few more minutes pass before her heightened sense of hearing detects the footsteps of a small squad of soldiers coming. She takes note that their armor is fully sealed and that they are carrying air canisters on their backs. Michelle touches her communicator to alert the others of their impending guests. I better dispatch this group before the rest of their friends arrive and want to play, is her only thought. She crawls forward to a small pile of rubble and a small hole in the tunnel wall, she crawls inside the hole and summons her darkened shield and waits to greet her guests. When the troopers get close she decides to make her move. Michelle leaps from hiding and jumps toward the first two soldiers, surprising them. Before they can react to her attack she slices her hands deep into each of their chests. As she pulls her bloody fingers from their chests they begin to crumple to the ground, lifeless husks of their former selves. Michelle leaps from her first two victims and toward her next would be victim. As she does the other troopers spot her and bring their weapons up to fire. Michelle stands for only a moment before her third kill and spots a thermite charge on his hip. She reaches and touches the activate button on the small device and then turns and leaps away to find cover. The soldiers activate their weapons and the air is ablaze from the ionization of their fire. Michelle dives behind a fallen slab of concrete, just as the thermite charge goes off. The soldiers never realize their mistake as the charge instantly incinerates the blast area and reduces their armored bodies to small piles of molten slag.

Michelle only slightly singed from the blast gets up and is please to see her advisaries properly dealt with but knows that they are only the first and that others will soon arrive to investigate their disappearances. She moves past her preys fallen corpses and back toward the entrance she came in. As she approaches she sees another squad of troopers working. Her heart skips a beat as she recognizes the device they have. No, they couldn't are her only thoughts as she flees back down the tunnel to find the others.

"We have to get out of here now! They have a tactical device at the entrance and it looked to be either a mark 3 or 4. Either will vaporize this tunnel and everything in any of these tunnels for miles."

"The can't be stupid enough to detonate a nuke, what about all the people they would kill?"

"Mr. President, with all due respect, I don't think these guys give a damn how many they kill as long as they get you."

"But why put this much effort into killing one person. I can't possibly be that important."

"They must feel that you are sir. Jason how are you coming on getting that thing working?"

"I will have it in just a couple of more moments. I don't know how long the batteries will hold out so if this thing works we have to move quickly."

A couple of tense moments pass as Jason completes his device and then he activates it. The display comes to life and it begins sending and receiving telemetry with their base. Without warning a shot rings out and the tension is broken by the approach of a group of soldiers.

"Get them the hell out of here. I will take care of these bastards." Michelle screams as she turns and leaps into action.

Michelle runs straight into the oncoming fire from the many soldiers, using only her speed and agility to limit their hits. When she gets close enough to attack the first soldier, she puts her head and shoulder down and runs into him like a running back running into a defensive lineman. The force of the impact carries the soldier back into another of his companions. Michelle then quickly turns to her left and dives to the feet of another of the soldiers. His last vision is her crouching below him with her hand posed to strike upward through his armor. A moment later and only the sound of his screams as her hand slices up through his groin, can be heard.

Michelle catches sight of something in the air and then sees and feels the explosive charge. Her body is thrown across the ground and into a nearby wall. Michelle moves quickly to get to her feet but is suddenly slowed by several intense pains in her body as the soldiers powerful weapons bite into her flesh. She howls as parts of her body explode from the highly charged beams of energy. Her resolve to defeat the soldiers gives her the determination to climb to her feet. Michelle jumps at the nearest soldier and then promptly slices off his arm. Before his arm can fall to the ground, she grabs the heavy energy rifle from his still twitching fingers and turns it toward the rest of his companions. Michelle steps in very close to his screaming body as the shock of the loss of his arm hits him. Using him as partial cover she uses his the powerful weapon to shatter several of her foes. She then sets the weapon to overload and tosses it into the center of the soldiers midst and turns and moves toward cover. Michelle takes only a few steps before feeling an intense pain in her lower abdomen and is startled to see a cloud of red vapor fill the air before her. Michelle stumbles and falls to her knees as she is hit again by another direct shot and her body suffers still more damage. Just before she blacks out she feels an intense warmth and feels the shock wave from the exploding rifle on overload.

Michelle awakens to find Jason helping her up.

"I got the rest transported out then lost contact with the base. I have tried to reestablish contact but I don't seem to be able to pentrate the interference."

"What about the soldiers?"

"You killed the last group and then the rest pulled out. They seemed to be eager to leave. My guess is they set the bomb to explode and have cleared out to let it take care of us. Since I can't transport us out with the gateway, you will have to try to use your teleport power to get us out of here."

"I don't know if I can, I feel so weak and the dispersion field has limited my powers here."

"Michelle, you have to try, if you don't, you and I are dead."

Michelle takes Jason's hand and stands up and leans against him. She enjoys the feel of his strong arms holding her and closes her eyes and concentrates. She reaches out with her mind and for a moment feels herself leave her body behind. Michelle feels very strange and experiences a sensation she hasn't ever felt as she feels her teleport power begin to activate. Jason holds her as they move through the folding of space her power performs. Just as she feels her contact with the tunnel fading she senses the explosive force of the Nuclear weapon as it vaporizes the tunnel.


The Thunder and Lightening shook the city and the rain pounded down. The storm was an intense one and seemed almost supernatural in origin. The Fem Fantastic Inc. stayed warm and comfortable within the walls of their headquarters and monitored for the activities of the forces of evil, but the storm seemed to be keeping them inside as well.

The girls were busy with tasks when a warning sensor registered a disturbance. Wanda rushed to determine the cause, thinking that it could easily be caused by the storm as so many had been earlier in the night. When Wanda arrived at the control room she quickly checked the instruments and sees that the cause seemed to be a lightening strike on the building, but just as she clears the warning and resets the instruments a new abnormality occurs. The instruments spike and Wanda can only watch helplessly as the monitors and sensors on the observation deck blow. Several surges of power rush through the many automated systems and sensors and most are knocked out. Wanda looks at the few remaining sensors and sees that an unknown energy surge is localizing on the observation deck and fears that the building has come under some kind of unknown attack. Wanda activates the internal warning alarm and signals the others about the disturbance and that they should meet her there. Wanda rushes for the elevator and sees that the energy surge has blown it's controls and put it out of action. She turns and rushes through the stairway door and runs the stairs two at a time hoping to get to the roof and determine who or what is causing the disturbance.

As Wanda opens the door at the top to exit out to the observation deck she peaks through the door opening and see a dark sphere of churning clouds with discharges of energy into the surounding air. As Wanda watches she sees two forms step from the cloud out onto the observation deck.

Michelle steps out and feels very dizzy. She falls to her knees on the rain soaked surface, her body still bleeding and burnt from her recent battles.. Her head reals from a new sensation as her mind reaches out and touches the minds of everyone in the area. The voices and thoughts fill her mind and stagger her consciousness with a near unending assault.

Jason stands beside her, and quickly pulls his pistol from it’s holster and looks around for anyone that might be an advisary. He is quick to check his communicator and scanning systems and sees that the dispersion field is not detected. He scans the surounding area and his scanner is unable to identify his location. He touches his communcator to activate it but finds only static on all of the Aegis frequencies. He fears the worst the Aegis inself has been destroyed and that Michelle and him are the only surviving members. He scans the city skyline and is surprised at the sight, it brings back memories from history books of how the cities used to be before the the third great war destroyed most of them. He activates his targeting system and scan the vacinity and detects several targets. He slides his fingers to the setting controls of his pistol and slides it to the immobilizing setting.

He reaches down and helps Michelle back to her feet and helps to steady her as he moves to the only visible door. Just as he approaches it he quickly kicks forward with his foot and strikes the door sending it crashing into the woman hiding behind it.

Wanda is surprised and falls backward from the door’s impact and lands on the floor of the stairwell with a thud as the door swings fully open. Wanda sees the pistol leveled in her direction and starts to bring up her hands as if to shield herself but before she can make any motions to protect herself she feels an sudden surge of power tingle all throughout her body. Wanda feels her body become rigid and is unable to move any of her muscles.

Jason steps past Wanda, and looks down at her for only a brief moment giving her only the attention one might as they walk past a lawn orament. jason helped Michelle down the stairs to the next level before moving back up to the frozen heroine. Jason crouches at her side and notes the fine curves of her athletic body. He feels aroused at the sight of the rigid woman and her helplessness.

<What is he going to do with me> Wanda wonders as she can only sit and watch as he moves around her. Her eyes catch sight of his crotch and the growing evidence of his manhood straining to escape as she feels his hand moving her hair and a slight touch of cold metal on the back of her neck. Suddenly a wave of euphoria sweeps into her and she feels her will being leached away and her mind being reduced to little more than an obedient puppet.

Jason reaches to Wanda’s immobile body performs a quick search of her limited costume, feeling for any weapons, he takes a brief moment to enjoy the feel of her womanly virtues. He feels fortunate that the neural supresser will limit the woman’s memories during the time she is under it’s influence. He pulls out a small egg shaped device and touches it against Wanda’s rigid body and pushes a hidden button almost instantly her sees her tight muscles relax and her body move again. "Tell me who you are and what this place is?" Jason asks.

"My name is Wanda, I’m a member of the Fem Fantastic Inc. team and you are in the Fem Fantastic Headquarters, You just came in off the observation deck."

Jason checks his targeting scope and sees what appears to be four other targets a couple of floors below him. He stands and motions for Wanda to get up. she climbs to her feet and follows him back down the stairs. "Show us where your infirmary is."

Wanda steps around Jason and Michelle as Michelle gets up with Jason’s help. The two follow Wanda as she leads them down the stairs and through a door into the hallway beyond. Jason finds his eyes rivoted to the backside of the heroine walking before him and enjoys the hypnotic effect of the lovely sway of her hips as she moves. Michelle doesn’t notice and effect the woman seems to have on her partner. He helps Michelle to the medical bay and orders Wanda to assist her tend to her many wounds as he exits the door and follows the hallways toward the 4 targets on his scanner. He enters the living area and spots Angelica sitting on a couch reading. He raises his pistol and gives the trigger a slight squeeze. Angelica stiffens as the beam touches her body an she remains posed as if reading her book. She tries to move but finds that her body fails to respond to her commands, even her powers seem neutralized and realizes that she can do nothing but remain a statue till the effect wears off or someone rescues her.

Jason walks past Angelica and down a hall to the door leading to the command center. Within he knows are two more targets that must be neutralized. He presses his hand against the door and shoves it open. Sue sits in the command chair and is reaching to the console to adjust a control when the immobilizing beam hits her. She feels the effects immediately and succumbs to the beams power. Darlene turns to face the man who has just neutralized her friend but as she steps in his direction she too feels the touch of the beam. Her foot stops mere inches above the floor, frozen in mid step. Her body takes on the appearance of a mechanical walking toy turned off while walking. Jason steps into the room and closes the door behind him, he moves over to Sue’s frozen form and lifts her from the chair and sets her on a nearby table. She remain seated on the table, her legs crossed, her hand held up as it about to push a non existant button with her eyes fixed on the vacant air before her. Jason sits down in the now empty chair and wheels up to the control console, he pulls out a small box and starts making connections.

In the Medical Center Michelle finishes bandaging her wounds with Wanda’s help and is beginning to feel her strength returning. Michelle remains a bit uneasy as her new mental telepath resists her full control and seems to overwhelm her at times. She stands and flexes slightly before lifting her holster and moving for the door. Wanda follows Michelle through the door into the living area. Michelle walks past the frozen form of Angelica and moves toward the control center. When Michelle enters she can hardly keep from laughing as she sees the two frozen heroines on either side of the tinkering man. "I don’t suppose you could have just left a trail of breadcrumbs, I think these woman might have liked that better."

Jason laughs as he continues his work. Behind him Michelle's mind touches each of the other women's minds and senses their feelings, wants and desires. Michelle finds herself aroused at the sight of the immobile women, but isn't certain what the cause is. She steps over beside Darlene and gently rubs her hand over the unmoving women's skin. Her hand moves down between Darlene’s legs and she cups the hidden pubic area in her hand. Michelle's heightened sense of smell detects the faintest sent of arousal from the frozen woman and Michelle smiles to herself.

"OK. I have the data. Let's get out of here before the rigidity wears off. I didn’t hit them with a full charge so they should be free in a few minutes."

Jason gets up from the chair and moves to Wanda and touches her with a small remote looking device and instantly her body becomes rigid and unmoving. He then reaches behind her neck and retrieves the control device. Michelle and Jason then move quickly to the stairway and begin a rapid descent to the waiting street.

Upon reaching the groung the pair leave the front of the building. Outside the rain and storm have subsided. Michelle is surprised when she is suddenly hit and thrown from the force of the punch across the ground and into a nearby fountain. She looks up to see Darlene standing over her. "I wonder if you can take as well as you give" Michelle says as she comes up with a shot to Darlene's chin.

Jason sees the quick attack of Darlene upon Michelle and feels a couple of needles strike against his chest. An instant later he feels the electric current from Dee's taser and falls to his knees. His hand grasps for his pistol but a quick kick to his chest from Dee sends him tumbling onto his back. Wanda reaches down to his sprawled body and relieves him of the small paralysis device that he used on her earlier. She touches it against him and pushes the paralysis button and a moment later, he finds himself unable to move.

Darlene is surprised at the speed that the Michelle strikes her and is unable to counter the blow. Darlene is catapulted backward away from Michelle. Michelle comes up and spots a new attack coming her way and dives and rolls across the ground, just narrowly missing Angelica's flame blast. Michelle rolls and comes up to her feet and finds herself right beside Wanda. Michelle grabs Wanda's slim hand holding the paralyzer and twists. The paralyser is pressed against Wanda's torso by the twist and with the quick push of a button, Wanda is once more left frozen. Michelle slips the paralyzer from Wanda's hand and into her own. Dee swings her arm with her taser in Michelle direction but the woman rolls under her arm and ends up kneeling in front of Dee. A quick touch of the paralyzer and Dee becomes the second piece of statuary. Michelle stands and grabs Dee's immobilized arm and swings it toward the airborn heroine. Michelle finger activates Dee's taser and the needles leap into the air and find their mark. A moment later and Angelica lies unconscious on the ground.

Sue sees Angelica go down and spots Michelle. Sue projects her invisible field out and has it close around and hold Michelle's body in a near iron like vise. Michelle feels herself grabbed by Sue's field. Michelle presses hard against the field and feels it stretch and strain against her strength. Darlene hoping to get to the unmoving Michelle runs in her direction but just before Darlene can get to michelle, the field rips and gives way and Michelle is suddenly free again. Darlene swings at Michelle but she rolls under the the wild punch. Michelle rolls out and comes up beside Sue, who is slightly stunned by Michelle's escape from her power. Michelle easily applies the Paralyzer and makes Sue part of her collection of living statues.

Michelle looks at Darlene and says "Just one more lovely piece of statuary and my collection will be complete. You can make this easy for both of us and just surrender to the inevitable."

"You haven't beaten me yet."

"Oh, but I think I have." Michelle says as she turns and runs quickly down the street away from frozen tableau of lovely statuary.

Darlene follows hoping for an opportunity to capture the unknown woman that has just frozen her four friends. Darlene follows the path she has seen the woman follow and as she turns the last corner she sees the woman standing in front of a department store window display.

"Come on Cosmic Girl, you know that you want to surrender and feel the paralysis hold your body again. I can make it very enjoyable and pleasurable for you."

Darlene hears the woman's words and is for a moment seduced by them, She would indeed enjoy being frozen but she won't allow this woman to defeat her team. Darlene moves forward determined to defeat her. As she gets close, she readies herself for the fight about to occur and then as she gets close enough she moves to strike at the woman.

Michelle smiles as Darlene approaches and just as darlene moves to attack, Michelle splits her legs and slides down to the ground, as she does her hands reach under Darlene's skirt and grab each side of Darlene's panties and pull them down to Darlene's ankles. Michelle then rolls onto her back and back onto her feet and smiles at Darlene.

"What, How?" Darlene says in surprise as her hands thrust out and grab nothing but air as the woman ducts under her grasp. Darlene is even more surprised as she feels the cool night air breeze against her now exposed sex as she feels her panties pulled to her ankles. Darlene pauses for a moment just as she sees the woman move toward her again.

Michelle steps forward and then catapults herself into the air over her target. As she moves throught the air over Darlene, Michelle reaches down and her fingers unclasp Darlene's Cosmic Girl Dress. Michelle lands behind Darlene and takes a couple of steps back as the skimpy outfit falls away from Darlene’s chest and begins to pool around her waist.

Darlene realizes that the woman is undressing her and that she is hopelessly outclassed in this fight, her chances of victory are rapidly diminising. Darlene knows that the woman’s superior skills and talents will eventually prevail and realizes that the woman is simply playing with her like a cat might play with a mouse. Darlene has mixed emotions at the prospect of being defeated and also that she will very soon be frozen as a statue at this woman's mercy. Darlene steps out of her panties so that they won't tangle her feet and turns to once more face the woman, as she does she pulls her dress back up over her exposed breasts.

"Now Cosmic Girl prepare yourself to become a living statue. I think that you and your four friends will look wonderful in that store window behind you. I'm sure that the visual merchandisers in that store won't mind some very lovely organic statuary enhancing their display." Michelle steps toward Darlene and easily avoids Darlene's fist. Michelle's hand holding her paralyzer slips under Darlene's skirt and touches the voluptous thigh within. Darlene feels the cold device near her sex on her thigh and suddenly finds herself unable to move just as the look of surprise graces her face.

Michelle crouches in front of the frozen heroine and looks up at the surprised look frozen on her face. "you will make a wonderful mannequin my dear." Michelle climbs to her feet and walks behind Darlene’s immobilized body. Michelle’s hands grasp Darlene’s waist and lift her, she turns and the glass of the department store window darkens then seems to vanish forming an open doorway. Michelle carries Darlene into the window and sets her down. She turns the frozen heroine to have her face the street. "don’t run off while I fetch the rest of your team to join you." Michelle giggles as she turns to go get the rest of the frozen heroine team.

A few minutes later Michelle has the five Fem Fantastic statues standing in the store window. Michelle looks them over, and then strips each of them of their clothes. She folds each garmet and lays it in a pile with the rest of her captive audience’s clothes. When she has them all striped nude she poses each of the girls in a different mannequin like pose.

Michelle finishes posing the five mannequins and steps back to enjoy the sight of the five frozen heroines standing helpless before her. She moves around their near perfect bodies. Sue is startled as she feels a warm hand slide down her back and over the firm muscles of her derriere. She feels the hand gently caress her and is helpless to stop it. Michelle steps around in front of sue and gently pinches her nipples to bring them to full arousal. Michelle smiles at Sue and them moves to Dee's unmoving form. Michelle slides her hand down between Dee's thighs and gently cups her pubic mound. Dee feels Michelle's touch and her body tingles with arousal. Dee can only watch as Michelle brings her wet fingers to her mouth and licks the sweet nectar from them. Michelle gives Dee a quick kiss before moving to Angelica. Michelle moves close to Angelica and gives her a light kiss before she slowly licks down Angelica's body to her ample cleavage. Angelica feels herself getting very wet as she enjoys the sensations of Michelle's tongue dancing around her luscious breasts. Michelle licks around the frozen nipples and gently adjusts Angelica’s frozen globes of womanhood. Michelle gives Angelica another quick kiss before moving to Wanda’s unmoving form. Michelle raises her hand to Wanda’s face and starts to gently trace her finger around Wanda’s voluptuous lips, then down her neck and around her breasts. Michelle’s finger trails down Wanda till it rubs against the neatly trimmed hair around her sex. Michelle gently rubs Wanda’s pussy just enough to heighten her arousal then leaves the frozen figure unfullfilled.

Michelle steps over in front of Darlene and kneels in front of the frozen woman. Michelle leans in and gently kisses the sex of the woman before her. Her tongue extends and licks the outer lips of Darlene’s pussy. Michelle enjoys the taste of Darlene’s sex for a few moments then decides that she should finish dressing the frozen team.

Michelle stands and walks through the door leading to the rest of the department store. As she enters the store she comes face to face with the Visual Merchandiser.

"Who are you? What are-" the VM starts to say.

Michelle’s mind reaches within the startled woman and takes control of her. Michelle alters her mind slightly to believe that michelle’s presence is ok and that she will obey all of Michelle’s commands.

"Stacy, I want you to help me fetch some lingerie for some very special mannequins in the window."" Michelle says before the two woman move to the lingerie department. They find some lovely silk garments and then return to the window to dress the frozen tableau of lovely women. On their way back to the window, Michelle stops and picks up a few other miscellaneous items. Once back in the window Michelle hands Stacy a razor and orders her to shave the pubic area of each of the unmoving women.

Each of the Fem Fantastic remains motionless as Stacy gently shaves their pubic area’s clean. They can only watch as their pubic hair is removed and is dropped into plastic bags and placed beside the pile of their clothes. after being shaved each woman is dressed in a pair of silky bra and panties.

Michelle lifts the Paralyzer and sets it with a 36 hour duration, then moves around the window one last time and touches it against each of the unmoving girls then gives each a parting kiss. Before leaving her lifts her pile of clothes and plastic bags filled with pubic hair. "Now my ladies, I will take my leave of you. Enjoy your next 36 hours on display here. I think I will keep these as my souvenirs of our enjoyable evening together. Stacy, I want you to change the display figures lingerie tomorrow and while you do, I want you to give each one some very special attention." Michelle steps through the opening in the glass and it closes behind her. She again looks at the helpless woman within the window display and smiles to herself as she walks back and frees Jason. Then the two quickly disappear into the night.

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