Amazing Grace:  The Fall of Superman
by Nomans Land
Superman's final defeat at the hands of an old enemy.


This is work of adult fiction and shouldn't be read by children.

I was flying over the city of Metropolis, doing one last patrol before heading
over to the Daily Planet to finish writing a story for the next day's edition
of the newspaper. Suddenly my super hearing picked up a feminine cry for help.
Stopping in midair, I used my x-ray vision to scan the area. In a high rise a
half mile away I could see that an elevator was stuck between floors and a
woman was trapped inside. While this might normally not seem like a job for
Superman, I thought, there was no reason for the lady to have to wait for
rescue, especially on such a quiet day. Well, who says I couldn't have an easy
one once in awhile? Quickly I flew to the building and found an access portal
on the roof, then I headed straight down the elevator shaft and landed lightly
on the roof of the trapped car. Still using my x-ray vision I looked inside
the small compartment to see the woman trapped inside. She seemed very upset
and close to panic. Probably claustrophobic, I thought

I easily opened the elevator ceiling access door and dropped down into the car
right in front of the frightened woman.

"Do not fear, Ma'am, Superman is here. You're safe now," I said in my most
commanding and reassuring voice as I stood in front of her, my arms placed on
my hips, looking like the very picture of power and authority.

She backed away in surprise for a moment when I made my sudden appearance, but
once she got over her initial shock she practically leapt for joy. "Superman?
Oh, thank God, you're here! Please save me!" She nearly yelled, looking very
relieved.

As she stood shivering in fear before me, I was finally able to get a good
look at her. Most people might believe that my X-Ray vision allows me to see
perfectly through any object, but that's not the case. My X-Ray vision gives
me shapes and sizes, but not the actual features of what I'm looking at,
especially when I'm looking through something as dense building. Now that I
had an unobstructed view of her, I couldn't help but be pleasantly surprised
by what I saw. She was a tall, almost as tall as me and somewhere in her mid
30's, with a buxom, full figure. She was dressed in a simple white blouse and
a medium length skirt. Her curly reddish hair fell down to her shoulders,
framing a lovely face with full, sensual lips, a small nose, fine eyebrows and
beautiful green eyes. Taking a moment to get over her shock, she looked me
over, her eyes roaming over my heroic physique up and down for several
seconds. She must have decided I was the real deal as she suddenly came
rushing into my arms and hugged me tightly.

"Oh thank you, Superman. Thank you for coming to rescue me. I was so very
afraid." She had a soft, lilting voice that was beautiful to listen to when
she wasn't yelling her head off.

"It's no problem, Ma'am," I answered as I gave her a reassuring smile.
"Rescuing ladies in distress is just part of the job."

"Oh, but I have to show you how much I appreciate you, Superman. I was so
afraid... I thought I'd die here, all alone..."

"It is not necessary, Ma'am."

"Grace," she said, her sparkling green eyes looking into mine, as her lips
parted and the soft, musical sound of her voice whiffted up to me. "My name is
Grace Moore, Superman. It's such an honor to meet the worlds greatest hero..."

Then unexpectedly, she put her hands on my shoulders and she kissed me
passionately. I felt her full lips touching mine in a smooth, sensuous kiss.
Suddenly her tongue was pushed in my mouth and she was moaning in pleasure. I
should have pushed her away, but she had caught me by surprise, for a moment
and I didn't want to hurt her with my super strength, so I just stood there
while she probed my mouth with her tongue, not quite believing what was
happening. Her long, enthusiastic tongue was moving freely in my mouth then I
felt her fingers begin to caress my face daintily. Her kisses were becoming
more and more passionate. I was astonished by such a sudden exhibition of
desire. The longer she kissed me, the more into it I was becoming. Trying to
muster the will to push this beauty away, I was suddenly consumed by a
powerful wave of pleasure which tore through my excited body and shocked me to
the core as I realized my penis had grown hard inside my costume. As she
continued to cover me in kisses, I quickly came to realize that I'd never felt
such pleasure in my life. Not with Lois or Lana or any the other women I'd
been with over the years. I loved Lois but the kisses of this incredible red
headed woman were turning me on beyond belief. Just her touch made my
invulnerable skin feel like it was on fire. Her green eyes were bottomless
pits that I felt I could get lost in forever. She was simply irresistible. I
know because I couldn't resist her, I don't think anyone would have been able
to.

But I had to do something to try and get control of myself. Steeling my
resolve, I thought of Lois and how much I loved her and how desirable she was,
doing my best to shut out the feelings that this incredible woman were rousing
within me. I tried my very best to resist her, but in the end I failed. I just
continued to kiss her while my hands roamed over her voluptuous body,
caressing her firm ass, her ample breasts, her lovely long neck. She was
simply enchanting. She moaned in pleasure as I covered her face and neck with
my kisses and continued running my hands all over her body, as her own strong
but delicate hands began to stroke and fondle my own powerful and excited
body.

Her cries of pleasure increased, the sound becoming higher and higher while
she was caressing my thickly muscled shoulders, my brawny chest, and my
perfect abdominals. While my body was shivering with each electric contact of
her fingers on my own overheated flesh had me shivering with excitement, as I
felt my penis thicken and lengthen in my costume briefs. My own grunts of
pleasure soon matched Grace's as her beauty completely intoxicated me and
pushed me beyond the point of rational thought.

Finally, her right hand reached my already leaking penis while her left hand
continued its soft caresses along my wide back. My huge dick was so erect and
hard that it was painful to have it trapped inside my pants.

"Oh, Superman. You are so strong, so masculine, so.... powerful. It's hard to
believe that anyone could be so invincible," She whispered me.

"Yes, Grace. Nobody has ever defeated me and nobody ever will," I exclaimed
proudly as I drink in her beauty.

I knew that I should have disengaged myself from her exquisite form and simply
fly off, wishing the lovely lady good luck and a wave, but for some reason I
wanted to impress her. To show off for someone how powerful and heroic I was.
Smoothly I liberated myself from her hug and tensed and flexed my muscles for
her appreciation. As she ewwed and ahwed I went into a series of muscle poses,
showing off my unbelievable physique to my entranced admirer. However, in
those moments, my most powerful muscle was throbbing savagely inside my pants.
She was moaning so loudly that I believed that she was having an orgasm from
my impromptu display. Her screams of pleasure made hornier by the second. I
pulled her into my arms and we hugged once more and continued kissing
passionately.

Her kisses became more and more intense and her caresses more and more
insistent. Suddenly her right hand was thrust inside my pants and began to
play with my cock. My body was trembling and I couldn't stop myself from
moaning in pleasure and she shivered while staring into my eyes, melting any
bit of resistance she found in them.

"Oh, Grace, I've never..."

She silenced me with another all encompassing kiss as she continued to fondle
my literally harder then steel cock.

"Give it to me, Superman. I want it so bad," she moaned. "Fuck me! Fuck me
right here, right now with that Super Cock of yours!"

With a growl of bestial passion I pushed her up against the elevator wall
while I started tugging down at the red shorts of my costume. In a matter of a
few seconds I had freed my throbbing member and Grace eyed it hungrily.

"Oh, you really are a ‘Superman', Superman," she said with a knowing smile and
quickly licked her full, ruby colored lips and beckoned me to her with her
wanton gaze.

My cock felt like a mighty spear as it swelled to its full, intimidating
length. Grace raised her skirt, then with a slight tug, her underwear was torn
away. She was incredibly wet already. Nearly screaming out my passion, I
lifted her up and in one mighty thrust I buried my tent poll deep inside her.
Her screams of passion were nearly deafening as I rammed my meat into her over
and over again. I lifted her off the ground, and raised her up, again and
again and again, all the while our tongues dueled endlessly as our lips were
fused together.

Come on, Grace, come on. You can do it!" I nearly screamed as I continued to
ram my cock into her willing snatch. Then I felt it, my dick was spewing its
monster load of cum deep inside her insatiable cunt. And just as I let loose
my own discharge, Grace yelled out her own pleasure and shuddered
uncontrollably while I supported her entire weight above the floor of the
elevator on my blasting cock. But there was strange quality to her screams of
pleasure. They sounded more like shrikes of triumph, rather then just
rapturous release. As if she'd achieved some kind of victory. But I couldn't
appreciate the true distinction at that moment. I fell back, my normal super
human stamina deserting me as I experienced the after glow of the best and
most powerful orgasm of my life.

Pulling out of Grace, I tried to steady myself while holding on to opposite
wall of the elevator. I thought my nearly infinite strength would return in
the matter of just a few seconds, but instead I only felt weaker and suddenly
dizzy, as if I had lost part of my super powers with the loss of my self
control. Using all my strength I was able to tug my brightly colored shorts
back up and cover myself, just in case some rescue worker found a way inside
the damaged elevator, I reasoned. While I was doing that I studied Grace as
she stood at the far wall of the elevator, leaning against it. Her head was
bowed, and her chest was heaving, as if she was having trouble breathing.

"Grace... Are you alright," I asked, not sure what else to say to the woman I
had just made love to. She didn't answer and I was about to ask her again when
I heard a low sound coming from her. At first I thought it her breathing was
becoming more ragged, but then I realized it was something else. It sounded
like crying for a moment, but as it continued I realized what it was. She was
laughing. "Grace, what's so funny?" I said, rather feebly. Not able to think
of anything else to say as her laughter grew in intensity. Slowly she raised
her face to mine and I was once more looking into those sparkling green eyes.
But those eyes weren't sparkling in amusement, but in hard, glittering
triumph.

"Oh, thank you, Superman," she said, finally gaining a measure of control over
her laughter. "How nice to get reacquainted with an old friend."

"Old... Friend," I said, my brain suddenly not able to process information. My
weakness grew worse and I was having trouble even standing. "Grace, we've
never – "

Suddenly her features blurred, then morphed into those of a woman even more
beautiful then the one I'd just beheld. More beautiful, and yet more familiar
as well. "Recognize me now, Superman?"

AMAZING GRACE! It all came rushing back to me. Trapped on Apokolips,
brainwashed by Darkseid, seduced by Amazing Grace. Eventually I escaped and
managed to forget nearly all of that terrible experience. Except for those
eyes. Those amazing emerald eyes of the woman who had nearly destroyed me.
Realizing that this had all been a set up, I tried to stand up straight and
fly out of the tiny elevator Grace had lured me into.

Grace simply pushed me back as if I was an invalid, making me fall in the
corner. Shaking and soaked in my own sweat, feeling weak and dizzy, I looked
up at the incredibly beautiful redhead as she took a triumphant stand over my
weakened form.

"Yes, it's me. Amazing Grace," she said as her voice resonated throughout the
tiny enclosure. I know you tried blocking out everything during your stay on
my home world of Dark Apokolips, so I felt free to use my own name, just to
hear the sweet sound of your voice, screaming it out in passion. But I thought
it best not to take too many chances and I used a holographic mask to disguise
my face."

I felt a stab of fear as I realized this was all some kind of revenge plot,
but I wouldn't give her the pleasure of showing any apprehension.

"So you've trapped me here to get your vengeance," I spat out defiantly. "I
suppose there's a hidden compartment filled with Kryptonite?"

Another harsh laugh escaped from her full, ruby lips. "Oh, poor deluded,
Superman. You really have no idea what's in store for you. I would never sully
my hands with anything as pedestrian as Kryptonite. If you were to die
heroically from Kryptonite poisoning your legend would go on long after your
death. I want much more then your death. Your destruction will be so complete,
so final, that it will be as if you never existed. You will be nothing, not
even a memory, and only the legend of Amazing Grace will go on."

I wanted to laugh at her, to show her how deluded I thought she was, but her
expression froze the sound in my throat. She didn't seem to possess the
slightest doubt in what she was saying. No doubt at all, and she had a look of
absolute victory covering her beautiful face. But I knew that I had to ignore
that and forge ahead. "You'll never win, Grace, whatever your plan is." It
sounded as weak and lame as I felt at that moment, but I had to keep her
talking as I tried to regain my strength.

"I've already won, Superman. And it's all thanks to you..." Her voice trailed
off as her expression changed to one of intense pleasure.

"What do you..." I stopped as I noticed her body starting to tremble. Was this
my chance to escape, was her evil plan suddenly becoming undone. I was about
to try to tackle her when I noticed her body was not only shaking, but
changing as well. At was if she were a balloon that was being blown up with
helium.

In a matter of a few seconds she was several inches taller. Five... Six...
Seven inches. But not only taller, but bigger and beefier in everyway. Her
muscles were expanding and becoming denser and harder. In a matter of a few
minutes her clothes could no longer handle her wild growth and they began to
rip and tear violently. While her transformation continued, she started
scramming, yelling out her ecstasy at what she was experiencing. Louder and
louder. She seemed oblivious to my presence as I watched her transformation,
as if I was a completely unimportant spectator. While I watched her
metamorphosis I began to feel uneasy, as if something truly terrible was about
to happen. I wanted to escape, but I was still unable to. My weakness was
numbing my limbs, making it impossible to even rise off the elevator floor,
let alone fly out of the tiny compartment. So I sat back and continued to
watch Grace grow and grow. The transformation lasted several minutes until
finally, just as suddenly as it started, it seemed it came to an end. Her
screams ceased and she fell to her knees completely naked and soaked in sweat.
Her clothes laying in useless tatters on the floor.

"Thank you... for... your... present... Superman," Her voice had changed too.
It now had a deep and rich authority to it, yet it was still as feminine and
compelling as it had been before her conversion. But under its velvety
texture, it sounded like there was enough power in it to knock down a
building.

"Why... do you say... that?" I asked in a fearful whisper.

"Are you a blind man... Superman? LOOK AT ME!" She ordered.

She stood up slowly, showing me her glorious new body in all its naked
splendor. She was, indeed, much taller then before, well over 7 feet tall, and
her body was now covered with huge slabs of unbelievable muscle. In just a
matter of a few minutes she had become much more muscular then I had ever been
and if it was possible, she looked even more beautiful. She was both the most
muscular human being and the most beautiful woman that I had ever beheld in my
life. I was astonished at her incredible metamorphosis.

Then, she repeated the exhibition of muscle poses that I had performed
earlier. Her exhibition was much more spectacular because her astonishing
muscle mass was so much greater then mine had been. Her muscles were beyond
enormous but also very defined and they were furrowed with thick veins that
pulsed with each beat of her heart. I could almost see all the muscles of her
body pulsing with seemingly limitless power. But there was an aura of
supremacy around her enormous new body that went beyond the mere physical. At
that moment I knew that somehow she had become the most powerful woman on the
planet. I felt afraid just being near her awesome presence. She put their
hands above her hips in a mockery of my customary pose and looked down at me
with her seductive green eyes. And while an evil smile covering her full lips,
she said, "what do you think of my new body, Superman? It is incredible, don't
you agree?"

"You're... You're..." the words failed me. I couldn't think of any adjective
that would possibly do her justice. I trembled, but from fear or desire I
couldn't tell at that moment. Finally I was able to drag my eyes away form her
for a moment and ask her the questions that was reverberating in my mind. "How
did you do this, Grace?" I asked, hoping that I was able to keep the fear that
was making my stomach do flip-flops out of my voice.

A savage, joyful smile lit up her gorgeous features, as if she had been
relishing the moment that she would be able to explain all this to me. "I
thought you'd have guessed by now. I have drained your superpowers, Superman.
Now, all your strength, invulnerability, speed and everything else you had and
more is mine. And you are nothing but an ordinary, lowly human being." And she
began to laugh.

"That's impossible. You can't steal my powers! They're a part of me... I'm
Kryptonian!" I screamed.

I tried to get up, but I was still unable to. My weakened muscles didn't obey
my orders. I tried then to use any of my superpowers, but I couldn't access
even one of them. X-Ray vision, super hearing, heat vision. Nothing worked at
all. My powers had left me completely. I shook my head. I could not believe
it, but somehow Grace had robbed me all my superpowers. I was now at the mercy
of this evil woman. As I looked up at her spectacular body once more, it was
easy to see that she relished my fear and uncertainty. I was terrified.

She shook her head and chuckled at my feeble attempts to rise. "You're weaker
then a kitten, Superman, just as I knew you would after I successfully sprung
my trap."

"Trap... How...?" said as I tried to make myself understand what was happening
to me.

She waved her hand around the, indicating the metal box that we both were in.
"This is no ordinary elevator, Superman. It was made on Apokolips using
science far beyond your understanding. My former master, Darkseid, thought to
use it to steal your powers and add them to his own, but I discovered his plan
and decided to use it myself." She flexed her upper body, making her muscles
nearly leap from beneath her satiny skin. "You only had to achieve sexual
release within the transfer chamber, and your powers would be drained from
your body when your will was at its weakest, than transferred to the other
person present. But not just transferred," she exclaimed, her eyes lit up like
the lights of a Christmas tree. "Amplified. Your Kryptonian strength, doubled,
or tripled. Maybe even more. It was never tested because Darkseid was never
able to trap you, but I know I am now far, far more powerful then you ever
dreamed of being."

"No," I said in a voice so low it was barely more then a whisper. "It's not
true. You can't be that powerful... I'm...I'm still Superman –"

She cut me off with a wave of her hand, spitting out the words, "you're
nothing now. Not a Superman, and I doubt even a man." She held up one awesome,
power packed arm and slowly flexed it. It's massive girth blocked out the
overhead light of the elevator. "You may have thought you were invincible,
Superman, but I, AMAZING GRACE, have defeated you easily," She screamed
proudly.

"You haven't defeated me yet, I AM STILL SUPERMAN!" I roared at her.
"Superman, the man of steel, do you hear? I have defeated villains far more
powerful than you. You may think you've won, Grace, but I'll beat you in the
end. I always win and I always will! I'll find a way to stop you!" I said
defiantly.

She threw her head back and laughed. "Brave words, former Superman, but in
just a few minutes, you will be eating my pussy and you'll orgasm from
pleasure while doing it," she said smugly as she stared down at me.

"Never, Grace. I'll never submit to you again. You can kill me now, if you
think you're able to, but you'll never be able to force me to into being your
sex slave."

She threw back her head and bellowed laughter at my defiant stand. I wilted
somewhat before her amusement, but was determined to stand up to her, no
matter how overwhelmingly powerful she appeared to be now.

"Oh, my poor little, Superman. You have no idea what you'll be doing before
I'm through with you," she said as she looked down at me, complete and utter
confidence radiating from ever pore of her perfect skin. "But first I think a
change of location is in order." I realized that that she was using a
combination of my x-ray and telescopic vision. Was she was using my own powers
to find a new place to torment me? After a few minutes of this she seemed to
reach some kind of decision as she nodded, almost imperceptibly to herself,
then turned her attention back to me. Then, she reached out and grabbed me and
pulled me close to her. I tried fighting her, but if she even noticed my blows
and kicks, I couldn't tell. She slung me over her shoulder as if I was a sack
of laundry, while she reached down and pulled a small metal box out of her
handbag which had been forgotten on the elevator floor. The metal object was
about the size of a cigarette case, but I knew that wasn't its function.
Bending as far as I could, I saw her lift the device to her mouth and say,
"activate."

Suddenly there was a sound like a massive explosion. In the enclosed space of
the elevator it hurt my hears, numbing my hearing for a few minutes. Bending
around Grace's massive frame I saw what I can only describe as a hole in the
fabric of reality. It was roughly circular and even though the rim was
surrounded by light it reminded me of the mouth of a tunnel. Grace calmly
started walking toward it. I scrambled and clawed to get away from the huge
villainies but she didn't even seem to notice my struggles. In just a few
steps we were through the mouth of the light tunnel and I felt the world blink
out of existence for a moment. Then, just as suddenly everything blinked back
again. Grace exited the light tunnel and I got a good look at it. From a
distance I could see the metal box where he had just been, then as suddenly as
it appeared, the hole in reality blinked out with one last explosive gasp.

Grace tossed me to the floor and I finally got a look at my new surroundings.
The air was cold to the point of being frigid, and the nearly everything was
in the large chamber. I must have been addled because it took me a second
before I realized we were in my very own Fortress of Solitude. My secret
hideaway that I used to store the various things I'd collected over my years
as the world's greatest super hero. I had carved out a huge cavern, deep
beneath a glacier. I didn't think anyone knew of its existence other then
myself an a couple of close allies.

Grace's eyes swept over the Trophy Chamber, then she turned back to me. A look
of supreme amusement on her lovely face. "Thank you so much for having me
over, Superman. I love what you've done with the place."

"How did you... How can we be..." I could only sputter, unable to fully
comprehend all that had happened since I came into contact with this awesome
creature.

She turned and walked around the displays of my past triumphs, chuckling as
she explained. "You don't remember your previous experience with a Boom Tube?
It was how you were brought to Apokolips the first time we meet. I suppose
that part of your memory still hasn't completely returned. It's just another
piece of technology from my world, Superman. It allows instantaneous travel
over incredible distances. I doubt if I'll be needing it anymore, not with my
super speed and all. But you would have frozen to death if I simply carried
you here."

While Grace explained, I was struck with a sudden realization. We were now in
MY Fortress of Solitude. Amazing Grace might have stolen my super powers, but
the systems that controlled my hidden base were still under my command. While
I watched Grace strut around my trophy collection, I tried to keep a smile
from my lips. Amazing Grace had made a fatal mistake, I thought.

"Now, my weak little Superman, we have some unfinished business, I believe.
Something about your mouth on my pussy," she smirked as she moved towards me.

As Grace came closer, I readied myself for her surprise. "I don't think so,
Grace. You may be powerful, but this is still my fortress..."

Grace shook her head, as if she couldn't believe how deluded I could be. "What
do you mean, you weak – ", was all she got to say.

Raising my voice, I cut Grace off in order to make sure my computer could hear
me clearly. I yelled out; "Computer, intruder alert, level Red Omega, engage
counter measures!" The computer was programmed to deal with any unwanted
visitors while I was away, but since Grace had entered the Fortress with me,
the computer never classified her as a threat. Now I had just told the
computer that she was and to use the maximum force its defense systems
possessed to subdue her.

Suddenly multiple beams of pure energy hit Grace from all sides. "AHHHHHHHHH!"
she cried as a dozen deadly, high powered lasers imbedded within the walls of
my Fortress came online and targeted the massive form of Amazing Grace. After
a moment though it was clear that the lasers, powerful as they were, wouldn't
be enough. After the initial surprise of the assault on her person, Grace
calmly stood her ground, and let the lasers strike out at her majestic form. I
couldn't believe it. Omega Red was the code for my security system to unleash
its most lethal onslaught possible. The lasers were more then powerful enough
knock me out and even kill me if they didn't stop firing. But as she stood
there, turning about, her arms held out wide as if she were being showered
with tanning rays instead of ultra deadly laser beams, she made it clear she
was totally unaffected.

"Really, Superman. You had to know these things couldn't hurt you, how could
you believe for a second they would have the slightest effect on me?" The
lasers kept firing but it was apparent Grace was telling the truth and they
weren't bothering her in the slightest. They were super heating her body, but
it only seemed to excite her as she ran her hands up and down her power packed
physique. "Well, this is an enjoyable sensation, but we have other things on
the schedule for today," she said. Then red beams of power lanced out from her
eyes and found my laser cannons, one by one. Explosions rocked the Fortress,
raining dust and pieces of rock down on the floor, which had me running and
dodging, but Grace simply ignored it.

After the last laser cannon had been vaporized by her heat vision, Amazing
Grace turned her attention back to me. She started walking towards me. The air
was blurry around her from her superheated form. I backed away as I felt the
waves of heat come rolling off her stupendous body, the heat reminding me how
unimaginably powerful she was now.

With a scream of terror I turned to run, but in an instant Grace was in front
of me, and I had to stop dead in my tracks otherwise I would have been burned
to a crisp from her still smoldering form. I nearly fell as I baked away, and
I couldn't help but notice that the very ground around her perfect feet was
melting were her flesh touched the floor.

"That was very foolish, Superman. Very foolish indeed," she said as she
continued to advance towards me, menace lacing ever word. "It's time for you
to accept the fact that you're nothing but a helpless thrall to my will, and
there's not a thing in the world you can do to change that." She held out one
of her powerful arms and blew one it, cooling it so quickly that a slight
layer of frost covered her flesh. But only for a second, then she shock it and
moist flakes went flying in all directions.

Finally, she had backed me against a wall of the large chamber and there was
nowhere else to run. With her hand cool enough to touch me without killing me,
she grabbed me by the front of my costume. "You..." She sent what looked like
a lazy slap to my face, but was strong enough to take my head off if I didn't
roll with it. When the slap hit me, it made a sound that reverberated
throughout my massive Fortress. I screamed from the pain and would have fallen
over if Grace hadn't kept me upright. "...Are..." Another lazy slap, drawing
blood this time. I screamed again. "...A fool..." Another slap that had my
ears ringing. In desperation I grabbed at her mighty arm, but she simply shook
me loose and then pulled back her arm for another blow. It came in a long,
slow arc like the previous ones. Once more my head was rocked to the side and
this time it was too much for me to handle. My head slumped down on my chest
and I nearly lost conscience as the world grew dark. "...Superman".

But Amazing Grace had no intention of letting me escape from her, if even for
a moment. She lifted me up by the front of my costume and shook me till I was
more or less lucid again. Then she put her other hand, which had cooled enough
not to burn me now, over my groin, using only the smallest fraction of her
vast strength, she lifted and pressed my puny form over her head. Pain shoot
through my body as I uselessly grabbed at her arms in an attempt to force her
to let me go. It was a hopeless attempt of course and I could only scream in
agony as she held me.

"No, nooo, noooooooo, Arrrrgggghhhhh," I screamed and shook my head
desperately but she didn't stop of pressing my body over her head. Helplessly,
I just continued screaming out my anguish.

"Oh, nooo mooooreeeee, nooooo mooooreeeee noooooooooooo," I screamed again. My
powerless hands then grabbed her wrist trying to liberate my testicles of her
powerful hand. She smiled again and pressed stronger.

"AAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHH!" I howled in agony. She was
absolutely merciless. My body twisted in a terrible pain while my mind
screamed out in agony. This could not truly be happening. I could not be
defeated like this. Turned into nothing more then a human barbell for a
villainess like Amazing Grace, could I? But it was real. I was being defeated.
All my efforts to liberate myself from her painful grab were useless. Finally,
I could take the terrible pain no longer. My weakened will gave out and I
started to beg her to stop the torture she was inflecting on me.

"Please, please, have mercy, Grace! I can't take anymore. I'll do whatever you
want," I pleaded.

She maintained her grab on my aching genitals. I screamed out again.

"You win, Amazing Grace, arrrrgggghhhhhhhh, you win. Aarrrrgggghhhhhhhh. I'll
eat your pussy, arrrrgggghhhhhhhh, your great and powerful pussy, but please,
stop it, aagghhh."

"That's much better, Superman. It's your first step in accepting your true
place in the world. Now, COME ON! SUCK MY PUSSY!" Her voice oozed smug
satisfaction as she looked down at me.

She released my groin and I slowly knelt down in front of her, placing my
hands on her stronger then steel thighs while she swung her massive legs above
my shoulders, trapping my head. She seized my hair with her strong hands and
she brought my face down toward her moistening vagina. Then she stopped,
holding me in place for several moments, my mouth just inches away from her
glistening bush. Her smell wafted up to me, causing a shiver of desire to run
down my spine. Seemingly satisfied that I understood now how helpless I was,
she finally began to slide her pussy slowly around my mouth, up and down, up
and down, up and down... Although my head was almost buried between her
neither lips, I kept my mouth closed, not willing to let her use me for her
pleasure. I was determined to remain defiant, wanting to show her that she
couldn't dominate me completely, no matter how powerful she was, but my
willfulness made Amazing Grace very angry.

"YOU WILL SUCK MY PUSSY! DO YOU HEAR ME? YOU WILL DO AS YOU'RE COMMANDED OR
YOU WILL FEEL MY WRATH! " She shouted in rage.

Then, her solid thighs began to close around my head like some kind of organic
hydraulic vice while she nailed her long fingers into my scalp. I screamed in
pain, but I doubt my screams even registered with Grace, due to my mouth being
full of her vagina. I tried to take a breath but her pussy was seemingly glued
around my mouth as if it was a mask. I tried to nail my fingers in her
muscular buttocks, I tried to open her massive thighs with my hands, but it
was futile. Her grip was unbreakable. I shook my arms desperately but she
wouldn't release her lethal grip. I was sure that Amazing Grace was going to
kill me if I didn't obey her command. Sucking her pussy was the only way to
avoid the pain and my death. And I made it. I began to suck her pussy. In that
moment, she lessened her grip a bit, and I gasped for breath.

Her pussy slid up and down again in my mouth while I sucked and sucked her.
Her movements became faster and faster while the every corner of the Hidden
Fortress filled with the screams of Amazing Grace's pleasure.

"Yes, yeesss, yeeeeeesssssssss. Come on! Don't stop it," She commanded me.

I continued sucking her pussy, completely powerless to do anything else but
obey her sadistic commands. She was the first and only villianess to reduce me
to such a dismal state in all the years I had been fighting evil. No one had
ever truly defeated me in so total and complete a manner. No one but her. The
shame burned through me like a wild fire.

She continued flaunting her domination over me until her big, powerful, and
wet pussy came vigorously in my face. She screamed out in pleasure and I knew
I had finally succeeded in bringing her off. Then she released her iron grip
on me and I fell back to the floor, completely out of breath.

Panting furiously, I watched Amazing Grace slowly settle back to the floor and
take a dominant stand over my poor, vanquished body. She started flexing her
magnificent muscles once more, preening and showing off for me as I gasped for
air below her.

"Hmmmm, yes, yes. This is a perfect body. So perfect in fact, I think it
redefines what perfect means. Tell me, what does the ‘invincible‘ Superman
think of me now?" She mocked me. "You would like to fuck this perfect body,
I'm sure of it," she gloated. "You dream of worshipping me, servicing me, of
paying homage to my mighty, unbeatable physique."

The body Amazing Grace had created using my stolen super energy was truly
majestic beyond words. Majestic and powerful, but the only thing that I wanted
was to escape from her claws. She was so delighted with her victory over me
and my humiliation that she began to caress her new body as I stared up at
her, moaning in pleasure with each touch of her fingers on one of her bulging
muscles. I was barely conscious, but I had to escape from that terrible woman.
I had never run away from any enemy before. This would be the first time. I
knew that there was nothing I could do to stop her from achieving whatever
evil plans she had if I stayed her prisoner, and she could kill me anytime the
mood struck her. If I was to have any chance of regaining my super powers and
defeated her, I had to escape.

While she was caressing herself, I began to feel a bit stronger and I thought
that I could reach one of the sub chambers of the Fortress, and perhaps lose
her long enough for me to get to one of the space vehicles I had stored there.
I had captured many over the years and I knew some of them were still fit to
fly. As quietly as possible, I started tip-toeing away while she was busy
masturbating herself. Moving just a few inches at a time as silently as
possible, not doing anything to alert her. As I studied her while I inched my
way towards one of the chambers exits, my eyes were riveted to her massive,
shuddering form. I saw how her fingers ran over the gigantic mounds of her
muscled bosom, fondling her big and erect nipples, while her other hand went
on fingering her wet sex. Soon Amazing Grace moaned and twisted in a great
wave of pleasure. She was really enjoying her triumph over me. As soon as she
started convulsing, I took off running, hoping that she would be so lost in
pleasure during her great orgasm, I'd have a chance to lose her in the huge
Fortress. While she screamed and trembled of pleasure, I was running as fast
as I could for an exit that would led me to a lower level of my Fortress.
While I ran I tried moving at super speed, seeing if I still had even a
vestige of the super powers I had possessed all my life. But I could only run
as fast as a normal human, or perhaps not even as fast as that as I realized
because I was panting heavily, already short of breath after just a few yards.
Had I lost my superpowers forever, or I maybe I only needed more time to
recover them? If I put some distance between myself and Grace would my
superpowers return in time? At that moment it was my only hope. I had to
escape from her. The exit was near, only a few more feet to go, then I would
at least be out of the same room as her. It might take her a few minutes to
come down from her orgasm, and then it would be very hard to find me in the in
the endless corridors of my Fortress. Hope burned inside me as I made my mad
dash for the door. Unfortunately, well before I reached the exit I felt a
great blow on my head that sent me hurtling headlong towards the floor and a
loss consciousness for a few seconds. I hit the ground with a thud and lay
there, unable to move, but only for a few seconds. I felt something like a
vice take a grip of one of my ankles, then before I even realized what was
happening I found myself dangling upside down several feet off the floor.

"Noooooooo, please, Noooooo!" I screamed while Grace shook me about, showing
off how easily she held me above the ground.

Grace lifted me higher still, until I was dangling just a couple of feet below
her eyes. She looked down at me, an expression of quiet anger highlighting her
gorgeous face.

"Did you really think that you could escape from me so easily? Haven't you
learned anything in the last few minutes? You cannot escape me. You cannot
stop me. You cannot defeat me, ever. You are mine now, a mere toy for me to
play with!"

Then, with a couple of daft movements from her powerful arms, she removed my
red boots. I stated to fall headfirst to the ground, but faster then thought,
Grace grabbed me once more and started pulling off my pants. Handling me like
a store dummy she continued removing my proud costume until I was completely
nude as I was held helplessly in her invincible arms.

Then for a moment I thought Grace was lifting me higher, but it turned out she
was using her new super power of flight to float several feet above the floor.
Smiling in amusement at my anxious features, she flipped me over then took a
new hold of me with her gargantuan sized legs, holding my head between her
massive thighs. She then maneuvered my upper body, until my upper body, till
my crotch was directly over her face. I could tell because I could feel her
tongue flicking my cock playfully.

While in this floating and humiliating 69-position, I tried to scream as I
fought, kicking and punching at Grace's invincible body in an attempt to
liberate my head from between her formidable thighs and hopefully take a
breath. But it was impossible. She, however, moved her waist up and down on my
mouth while laughing playfully at my useless blows on her impenetrable flesh.
I twisted my body as much as I could, while trying to liberate my captive
penis from her evil mouth, but that too was in vain. I doubt she even noticed
my straining against her power packed body while she continued sucking my
penis mercilessly. I shook my arms and legs ferociously while that muscular
monster me abused sexually, giggling like a school girl every minute of the
time. She just kept on sucking and licking and stroking my manhood, while
cooing about how easy it was to keep me helpless and aroused.

I had never felt anything like the pleasure Amazing Grace was subjecting me
to. But it was pleasure mixed with pain as she used her immense thighs to
strangle me without mercy at the same time. One minute, I was on the verge of
fainting, and one minute later I was at the point of exploding in a huge
orgasm. And I, Superman, the man of steel, the greatest hero in the world,
there was nothing I could do to fight it. It was beyond useless to resist. I
was being completely dominated by that mega-super bitch slut called Amazing
Grace. "No" I thought. I had been completely dominated by that mega-super
bitch slut called Amazing Grace. The shame blossomed in me like a rain forest
while at the same time cock grew to its largest girth ever as Grace mastered
my manhood with her lips and tongue. I tried forcing my cock to go limp while
Grace worked her oral ministrations, but it was impossible. Amazing Grace's
mastery of me was inescapable as with the slightest touch of her tongue, her
lips, or fingers or any part of her intoxicating flex could put me on the
verge creaming.

I tried to find some shred of the will power I once thought I had, but there
was no reserve for me to call on. Now, I was an ordinary man while Amazing
Grace was a superpowerful woman. I couldn't fight it any longer. My body
surrendered to Amazing Grace's superiority at the same time that my will did.
I was defeated. The truth was inescapable.

I tried to scream out in my anger and desperation, but I was unable to.
However, when my tortured body stopped fighting and simply gave into the
pleasure she was inducing in me, Grace had finally won. She had conquered the
invincible Superman. When she felt me giving into her masterful supremacy, the
cadence of her suctions increased mercilessly.

The beginning of a new orgasm started to rampage through my excited body and
my defeated mind. When she felt that my orgasm was imminent, she released my
head and my enormous and wet cock popped out of her pert mouth, then she used
her powerful arms to rotate me easily in a horizontal 180 degrees. My fat cock
was twitching from eminent release and I was on the verge of losing all
control. I tried to stop it but it would have been like trying to stop a
freight train. Amazing Grace watched me for a moment, enjoying my struggle.
For a moment I didn't think she was going to do anything else but continue
watching me, but then she leaned closer to my ear and whispered a command that
my excited body and my weakened will were helpless to obey.

"Cum for me, Superman. Cum for your Mistress. Cum for your Owner! Cum for me
now! Cum!" Her voice was low but insistent and I was helpless to resist. As if
I were nothing more then her wind up toy, my cock exploded.

"NOOOOOOOOOOOOOOOOOO!!!" I screamed desperately while I shook and shuddered
from the violence of my orgasm.

And with a great spasm of my cock, I came and came and came. I screamed out in
defeat while my cum spurted out great gobs of milky white semen, splashing
against the various trophies and awards that were a testament to my greatness
as an invincible hero. My body slumped while Amazing Grace held me as if I
weighed no more then a feather. As insubstantial as a piece of tissue paper. I
continued to shudder in the afterthrows of my powerful orgasm, my hands
running up and down the unimaginable might of Grace's hugely muscled arms. And
even though I wanted to fight against the feelings that consumed me, I
experienced a profound sense of security while being held by those bulging
pythons of power. My will was broken. Amazing Grace had done what I had once
thought was impossible. She had turned me into a sex slave, not by trickery
this time, but by merely using her far superior body and her indomitable will.
The burning shame of my humiliation consumed me. Barely conscious, my head
slumped forward on my chest and I began to sob.

"Oh, poor little Superman," Grace mocked. "That doesn't sound like an
invincible and unbeatable superhero. I bet that if that little bitch, Lois
Lane, saw you now she would feel only loathing for you. Her powerful
superboyfriend raped and defeated," She laughed.

I tried to stem the flow of my tears, but it was impossible. What she was
saying was true. Lois, Jimmy, Lana... Anyone who knew me would be disgusted by
the way I had submitted to Amazing Grace. The truth of her words were worse
then the blows she had subjected me to before. I wasn't an invincible and
unbeatable superhero. In less time then it took to post a letter, I had been
defeated by Amazing Grace. Defeated, humbled, destroyed. I was no superhero.
The truth burned my psyche like acid.

Slowly, she set me down and completed the process of removing my Superman
costume, leaving me completely nude before her. I didn't offer any resistance.
Holding my costume, she turned and walked away from me, leaving me shivering
and afraid in the large, frigid chamber. Not knowing what else to do, I took a
seat on the floor and held my head in my hands. I thought of what I might do.
No plan came to my mind. I knew that anything I might try would be instantly
countered by Grace. None of the weapons I had taken from the numerous super
villains over the years would have a chance of stopping her, because none of
them had ever defeated me. There was nowhere to run and hide where her super
senses couldn't pin point me in less then a split second. It was completely
hopeless.

My body and my mind were completely wrung out, and I was so weak and ashamed
that I couldn't even give a thought to escape. Thoughts of my complete defeat
consumed me. It was beyond belief how easily this perverse woman had
accomplished her goal of destroying me. And as my mind raged at what Grace had
done to me, I couldn't keep thoughts of my final fate from creeping in. She
had defeated me, so now was she going to simply kill me?

After setting me down, she picked up my discarded costume, held it up and
examined it intently. At first I thought she wanted me to redress in my famous
uniform, but she didn't hand the clothing over to me. She examined the cloth
for a few moments, then looked at me with an enigmatic smile on her full lips.
Slowly, she began to get dressed in my costume while I sat down on the floor,
feeling both exhausted and completely humiliated. I watched her as she slowly
stretched out my once proud uniform until she could get her much greater
muscular girth inside. It was much too small for her. The sleeves and the legs
didn't reach all the way down to her wrists or ankles, and the tunic fit like
a half shirt, exposing her highly muscled abs to all the world. As soon as she
was able to get the shirt down past her prestigious breasts she sauntered over
to one of the display cases and admired herself in the reflection of the
glass. As I watched her pose and preen I came to realize what was going on. My
costume was now a symbol of my defeat. It had become a trophy for her. The
only superpowerful being here was her and she would be dressed accordingly.
Her bulging muscles seemed even more impressive under my uniform; "No" I
thought, under my former uniform. The "S" moved up and down under the pressure
of the biggest and well-formed pectorals that I had never seen in my life. I
could see her abdominals favorably defined. I could see her thickly muscled
legs and arms deforming the lycra of the costume. I could not believe that
Amazing Grace could wear the costume on her gigantic body without ripping it
to pieces. She seemed more impressive then ever to me as I watched her, the
pain and humiliation of my defeat numbing me into immobility, unable to do
anything but sit helplessly on the floor, covering me my tortured genitals. My
head deeply bowed in shame.

"I look very impressive, don't you think so?" She asked in a happy tone. When
I didn't answer she continued on as if this was the most natural situation in
the world. "You were so majestic once. So proud, so arrogant in your belief of
your own invincibility. But just look at you now. I have defeated you in a
just few minutes without even having to battle you. And now I've destroyed
your will in even less time. You are just so pathetic, Superman. I think I
just might bring your girlfriend, Lois, here so she can see you now for what
you truly are. I think I will show her how easily I seduced her boyfriend and
turned him into my little slave boy, stealing his powers in the process. Then,
just for fun, I might kill her in front of you. She can plead for you to save
her, while I laugh because we both know there's nothing you can do to stop me.
But before I end it, I'll make sure she understands how weak and helpless you
are, I'll make her suffer cruelly."

Her words filled me with terror. The idea of Lois seeing me beaten and
humiliated caused me to turn and run from Grace in panic. I knew I couldn't
escape her, but my terror had made me react without thinking. Grace didn't
even have to move to stop me. I heard a sound behind me like air rushing down
a wind tunnel, then I was moving backward. Amazing Grace was sucking the air
back and me along with it. After fighting the force of the backdraft for a few
moments, my body was pulled back with such force, I went flying head over
heels towards Grace. She simply reached out with one of her fantastically
muscle packed arms and plucked me from midair as if I was feather drifting on
the currents. As she pulled me towards her hugely muscled physique, I tried
hitting her, biting, clawing and kicking. Anything I could think of to try and
get away. But of course my blows were completely ineffective against her.

She seemed to enjoy my futile struggles as she bounced me from one arm to the
other, but after awhile Amazing Grace seemed to grow bored again, then she
seized my genitals with her powerful left hand while her right hand grabbed my
neck. She lifted me easily several feet off the floor of the chamber and she
pressed and twisted my body mercilessly. This time, her grip was much more
painful then it had been before. The pain that shoot through my body was
indescribable. I tried to scream but my throat was completely closed by her
enormous right hand. However, my mind screamed under the pain, urging me to do
something to get away. I grabbed her left wrist and pressed down with all my
might, trying to break her hold while my body writhed ferociously two feet
above the floor, even though I knew that it was completely useless. Amazing
Grace laughed as she shook my helpless body about like a rag doll. She was on
the verge of killing me and I was helpless to stop her. In a few more seconds
I would loss consciousness. My body was totally exhausted and my will was
practically finished. My arms fell along my body and my movements ceased. She
then relaxed her grip a bit as she addressed me while still holding my weak
body above her.

"So tell me, Superman, are you defeated now? ARE YOU DEFEATED NOW?" She
shouted at me.

I said what I had thought I'd never say. I said the words that countless super
villains from all over the world had been dying to hear since the day I had
started fighting for Truth, Justice and the American Way. The words that they
had all tried to wrest from my defiant lips, and until this moment, all had
failed. I had beaten them all, one after another, and I believed I always
would... Until this moment. Until I finally met bitter defeat at the hands of
Amazing Grace.

"Yes... I... I am... defeated... by... you.... You.... win,....... Amazing
Grace," I whispered.

"What did you say, Superman?"

"You....... win,..... Amazing Grace,....... you....win.... you have conquered
me," I whispered, my head hanging limply in shame.

"Yes, Superman. I have won. I have raped and conquered you but I have not
finished with you, yet."

"Are you going to kill me now?" For the first time in many years I actually
feared death. Strange since I felt I had absolutely nothing to live for.
Grace's lovely face studied me. She could see the fear in my eyes.

She released my body and she grabbed a handful of my hair, then she threw of
my head back and looked me directly into my eyes. I was really terrified while
there was a look of glittering triumph heir eyes. Why not? Not only she had
defeated me, but also she had made me admit my subjugation at her hands. Me,
the man of steel. She was the ultimate Villianess. She knew she could make do
anything she wanted. She smiled me wantonly.

"No, I'm not going to kill you, Superman. Not yet anyway. Later. First I want
to play a bit. Right now I have something special to share with you. Your will
is already broken, I know that, but I want to squash it, to destroy it, to
disintegrate it totally and utterly. I am going to do what even Great Darkseid
never could. I am going to destroy your legend, Superman. I am going to
humiliate you until everyone who ever admired you as a proud and noble hero is
going to feel nothing but disgust and loathing for you. I'm going to ravage
your spirit until you finally beg me to end your pathetic existence!"

Then, with her hand still gripping my hair, she raised me up with her left
hand while her right hand took a hold of my own left arm, and jerked it up
roughly, finishing the movement in a hammerlock. I screamed in pain. Then she
changed the hammerlock into a reverse bearhug, trapping my arms behind her
huge and powerful arms as I faced away from her. This left her own muscular
forearms free. Then, her hands began to fondle and caress my scrotum and cock
strongly.

"No, no, please... Why are you doing this, Amazing Grace? WHAT IS THE REASON?
PLEASE, PLEASE STOP THIS!" I begged. "No, no, please," I screamed.

But I knew that she wasn't going to stop. I felt my cock grew and grew under
her soft and knowing touch. When my cock was big enough, her muscular left
hand seized it and began to follow the length of my penis up and down slowly,
slowly, very slowly. I felt her hardened nipples digging into my back. She
seemed to truly enjoy this treatment, as she cooed in pleasure as she held me.

"Hmmmm, see how the penis of Superman, Earth's greatest hero is completely
mine to use and control," Grace said over my own gasps of pleasure.

"No, noooo, nooooooooo! Please stop it, Grace. I'm Superman. Don't do this to
me! Please stop it, please. I'll do whatever you command me to, Amazing Grace,
but stop it!" I was begging hysterically, saying anything I could think of to
appease her. But no matter what I said, no matter how abjectly I begged, she
wouldn't release her grab.

When my cock was close to its full 15 inch size, she seized it with her right
hand, enveloping it, and at the same time, increased the cadence and pressure
over my bloated hard on. The pain was as horrible as she beat me off, but the
shame was even worse. I couldn't help screaming in pain, even as I was
groaning from pleasure. And still I begged, but her hands mercilessly
continued their movements. Up and down, up and down, up and down... I closed
my eyes trying to escape from that humiliation; It was a great mistake.
Amazing Grace continued her dominating handjob, stretching it out until
finally time lost all meaning. Minutes, hours, or maybe just seconds, I had no
idea anymore. The only thing I felt was my penis throbbing as Amazing Grace
forced another screaming orgasm out of me.

Finally, in desperation I cried out; "what more do you want of me, Amazing
Grace? You've taken my superpowers, you have dominated me! You have sexually
conquered me! YOU HAVE VANQUISHED AND HUMILIATED ME EASILY! YOU, ONLY YOU,
AMAZING GRACE HAVE GOTTEN WHAT HUNDREDS OF VILLAINS AND VILLIANESSES COULD
NOT! I, Superman, the man of steel, have become a toy in your hands. Why isn't
it enough? Why don't you stop it?" The words tumbled from lips as if they had
a life of their own.

"Once more, who are you?" She asked me with a whisper when my orgasm was
imminent.

Tears were streaming down my face and I know I couldn't hold back so I threw
whatever pride and sense of self worth I had to the wind in order to appease
Amazing Grace. "I am Superman, the man of steel. I am Kal-El, of Krypton. I am
Clark Kent, the journalist, and you are the woman who have dominated and
defeated all of them. And now, I beg you, I beg you, Stop this torture. I will
do whatever you want, I will be your servant, your slave. I surrender to you,
Amazing Grace. I submit to you completely, Amazing Grace, but stop it,
please," I shuddered as the words left my lips. Every single ounce of self
respect or faith in my own heroic identity was dashed into a million pieces,
crushed beyond all recognition and blow to the wind by the power of Amazing
Grace's merciless grip.

Finally, my body jerked and shuddered as she held me helplessly, all the while
smiling down at me. Then I came and came. Even harder then the last time. The
only sound besides my screams of release were Grace's musical laughter as she
held my penis like a hose. I was soaked in sweat and moaning loudly. She then
released her bearhug and I collapsed, falling to my knees, then slumping
forward until I was on all fours, my head nearly touching the ground. The
ground where I had just sprayed my load seconds before, but I couldn't see any
of it. My eyes were closed as the shame consumed me. I was sobbing again.

Amazing Grace walked around me, her magnificent muscles seeming to pulsate
with power as she strutted before my unbelieving eyes. She gazed down at me as
she watched me sob in humiliation. "And now that we know who you are and more
importantly what you are, Mr. Kent, A.K.A. Superman, I think it would be nice
to establish who I am. So, please tell me. Who I am?" She asked.

"You...you are Amazing Grace, the most powerful woman on the planet. The woman
who has done the impossible. The woman who has dominated and defeated me. I
surrender to you. I submit to you," I answered totally humbled.

"YOU HAVE HEARD HIM! I AM AMAZING GRACE, THE GODDESS OF POWER, AND SUPERMAN IS
MY SLAVE!" She screamed.

She then grabbed a handful of my hair and pulled my head up. I opened my eyes
and I saw a mass of cameras focusing me. There were over a dozen reporters and
cameramen lined up in front of me, all of them completely stunned by what they
had just witnessed. They had been transmitting for television the last act of
my humiliating defeat! All of them were seeing a naked and desperate and
completely defeated Superman admitting his secret identity and begging for
mercy. I was absolutely crushed and humiliated knowing that the entire world
had just witnessed me completely debasing myself.

"How...how did they get here?" I asked as I tried to cover myself.

"Ha-ha, you forget the boom tube that brought us here, Superman. I fetched
them all just before you fell into my trap. I knew about your hidden fortress
all along. I had them wait here, in hiding, until I signaled them to come out.
I promised them the story of the century, and of course, that's what they just
got," she gloated.

"But why, Grace? Why do you have to destroy me so completely?" I sobbed, as
the cameras zoomed in on me.

"Because, this is my revenge for you leaving me on Apokolips, alone and
haunted by Darksied's minions. I offered you a world and even myself and you
left me the first chance you got. All so you could return to this worthless
mudball of a world. Just so you could be the big hero here, just so you could
be worshipped by these humans. Well, all that is all over now. I've plotted
long and now I've come to take everything away from you and turn myself into a
Goddess in the process. You thought you were superior to me, Superman, my
better. But it's time the world learned that I'm your superior in everyway,"
She told me.

"AND NOW," She said to the cameras and reporters that surrounded us," PLEASE
WATCH WHILE I NOW DEMONSTRATE WHAT A COMPLETE SLAVE I'VE TURNED THIS PUTRED
WRETCH INTO! SUPERMAN, I, AMAZING GRACE, COMMAND YOU TO MASTURBATE FOR ME!"

"No, no, please. You are a monster. Don't ask me to do that..." tears started
welling up in my eyes as the enormity of Grace's desire to humiliate and
degrade me became apparent. "And... and... My cock is spent, I'd never be able
to get it up again," I finished. Burning with shame as some of the reporters
laughed at my admission.

I stood there, covering my exhausted penis with my hands as I tried to slide
away from the camera's that covered me. I had barely moved a couple of steps
when the massive presence of Amazing Grace halted my progress. She had moved
at superspeed, faster then my eyes could follow, and was now standing beside
me. She looked down at me with her lethal green eyes and she told me, ‘no' was
not an option. I couldn't meet her brilliant green eyes. Eyes that had once
drawn me to her like a mouth to flame, but now made me want to crawl under a
rock and hide for eternity.

"Do you remember the beating I gave you, Superman? Do you remember your
unbearable pain, your screams of agony? Yes, of course you remember. Dare to
defy me and I'll make what I did to you before seem like foreplay. I'll
cripple you in front of the entire world. Now do as your Mistress tells you
and masturbate! MASTURBATE NOW. AMAZING GRACE COMMANDS YOU!"

I remembered the pain perfectly. Then, with shame burning through every fiber
of my being, I took a hold of my deflated cock and began to slowly pump it
while the press filmed and photographed my every movement. This was by far the
worst humiliation that I could ever imagine, I thought. But I was mistaken. It
would even worse. I worked my cock, pumping it up and down, trying my best to
make it hard as Grace commanded. But nothing happened. I was spent and would
be unable to perform. I thought she might kill me with a single blow, but
instead she seemed amused by my lack of progress.

"What's the matter, little Superman? Unable to get it up without your
Mistress' help?" Amazing Grace said with her evil smile covering her lovely
mouth, and she laughed.

I didn't know what she meant and I didn't want to find out. Pumping
feverishly, I worked my cock, forming images in my mind of the women I'd been
with before. Lois, Wonder Woman, Lana. I tried to imagine myself as the
invincible hero I'd once thought of myself as, taking them all on, making them
cum on the end of my mighty cock, one after another as they proclaimed what a
great hero I was. The greatest hero who ever lived... But it was useless. With
sweat gushing from every pore on my body, I sank to my knees, sobbing once
more. I released my aching member. I'd never be able to fallow Grace's command
like this.

Shaking with fear and burning with humiliation, I turned my tearful eyes up to
my Mistress and said, "I cannot obey you, Amazing Grace. You have drained me
sexually... I'm just... I'm just..."

"...Too pathetic for words," Grace said with a snort of disgust. She turned
back to the cameras, addressing them. "Ladies and gentlemen, as you can see, I
have defeated this wretched excuse for a hero and reduced him to nothing," she
waved her hand in a dismissive manner to indicate me. "Now I, Amazing Grace,
own his body, his mind and his very soul. But it goes even deeper then that.
Now I will demonstrate to you that I own his will as well. His very being.
That not a single atom of him is free from my control," Amazing Grace said
proudly.

"Superman, look at me. I, Amazing Grace command you... LOOK AT ME!" Down on
all fours, my body reacted to her command. My gaze traveled up the magnificent
contours of her awe inspiring body, finally resting on her indescribably
beautiful face. Her perfect, ruby red lips parted and out came the words that
enveloped me. It was if she were sucking my very soul out of me with every
word that came spilling forth from those perfect lips.

"Remember the elevator?" Her body throbbed with incredible power, waves of it
seemed to be pouring off her even as she stood there before me. Tall,
majestic, undefeatable. Her mighty body, her massive legs and bulging arms,
her chiseled abdominals, her thickly muscled pectorals, and her beautiful,
angelic face, with her evil smile and her hypnotic green eyes. I drank in the
sight of her, the utter perfection of power personified. Suddenly, my cock
began to thicken and grow.

"No, no. It is impossible," I whispered.

"Remember my kisses," She commanded me.

I remembered it. My penis grew more and more and began to throb lightly.

"No, I cannot believe it," I said as I shook my head in astonishment.

"Remember my caresses over your body," She commanded me.

I remembered again. My cock reached its 15-inchs size and I lowered my hand
and started pumping it ferociously.

"No, nooo please, Grace! Arrrrggghhhhh!" I screamed while my penis pulsated
with a painful erection.

"Remember my pussy in your face," She commanded me.

I tried shutting out her deep, melodic voice, but it was impossible. My cock
was as hard as a bar of titanium and as erect as a totem poll. I closed my
eyes, but the image of her fantastically huge, muscled body was burned into my
brain. I saw her perfectly and felt everything that I'd experienced at her
hands.

"Ahhhhhhhhh Yeeess, Grace! Ahhhhhhh YES, Amazing Grace! AHHHHHHHHHHHH, GRACE!"
I started chanting her name as the inferno of desire raced through my body,
not even aware that I was doing so until I heard the words reverberating in my
ears.

"Remember my blowjob," She commanded me.

Unbelievably my dick was still growing as I pumped it. It had reached an
impossible 18 inches! I though that my penis would explode under the pressure
of the blood that was running trough the thick veins of my cock. I tried to
will an orgasm so the cum would come shooting out of me and relieve the
pressure, but it was a futile wish. I was suffering the mother of all
blockage. As I continued to look up at Grace, I felt her inside me,
controlling me. I knew then I wouldn't cum until she commanded it. Until my
Mistress, My Goddess, My Owner gave me permission and said the word that would
allow me to achieve final release! I started to scream in agony.

"Aaaaaaarrrrrrrrrrggggggggghhhhhhhhhhhhhh... Amazing Grace, please... Please,
Powerful Mistress, Beautiful Goddess, PLEASE!"

She smiled, her must radiant smile yet as she saw the knowledge of what she
had done to me rushing through me. "Remember your surrender and then you WILL
CUM!" She commanded me finally.

And I did as she commanded. I remembered it and I came! My body convulsed back
and forth on the floor and I groaned loudly in pleasure as I finally achieved
my long sought after release. My orgasm slammed into me like a tidal wave! My
mouth opened widely in an "O" but no sound left my throat. The power of that
orgasm was beyond any sound my body could produce as Amazing Grace extracted
my will and my spirit, my mind, my very being while I came and came and came
for her. My penis spewed out cum until it formed a huge puddle on the floor.
And even then my ejaculation didn't stop. I came, and moaned, and came and
moaned and came... A minute passed, then another. Then time lost all meaning.
Was it five minutes? Ten minutes? And hour? A century? I don't know. My mind
was sucked into an eternal orgasm where nothing else existed except the image
of the all powerful, Amazing Grace. I was barely conscious but still the
orgasm continued. From a great distance I heard some of the voices of the
people Grace had brought to witness my final annihilation.

"My god, look what she's done to him."

"He's finished now."

"I can't believe I used to look up to him."

"Look at him, what a disgusting sight."

"Grace has totally destroyed him alright."

"Amazing Grace looks like a Goddess, don't you think?"

Finally, Amazing Grace ordered me to stop my ejaculation. And my ejaculation
stopped as if she had simply thrown a switch. My cock began to relax. My limbs
stopped flailing around and fell alongside my body. My head rested against the
floor and I lay still, with only my ragged breathing letting those who watched
me know that I was still alive. Not that it mattered now. My life meant
nothing. Only Grace mattered. Amazing Grace was the owner of my body, mind and
soul.

After regarding me for a long moment, Amazing Grace spoke. "Now tell me, who
am I?" She asked me again.

I rose up to my knees and lowered my head to her feet. "You are Amazing Grace,
the most beautiful, powerful and perfect women in the universe. The owner of
my body, mind and soul. My mistress, my Goddess," I answered immediately.

What she had done to me didn't just make me her slave. It went far beyond
slavery. I was nothing except an extension of her malefic will. Nothing else
but Grace existed for me anymore.

I was hers, Forever.

"Very well, my superslave. Eat my pussy," She told me.

My body, my will, my mind, and my spirit had been totally consumed by her.
Consequently, I obeyed her command instantly, not caring in the least that we
were being filmed and the whole world would see me debasing myself. I came
closer to her and I knelt down in front of her. I lowered her shorts. Her
powerful groin framed her glorious vagina. I submissively placed my hands on
her mighty thighs and sank my face down between her colossal legs and I began
to suck her pussy while caressing her muscular form.

While I sucked and sucked and sucked, she moaned and moaned and moaned in
pleasure, and each sound of gratification that escaped her lips was like a
beautiful symphony to me. Even though I would have thought it impossible after
what had just happened, as I serviced my Mistress, my erection expanded and
grew once more to a monstrous size. My penis grew more and more with every
pleasing sigh that escaped Amazing Grace's full, sensuous lips. Her moans were
so intense that I thought that she was about to have a new and powerful orgasm
in my face, but suddenly, while I was sucking her pussy frantically, she
stopped her exclamations of pleasure. I continued sucking, fearful that I
wasn't pleasing my Mistress. I wanted with all my heart to give her the sweet
release she so deserved. To be of some small service to the woman who had made
me her thrall. I licked, and sucked and probed with my tongue for all I was
worth, but nothing happened. Finally, with the slightest brush from her hand,
she pushed my weak and powerless body away from nirvana between her thighs. I
stumbled back several feet until I landed flat on my back, my tent pole of an
erection pointing straight up in the air.

Grace regarded me coolly for a moment, then with an almost bored expression on
her face she stretched her amazing physique, flexing her supremely powerful
muscles in the process and spoke to me. "Oh, Superman. It seems you are
incapable of exciting me now. I've destroyed you so thoroughly that
controlling you now is just too easy for me. I've reduced you to nothing...
Less then nothing. Such a nothing that you can't possible arouse me, but it's
amusing how you on the other hand..." She pointed out my enormous and dropping
penis, close to a new sexual climax. "..are so enthralled that you can't help
but be on the verge of cuming when I'm near."

"Oh, forgive me, Amazing Grace, please, please allow me to service you some
more. I can make you cum, I know I can! I want nothing else except to bring
you pleasure!" I begged, tears stinging my eyes as I knelt in front of her
glorious presence.

"You are just so weak and worthless, Superman, and I've destroyed you so
easily. You must have always been a weak, pathetic little nothing at heart.
That's why you went around, pretending to be a hero, so people would admire
you and tell you how wonderful you are, instead of conquering this planet the
way a truly superior being would. Did you always know you were a weakling and
a cowered, little slave?" Amazing Grace asked me, her words striking me like
physical blows as I stared up at her. .

"Yes, you're right, Amazing Grace," I cried. The truth of her words reveling
me for what I was and had always been. "You've discovered my most shameful
secret. I was always too afraid to try anything like being a true superior
being such as you are. I was always a weak fool, who only gained confidence
from the public's admiration of my heroic deeds. Now you've sown me what a
pathetic coward I am and have always been. Please allow me to live as your
devoted and loyal slave," I admitted and begged.

"Haha, no, Superman, I will kill you, and your death will be slow and painful.
I promise you," She threatened me.

The hopelessness of the situation washed over me like a wave as I looked up at
her supreme beauty. I was no longer the most powerful superhero in the Earth.
I was defeated, humiliated and terrified by that mountain of muscle and power
called Amazing Grace. But I still wanted to live so that I could serve and
worship her.

Throwing aside any semblance of restraint or self respect, I crawled on my
belly until I was at Amazing Grace's feet, now covered in my red boots, and
started kissing them, while begging her to change her mind and allow me to
serve her as her devoted slave. I went on and on proclaiming my adoration for
her, how she was the most beautiful, perfect and powerful woman to ever live
and my greatest purpose in life was to serve and worship her, but it seemed to
have no effect.

After several minutes, Grace, shaking her head, looked over to the still
filming news cameras. "You see how this weak, pathetic piece of filth will
debase himself for his superior? Is this the one you considered your greatest
hero?" Each of the reporters turned their head, looking somewhat ashamed,
unable to meet Amazing Grace's steely gaze.

"Now we shell see the final step before I do away with this flotsam and take
my rightful place as the Goddess of Power!" She waved her hand and suddenly a
boom tube appeared a few feet in front of her. Picking me up as if were
nothing more then a sack of laundry, she slung me over her shoulder and said,
"fallow, human refuge." Then she walked through the dimensional conduit.

Suddenly we were in daylight. I blinked several times as I tried to clear my
vision. After being in my dimly light arctic Fortress, a normal summer day
seemed very bright. Grace dropped me to the ground without ceremony and
looking around, I could tell where we were. It was Metropolis Central Square.
We were just a few yards away from the 60 foot marble statue that proclaimed
that I, Superman, was "Earth's Greatest Hero".

I felt a sense a shame at the empty and meaningless boast. I was nothing, only
Grace mattered. She seemed to have that idea too, because as soon as all the
camera crews were set up she took off, flying towards the statue at an
incredible speed. She started circling the statue, but all I could see was a
blur and suddenly it was like the statue of me was melting. But then I saw it
wasn't melting, it was changing. Faster then the eye could fallow, Amazing
Grace was remolding the statue. Not only that, she was enlarging it as she
took material from other nearby structures and fussed them to the statue.
Soon, in the matter of just a few minutes, she stopped and flew back to stand
beside me, hands on her hips, as she looked on in admiration in the job she
had just down.

Before there had been a 60 foot tall statue of Superman, now stood a 200 foot
tall statue of Amazing Grace. It towered over the landscape and could be seen
for miles in every direction. The statues stupendous musculature putting to
shame the paltry statue of Superman that had stood in its place just a few
minutes before. From all over the city, people could see the monolithic
structure, and they stopped and looked on in awe at it. In just a few minutes,
there was a mighty throng of people surrounding the statue, forming a circle
around Amazing Grace and me, her helpless captive who lay cringing at her
feet.

The crowd kept growing by the second, until finally, the park was crowded with
thousands of citizens of Metropolis, all congregated to see the incredible
spectacle of Amazing Grace. However, they were also seeing their once revered
hero transformed into a weak and helpless slave, who's only thought was of
worshipping the evil woman who had destroyed him. Everyone gaped in wonder as
they beheld their most admired symbol of strength and virtue fawning at the
feet of the ultimate supervillianess, who had defeated me.

When the crowd had at last reached its maximum size and the park area could
literally hold no more, Amazing Grace grabbed me from behind. Her enormous
left hand took a hold of my crotch while her muscular right hand grabbed me by
the back of the neck. She then lifted me over her head and she flew up a
hundred feet and hovered above the multitude, the massive statue baring her
visage just a few yards behind her, giving an awe inspiring backdrop to her
final defeat of me. She looked down at the crowd and smiled, wanting each and
every person in there to drink in the sight of her massively muscular body,
holding my weakened one while I screamed and twisted in pain in her grip.

Finally, after what felt like an eternity, she addressed the crowd, her super
powered voice rolling over the mass of people like thunder. "People of
Metropolis, look at the weak fool who you once thought was your greatest hero
and protector! Powerless, naked, dishonored, shivering in fear! Is this truly
the Superhero you have worshiped all these years?" There was a murmur in the
crowd, but what they were saying I couldn't make out now that I longer
possessed my super hearing. Grace then lowered her voice so only I could hear
her and she said, "well, Superman. All of Metropolis will see as I, Amazing
Grace, kill the once invincible man of steel. My fame will be eternal," She
roared with laughter.

I writhed in pain and I begged.

"Please, please, don't kill me, Amazing Grace, I beg you, I implore you, don't
kill me". While she laughed and enjoyed of her victory, I began to hear the
crowd's voices strengthen and rise. The sound growing higher and higher. I
couldn't make out all the words, but there was one word that was clear as I
heard it chanted over and over again. "......Superman, .....Superman,
.....Superman!" they yelled. When I heard this, I felt a twinge inside me. One
last tiny shred of the hero I had once been remained and was pleased that even
though I knew I was going to die today, my heroic legend would live on and
inspire others. Or so I thought.

Almighty Grace then stopped to look at me as she held me high in the air and
she laughed once more. A great booming laugh that seemed to sweep over the
entire city. When she stopped I could finally hear the chanting crowd clearly.
They were all screaming, "Down with Superman, Down with Superman, Down with
Superman," in an almost maniacal frenzy. Grace smiled down at the crowd, then
tossed me up in the air. I thought she intended to let me fall to my death and
I screamed in terror. But she caught me with one arm and hugged me close to
her invincible body, then with her free arm, she raised it up and flexed it,
astonishing all who could see her with it's massive size and power. The crowd
gasped and stopped their chant of ‘Down with Superman!" And almost instantly,
a new chant was raised. "Amazing Grace! Amazing Grace! Amazing Grace!" They
were acclaiming her! Some members of the audience had even fallen to their
knees and were genuflecting to her. They were actually celebrating my defeat
and worshipping her. I think that my desperate and defeated scream could be
heard in every corner of Metropolis. The fall of Superman was definitive and
complete. My will and my soul had been totally and utterly crushed by the evil
machinations of the powerful woman who held my helplessly above the delirious
crowed. The victory of Amazing Grace was indeed complete now.

Then I begged her again:

"Please, please, kill me, I beg you, I implore you, kill me," I begged her as
she held me to her magnificent bosom.

She just continued to laugh as she basked in the people's adulation of her
power. Tears flowed freely down my cheeks as I begged and pleaded that she
kill me and finally end my suffering. All Metropolis, all the planet was
witness to the powerful Superman beg so that Amazing Grace would kill him.
Almighty Grace also listened and bellowed laughter, knowing of her complete
victory over the man of steel was final.

After awhile, she floated down to the ground and she dropped me to the hard
pavement. A circle of spectators and journalists quickly formed around us.
They wanted to see my death at Amazing Grace's hands. They started shouting
questions at her:

"How were you able to do this to Superman?"

"How much more powerful are you then he?"

"Are you planning on keeping him as a slave?"

And others, but she simply held up one hand, so great was her dominance over
the people that they all fell silent instantly. Utter stillness settled over
the crowd until it seemed the only sound were my sobs of shame and desolation
as I huddled on my knees before the Goddess of Power who had destroyed me. And
even though she was standing right in front of me she seemed to be miles above
me. As she looked at me with utter contempt, I bent my head to the ground at
her feet and continued to beg her to end my measurable existence while I kept
on sobbing.

"Please, All-powerful Grace, please, kill me, I beg you, I implore you. You
are the most powerful being to ever live. You're beyond anything I ever
dreamed of being. Just end it all for me, I implore you... kill me and be done
with it!"

She, Amazing Grace, the Goddess of Power, walked around my cringing form. She
listened to my supplications. The whole planet listened to them. She prolonged
her cruel and merciless psychological torture for several minutes. During
those eternal minutes, I thought about the ease with which she had deceived
me, trapped me, seduced me, dominated me, defeated me, humiliated me,
destroyed my will, my spirit, and all that I represented. My shameful pleas
and sobs increased in intensity. Finally, she grabbed me with one of her
powerful hands by a handful of my hair and she lifted my head up, slowly, very
slowly until my eyes were looking up at hers.

I saw again her thick, enormous and muscular legs deforming the lycra of my
costume. I saw her muscular abdomen, her rippling stomach and her powerful
torso again, with the great "S" deformed by the rolling masses of her
incredible breasts. And I saw her beautiful face again, her sensual lips
twisted in an evil smile, her lustrous red hair and beautiful and enigmatic
green eyes boring into mine. And even though I was living a horror beyond
anything I could have ever imagined, my body continued getting excited when
seeing that magnificent body and beautiful face. As she held my head immobile,
she leaned down close until her lips were less then an inch away from my ear.
Then she whispered a single sentence.

"I have already killed you, Superman."

The impact of her words hit me right between the eyes. Now I understood what
she had been truly after all along. She had no need to kill me physically. She
would allow me to live so that I would remember this. All of this. Every day,
for the rest of my life, my complete and absolute humiliation and defeat at
the hands of Amazing Grace. Indeed, now that she had all my powers, magnified
far beyond what they had been when they were mine, and she had succeeded in
destroying my reputation, exposing my secret identity and turning the entire
world against me, she could watch me from afar, anywhere in the world and
gloat as I struggled as a normal, lowly human. Why bother to kill me then? She
would watch me die slowly and painfully over the years and enjoy every moment
of it.

I tried to scream out of desperation, but no sound left my throat, but it
resonated in my mind with the force of a thousand nuclear explosions. She saw
the complete and utter desperation and humiliation in my eyes. Her victory
over me was total, absolute and definitive. She knew that now, without any
doubt, and I saw it in her eyes. There was a look of supreme victory in them
and my desperation increased. Then, she pushed me back. I fell to the ground,
staring up, but not really seeing anything. I could not stand up. I didn't
even want to stand up. My now powerless body felt as weak as a baby. Weaker.
As I lay there after being thrown to the asphalt, my eyes still couldn't help
but drink up the fantastically alluring sight of Amazing Grace as she stood
majestically over my defeated form. Once more my cock couldn't help but
thicken and grow, saluting her infinite superiority over me. Unable to do
anything else, I took a grip of my rabidly expanding member and started
ferociously jerking off, once more signaling my never ending surrender to
Amazing Grace. Really, she deserved the possession of my super powers. She
deserved that and more.

She raised her arms and floated up until she was directly over me, then
hovered in midair, looking down at me, her eyes savoring my wretched state.
Finally, after she'd watched me long enough, she lifted her titanic arms and
flexed them, showing off her truly massive double biceps in a sign of absolute
victory. She smiled with her full lips and continued to tighten her enormous
muscles in the single greatest most muscular pose in history. Her muscles grew
and grew and grew until they finally bulged so massively that the super
material of my one time revered costume could finally contain her massively
power packed physique no more. With a series of harrowing rips and tears my
costume seemed to explode from Grace's beyond invincible body. Torn into a
hundred pieces, it fell away from her incredible physique like confetti,
proclaiming to the entire world her vast superiority over me, the former hero
of millions. My costume, like my body and will, they were all too weak and
inferior for the muscular power of Amazing Grace, the Ultimate Super Being.
The Goddess of Power! It represented the total destruction of the legend of
Superman. The man, the icon, the living symbol of truth and justice. Amazing
Grace had finished it forever, defeating me and destroying my costume in such
a way that I would never be remembered as anything other then a pathetic joke.
A mere prelude to the coming of Amazing Grace, barely a footnote to her reign
as the most powerful creature on Earth. She will be famous as the destroyer of
the myth and will be forever known as Amazing Grace, the Goddess of Power, not
as anything as weak and feeble as a mere Super-woman.

The tattered remains of my costume were blown about by the evening breeze
while my destroyed boots fell on either side of me. She smiled down at me as
she held her must muscular pose, completely naked, exhibiting her beautiful
and perfect supermuscles for my worshipful gaze, and then she disappeared,
flying off into the nocturnal sky of Metropolis. Meanwhile, my body convulsed
with a new orgasm induced by that magnificent vision. My cape, completely
intact, fell over me, covering my head, body and thighs. While I fell into
unconsciousness, I thought that my cape, with my great "S" in the center of
it, ascending and lowering for the pumping of my excited cock, was an
excellent tombstone for the defeated man of steel. Immobile amid the avenue, I
heard as the multitude went away, leaving me totally alone. It was midnight.

The fall of Superman was complete.