An Avenger's Marvel

Flicking her thumb over Carol's clit the blonde spasmed, jerking so violently Maria was almost thrown off the bed by the super-powered girl.

"Too much," Carol panted, her skin flickering with golden energy.

Across the room Goose watched them flex together; suspicious of the lesbian tryst.

"Ohhhkay, we're just spit-balling here..." Maria murmured apologetically; remembering she was essentially dealing with a super virgin:

"Well, there's also a circular motion you used to love. Sort of the best of both worlds..."

Carol's legs shook and her eyes widened as the woman above stirred her nethers, overwhelming the amnesiac with pleasure she had sorely forgotten. Had she really been with Maria before?? Their sexual relationship certainly explained her 'Aunt' title.

Twitching and jerking uncontrollably, Carol wondered vaguely if this was a good thing; whatever Maria was doing it was completely unraveling her. She was a Warrior! Captain Marvel! Carol always liked to appear composed but now she found herself lost in utter depravity, voluntarily masturbated by her determined friend.

Maria was also a little on edge, shocked by the intense warmth spreading from Carol's loins throughout the rest of her heaving body; well aware of the immense power contained within the small woman beneath her. And with every turn of her hand the blonde twisted and writhed against her, a white thigh pressing up distractingly against the naked Pilot, black breasts bouncing freely as the two writhed together in the bed.

But she had to remember; this was all part of the plan.

"That's it baby," Maria cooed, curling her fingers between pulsating pussy lips and sending another powerful surge through the blonde's system: "Keep it cool girl..."

Distracted Carol moaned as even more sparks of pleasure jumped through her system, golden light spreading from her core across the blonde's body:

"Stay with me now..."

Carol forced herself to nod, knowing she could only hope to follow this latest instruction as an explosive orgasm began to build inside her:

"Maria??" gasping, for once the Carol sounded small and uncertain as she grappled with a total loss of sexual control:

"It's okay baby," Maria exclaimed, stroking blonde curls with one hand as the other coaxed Carol further; fingers finally finding Carol's lowercase 'g' spot:

"Now let go!"

The small room now shining with light, Maria balked in amazement as she was lifted into the air, hovering above the bed as Carol arched into her, head lulling, blue eyes rolling as the blonde felt an intense, unfamiliar, but very welcome pleasure course through her crackling body.

Pumping her hand more frantically, Maria tried to ride her friend down to Earth as Carol burst, cream running between her fingers in waves and falling to the mattress below as the inhuman blonde came hard.

Writhing in the air Carol climaxed; feeling all the pleasure she had forgotten at once as light poured out of her.

"Carol? Carol!"

Realising that the blonde's pleasure was now a threat to both of them the brunette dropped her calm facade as the Kree warrior bucked beneath her, blushing green as they spun over and over in an orgasmic floating embrace. Clinging to Carol, Maria grasped onto fleshy cheeks as she fought to defuse the blonde, thinking fast:

Orgasm after orgasm burning through her Carol's eyelids fluttered, the Pilot in a trance-like state as they spun together. Caught up in her ecstacy Carol was brought rudely back to reality as a desperate brown finger wriggled against her forbidden entrance:

Gasping Carol's eyes burst open as Maria's digit plunged into her asshole. Photonic light flickering, immediately the blonde spasmed away from this anal invasion, the two women falling back against the bed in a tangle of black and white limbs; laid out in the wet patch on the mattress.

Blinking light spots out of her sore eyes Maria heard a hiss, shaking her head at the suspicious Flerken before marvelling at the woman beside her:

"Yuh know you were glowin' right??"

Gradually regaining her senses, Carol blushed in embarrassment at her immense climax, brushing mussed up blonde hair from her bleary, satisfied eyes: a Kree Warrior would never showed this kind of vulnerability.

"Sorry. I guess it's been a while..."

"Well I knew you were a wild one but damn! You enjoy yo self?"

Twisting to face her friend, Carol nodded:

"Not bad. Except for you taking my temperature at the end! Could you, ugh, pull that out by the way??"

"Oops..." Maria exclaimed, tugging her arm out from under the blonde; finger coming free of her friend's constricted anus with a wet pop. Carol groaned in relief:

"Thanks; I don't think I'm that type of girl..."

Shaking out her sore hand Maria grimaced; the super woman's ass was like an iron-vice:

"Sure..."

Rising up her her elbows, Carol's eyes narrowed:

"What are you implying?"

Meeting Carol's stony glare, Maria backtracked:

"Nothing Space Girl! Just remember who flew yuh to multiple orgasms just now! Maybe you like it when someone else is in the Pilot's seat..."

"Hey remember whose the Captain here! I'm a hero! A noble, warrior, hero..."

Seeing Maria raise a skeptical eyebrow Carol's competitive edge quickly returned:

"Do you have any of our old toys??"

"Nope! I must have lost-"

Hearing the cat by the bed splutter, both woman watched as Goose arched his back; coughing up a huge green cock:

"-them. Where did that thing even come from??"

Grinning Carol leant over her disturbed friend, stretching to grab the sticky phallus from the floor:

"Oh Come on! That's just nasty."

Ignoring her Carol climbed into the harness, hurriedly tightening the straps around her waist:

"Now let's see whose in charge..." Swinging her hips experimentally, Carol smiled. Watching the erect cock bob above her face, Maria swallowed hard as Carol climbed on top of her; more intimated after seeing 'Captain Marvel's' explosive sexual appetites.

"Just take it easy alright?"

"Don't worry. I think my sexual prowess is coming back to me..."

Meeting those huge brown orbs Carol smiled, their gazes firmly locked; their pairing felt right. Now all she had to do was take the stick and pilot her friend home.

Pressing her strap-on firmly against Maria's brown pussy lips the blonde lined up her shot. Well aware she was taking a leap Carol held her nerve; time to put up or shut up. Slowly beginning to push forwards, the Captain enjoyed the look on her friend's face as she slipped inside.

holding the white girl above Maria whimpered softly as she felt her pussy lips stretch to receive the head of the huge strap on, the young Fighter Pilot crying out in a mixture of pain and pleasure when it finally forced its way inside her pussy. Luckily Carol stopped to allow the pain to fade before pushing forwards again.

After a lot of stopping and starting Carol was able to fill her friend's nethers with the alien cock, every inch of that big fake shaft buried all the way inside the brunette's body.

"How's that?"

Moaning Maria licked her lips, trying to settle under the weight of Carol's cock:

"Uh! So you do remember a few things?"

Grinning Carol felt powerful once more: "Wrap your legs around me."

Tightly wrapping her long brown legs around the blonde's waist Carol began to slowly pull back, removing inch after inch from deep inside her friend before pushing forwards until it was in all the way, burying the strap on back inside Maria.

Soon Carol established a slow but steady rhythm, finding just the right angle and thrusting in and out of the brunette beneath her, greatly enjoying the sound of Maria's moans and the look in her eyes as she re-asserted herself.

Enjoying their intimacy, Maria's eyes were telling Carol that for all her confidence the brunette was feeling a little overwhelmed; presumably struggling with the fact that her friend, whom had died five years ago, had suddenly returned with alien powers she now intended to use for supercharged sex.

But Carol soon realised that Maria needed this as much she did; how long had it been for the Single-Mother/Pilot? Had Maria not been with anyone since Carol had gone missing?!

It was amazing to Maria that even though Carol had no memory of sex blonde was able to fuck her better than any other being. Of course the girl was gifted but still: Carol's aptitude with a cock was stellar. And now she had superpowers to back that up, soon fucking Maria harder and more skilfully than she had ever been fucked before. Gripping her bed sheets the Pilot suppressed screams of painful pleasure; Carol's strap-on moving so fast the blonde's flexing hips became a photonic blur.

Effortlessly Carol brought Maria to a heightened state of arousal; the brunette fucked so hard she soon began to sink into the mattress, the whole bed shaking.

Ever since the initial penetration Carol had been staring into her friend's eyes, barely even blinking as she filled her pussy with strap-on cock, enjoying their intense connection as she fucked her with the stubborn determination she was known for. Pinned by the aggressive blonde, Carol stared into Maria's soul; and for a moment the brunette was terrified the girl could see her for what she truly was.

But this Maria was so horny now she played along with this sudden rough take over, remembering that the blonde had a fragile ego that needed to be satiated with a show of strength. All she could really do was lay there and allow the stronger woman to use her body as she saw fit. And given how good she was at railing her Maria had no problem with that.

"Whose the Co-Pilot now huh?" Carol teased smugly.

Taking advantage of her enhanced physicality, the superior woman wasn't even out of breath as she rolled her hips over and over, keeping up an intense rhythm. Feeling territorial, Carol intended to prove she was not the submissive had suggested she had been: making the brunette scream:

"Unnngh! Yesssss! Prepare for take offffff!!"

Realising they were making a lot of noise, Carol pressed her lips to the young mother's; stifling her growing ecstasy.

Shortly after her lips were pressed against the brunette's Carol pushed her tongue into Maria's mouth, her new plaything accepting the invading object and it's easy conquest of her tongue if only to distract her from the bone-breaking pussy pounding the Pilot was receiving.

Overcoming Maria's tongue with her own Carol only increased the speed and power behind her thrusts, slowly building the steady pace into an almost brutally hard fucking, intent on making up for their 5 year separation.

Maria groaned; Before it had entered the Pilot had worried that the dildo wouldn't be able to fit inside her but the blonde had done a fantastic job of stretching her out. While the dildo was still forcing her pussy open wider than it had ever been opened before and Carol was pounding her harder than ever before, two things which should have terrified her to her very being; it felt so good she just didn't care:

Let Carol tear her pussy apart, let her pound it and stretch it until it was loose and useless, let her ruin her hole, let her do anything she wanted as long as she continued to fuck her like this. Maria had no idea it could feel this good. She had no idea something this big could fit inside her, or that it could move so fast, or that it could give her so much pleasure.

Enjoying this all-woman embrace Carol beamed; how had it never occurred to her that she didn't need men to experience this kind of satisfaction? After all the assholes she had come across since becoming a Kree this solution should have been obvious! Another orgasm brewing in her own thrusting loins the blonde ignored her own hypocrisy; more desperate to get off than to recognise her own dangerous desires.

In no time at all Maria was at the edge of what felt like the biggest orgasm of her life, the desperate mother so close to that edge she didn't think anything could stop her going over it, but she was wrong.

Going crazy with lust both women flaked against the bed as Carol experienced her supercharged sexual awakening. Body glowing once more the blonde didn't hold back any longer; pounding her friend into the bed, mattress depressing beneath them, bed frame shaking until it fell apart, lights flickering as she fucked Maria into oblivion.

HIGHER!! UGH!! FURTHER!! UGH!! FASTERRRR!!"

With these words Carol radically increased the speed of her thrusts, pounding into the brunette's pussy with all her super-powered might. Golden hair glowing, Captain Marvel's eyes lit up in ecstasy.

Delirious from this rough treatment Maria experienced the most powerful climax she had ever known, Carol photon blasting her pulsating pussy to multiple raging orgasms. Rocked to the core her body becoming like jelly as she melted even further into Carol, the dominating super woman almost fucking the life out of her as she continued pounding her pussy to pulp. Carol didn't stop, not even for a moment, her brutal thrusts bringing Maria quickly to another orgasm which was somehow even more powerful than the first, and then a third which was more powerful than the second, and then the fourth which was more powerful than the third, and so on, and so on, and so on, until Maria felt like she was flying.

Savouring the look of total bliss on her best friend's face as she broke her pussy, the black woman flushing a surprising shade of green. However soon the combination of the mental stimulation of domination and the physical stimulation of her own clit by the flexing toy became too much and Carol gave herself a good, hard climax.

Carnally distracted, neither heard the door to the bedroom creak, a small voice coming through the narrow crack:

"Mom? Auntie Carol??"

Caught in their tryst, both woman frozen in horror, Carol's glow flickering out as she first heard Monica knock; the flimsy wooden door all that separated them from a very awkward situation.

"Ugh! Don't come in honey! Auntie Carol and I are just uh, moving the bed!"

Holding their breath, both women watched as the door quietly closed once more.

Gasping in relief, Carol pulled out of her exhausted friend, a cloud of steam rising from her friend's thoroughly fucked pussy. Climbing down off the taller woman the Captain surveyed the disarray all around them; as if a hurricane had passed through the little room. Shame and guilt filling the proud Warrior, Carol realised how far she had gone, grasping her delirious friend:

"Shit Maria?! Are you alright??"

Giggling at the blonde's embarrassment Maria caught her ragged breath, fanning her steaming pussy as she grinned up at the ceiling:

"Well that was close."

"I am so, so sorry!"

"Why?? That was the best orgasm I've had since Monica was conceived!"

"But I could of hurt you!"

Rolling over to face the guilty blonde Maria shook her head:

"Girl take this advice; you need to let go of the steering wheel once in a while. This is sex! It's not about control it's about giving in to sensation!"

Carol considered her best friend's words, suppressing the emotion their intimacy was bringing to the surface; could her obsession with empowerment have endangered someone she truly cared so much about?

"I'm not sure if I can do that... when I'm on top, with my powers..."

Sighing Maria stroked Carol's back, hand catching in her 'NIN' t-shirt; how could such a small women contain so much power? Finger skipping over the blonde's straps Maria twanged the buckle, the huge green dildo falling between Carol's outstretched thighs:

"What if you weren't on top?"

Carol bit her lip; she had really enjoyed her taste of super-dominance. If she lost control like that again... Hell she could have destroyed the entire house with her orgasms if Maria hadn't interrupted her earlier with that errant finger! But her discomfort certainly seemed to keep her powers at bay... Considering their relationship, Carol nodded slowly; if she could give herself to anyone it was her best friend. Who knew when the two of them would even meet again? Why not go out with a bang?

"You're sure I'm 'that' kind of girl??"

Holding Maria's dark brown gaze the brunette nodded:

"Trust me."

"What do I do?"

Sitting up Maria smiled darkly, squeezing the girl's tight little rump:

"Just stay still baby... let Momma do the work."

Moving behind the uncomfortable blonde Maria grasped the strap-on, quickly buckling the tool around her own wide hips.

"It'll never work..." Carol half-laughed, trying to make her voice light but finding it thin and brittle instead:

"I'm kinna invincible."

"Nobody's invincible," Maria replied, "Just stubborn. Hard on the outside-"

Sucking her fingers the brunette played with the Captain's red and blue underwear, enjoying the gold star emblazoned between Carol's pert cheeks. Maria's hand tracing cotton she finally tugged the marvellous knickers down around the blonde's thighs.

"-Soft on the inside."

Carol bared her teeth as Maria's fingers explored her, pulling the pert, firm cheeks of her ass apart to totally expose the tiny pink pucker of her anus.

"God, even your asshole is a star," Maria exclaimed in amazement. Attempting a cutting response, Carol's words died in her throat when she felt something warm and wet touch her... Maria's tongue. Her best friend was lovingly licking her most private, vulnerable spot. The blonde swallowed:

"Mmm-Maria you don't have to..."

The brunette's tongue felt amazing; it had been a long since anyone had done something to the invincible blonde that made her feel... weak. It tickled too, sending tense nerves jangling all over her powerful body:

"Oh wow."

Maria's tongue circled caressed, tasted and probed. Carol felt her exploring and wondered if she had ever done this before, or if this was a first for their complex friendship. Hopefully the latter... Tongue making a point the Pilot pressed at the blonde's reluctant opening. Remembering her friend's advice, Carol exhaled; letting go of her scepticism:

"Ohhh yeah..."

Not exactly getting off on the sensation, Carol thought of her best friend's face pressed between her hot ass cheeks, thankful for Maria's dedication:

"We really are Besties..."

"Mm mmm," was all Maria could manage before straightening up: "Damn girl you're supertight!"

"Of course I'm tight; that's my ass!"

"Hey!" Maria scolded: "Whose in charge here?"

"You?"

"Your Damn right. Now raise up that marvellous ass!"

Swallowing her pride Carol blew her bangs off her face, leaning up on her elbows to present her behind. Gritting her teeth, the blonde held firm against the bed.

Watching the infamous Kree Warrior present her ass to her the black woman stared in amazement; could this crazy infiltration actually succeed?

"Ugh!"

Carol moaned softly as Maria's long finger slid in and out of her small, pink ring; well that didn't feel right.

The blonde shook her head; Carol wasn't into anal at all but sharing herself like this with her best friend was enough for her then it had to be worthwhile. Even if this minor intrusion made her feel dizzy.

"Shhhh baby. Just let me..." and with that there were two fingers, two long, slender fingers insulting Carol's asshole, spreading it, making her feel like her cheeks were being forced apart. It was uncomfortable, but she willed herself to relax.

"Oh, woah," Carol's voice was little more than a whisper, "Be careful back there..."

Seeing Carol tense, the being known as Maria licked her lips nervously. She had the unnerving feeling she was about to put her cock into a rocket booster; this girl's ass essentially a nuclear bomb waiting to go off. But if she played this right a skilled butt fucking could extinguish the worst of the blonde's energy: