Carol Danvers had just finished a busy day. She had just dropped off her recently finished novel with her publisher and still found time to go twelve rounds with A.I.M. Flying low over the Manhattan skyline, she was finally headed home.
Not wanting to cause a stir Ms. Marvel landed two blocks from her apartment building to resume her Carol Danvers identity before anyone saw her, “I’m way too tired to do the celebrity thing.”, she mused to herself. The only problem was she had been seen and not by anyone she liked or who liked her.
Pausing before she changed back to civilian clothes, Carol failed to see the figure in the dark shadows of the city. Slowly raising an unknown weapon, a shadowy figure rose and sighted the weapon.
VRRRRTT was all Ms. Marvel heard as she was struck by orange beam on her impressive chest. “Who are you?”, she screamed while trying to get her bearings. “When I get hold of you I’ll…………..”, her mouth stopped working. Try as she might she could not feel her tongue, her lips went numb and her vision started to blur. At the same time she lost all hearing and touch.
Slowing and decisively Two A.I.M. enforcers emerged from the shadows clad in their distinctive canary yellow uniforms , smoke still coming off the discharged weapon. They strolled up to Ms. Marvel and laughed. Not that she would know it.
As if losing all her physical senses were not enough. She felt like she was becoming lighter and compressed. In truth, she was indeed becoming thinner but in a more two dimensional fashion. Slowly her strength gave out and her legs literally folded up beneath her, followed by the torso and arms which by now had lost their normal shape. Finally her head floated to the ground and darkness claimed the heroine.
Boneless and organ less the skin of Ms. Marvel still in her costume lay wadded up between the two A.I.M. henchmen. Pulling up Carol’s face and stretching it between his two fists, the mercenary stared into the two empty sockets where Carol’s eyes had once been, he smiled and exclaimed, “The Molecular Condenser actually worked, the blonde bitch is ours”! The two mercenaries gathered Ms. Marvel’s skin and costume and walked back into the night.
Two weeks and two thousand miles later, Carol hangs like a scarecrow in a room at a A.I.M. facility. Her empty skin flutters every time a gust of air enters the room. Though still technically alive, two weeks of unceasing sensory deprivation has reeked havoc on her brain causing the heroine to fall into a deep catatonic state. To torture her even more A.I.M. treated her skin with preservatives so that it will never age or deteriorate and it still possesses the high degree of damage resistance it had when Ms. Marvel was whole and complete.
Across the room from her hanging skin, two A.I.M. scientists are putting the last touches on a lightweight polymer skeleton and programming a mini computer inside an artificial skull.
Using a hoist the metallic skeleton is lifted off the ground and one of the scientists fetches Carol’s skin.
Using robotic arms Carol’s mouth is stretched open large enough to allow for the insertion of the skeleton. The scientists take great pains to carefully work the skin over their construct. Finally the skin is pulled over the metal frame up to the neck line. Disconnecting the skull from it’s download platform and from the computer mainframe that was programming it, the scientists affix it to the metal rod that serves a the construct’s spinal chord. Two human-like eyes the same color as Carol’s original eyes are fitted into their respective slots and Ms. Marvel’s face is pulled and fitted over the skull.
Carol’s skin hangs on it’s new prop empty and formless. Now the scientists insert artificial organs where her vagina and sphincter would usually be found. Once done with the artificial organs, hoses are then connected to them and the mouth cavity as well. Once connected the hoses are turned on. A different technician arrives to manipulate the foamy substance filled with nanotechs that is being pumped into Carol’s body until finally a healthy, robust and completely nude Ms. Marvel stands in the room. The hoses are quickly disconnected and the nanotechs adapt and form artificial organs and a circulatory system, soon dentures and a tongue are inserted into her mouth making her look whole and complete.
The A.I.M. scientists and leaders shortly filed into the room to admire their handiwork and discuss how this new creation should be used.
Finally, Modoc, the leader of A.I.M., who had ordered Ms. Marvel taken down stood face to face with his new blank eyed automaton. His huge head and puny limbs hovered over the heroine and uttered, “I hope you like your new body, you half Kree slut!, you’ll never hamper my operations again”! He spat on Carol’s face. Ms. Marvel had no reaction as the spittle oozed down her right cheek.
“Are we ready?”, Modok demanded. An affirmative yes replied the A.I.M. personnel. “Then turn her on!”, Modok chortled. A button was pushed and with a whirl and a click the revamped Ms. Marvel came to life!
Modok watched carefully as Carol’s new eyes blinked and her body started to twitch. “Ms. Marvel, whom do you serve?” demanded the master criminal. The rebuilt heroine opened her mouth and replied, “I serve the great and powerful Modok, his desires are my desires, his will is my will.” Modok’s laugh rebounded around the complex like a frigid weather wind.
A.I. M. put it’s newest attribute through her paces as the day and night wore on. Ms. Marvel’s strength and abilities were tested to the maximum. Just for laughs she also portrayed a pole dancing stripper for several hours just so everybody got a chance to see her degradation. Finally she was ordered to don a French maid’s outfit and serve everyone their meals.
The final insult came in the late hours of the evening and early morning when Carol serviced both men and women as a sex toy, after Modok had his way with her.
Carol’s new body functioned in other ways that being a parody of life. The newly installed eyes and ears served as audio and video recorders that fed images and sounds back to the A.I.M. facility in real time. This would allow A.I.M. to gather information on the Avengers or whoever Ms. Marvel would come into contact with. Therefore it was decided that the heroine would assume her previous existence and return to A.I.M. either late at night or following a mission. Thus Carol would continue her normal life as soon as the adequate programming was completed.
The following day Ms. Marvel was sent back out into the world. Looking and functioning as if nothing had happened to her. She had been programmed with a back story that explained her two week hiatus and the same program enabled her to function as completely as she had when she was human. It would be impossible to tell she was now just a life size animated mannequin.
The next few days were quiet as the need for the services provide by Ms. Marvel were few and far between. No major villains were orchestrating their plans, just some simple robberies plus a couple of smash and grabs that she handled effortlessly. Carol spent most of her time writing an erotic novel being fed to her computerized brain via internet from some unknown lab technician at A.I.M. Then her phone rang.
“Hello, Carol speaking.”, she answered. “Hey it’s Jessica.”, the erstwhile Spider-Woman replied, “You free for lunch”? The on-duty A.I.M. personnel made sure she answered, “Yes”. “Why don’t you met me at our usual spot on 33rd Street at 11:30.”, Jessica suggested. “Okay, see you there.”, Carol answered and hung up the phone. As soon as she put down the receiver Carol was put into hibernation mode by A.I. M. personnel and the contents of the phone conversation were taken before Modak.
“Yes, yes, this would be a great opportunity to add Spider-Woman to our little organization.”, the grotesque villain laughed. “See that it happens!” he ordered.
The plan was shortly formed and agreed upon by various A.I.M. lieutenants, then fed into Ms. Marvel’s brain. She was immediately rebooted soon after. Returned to full operating mode Carol quickly dressed and left her apartment to meet and betray her friend.
When she arrived at the café, Carol spotted Jessica already seated and waiting for her. Jessica’s long black hair was free flowing about her face and shoulders, she was wearing a light blue tweed sweater and black slacks with matching pumps. Seeing Carol, she rose from her chair and waived and motioned for her to come over. Carol was now dressed in a pink tee shirt covered by a gray blazer and a gray above the knee skirt with calf high black boots. Pulling up a chair Carol and Jessica both seated themselves.
“Jessica, darling how have you been?”, asked Carol, as prying eyes and ears from miles away looked and listened. “Outstanding!”, Jessica retorted with a big grin, “How about you?”, she quizzed. “Oh, not much going on, just the usual day to day stuff.”, the automated heroine lied. “I think I’ll just have the usual.”, she stated. “Garden salad and a diet cola, you are so predictable.”, Jessica giggled. “Lemme see, you’re going to have steamed clams and a light beer, I bet.”, Carol surmised. Jessica just glared for a second and laughed, “Okay, I get it, I’m predictable too”.
The two ladies ate their lunch and swapped gossip and small talk for the rest of the hour. Finally Carol leaned over and said in a low hushed tone, “Jessica I’ve got this thing I was going to do tonight and it occurs to me that you might be interested”. “What’cha got?”, Jessica whispered back with note of intrigue. “I’m going to hit A.I.M. tonight, any chance of that appealing to you?”, Carol asked. “Sure, it been too quiet around here anyway and it’s a chance to bust some heads!”, Jessica replied. “Good met me at Warehouse number 12 down at the docks at 11:00 tonight and we will wear them out!”, Carol declared. “Sounds like a plan, see you then.”, Jessica answered. With that both women got up, hugged and went on with the rest of their day. A few miles away a group of nefarious people congratulated themselves.
At precisely 11:00 p.m. a garnet and gold figure ascended from the sky to join the black leather clad figure on already on the ground outside of Warehouse 12. Peering through a window Spider-Woman saw A.I.M. personnel moving various sized crates and other objects around in the warehouse. “This is just so obvious Ms. Marvel, do you think they expect us?” she asked as she turned and faced he partner. “No, I don’t think so, but I need to give you something just in case.”, she replied.
“What?”, Spider-Woman pondered.
“This!”, the black clad heroine announced. Grabbing Spider-Woman by the shoulders, Ms. Marvel pulled her close and before Jessica could protest, Carol french kissed her. A muffled, “MMMFF!” was all Spider-Woman could emit before gas flowed from Ms. Marvel’s mouth and flooded her victim’s lungs causing her to pass out and collapse in her arms. Ms. Marvel then picked up the inert heroine and strolled into the warehouse were more congratulations were exchanged.
Hours later, Spider-Woman awoke to harsh lights piercing her eyes, “Wha, what’s going on, where am I?”, she screamed as her eyes tried to adjust to the searing light. Jessica pulled at her bonds but found her body unwilling to cooperate. She noticed a cool breeze breeze waif across her body and realized she was naked. “ I hate this, I really, really hate this, I am so tired of getting captured and stripped!”, she yelled, “Isn’t my costume tight enough, you perverts”!
“Now, Now that be so upset, my raven haired beauty.”, she heard a malevolent male voice say. A voice she recognized and a cold shudder surged through her body. “Modok, you son of a bitch, what are you up to?”, yelled Spider-Woman, “And where the hell is Ms. Marvel”? “You had better not harmed her, you bastard”!
“For someone who is bound and can’t move you make a lot threatening boasts you can’t back up!”, Modok warned. Spider-Woman’s vision finally cleared and she was shocked to see a smiling Ms. Marvel standing beside Modok. “As you can see Jesse, I’m fine and soon you will be too.”, the compromised heroine softly stated. “The master will see to that.”, she cooed and passionately kissed Modok.
“As you can see, your friend has seen the light and has decided to serve me.”, Modok triumphantly exhorted, “and you will also”! “Carol what has he done to you?”, screamed the bound Spider-Woman. “He has shown me the truth just like he will with you, won’t you master.”, she smiled and calmly answered while kissing him again.
“Due to the effects of the gas you inhaled, you may not have noticed the band surrounded your head and the wires attached to it Spider-Woman.”, Modok informed her, “but let me enlighten you”. “ Inside the band are small needles that will bore into skull and inject nanotechs that will allow us to reprogram you as we see fit”. “Don’t you find that exciting?”, he laughed. Unable to move or use her powers and knowing Ms. Marvel would be unable at best to help her although in her current condition she would probably be unwilling to do anything. Spider-Woman said nothing, “I won’t give the bastard the satisfaction of him hearing me call for help.”, she thought to herself.
“The reason for your nudity is simple.”, Modok calmly stated, “I wanted to embarrass you”! “Ms. Marvel, would you be so kind as to service Spider- Woman sexually?” “Yes master.”, she replied and eagerly climbed on top of Jessica’s spread eagle body. Unable to move or resist Spider- Woman accepted this violation of her as the last pleasurable moment she would probably know.
As Carol began to tongue and suck on Jessica’s left areola, Modok instructed a lackey to start the process of reprogramming Spider-Woman. With a push of a button, the band around Jessica’s head came to life and the needles started to bore towards her brain.
Spider-Woman was surprised she did not feel any pain, just a slight discomfort. Truth to be told she was more fixated on the suckling of her breasts by Ms. Marvel. “Mmmmm, feels sooo good, suck harder Carol, suck me!”, she cried out in throes of passion. The needles reached home and released their cargo of nanos into her brain. “Yes, yes.”, yelped Spider - Woman has Ms. Marvel drove her fingers past her clitoris and rotated them against the walls of the vagina.
“Eat me, Carol, eat me, taste me!” She begged with a caterwauling yell. Ms. Marvel complied nestling her mouth into Spider-Woman’s womanhood.
The nanos began attaching themselves to Jessica’s brain.
Alternatively sucking and kissing Jessica privates, Carol would pause to drink of the juices her former teammate and friend was releasing as she climaxed repeatedly. Finally she finished Jessica off by darting her tongue in and out of her vagina until Jessica sprayed her face and table she was on with her orgasmic fluids. Spider -Woman sighed and laid still.
Wiping the feminine fluids from her face with back of her gloved hand, Carol smiled in joy and contentment as she watched Jessica’s eyes roll to the back of her head and the reprogramming of Spider-Woman had begun.