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GIJOE hurt little the punk woman


Sexual Material, story meant for people over 18 although it will probably
be read by kids who pretend to be older than they are. For shame. All
characters copyrighted by whatever toy company owns GI Joe, yadda yadda

GI JOE : Reunion Invasion By Alexi92

She picked up the mail on her way in. She flipped through the
envelopes. Bill, bill, solicitation, letter from brother, letter for her

"Mainframe! You got a letter."

"Who's it from?"

"What am I? A mind reader? How the hell should I know?"

"What's the return address say?"

"Read it yerself." The pink haired woman threw the envelope at her

"It's from the Joes."

"Hell. What do they want?"

"Looks like they're having some sort of reunion. They want me to RSVP."

"So? Are you?"

"I don't know. Would you mind?"

"Why would I mind? It's your life."

"They want us to bring our spouses."



"I don't know. D'you think they'd mind? I tried to kill them."

"Shipwreck's over it."

"Shipwreck's married to a mermaid. 'Course he's over it. It's the rest
of them I'm worried about. Besides, ain't you ashamed to be seen with a
Cobra operative?"

Mainframe pulled Zarana into his arms. Even though she probably could
have broken free, she made no attempt to.

"Why should I be ashamed. Unless you've been doing some terrorizing
since we've been married."

"No, but..."

"It's not Top Secret. Hell, the thing's being held on some luxury

"Wellll.... Okay, but if they ask fer money refuse 'em."


"This is stupid," Zarana whispered adjusting her wig.

"It was your idea," Mainframe reminded her.

She was in disguise. While not as accomplished as her brother, she was
still one of the world's foremost espionage experts. There was no other
woman alive as accomplished as she when it came to disguises. She had used
this skill to break into the tightest of the government's secure areas.
Once she got into Area 51. Now she was using it to avoid humiliating her
husband at a reunion party.

As far as anyone would know she was nothing more than a doting housewife
to a ex- GI Joe. (Technically he was still a reserve member, but hadn't
done active service longer than a weekend in almost a decade.) Actually, as
she reflected on it, she was a doting housewife to an ex-GI Joe. The only
difference between her and the character she was playing tonight was that
tonight she hadn't also tried to kill everyone on the boat.

"It's still stupid."

"Hey, Mainframe!"

They walked through the grand entrance to the greeting table where Lady
Jaye was sitting.

"Hi Jaye. How's it been?"

"Pretty good. I got married to a military man, and I'm still with the
Joes. We've got a daughter."

"That's great."

"What about you?"

"Oh, I'm running a computer consultation company that mainly focuses on
networks. I've also got a side buisness with Shipwreck. Other than that
nothing new."

He was poked in the ribs by an elbow.

"Oh, and I'm married. This is, uh, Zarah."

"Zarah," Lady Jaye repeated. "That's an interesting name."

"It was supposed to be Sarah but the nurese mispelled it on my birth
certificate," Zarana said with a flawless mid-western accent. "My parents decided they liked it so they kept it."

"Wow, at least it's memorable. Well, most of the guys are already here.
Through the main doors into the main ballroom. I'll see you two around
later once everyone's arrived."

As they left the table Lady Jaye could hear the couple whisper.

"That went well."

"You don't think she recognized me?"

"How? You're the best."

"Don't you forget it."

"How could I?"

Zarah leaned into her husbands embrace. Wow, thought Lady Jaye, they've
got this marriage thing down pat.

The happy couple slowly made their way through the entrance into the
ballroom. The sheer number of Joes in the room was mind boggling. Faces
Zarana had thought long forgotten were suddenly made flesh in front of her.
She couldn't help but remember which ones she had tried to kill personally.
Such a crowd of people she had at one time considered enemies, and in the
back of her mind sort of still did, made her incredibly nervous. She held
onto Mainframe's hand for support.

"It's okay," he whispered to her and she felt a little better.
"Remember, you're playing a role."

Zarana lessened her grip on Mainframe's hand. She was playing a role.
After all, hadn't she infiltrated the Joes' base dozens of times? Yes, she
wasn't some weak willed sot, she was Zarana, the greatest espionage
criminal ever! Was married life supposed to dull that? Hell no.

Mainframe was pulled away by Lifeline and soon was talking to some of
the other reserve Joes about their new careers. This left Zarana alone
with the other Joes' wives. It was an interesting assortment, business
women, doctors, military careerists, a few models, homemakers, and even a

The only one she knew, the mermaid, hadn't arrived yet, so Zarana was
forced to fake the conversation.

"So what does your husband do?"

"He's a computer consultant. What about yours?"

"He develops lasers for some science company. I swear, when I found out
he was a Joe I almost feinted. I mean, wow. I always heard about them on
the news but I never thought I'd meet one. Then it turns out I'm married to one. Talk about excitement. Did you know your husband was a Joe?"

"Yes. We told each other all our secrets when we were married," Zarana
said. And then added to herself, like how much money I had in secret
foreign accounts, what countries I had a criminal record in, and every
alias I ever used.

"Wow, what honesty. You two must have really loved each other. We're
slowly letting all our secrets out so that it doesn't come as a total shock
and so we have time to adjust to everything."

"I don't think that would have worked with Mainframe and I. We knew
going into our marriage that things would be problematic so we just lay all
our cards on the table."


"My husband."

"Oh right, his codename. I think my husband's was Sci-fi... or
something like that."

"Mainframe," a nearby woman said, turning toward them. "My husband said
he had a short affair with some terrorist woman."

"Yes," Zarana said slowly. "I think he mentioned that."

"Dreadful woman I hear," said the woman. "She had a crewcut colored
pink and wore some punk costume."

"Like that singer?" asked Sci-Fi's wife.

"What singer?"

"I think her name is Pink. She's got a crewcut and it's all colored

"From what I hear this terrorist woman's hair had other colors in it
too. Like that basketball player."

"Oh. That wouldn't be like the singer then."

"No," said Zarana. "I guess it wouldn't."


Zarana froze. It was Scarlet. The redhead walked up to the group of


"The terrorist her name was Zarana. She was part of Cobra. She hung
out with a bunch of punk rockers called the Dreadnoks, that's why she had
the funny hair. You're Mainframe's wife? Hi, I'm Scarlet."

"Zarah," Zarana said, shaking the proffered hand.

"Nice to meet you. Your husband was responsible for most of the
technology in the Joe complex."

"So I've heard."

"Are you a Joe's wife too?" asked Sci-Fi's wife.

"Kind of. I was a Joe myself, but I'm also married to Snake Eyes over
there." Scarlet pointed to a masked man talking to a Ninja dressed in
white. Well, talking wasn't the best way to describe it. Snake Eyes, still
unused to talking after the surgery, was simply listening.

"We're both active right now so we don't have the normal problems of
military families."

"I'm glad my husband isn't active," said Sci-fi's wife.

"So am I."

"Me too," Zarana chimed in, meaning every word of it.

Mainframe snuck up behind her and pulled close to his body. She almost
tore his head off, but caught herself in time.

"Hi honey, how's it going? Hi Scarlet."

"Hey Mainframe. We were just talking about Zarana with your wife here."

Zarana could feel Mainframe's body stiffen.

"How so?"

"We were just informing her about your past lovers."

His body relaxed. "Oh."

"And I was just telling them I already knew about her," Zarana added.

"Well, that's true."

"You really told her all about Zarana?" Scarlet asked, impressed.

"Zarah knows all about her," Mainframe conceded.

"Argh! Ye land lubbers."

"That'll be Shipwreck," Scarlet said.

It wasn't.

The pirates flooded the room. One came in with a gun pointed at the
back of Lady Jaye's head. To the untrained eye she was a helpless hostage.
Every Joe, and Zarana, could see Lady Jaye waiting for the chance to pull
the gun from her captors hand without endangering anyone.

"All right ye land lubbers. This be a simple thing. Empty yer valubles
into the middle of the floor and this fair lady will not be hurt."


The pirate holding a gun to Lady Jay fell to the ground. From behind
him entered a tall man whose face had strange tattoos covering his eyes.

"I said that no one was to be taken hostage," Zartan said to the fallen
man, who was clutching his leg. "We're not trying to embark on some
criminal venture here. Reflect on that. The rest of you leave this room
and start searching for the crystal."


The question was posed by at least thirty people in the room, but it was
only one that Zartan responded to.

"Mainframe? I guess it makes sense that you would be here. Look, tell
your friends that nothing's wrong. We're just searching the ship for a
crystal fragment that we've been hired to acquire by private collectors.
This is no time for a GI Joe resurgence. I have proof that what we are
doing is perfectly legal."


"We've been given permission by the owners of the ship."


"Really. For today at least, Zartan is an honest business man."

There was a snort from the back of the crowd.

"I assure you it is true. And very possible. Just ask my dear
brother-in-law. On the day of my sister's wedding I abstained from any and
all illegal activites, save for entering the state of Wisconsin where there
is a warrant out for my arrest."

And, because guns were being drawn, Mainframe spoke up.

"It's true."

"There now, you see. Ah, I see that we've accomplished our goal for
today so me and my compatriots will leave."

And with that Zartan left, leaving much confusion, and many heads
pointing at Mainframe and Zarah.

"Brother-in-law?" asked General Hawk.

Zarana pulled off her wig, revealing her bright pink crew cut hair and
smiled weakly. In her English accent she said ", Um, 'ello."

Damn it, Zarana thought. Of all the times for my brother to interfere
why did it have to be now.

The reaction was swift. Like a giant wave, the Joes swarmed around the
pair and swiftly separated them, the men sitting Mainframe down on one end
of the room, the women taking Zarana to the other. The group of men dissipated some, leaving only a handful to stand over Mainframe. They
asked him many question although one seemed rather prevalent.

"You married her?!"

"Well yeah."

"You married her?!"


"You married her?!"

"Yes. After she got out of jail we both agreed it was the best thing to

"Jail?! How many years?"

"Two, we got a really good lawyer for her. I even got conjugal visits.
But that's not the point, we were..."

"You married her?!"

"Yes damn it! I married her! I love her so I married her!"

Across the room Zarana heard her husband's shouts and smiled to herself.
She herself was being interrogated by Lady Jaye, Scarlet, Covergirl, and

"I don't know what your angle is but, I'll be damned if I let you
corrupt a good man like Mainframe," said Lady Jaye.

"There's no angle," muttered Zarana. "We got married."

"And you're not planning anything?"


"Nothing at all?"

"Well, we're talking about a baby. But we're not sure yet."

"This isn't a joke."

"I'm not joking! We love each other. I would think that would be
enough for you people. What do we have to do? Shag in the middle of the

She must have said it a little too loudly, the Joes interrogating
Mainframe all turned to stare at her, and Mainframe was between them with a
funny look on his face.

"This has to be a trick," muttered Scarlet. "Maybe Cobra has a mind
control device again."

"Let's get this party started!"

For what seemed like the tenth time that night, almost every head in the
room focused on one thing. This time it was Shipwreck and his blue skinned
wife. Sensing the friction, Shipwreck surveyed the room, lingering on the
crowds surrounding both Mainframe and Zarana.

"Oh hell, the idiot told them," Shipwreck muttered to himself.

"Shipwreck," his wife said under her breath.

"What's the problem?"

"Shipwreck, did you know Mainframe married..."

"What? The punk Cobra girl? Sure. Didn't you get an invite to the
wedding? Nice reception too, they had karaoke."

"You knew?" Flint looked like he was about to burst a capilary.

"I've been in business with the guy for five years, damn straight I

"Hey, where's Zarana?"

The chair where she had been sitting was empty. So was Mainframe's.

"I don't believe this," shouted General Hawk. "Wasn't anyone watching
them? You're supposed to be the elite special forces unit!"

"I fix busses now," said a voice in the crowd weakly.

"Then welcome to your doom!"

"Wha..." Hawk asked, but he was unable to finish because he was
unconcious. Around him Joes and their spouses were dropping like flies.
When the last body had fallen to the ground the doors opened once again.

The Baroness, her body clad in its trademarked leather bodysuit, and her
head covered in a state of the art gas mask, strode into the room
triumphantly over the bodies of her unconcious enemies. Behind her men,
all with masks, began to creep into the room with wheelbarrows.

"So GI Joe, years of retirement have made you weak. But now you are the
prisoners of the Baroness!"

And with that, she laughed an evil laugh that put chills through the
spines of her menial workers who had begun to move and seperate the men and


"Is it ready, Mindbender?" the Baroness asked from atop the raised
platform. She sat in an ornate steel chair. A throne really, but such
things did fit her class.

"Miss Baroness?" the bald man standing behind a control pannel next to
her said. "Please, I've asked you not to call me Mindbender. I'm not evil
anymore. Just easily misled."

The Baroness sighed heavily. Ever since Mindbender had reversed the
process that made him an evil genius he had become a normal orthodontist.
He still retained his genius in mind altering devices, but it was harder to
convince him to use those devices for evil. But a few hours with the whip
and the chains he liked to be shackled in so much was often enough to
change his mind.

"Is it ready then, Orthodontist?" the Baroness asked impatiently.

"Yes, my mistress."

"Excellent. Bring out the first Joe!"

Her guards brought the still unconscious Joe known as Tunnel rat into
the room below her. They strapped the Joe into a large metal chair, much
more sterile and bulky than her own. Mindbender... The Orthodontist began
fiddling with some knobs and the floor of the room opened up. A large ray
gun, comparable to the size of a semi-truck, raised from the opening, aimed
straight at Tunnel Rat's head.

"Ready, my mistress."

"Then fire, fool!"

The steady hum of energy emitted from the ray until a bright light
collected at the tip and a beam shot through Tunnel Rat's head. After the
shot, the ray powered down.

Tunnel Rat's eyes shot open. They were void of higher though.

"Tell me GI Joe, who do you serve?" the Baroness called down.

"My mistress, the Baroness," Tunnel Rat said flatly.

"Of course," the Baroness said cruelly, savoring the words. Soon all
the Joes would be at her command, their great range of skills and abilities
hers to use as she saw fit. Then there were their spouses, the Baroness
had spotted many famous faces in that lot, they too could be of use. The
others? Well, they could always be used as hostages if the ray wore off.

"I want all the prisoners under my control by the end of the hour,
Orthodontist. See that my will is done" the Baroness said, rising. She
walked down the platform to the doors. "I have things I must take care

"As you command mistress," the Orthodontist replied faithfully.


Zarana was at a loss. She and Mainframe had sneaked away from the crowd
when Shipwreck had entered the ballroom. They had thought that they could
have some time alone when suddenly armed men had surrounded them and taken
them prisoner. The men seemed to be at a loss, and the couple had been
able to take a few of them down, but before long they were overwhelmed and
chose to surrender rather than risk harm to their spouse. They had been
separated, and Zarana brought to a well furnished, and rather comfortable
room, left to worry about her husband's fate.

She hadn't recognized the soldiers. They weren't Cobra, the
organization had died many years ago. Besides, even the most clumsy Cobra
trooper was more skilled than the goons she had encountered. She and
Mainframe had been forced to submit due to sheer numbers, not skill.

The doorknob rattled, and Zarana prepared herself, ready to take on
whoever opened the door. What she was not prepared for was to find herself
swatted away in mid-launch by the Baroness. The raven haired beauty still
looked stunning, her upper-class good looks still flawless after all the
years spent as a terrorist. And she was still wearing the leather suit and

"Zarana, darling, is that any way to treat an old friend?" said the
Baroness as if they had just met at a cocktail party.

"What did you do with Mainframe," Zarana demanded.

"That Joe you were with? I wouldn't worry about him, he will soon be
part of my personal army of zombie soldiers."

"No," Zarana shrieked as she launched herself at the highborn woman

Again the Baroness swatted her away easily with a deft use of marital

"I must admit dear, I don't know what your angle is with using that
particular Joe, but I think I have a better offer for you. How would you
like to work for me?"


"Come, you must know that I have the superior plan. By now I've already
enslaved half of the Joe team. Join me, be my lieutenant as I rise to
great power."

Zarana thought about it. It had been a long time since she had partaken
in a good devious scheme to enslave the world. Ever since she had married Mainframe her life had seemed a little dull. Still, Mainframe wouldn't
approve. But sod that, she was her own woman after all. Besides,
Mainframe was about to become a zombie, maybe if she played her cards right
she could stop it and save him. She didn't relish the thought of Mainframe
not being Mainframe anymore. It was kind of painful.

God, she really did love him.

But to save him she would have to give in to every wicked impulse she
had. In other words to save him she would have to have fun and let loose.

She smiled.

"I've got two conditions," Zarana said.

"Of course," the Baroness said grinning. "I would expect nothing else."

"First, return Mainframe to me, unharmed and untainted. I want him as
he is supposed to be, not a zombie slave or anything like that."

"That can be arranged."


Snake-Eyes was strapped into a metal chair. He had awoken to find a
very large ray gun aimed at his face. Then it had been fired at him
repeatedly. The ninja could feel something try to sap his will, but years
of intense training had allowed him to remain in complete control.

Until now. Zarana, the Cobra punk woman, was standing before him. When
it was revealed that she was married to Mainframe Snake-Eyes had seen
nothing wrong with the situation. Surely Zarana had reformed or reigned
control over her impulses towards evil.

The sight before his eyes did not support that. Zarana had entered the
room, and at first Snake-eyes had thought that she was there to free him.
Her clothing had changed, and she was now dressed in the shredded clothing
that she had worn during her time with Cobra. That should have been his
first clue.

The second was more obvious. She hit him in the chest, hard. With his
training he was able to absorb most of the blow without any damage or great
pain, but it did hurt a little, the punk woman wasn't a wimp.

"That was just to see if you were awake, Joe. I want to make sure you
can see everything I do," Zarana said coolly. "Scarlet, come in here."

The redhead walked in, to the untrained eye it would have seemed as if
she was casually walking into the room, but Snake-Eyes noticed a slightly
mechanical gait to his wife's walk. Otherwise she seemed unharmed, but as
she turned to stand beside Zarana, Scarlet's face was revealed to the
ninja, including her cold, dead eyes.

Snake-Eyes very quickly figured out what was happening. Scarlet, and
presumably the other GI Joes, had succumbed to the same will sapping device
he had resisted. And now they were planning to use the beautiful redhead
to force him to submit. But that wouldn't happen, because Snake-Eyes
needed to escape. Otherwise Scarlet and the others would be left the
mindless servants of their captors.

"Snake-Eyes, I believe you know Scarlet," Zarana taunted. "She told me
you were married. I can't say I ever liked her, she always was a little
too arrogant."

She slammed her fist into Scarlet's stomach. Snake-Eye's flinched.
When he dared to open his eyes he was surprised to see Scarlet, standing
perfectly still, as though nothing had happened.

"It's a funny thing about the state she's in," Zarana explained. "She
can't feel any pain. She can't feel anything really."

The punk woman slapped Scarlet across the face. Scarlet didn't react at
all even though a red impression of Zarana's palm was now emblazoned on her

"Scarlet isn't aware of anything but the orders she's been given by her
mistress, the Baroness. And the order she was given is to obey me
completely. Scarlet, go and put on that new outfit that we picked out."

"Yes mistress," Scarlet said. Her voice was without emotion. She
walked out of the room.

Zarana stood over Snake-Eyes. "I think you'll like your wife's new
look, we spent a long time deciding what she should wear. A woman puts a
lot of thought into her clothing, you know. We want to give the proper
impression. To please our man, so to speak.

"I usually don't wear this anymore," Zarana said, gesturing at her own
ensemble. "It upsets Mainframe, but I figured as long as I'm being
employed by the bad guys again, I might as well revive the look."

Scarlet returned, only now she was dressed in a pink lace teddy. She
stood beside Zarana.

"Your wife's new look is quite popular with the guards," Zarana teased.
To emphasize her point Zarana squeezed Scarlet's breast. "They all love
watching her walk around dressed like this, her ass swaying temptingly
before them, her tits on display. They watch her walk around, inviting
them to oggle a body made for sex. Watch this."

Zarana's hand began to stroke the flimsy material covering Scarlet's
crotch. The cloth darkened as it became moist.

"As you can see, even though she isn't aware of what's happening, her
body still reflexively responds to stimuli. You're a lucky man Snake-Eyes,
your wife gets excited very fast. I bet all that running around she has to
do, the material of that tight black uniform she wears rubbing against her
cunt, she must be a nymphomaniac at the end of the day. I'll bet she
doesn't even wait until then."

Zarana moved so that she was behind Snake-Eyes. She leaned over and
whispered in his ear. "If Scarlet has to do anything I say, I bet that
means she'll reveal the truth to us. If I ask her to pretend she's playing
her favorite game, she has to play that game. I wonder what we can find
out about our dear friend Scarlet."

Zarana smiled, she was certain Snake-Eyes understood what she meant. He
would believe that whatever Scarlet did was a revelation of the redhead's
true nature. He didn't know that Zarana had already told Scarlet what to
do when the punk woman uttered certain commands.

"Scarlet, show me and Snake-Eyes what your favorite sexual position."

"Yes mistress." Scarlet got down on the ground and lay on her back. She
spread her leg open to allow easy access to her cunt, the shape of which
was easily visible beneath the moist material of Scarlet's teddy.

"Good Scarlet, now show us what you do when you're horny and Snake-Eyes
isn't around."

"Yes mistress." Scarlet's hands began to play with her cunt through the
teddy. The wet patch grew larger as the redhead became more excited due to
her nimble fingers.

Zarana moved from behind Snake-Eyes to an area just to the left of him.
She wasn't right in front of him, but she was sure he could see her.

"Good Scarlet. Now, pretend I'm Lady Jaye, show us what you do when
Snake-Eyes is gone for a long time?"

Scarlet slowly got up, and walked over to Zarana. The redheaded Joe
kissed the former Cobra operative on the mouth, pushing her tongue into
Zarana's mouth. One of Scarlet's hands was massaging Zarana's groin, while
the other was slowly removing the punk woman's top.

From the corner of her eye, Zarana saw Snake-Eyes jerk in his seat,
responding angrily to what he was seeing. Zarana pushed Scarlet away and
called, "Now!"

A beam shot from the ray gun, catching Snake-Eyes by surprise and thus
not allowing him time to concentrate and resist. The ninja froze,

"You can stop now," Zarana told Scarlet.

When she returned to her quarters that night she found that her door was
already opened. Suspicious, Zarana slowly entered, on guard for any
dangers. She flipped on her light switch and nothing happened.

Still creeping, she made her way into the bedroom. There, tied to the
bead eagle spread, was Mainframe. He wore no clothing except for a large
red ribbon culminating in a bow which covered up his genital region and a
ball gag. Beside his head was a folded card which read "Compliments from
the Baroness."

Mainframe saw her and began to say something, which was muffled from
behind the ball gag.

"Wait, hon," Zarana said, crawling onto the bed. She ran her fingers
down the length of his body and he shivered. Smiling devilishly, Zarana
teased his inner thigh. Mainframe moaned in protest.

Zarana continued the attention on his inner thigh, allowing her hands to
brush up against his ball. She untied the ribbon to reveal his cock. She
took the shaft in her hands and kissed it gently. It began to harden,
growing in her hands. Zarana smiled and quickly undressed herself.

Straddling her husband's stomach, Zarana leaned down so that her breasts were level with his face. Fumbling, she undid the ball-gag with her hands,
and waited. She was not disappointed. His tongue lapped at her nipple for
a while until he finally began to suck on her tit. She felt his teeth
gently apply pressure onto her nipple as Mainframe carefully bit down on
the fleshy protrusion.

Zarana gasped slightly, and Mainframe repeated the process on her other
breast. Zarana scooted down his torso, so that their hips were aligned,
and lay her naked body down upon his. They kissed passionately, and she
used a hand to help guide his hard cock into her ready cunt.

She slid her body down the length of his shaft and they moaned together.
She straightened her back so that she could better control her movements.
His mobility neutralized, Mainframe relaxed as Zarana dictated the pace of
their lovemaking, moving her hips so that his cock glided into her cunt at
her desire.

"What's going on?" Mainframe asked. To a normal couple this would have
ruined the mood, but Zarana and Mainframe had fucked while discussing how
to decorate their guestroom before, they weren't ones to let a conversation
get in the way of their pleasure.

Zarana was able to reply, albeit slowly, making out a word between
thrusts. "I'm... working... for... the... Baroness... to... keep...
you... safe... from... mind... control..."

The Dreadnok's legs tightened around her lover's body as she felt
herself approaching a climax. She found it harder to think about anything
else. Zarana increased her thrusts onto Mainframe's cock.

"But what about the other Joes?"

"Shut... up... Must... have... your... cock... YES!!!"

Zarana's pace slowed as she tried to recover from her orgasm. She
continued to thrust, although not as enthusiastically as before. Realizing
she was too tired to bring her husband to his own orgasm by fucking him,
Zarana dismounted his rigid member.

Lazily she slid further down her body and took his cock in her hands.
She licked the head, tasting her own juices on his organ. Her mouth then
engulfed his cock, and she began to suck it in earnest. Mainframe
awkwardly looked down the length of his body to watch his wife's head bob
over his groin as she tried to get him off orally.

"God, you looks so sexy when you do that," he said.

She looked up at him and her lips smiled around his cock. She did
something with her tongue and Mainframe couldn't hold back anymore. His
head fell back and he groaned. He shot his load into Zarana's mouth, and
she took great care to swallow all of it, even taking time to lick some
excess of the head of his cock, which caused him to moan.

When she was done, Zarana curled up against his sweaty, tied down, body.
She used his arm like a pillow and nuzzled her head into his chest, letting
her hands rest on his cock, which was slowly growing hard again.

"Zarana honey?"

"Hmmm?" she murmured drowsily.

"We've got to get out of here you know."

"Mmmm," she acknowledged.

"And save the others."


"Can you hear me?"


"I love you."

"I love you too." And with that Zarana went to sleep.


Jinx was relying on the techniques of her blind ninja master to defy the
ray. The only problem was it was hard to remember the techniques when
Zarana was yelling in her face.

"You're nothing but a stupid asian whore! Just a Geisha cunt! You love
men long time!"

"I don't know what you're trying to prove..."

Zarana slapped Jinx with the back of her hand. Jinx bridled with anger,
but since she was held tightly to the metal chair she was unable to do

"You don't get to talk whore. We've got Snake-Eyes under out control.
That means we don't need another ninja. And since we don't need you to be
a ninja you can be of use in other ways."

"What are you talking about?"

"Let's just say that the base offers little distraction for a group of
guards in their sexual prime."

Jinx tried to shrink back in the chair. "What?"

"You're a whore Jinx, and it's time you started acting like one. I hear
you were quite the tease back on the Joe base."

"I was covered up all the time!" Jinx protested.

"Shaking your skinny ninja ass every time Falcon entered the room. I
bet you wanted to fuck him."

"No, we were attracted to..."

"I bet you get wet just thinking about fucking."

"No," Jinx denied.

"You love to fuck."


"The thought of a big cock make you horny?"


"The way it would feel slamming into your tight asian cunt."


Zarana leaned in close, so close that Jinx could feel the Dreadnok's
breath against her face.

"Don't get so excited," Zarana said, smiling. "Although I don't think
you can help it. You whores are always excited. Isn't that right."


"I thought you whores were supposed to say yes."

"I'm not a whore."

"Then why are you wet?"

"I'm not."

Jinx wasn't expecting it, and that scared the young ninja. She had been
trained to expect anything, but for some reason she hadn't expected it.

Zarana reached forward and tore the ninja's red pants from her body.

"What are you doing?!" Jinx shouted.

"See," Zarana said, tossing the pants aside. "You're wet."

Zarana ran her finger down the front of Jinx's plain white panties.

"You see," Jinx said triumphantly. "Dry."

In reply Zarana tore off Jinx's panties. The ninja tried to struggle to
no avail. Jinx gasped as the sudden cold of the metal chair came in
contact with her naked bottom.

"I said you're wet," Zarana said harshly. She inserted a finger into
Jinx's cunt and began to finger fuck the young ninja. Jinx felt the
invading digit probe her insides, tickling the sensitive folds within.

Zarana pulled her finger out and waved it under Jinx's nose, forcing the
ninja to smell her own juices.

"Wet," Zarana said. "Just like a whore."

"No," Jinx protested weakly.

"Now!" shouted Zarana, and the ray fired at Jinx.

The ninja stared blankly.

"Excellent job," Mindbender called out from the platform above.

"Thanks," Zarana said, unaware that Snake-Eyes was creeping behind her.


The toy in the Baroness quarters was nude. In the corner of the room
Lady Jaye's uniform was in a heap, thrown there when the Baroness had
commanded the Joe to disrobe. The Baroness leisurely sat upon a couch in
the middle of the room, her living toy stood before her, awaiting a


Lady Jaye hopped into the air. The Baroness watched, fascinated as the
woman's large naked breasts bounced in unison.

"Keep going."

Lady Jaye continued, her tits moving hypnotically. Her eyes were dead.

The phone rang and the Baroness leaned over to pick it up. After
listening to someone on the other side speak for a minute the Baroness

"Excellent, I'll be there immediately," she said and hang up.

She walked out of the room leaving Lady Jaye to bounce, her breasts rising and falling like a tide. The mindless Joe continued to bounce until
her body could no longer take the strain, and, exhausted, she fell over.


The Baroness stormed into the room where Zarana was just coming to.

"Did you think I wouldn't keep watch over you, you betraying bitch?"

"What?" Zarana asked groggily.

"You conspire with your precious Joe to free his comrades. How dare
you? After all I've done for you? Well don't worry, I've taken steps to
prevent your treachery. Your Joe won't be a problem anymore."

Zarana's blood ran cold. "What did you do?"

"Let's just say your Joe won't be himself anymore."

"What did you do to Mainframe!"

"Bring him in," the Baroness sneered.

Mainframe was lead into the chamber by a guard and left there. Zarana's
husband stood motionless, his eyes open. She was relieved to know he was
alive, but she didn't see any thought behind his eyes.

"As you can see, Mainframe has joined my army. Haven't you Mainframe?"

"Yes mistress," Mainframe said flatly.

"You bitch!" Zarana screamed, straining at her straps, trying to throw
herself out of the chair. "Turn him back! Put back his mind!"

"No," the Baroness said through a thin smile. "I think I like him like
this. Don't you enjoy it Mainframe?"

"Yes mistress."

"In fact, Mainframe, why don't you show Zarana how much you like it.
Kiss my feet."

"Yes mistress."

Mainframe slowly fell to his hand and needs and began kissing the
Baroness' shiny leather boot.

"And while you're down there, why don't you clean my shoe, with your

"Yes mistress."

Zarana watched her husband lick the Baroness' boot, still straining
against her bondage. Tears welled up in the Dreadnok's eyes as she was
forced to endure the humiliation of her lover.

"Stop it," she shrieked. "Stop it!"

"Stop?" the Baroness asked coyly. "If you say so Zarana. Mainframe,
stand up."

The entranced Joe obeyed.

"Now then, if you're not licking my boot I suppose we shall have to find
other ways to engage you, won't we?"

"Yes mistress."

The two left, leaving Zarana to worry about what was going to happen to
her husband.


The Baroness and the Orthodontist watched Mainframe on a monitor. He
was standing in front of the computer bay. The only problem was that he
was standing perfectly still.

"What's wrong with him?!"


"Why doesn't he fix the computer?" the Baroness demanded.

"I assume he doesn't know how."

"Doesn't know?! He's one of the foremost computer experts in the

"He is when he's awake," the Orthodontist explained. "But the enslaved
state of the Joes doesn't allow them to fully employ higher brain
functions. You could tell them to conquer a building, and they would, using
every skill at their disposal to do so, but let's say you told them to
conquer the world. They wouldn't be able to, because that would require
them to make millions of assumptions and strategies which would contradict
all the programming we used to control them. Mainframe can't fix the
computers because it would require him to do more than just fix the
computers, and he can't do something he hasn't been told to do."

"So how do you we get him to fix the computers."

"We have to release him from the mind control."

"Never," the Baroness shouted. "He would find a way to escape, Joes are
crafty that way."

"It is a quandary mistress."

"Unless... unless we have something which prevents him from disobeying
me. Yes, of course." The Baroness pressed one of the many signal buttons
and summoned a guard.

"Go to Zarana's cage and prepare her for the market," the Baroness
commanded with a cruel smile.


Mainframe awoke with a headache. The last thing he remembered was
Zarana releasing him from the ropes he had been tied to the bed with. Then
there had been a sweet smelling gas, and darkness.

Wherever he was now there were a lot of computers. They weren't the
most advanced he had ever seen, but they were certainly impressive. Based
on the power and number of computer docks Mainframe figured there was
enough power to run a small country, assuming they were all configured

"Mainframe," an accented voice said. It carried through the room as
though coming from a loudspeaker, which was probably the case.

Mainframe recognized it instantly, the Baroness. Things were beginning
to make sense.

"Mainframe, you will properly configure our computers so that they work
at peak proficiency, and are able to interface with any computer in the

That was odd, Mainframe thought. They didn't need him to do that, any
qualified computer technician who had taken the time to learn the system
would have been able to do that.

"And it must be done by tomorrow night!"

"I don't work for Cobra," Mainframe asserted.

"Silly boy," the Baroness laughed. "This has nothing to do with Cobra,
this is an independent venture. But if it's motivation you need, the I
suggest you look at the screen to your left."

Mainframe did, and was shocked to see Zarana lying unconscious, locked
in a steel cage. Her normal clothing had been replaced by a tiny pink
string bikini which barely covered her tits and cunt.

"What did you do to her?"

"Zarana proved to be a most distrustful ally, Mainframe. She may have
helped me enslave your Joe friends but it seems she was more than willing
to betray me upon your command. Such treachery must be properly punished.
Zarana will awake soon to find that she will soon be placed on auction at
one of the finer white slave markets. If you don't wish that to happen to
your friends' wives then I expect you to cooperate."

"Wait! Don't sell her."


"Zarana, don't sell her. She's my wife!"


There was some arguing in the background of the intercom source. It was
hard to hear, but it was extremely angry.

"Of course, that explains much. Very well, Mainframe, if you do not
wish to see your wife suddenly sold to the highest bidder than you will
finish your task. Do we have a deal?"

"Deal," Mainframe said reluctantly.

"Excellent," said the Baroness and the speaker whined to signify that it
had turned off.

Mainframe found the tool bag next to the first computer and began to


The Baroness watched the monitor showing the image of Zarana with
disbelief. "She married a Joe, such a thing is unthinkable."

"Yes mistress, what shall we do with her?"

The Baroness took a moment to consider. "Don't sell her just yet, we
may need to prove to Mainframe her continued existence. Other than that,
do what you will. But I don't want her visibly harmed or unable to
function mentally."

"Yes mistress," smiled the Orthodontist.

The Baroness returned to her quarters in a foul mood. Things weren't
going the way she had planned. By now she hoped to be far more ahead than
she was. The constant set backs were really annoying her. First some of
the Joes were able to resist the ray, then Zarana had appeared, then Zarana
demanded that Mainframe be given to her. The only good thing that had
happened was Zarana's betrayal. With that one stroke the Baroness had been
able to get rid of the annoying Dreadnok and reclaim Mainframe. Things
would have gone so much easier if the Baroness' code would have allowed her
to simply dispose of Zarana at the start, but she had to offer a former
ally a chance.

The Baroness was surprised to find her toy slumped over the floor with
cum dripping out of her cunt. She kicked the big titted Joe in the side.

"Get up you stupid whore! Who fucked you?! I gave strict instructions
that none were to touch you!"

"Baroness," a voice hissed from the shadows, "I am most disappointed.
You should know to take better care of your toys."

"Who is there?" the Baroness demanded.

"Really, Baroness, to try and take over the world without telling me
first, you will have to be punished."

The Baroness rushed to turn on the lights. The switch was on the far
side of the room and she did not make it before a figure pushed her into
the wall, gripping her neck in a gloved hand.

"Who...?" she gurgled.

The figure moved slightly, so that he was no longer completely engulfed
in the dark. The Baroness tried to break free, but the grip on her neck
was too tight.

"I am Cobra, Baroness. I will not allow such insubordination!"

"Cobra is dead," the Baroness objected. "I did nothing wrong."

"As long as I live, Cobra lives. Now you must pay."

The Baroness felt the darkness overtake her. It wasn't long before she
fell into an unconscious state.

The hand released its grip and her body fell to the floor. Serpentor
emerged from the shadows.


The guards were watching Jinx. They were supposed to make sure none of
the Joes broke free of the Baroness' control, but they were keeping an
extra special watch on Jinx. The Baroness had not seen fit to clothe her
after the ninja's encounter with Zarana so Jinx stood at attention,
completely naked below her waist.

Every few minutes a guard would drive up the courage to walk up to the
young asian woman and insert the tip of their finger into her cunt or run
their hands through her finely kept bush of black pubic hair.

So engrossed were they of their observance of Jinx that they failed to
notice the androids walk in, take aim, and fire.


Serpentor surveyed the mindless GI Joes standing perfectly still,
awaiting orders. He understood that in another room their wives waited,
scared and confused about what was going on. The Cobra emperor had to give
the Baroness credit, it was a brilliant plan, using the Joes to take over
the world. The only problem was that it was not what Serpentor wished.

The Baroness, as well as the rest of the world, thought that Cobra was
gone. But as long as Serpentor lived Cobra was still a force to be
reckoned with. The Baroness' resources would be a fine place to begin the
rebuilding of his empire.

He surveyed the GI Joes once again, his greatest enemies nothing but
mindless slaves. They had been taken by surprise, unaware that a threat
existed. It was not as things should be.

Serpentor turned to Dr. Mindbender. The scientist cowered in the
presence of his emperor, having long thought Serpentor killed during the
battles of Cobra-La.

"Return them to normal and release them," Serpentor commanded.

"Emperor?" Mindbender asked, confused.

"Cobra-La is no more. My only drive now is to conquer the world for my
own sake. But where would the fun in that be without an adversary. An
Emperor's greatness lies in the enemies he must conquer, and the only enemy
worthy of the honor to fight me is GI Joe. Release them and their wives so
that we may face each other again. I will crush GI Joe, but not like this.
When they are defeated it will be at my own hand."

"As my emperor commands," Mindbender said obediently.

"Although I would be remiss to take advantage of the situation,"
Serpentor thought out loud. "Mindbender, there are some that I wish to
remain in my power, but still return to them their minds."


She certainly had been spending a lot of time unconscious lately, and
every time she awoke with a new surprise.

Zarana couldn't believe what she was wearing. It was flimsy, it was
skimpy, it was more revealing than the special lingerie she had bought for
her last anniversary. Every inch of her flesh was bare to the world save
for her cunt and her nipples. Judging from the way the dental floss
holding the bikini together was wedged up her crack, it probably wasn't a
good idea for her to bend over anytime soon.

"That's a wonderful look for you. But hadn't you better save it for
your husband?"

Mindbender was looking at her. At least she thought it was Mindbender,
he seemed to have traded in his cape and monocle for glasses and a labcoat.


"Really, Zarana, I had thought so much better of you. Marrying one of
the GI Joes, really."

"Where's Mainframe?"

"He's fine, dear one. Reluctantly serving our needs to save your life,
but otherwise fine."

Zarana was surprised. Mainframe was breaking his moral code, betraying
his country and their ideals, and he was doing it for her. She knew he
loved her, but not even in her wildest dreams had she thought it ran so
deep. The notion made her feel better, despite the way Mindbender was
looking at her.

"Why are you here, Mindbender?"

"The Baroness said I could do whatever I wished with you."

"What are you going to do to me," Zarana asked nervously.

Mindbender revealed that he had been hiding a set of keys within his
labcoat. He let them hang on his finger ominously.

"What do you want Mindbender?"

"Really, Zarana. I had thought better of you."

The voice, Zarana realized, shocked. It wasn't Mindbender's.


"I knew I taught you well, sister."

"How long have you...?"

"For the better part of a day. I followed the Baroness when I spotted
her leaving the cruise ship. The Joes do find themselves in the strangest

"Get me out of here."

"Of course."

Zartan unlocked the cage and Zarana scrambled out. She stretched,
loosening muscles which had grown tense in her few hours of captivity. Her
brother politely turned around, which she was grateful for when her breasts popped out of her bikini top.

Great, she grumbled, so not only does this damn thing make me look like
a slut, but if I move too much I'll be a flasher too. Not to mention this
damn thong is starting to ride up in the back.

"Do you have any spare clothes?" Zarana asked her brother.

"No, sorry."

"Give me your labcoat."

Zartan handed it over and Zarana covered herself.

"We had better find Mainframe fast."


"Because in about two minutes I think I'm going to fall out of this
thing, and I do not want to give anyone on this base a peepshow unless it's
my husband."

As Zartan led his sister to the computer room he couldn't help but
reflect that marriage had changed his sister. He just hoped she still
retained enough of her edge to not be a liability when the fighting


Hundreds of men and women were watching an airship depart from the coast
of Maine. Some watched it go with fear, but many watched in anger. It
looked like the retirement of the GI Joe Corps had ended.

"Is everyone accounted for?" General Hawk asked.

"Looks like it," Flint said. "Although there are so many people to look
for it's still to early to tell. "

"Make sure no one leaves until we've made sure. Then we've got
twenty-four hours to round up any Joe who didn't show up to the reunion.
If Cobra has returned then so have we."

"Excuse me, General Hawk?"

The man wasn't someone Hawk recognized, but his stance betrayed him to
be a military man. If Hawk didn't know every Joe personally he might have
mistaken the man to be a Joe.

"What is it soldier?"

"Sir, I've been through the crowd twice and I can't locate my wife."

"What's her name," Flint asked. "We haven't had a chance to check that
the wives are all accounted for. We were counting on every Joe to find
their spouse."

"That's the problem, sir, my wife is a Joe."

Hawk and Flint froze.

"What's her name?" Flint said slowly through gritted teeth.

"Her codename was Lady Jaye."

"Twelve hours, Flint," General Hawk said angrily. "I want every
available GI Joe at the base in twelve hours. I'm going to inform
Washington of the situation. When I get back to base I want a list of
every Joe still being held by Cobra."

"Yes sir," Flint said and saluted.


"What happened," the Baroness muttered as she rubbed her head. She had
been in her quarters when... Serpentor!

"Guards!" she shouted.

"Your guards are gone Baroness," Serpentor said from above her. "I have
had them replaced with loyal BATs."

The chill in the air hit the Baroness like a brick. She realized that
she had been stripped down to her bra and panties, both black like her
bodysuit. Wherever she was certainly wasn't her quarters, in fact it
looked like... No, not even Serpentor would dare...

He would! Oh he would pay for such a deed. She had been moved into the
complex's dungeon. Her complex had been built atop one of her family's old properties, and she had been surprised to learn it contained a dungeon in
the basement. She had ignored it completely, but now she was becoming
familiar with it against her will.

The bricks stung coldly against her bare skin. Her flawless skin was
breaking out in goosebumps. Serpentor was still talking.

"Such insolence, Baroness. You will be punished, and from the looks of
this dungeon there will be many interesting ways to choose from."

The Baroness berated herself for not destroying the damn place earlier.

She put on her most seductive smile. "Surely Serpentor, we can come up
with a more enjoyable punishment, one that we can both take great pleasure

Serpentor took her head in his hands and pulled her up. "My dear
Baroness, I have within me the minds of the great Generals of history, and
they all shout at me with the same message. Do not let a woman ruin your
empire. If I want a woman I will take her, if I want you I will do as I

The Baroness was so enthralled by his words that she almost did not feel
the slight prick at the back of her neck. She broke free of his grip and
he stood over her with an injection gun.

"What did you do?" she demanded, clawing at the spot she had been

"A simple formula Baroness, one developed by the good Doctor Mindbender,
designed to put you in your proper place."

The Baroness scrambled away from Serpentor, already feeling the effects
of the formula. Her bra and panties were rubbing against her skin, she
could feel the cloth constantly brush against her nipples and cunt,
tickling her. Her cunt was getting uncomfortably moist, and she felt her
desire for stimulation grow. Her body called out for a release from the
sensations, the cold bricks against her skin burned her like an icy fire,
her bra was making her breasts red from its constant scratching. In anger,
she tore it off, throwing it from her as far as she could. The air breezed
across her bared breasts and she gasped. Her nipples hardened, jutting out
almost painfully. Her panties were beginning to chafe as well, but when
she tried to tear them off she reeled from the shockwaves of pleasure that
touching anywhere near her now swollen cunt cause her.

Shockwaves that made the pain of her now hypersensitive skin vanish.

The Baroness touched put a hand to her panties again, falling back from
the sudden burst of ecstasy. Somehow she managed to pull her panties to
the side and began to play with herself, crying out at the enhanced orgasms
she was experiencing.


Zartan kicked the door down. Mainframe spun around at the sudden noise.

"Zartan?!" he exclaimed.

"Brother," Zartan nodded.

Zarana sprinted past her brother and jumped into Mainframe's arms.

"Mainframe!" She kissed him suddenly. It took him a couple seconds to
realize what was happening and return the kiss.

He pulled away from Zarana but still held his body to hers. "What
happened? They said they were going to sell you if I didn't help them?"

"You should know that I would never allow such a thing to happen to my
sister," Zartan admonished. "Really, we're family now, I would have hoped
you to have a better understanding of me."

"What do you think?" Zarana asked Mainframe, ignoring her brother. She
pulled open the labcoat to reveal her disturbingly small bikini.

"You look incredible," Mainframe said awestruck. His hands reached
beneath the labcoat and pulled his wife to him again.

"Zartan, do we have ten minutes to spare," Zarana asked, not taking her
eyes off of Mainframe's face. She could feel his hardened cock pressing
against her through his pants.

Zartan pulled out a gun and shot the camera monitoring the room. "I
suppose so, what do you propose."

"Don't peek," Zarana said. She led Mainframe to the back of the room
where her brother couldn't see. She pulled the zipper of Mainframe's pants
down. Zarana reached in and adjusted the front of Mainframe's underwear so
she could pull his cock through the hole in the front. It sprang free from
his pants.

Her hands on his shoulders, Zarana pushed him to the floor. She pulled
aside her bikini bottom, exposing her cunt and lowered herself onto his
rigid member. Gripping Mainframe's tie like the reigns of a horse, Zarana
began to writhe on her husbands cock. Mainframe's hands went to Zarana's
ass, fondling the supple flesh as it bounced on his hips.


Falcon had a headache. The last thing he could remember was flirting
with Jinx at the reunion. Now he was strapped to a chair as a giant ray
gun descended into the floor. And for some reason Mindbender looked like a

"Good morning Lieutenant Falcon," the bald man said. "I've just
restored your mind."

"Gee thanks, I didn't know it was missing," Falcon said sharply.

"Oh yes, very much so. But I have been commanded to restore it."

"Well convey my thanks. Where are the others?"

"The other Joes? For the most part they have been returned home. In
fact they're probably organizing to rescue you and the others we kept as we
speak," Mindbender explained. "Of course the others are just here as
hostages, you are the main target."

"Me?" Falcon said confused. "Why me?"

"Because," Serpentor said icily from the doorway, "we have a score to

Falcon's eyes bulged. "You?! I killed you!"

"Yes," Serpentor said. "I remember it well. But did you really think I
would stay dead? I am built from the lives of many, don't believe I am
limited to one."

"Fine, I'll just have to kill you again," the brash young Joe snarled.

"No, I think not. Bring her in."

A steel cage was wheeled in. It wasn't very large, just big enough to
fit a human being. Falcon deflated when he saw that human was Jinx. The
head strong ninja was struggling to free herself from the cage. Her
attempts were giving Falcon a revealing look at her cunt, since for some
reason Jinx's lower half was bare assed naked.

Despite his situation, Falcon was getting excited.

"Serpentor," Jinx shouted, surprised. "I knew Cobra was behind this.
When Falcon finds you he's going to... oh..." Her words drifted off when
she spotted Falcon strapped down to the chair.

"Are you okay?" Falcon called.

"Oh sure," Jinx sneered. "Except that I've been giving everyone here an
anatomy lesson."

"We'll get out of this," Falcon reassured her. "GI Joe will be here any

"But until the do," interrupted Serpentor, "I think the three of us
should have a little fun. If I recall Lieutenant, you and the ninja have
something of a relationship."

"We used to," Falcon muttered.

Serpentor opened the cage and caught Jinx as she tried to launch herself
to attack him. He grabbed her by the arm and pulled her forward. Jinx
tried to break free, but Serpentor was able to counter every move she
attempted. His skill and enhanced strength were more than a match for her
years of intense training.

"Now, now, now, my dear, I did not let you have your mind back so you
could escape."

"Then why did you?" Jinx spat.

"So that you could engage in your calling, whore."

Jinx winced at the insult.

"I'm not a whore," she protested, although Falcon noted that she said it
only half-heartedly.

"Really, then why are you without pants?"

"Zarana did it to me," Jinx muttered weakly.

"Because you wanted her to."


"Are you sure?"


With his free hand Serpentor cupped Jinx's crotch and slowly inserted
his middle finger into the young asian cunt. Jinx's body stiffened, her
eyes grew large, and she let out a very low squeak.

"Stop that?" she said.

Serpentor said nothing, wriggling his finger inside her.

"Please, no," Jinx whined.

"Cut it out," Falcon growled.

"Noooo," Jinx moaned, squirming uncomfortably on Serpentor's digit. She
could feel herself building to a climax as Serpentor expertly fingered her.
The Cobra emperor inserted another finger into her moistened cunt, probing
and exploring her inner womanhood. Jinx gasped and moaned, dancing on
Serpentor's hand until finally she could take it no more. Her body shook
with exhilaration as she climaxed.

When it was over she almost collapsed. Serpentor's powerful hold on her
arm was all that kept her upright. He removed his hand from her privates
and licked the tips of his finger.

"Delicious," he told Falcon. "Never have I seen a woman so eager to be

Jinx's face turned a bright red, as her mind raged with conflicting
emotions of anger, embarrassment, shame, and satisfaction. She started to

"You bastard," Falcon yelled at Serpentor. "I'll kill you."

"Again? I think not young Fal..."

He stopped and caught Jinx's leg. She had felt his grip on his arm
loosen so she had broken free and attempted to do a flying spinning kick to
his head. But still he proved too fast and too strong.

He held her upside down by the ankle like a fisherman displaying an
impressive catch.

"My dear, if you wanted to play you had only to ask." Serpentor took
hold of her torso and adjusted her body in his arms so that her cunt lay
level with his chest. Then he craned his neck and gave her pussy a long,
slow, lick. Jinx shuddered.

"You're dead, you bastard. Dead!"

"Why Jinx, it seems Lieutenant Falcon is a bit tense, why don't you calm
him down with your obvious talents."

Serpentor threw Jinx onto the floor. Before she could recover he
grabbed her by the hair and dragged her to the chair where Falcon was
bound. Serpentor shoved the young ninja's face into Falcon's crotch and
held it there.

"Jinx, please your friend Falcon orally."

"Jinx, you don't have to do this," Falcon assured her.

"Oh but Falcon she does. If she doesn't I will kill you."

Falcon heard some clicks and snaps from up above. He looked up at the
platform and saw Mindbender aiming a sniper rifle at his head.

"Oh shit," the young Joe muttered.

"Oh shit indeed. So Jinx, if you don't want Falcoln's head to decorate
the walls I suggest you begin. Oh and Falcon, call Jinx "Whore" from now
on or else she dies." Serpentor took a gun from his belt and pressed it
against Jinx's back, right where her heart would be.

One of Jinx's gloved hands came up and unzipped Falcoln's fly. She
reached in and pulled out his cock, which was already stiff. Gingerly she
wrapped her lips around his shaft and began to suck.

"Encourage your friend Falcon," Serpentor commanded.

"Uh, that's good."

It wasn't really. It was obvious that Jinx had never done such a thing
before, but he still found himself extremely aroused. She had always
refused him oral sex before. Now her head bobbed in his lap, her tongue
licking his shaft, her cheeks deflated, her eyes looking up at him with a
pathetic look of shame and fear.

Falcon watched the gun pointed at Jinx's back and nodded.

"You're doing great... whore," Falcon said, trying to be supportive.

Jinx winced when Falcon called her a whore but she kept sucking on
Falcoln's cock, trying to tell herself she was only doing it to save them
both. A small part of it seemed to be enjoying herself, but she tried to
assure herself that it was only because this was Falcon. She wasn't a
whore. Zarana and Serpentor had both been wrong, even if Serpentor had
made her climax.

"That feels good whore."

Just because she had a man's cock in her mouth didn't make her a whore.
Just because she was naked from the waist down didn't make her a whore.
Just because she could taste the salty precum from Falcoln's cock didn't
make her a whore. Just because she was slowly but surely getting excited
didn't make her a whore.

"Woah yeah, that's it whore. That's it."

Just because Falcon, the only man she had ever slept with, was calling
her a whore didn't mean she was a whore.

"That's good, whore!"

Just because she wanted him to keep calling her a whore didn't make her
a whore.

"I'm cumming whore! I'm cumming."

thick streams of cum shot into Jinx's mouth. Her cheeks ballooned as
she tried to hold it all, until she was forced to swallow it. She could
feel it coat her throat as it went down. The taste lingered in her mouth.
She could feel the cock soften between her lips.

"God Jinx, that was great."


Falcon froze, every muscle tensing as he realized what he had done. He
frantically moved to look at Jinx's back, praying to god that she was okay.

She was. He however had just been shot through the shoulder. He didn't
feel any pain... No wait, there it was, a horrible pain, emanating from
his shoulder into his very being.


Jinx's head shot up from Falcoln's lap and looked up to see his arm
slowly turning red. Falcon looked like he was in great pain. The red spot
was growing larger.

"Falcon?" she asked.

Falcon screamed through gritted teeth.

"He's been shot," Serpentor answered from behind her. "And if you don't
want him to receive medical attention so he won't bleed to death then
you're going to have to tell me the truth about yourself."

She looked from Falcoln's grimacing face to Serpentor's calm expression.
And even still she had to resist looking at Falcoln's cock, still lying out
in the open. She knew if she looked at it she would want to put it back in
her mouth. After all, it was what she wanted it to do.

Tears formed in the young asian woman's eyes as she realized who she

"I'm a whore," she said.

"No," Falcon said through gritted teeth.

Both Serpentor and Jinx stared at him.

"You are not a whore," Falcon grunted through the pain. "You are a
member of GI Joe and I..."


Falcon was shot again through the other shoulder. He screamed. His
head sagged, too weak from pain and blood loss to continue.

"Falcon?" Jinx said. "Falcon?"

There was no response.

"Falcon" Jinx called almost hysterically. She grabbed the sides of his
face and tried to hold his head up, but he was unconscious. She swiftly
turned to Serpentor.

"You've got to help him!"

Serpentor stood still.

"Please! You've got to help him! I am a whore! I'm a whore! Now help
him! Look!"

Jinx shoved one of her fingers into her pussy and pulled it out. "See!
I'm wet! I'm horny and I need sex! I'm a whore, I'll do whatever you
want, just please help him!"

She pulled the top half of her outfit off, leaving her completely naked.
She cupped her breasts in her hands and offered them to Serpentor. "You
can have your way with me. I'll fuck you any way you can imagine. I'll
call you master! I'll be a whore for anyone you want! Just save him.

Serpentor smiled. "Dr. Mindbender, call in the medical team to attend
to this trash."

"Yes my emperor," Mindbender called, putting down his gun.

Jinx sobbed with relief and fell to her master's feet.


No one had been looking for Bazooka. He had been in the can when the
Baroness had gassed the reunion. When he was done he had been able to spot
some of the guards hauling people away so he kept out of sight. He sneaked
onto the Baroness' ship and then into her complex. When he figured out
what she was doing he stayed hidden, waiting for the right time to make his

Then he had seen Serpentor.

Bazooka wasn't the smartest of the GI Joes, but he knew that when the
deceased ruler of Cobra was a part of things that things were out of his

So Bazooka waited. And waited. Until he heard a woman scream.


"Are you children done?" Zartan asked impatiently.

Mainframe smiled weakly, readjusting his pants. Zarana was buttoning up
the labcoat, a large wet spot adorning the front covering her pussy.

"I suggest we get out of here quickly," Zartan said. "I just spotted
some BATs in the corridor. Which means either Destro is in dire need of
resources and has been selling his patents or Cobra has returned."

"We can't leave without freeing the others," Mainframe told him.

"Of course we can."

"Zartan, I'm still a Joe."

Zartan sighed. "And what about you, sister?"

"I'm not leaving without Mainframe."

"Sister, I find your newfound morals somewhat distressing."

"Whatever. Hand me a gun. What's the plan Mainframe?"

"Find the Joes, reverse the mind control, and find a way out of here,"
Mainframe said.

"Wonderful plan, should we reverse the mind control before or after we
get shot?" Zartan sneered.

"Do you have a better plan?"

A voice traveled over the room's loudspeaker. "Attention surviving
guards. This is Serpentor, Emperor of Cobra! GI Joe has been released and
will soon be on their way. If you wish to survive you will report to main
hall where I shall give you your orders."

Zartan cursed. "I should have known that bastard would have survived

A gun was aimed at his temple.

"Zarana? What do you think you're doing?"

"I'm not letting you turn Mainframe in to Serpentor, brother."

"Are you mad? The last thing I want to do is run into that lunatic.
Put the gun down. I'll leave on my own and you two can be rescued when GI
Joe gets here."

"You're taking us with you."

"Zarana, he has a point," Mainframe whispered.

"No! Snake-Eyes and Jinx are going to kill me!"

"What did you do?" Mainframe asked concerned.

"Promise me. If they send me to prison again you'll wait for me and be
there for me when I get out."

"Zarana, I promise. I'll never leave you."

Zarana looked into his eyes, her own filled with tears that streamed
down her face. "Do you promise?"

"Of course," Mainframe said. He moved to her and she took the gun away
from her brother's head. Her body sagged, defeated. Mainframe held his
wife in his arms. Zarana held onto her husband tightly, as though if she
let him go he would leave forever.

"Now what did you do?"

"I made Snake-Eyes think Scarlet was a lesbian and I kind of raped


Zarana flinched. "Please don't leave me!"

"No, no, honey no," Mainframe said holding his wife more tightly. "I
won't leave you. I'm just surprised. I didn't think you were evil

"I'm sorry. I made a deal to keep you safe."

"I'm sure Snake-Eyes and Jinx will understand that."

"They'll think I'm with Cobra again."

"I'll tell them differently. Nothing's going to happen to you, I won't
let it."

Zartan shook his head. He had seen some bad cases of codependency
before but this took the cake. Still, his sister was happier than he had
ever seen her. Of course hanging out with the Dreadnoks wasn't the best
way to keep your spirits up, it tended to make you wonder if there was hope
for mankind. He sneaked out of the room and left the pair alone.

Zarana and Mainframe held each other, waiting for GI Joe to come. The
only time they moved was when Zarana shot at passing BATs.


Dr. Mindbender, or the Orthodontist, returned to his lab. He wasn't
evil anymore, but he sure wasn't good. He wondered if Lady Jaye would
agree. But she was without a mind at the moment. She stood perfectly
still in attention in the corner of his lab. She was naked still, not
having been clothed since being called into the Baroness' quarters earlier.

He cupped her tits in his hands and gracelessly licked her nipples. GI
Joe would be here soon, so he would have to hurry. His hand brushed
through her short brown hair and pushed her onto her hands and knees.

Mindbender pulled his cock from his pants and waved it in front of Lady
Jaye's face.

"Suck my cock until it gets hard."

"Yes master."

Lady Jaye leaned forward so that she could reach Mindbender's cock and
closed her mouth around his grubby manhood. Her attention to his cock was
very mechanical, she simply sucked on his cock until it became stiff and
she froze. Mindbender pulled back and his cock slid out of Lady Jaye's
mouth with slight pop.

"Turn around," he commanded.

"Yes master."

Lady Jaye slowly spun around, a task difficult to do on all fours. When
she was done Mindbender had a clear view of her bare cunt and ass, both lay
invitingly before him.

"Scream with joy."

"Yes master. Yeeeeeeeessssssssssssss! Ooooooooooooooh!"

As Lady Jaye screamed loudly, Mindbender slowly pushed his cock into her
dry cunt. Without lubrication it was a little painful but the feeling of
her warm cunt wrapped around his pole more than made up for it. Soon her
body had produced enough juices because of the invasion that he could rock
back and forth, slamming his manhood into her open pussy.

"Take that you whore."

"Yessssss! Yessssssss!" Lady Jaye screamed mindlessly.

Mindbender kept fucking the enslaved woman, enjoying his simulation of
pleasuring Lady Jaye.


The Baroness was frantically playing with herself, muttering to herself
about the pain. She looked up and saw a GI Joe, the small one with the
mustache, his name eluded her and she had trouble concentrating anywise.
But what she was so fascinated was the bulge in his dirty beige pants.

"You, Joe," she commanded hoarsely. "Take off your clothes and fuck

Bazooka nodded dumbstruck. He quickly pulled off his clothes and was
startled when the Baroness leapt onto him, grinding her entire body against

"Yesssssssssss!" she moaned. His skin felt cool, and yet his body was
warm. She wrapped her arms around his neck, and then felt his cock press
into her leg.

"Lie down," she hissed. She pressed down with her arms and he fell to
his knees. She lay down, pulling him onto her and then flipped him around
so that she lay prostrated on his body. Her long black hair fell onto his
face and he spit to get it out of his mouth.

"Stop that," she admonished him.

"I can leave," he said gruffly.

"No!" she cried desperately. "Stay, I promise to make it worth your
while. Here, you may touch my tits."

He manhandled the Baroness' perfect tits, rubbed his fingers over her
nipples, lifted them and squashed them together. Meanwhile the Baroness
was concentrating on trying to slide his cock into her hungry cunt.
Finally she was able to position the parts correctly and slammed down upon
his shaft with a fast downstroke. The two moaned together.

"Wonderful," the Baroness purred. "You fill me up."

"I aim to please," Bazooka muttered.


Serpentor sat at his throne, admiring the hall filled with BATs and the
remnants of the Baroness' guards. Jinx sat at Serpentor's feet, naked,
blushing at the thought of all the men staring at her bare body, but not
covering her body up with her arms.

"My subjects, today we will fight. If we win it shall be a glorious
victory and the first step to global domination. You fight GI Joe. They
are nothing. The whore at my feet is a GI Joe, and she would rather suck a
man's cock than fight."

There were sniggers in the crowd.

"Look at her, she grows excited knowing you are watching her. Show them
whore, show them how wet your cunt is."

Jinx turned to the crowd and spread her legs open wide. Using her
hands, she spread her cunt lips open.

"Tell them who you are," Serpentor commanded.

"I am the Emperor Serpentor's whore," Jinx said loudly.

"Now show them."

Jinx stood. Serpentor seemed to be wearing a full body armor designed
to make him look like a snake, but her hands went to a small opening in the
crotch of the armor. Slowly she pulled out Serpentor's large, rigid cock.
It rose into the like a pillar. Jinx straddled her Emperor's manhood,
facing the crowd, slowly descending down his shaft as it was swallowed up
by her worn cunt until she sat on his lap.

"Oooh!" she moaned happily. She jumped slightly, again impaling
herself. She did it again and again, pistoning herself on Serpentor's cock.
Which is when the wall exploded and GI Joe came crashing in. Serpentor
rose suddenly, dislodging his cock from Jinx's cunt. She fell to the
floor. Around her BATs fired at the Joes while the Baroness' guards fled.
Jinx wasn't sure what to do. She was a whore, she needed a cock to serve.
She couldn't find Serpentor, he had probably fled already.

Then she remembered. She ran out of the room, down hallways past
fleeing guards. Finally she found it, the medical room.

Inside Falcon was lying on a slab. Heart monitors were beeping, proving
that he still lived. She stood beside him and held his hand. His eyes
flickered open.


"Hi Falcon, how're you doing?"

"My arms hurt something awful, but other than that I feel like shit.
What about you?"

"I'm naked."

"Yeah, I thought I was dreaming that part."

"No dream," she leaned over and kissed him on the cheek. Then she
climbed up on the slab, careful not to poke her knee into him. She
straddled his torso.


"Shhhh. I want to show you something. Something Serpentor helped make
me realize about who I am."

"Serpentor was wrong..."

"No, Falcon, he was very right. I am a whore. But I want to be your

She pulled the flimsy hospital dress he was wearing to his waist,
exposing the lower half of his body. He was already a little hard, but she
ran her fingernails across his shaft until he was completely solid. She
repositioned herself onto his cock, and began to fuck him.

"I'm a whore," she said moaning. "I'm your whore, Falcon. I only live
to please you. I want your cock in me, I need your cock in me. Use me
however you want, whenever you want."


Serpentor raced into the computer room and barely avoided getting shot
by Zarana.

"You," he shouted. "You are of Cobra. Excellent. We must escape, the
GI Joes have arrived."

Then he spotted Mainframe and let out a primordial scream of anger.

"A Joe! I'll kill you!" He lurched forward toward Mainframe.

Zarana raised her gun at Serpentor. "Stay away from him."

Serpentor reached out and plucked the weapon from her hands as like an
adult taking away a child's toy. "Such weapons are reserved for worthy
soldiers," he snarled and tossed it behind him.

Zarana swung her fist at Serpentor, but he dodged, raising to grab her
arm and push. The former Dreadnok fell to the ground, the labcoat torn off
her body, leaving her prostrated in only the tiny pink string bikini.

"Zarana!" Mainframe shouted.

"Don't worry about the harlot," Serpentor sneered. "You shall be the
one who dies today. The wench can serve as my new whore."

"No!" Mainframe shouted, launching himself at the Cobra Emperor.

Mainframe wasn't a fighter, not a skilled one. He was a soldier, but
unlike most of the other Joes he had never specialized. Zarana was a
better fighter than him, she had to be, being the only female Dreadnok.
Being the leader's sister only protected you so far when you were the only
woman a biker gang saw for weeks at a time.

Serpentor easily caught him in a bear hug, and began to squeeze.
Mainframe shouted, kind of. Much of the air was being forced out of his

Zarana heard her husband's pathetic scream and forced herself to get up.
One of her tits had popped out of the bikini but she paid it no notice.
Mainframe was in trouble. Serpentor's back was to her so she leapt upon it
and put Serpentor in a chokehold. It had no effect, but Zarana couldn't
think of anything else to do. She held on for dear life as if doing so
would save her husband.

Suddenly Serpentor's body slackened and he began to fall to the ground.
He collapsed between Zarana and Mainframe, leaving the two lover facing one
another. She hugged his torso and he grunted from the pain.

They both looked down at Serpentor. He had three ninja stars embedded
in the side of his head. Zarana looked up and saw Snake-Eyes standing in
the entrance. She hid behind Mainframe.

"No Snake-Eyes," Mainframe started, "I know you might be mad at Zarana
but she only did what she did to keep me alive."

Snake-Eyes said nothing and stalked away.


Roadblock kicked the door to the basement open. Slowly he crept
through, General Hawk covering him from behind. They carefully walked down
as the walls and stairs became stone.

"Yes! Give it to me! Harder! Harder!"

The Baroness' distinct voice echoed in the stone room.

Roadblock gave Hawk a curious look and Hawk shrugged, gesturing the
large man forward.

Roadblock turned the corner and froze.

The Baroness was naked, riding some man like an animal. Her thrusts
seemed to have the intensity of a jackhammer. Her long black hair was
strewn all over the place, much of it sticking to her sweat laden back and
face. Roadblock was transfixed as her tits rebound with each of the
Baroness' powerful plunges to impale her cunt onto the man's cock.

"Yes!" the Baroness screamed. She stopped pushing her hips onto the
man's body long enough to shudder in extreme rapture. Then just as
suddenly she screamed in frustration, tears streaming down her face, and
she began to fuck the man again, her body slumped forward ever so slightly
from exhaustion.

"General?" the man muttered.

Roadblock and Hawk moved slightly to get a better look at the man.

"Bazooka? Is that you?"

"Yeah General. I'd salute but I'm a bit preoccupied."

"Shut up," the Baroness commanded loudly. "We must continue until my
pain dissipates. Now play with my breasts."

Bazooka's hands went up to fondle the arrogant woman's ample tits and
the Baroness mewed in delight.

"Can I keep her, General?" Bazooka asked.


"Okay Zarana," Flint said. "I don't know what your role in all of this
was, but I heard enough. I think you might want to say your good byes to
Mainframe for a while."

Mainframe was standing behind his wife, his arms wrapped around her.
She broke free from his arms and turned. Zarana kissed Mainframe
passionately, tears in her eyes, trying to remember how he felt.

"Please," she said to Flint, "Can I make love to him one last time
before we're separated?"

"Sure," Flint shrugged and turned around.

Zarana pulled off what remained of the bikini and let it fall to the
ground. She stood before her husband naked. Mainframe was undressing, and
she began to help him, pulling down his pants and freeing his cock from his

Saying no words they kissed and lowered themselves onto the floor.
Mainframe inserted his cock into his wife's cunt. They began to rock
together, holding each other.

Lifeline walked up to Flint and saw the couple wriggling in ecstasy on
the floor. He quickly turned his back to them.

"What are they doing?" Lifeline asked quietly.

"Saying goodbye before Zarana gets carted off."

"But I was just talking to Jinx and Snake-Eyes, they don't want to
register any complaints about her and no one else remembers if she did

"So they're not going to arrest her?"

"Doesn't look like."

Flint took a quick peek behind him and saw Zarana deep throat Mainframe.
He turned back around and whispered, "Maybe we shouldn't tell them just


Bazooka was admitted to the prison and was escorted to the medical

"It's a strange case," the doctor explained. "Anything her skin
touches, the sense is amplified a hundred-fold. It's like the nerve
endings on her skin have been amplified."

"Have you found a cure?"

"Possibly. We think an increase in certain hormones might cancel out
the chemicals causing the problem. We told her about it and she demanded
we call you."

"Why me?"

"Well we could inject the hormones into her but it might cause some
adverse side effects. It turns out that all the necessary hormones can be
produced by the human body naturally though."

"Cut to the chase, doc. Why me?"

"Well they're only produced when you're pregnant."

Bazooka stopped dead in his tracks. "Pregnant?"

"Yeah. Like I said, we told her that and she instantly demanded we call
you. Wouldn't let us say another word until we had."

They stopped in front of a cell. Well, more like an extremely well
secured room. It was impossible to see into the room except for a small
slit on the door, which was closed at the moment. "Here she is. She's not
really supposed to have visitors, but she asked for you, and technically
you've got clearance to meet with Cobra prisoners."

"Thanks doc."

A guard unlocked the door and Bazooka walked in. The cell door shut

The Baroness stood in the middle of the room, unmoving. She was naked,
her prison clothes had been thrown in a corner. Her posture was insane,
she stood in such a way that no part of her body touched another, no skin
could rub against skin. She looked like she was spread eagle ways, except
that she was standing. Bazooka could see a red rash on her back where her
hair was rubbing like sandpaper against her normally fair white skin. In
fact her entire skin tone had a reddish look to it.

The Baroness moved her head slowly. "Bazooka?" she said uncertain.

"Yeah, it's me."

"Oh thank god, take off your clothes."

"That's it? No, hello? No, how are you doing?"

"Bazooka, I am in constant agony. The air burns against my skin.
Please, take off your clothes and relieve me," the Baroness pleaded.


"Fuck me!" the Baroness screamed hysterically. "I need to feel you
inside of me! I need you to make me cum!"

"Alright," Bazooka grumbled, unfastening his belt. Soon his clothes lay
in a pile on the floor and he was naked. The Baroness ran to him and
smothered his body with hers. She sighed in relief.

"You wonderful man," she mumbled. "Now fuck me, impregnate me so that
my torture may end."


"Don't worry," the Baroness said huskily. "I'll support her if you
can't on your paltry GI Joe wages. You can raise her in your annoying
American ways. Just fill me with your seed."

Her breasts heaved against his chest as she breathed and his cock began
to harden. Her hands took a hold of it, playing with it until it became
stiff. She guided it into her wet cunt. Though the Baroness was loathe to
admit it, she enjoyed fucking the dirty little man. Maybe after their
child was born she would see about arranging conjugal visits. Daily
conjugal visits.

----------------------------------------------------------- It's been
while since I've wrote Author's Notes, partially because I didn't want to
annoy anyone, and partially because I haven't written much lately. And I
gotta say, I did not expect this to be the next thing I would write, but I
went through it pretty fast. I thought I'd do the next chapter to the
Wolf's Bane in a few months, but I churned this out before then, so here
you go.

If I got any of the characters names wrong or I screwed up something
don't hesitate to write me. I'm still not proofreading.

feedback is appreciated. Send comments to...

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