Alice takes superboy's powers

 Alice takes superboy's powers by duvshanit

this is a realy awsome story about femdom and as its name already mentioned, it is about a girl who takes the powers of superboy. superboy is her boyfriend and despite his powers he let himself being controlled by her like a total wimp, he even agree to give his powers to her after she threatens to brake up with him if he wouldn't do it. and when she dose get his powers she becomes much more controllive and disrespectful to him but reveal herself to be a loving girlfriend with a desire to compensate her boyfriend for his lost powers...

i think you can notice that this story is made by a girl even without looking at her profile

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Ben Kent, also known as "superboy", flew to his girlfriend's home after buying her chocolates, hoping that this day she would finaly let him "go all the way" with her.

"Hi alice!, Look what I bought you!" ben shouted behind the window of her bedroom while she struggled with her homework on geometry. She understand nothing of it at all.

“Ugh! Can't you knock on the door like normal person? You’re always showing off your superpowers. You do it at least once a week since we started going steady more than month ago," said alice as ben entered the room through the open window.

"Awww, don’t be like that! Don’t you love chocolates?" ben said hiding his disappointment. She never liked any of his presents.

“Hmmph! I am on diet for now. You with your superbrain should know that. I've told you often enough that I need to get rid of the fat. Your stupid chocolates just make it harder for me."

"You don’t need to get rid of any fat. You look great. I love every inch of your body!" Ben said as he started to hold her and kiss her while she tried in vain to push against his superhuman strength.

"Get off me! you hurting me!" alice shouted crossly, making Ben back off with a frustrated look on his eyes

“Aww, come on, Alice. We are both 16 years old and we’ve been going steady for more than a month already, but you still won’t let me to do anything with you!"

Alice knew she was just making him want her more and more, which made her feel very pleased with herself. He may be super, but she was the one who had the power in the relationship, but his powers is just too much for her. She sat on the bed,thinking for a minute and said, "Look, Ben I've been thinking about us. I do love you, you are cute and a nice boy, but you are very aggressive and impulsive and it’s just too hard to be with you with all your powers, especially your superhuman strength. I have bruises from all the times you've gotten too excited when we make out or when you hold me without considering your strength. I think we need to break up".

Ben was horrified. “No, No! Please alice! I know I sometimes push too far and don't notice the strength I use but it is because think you’re so pretty and I want you so much! You know how shy i am with girls usually.”

“Yes, I've noticed.”

“You see? I was never with any girl before you started to talk to me. Please give me another chance!" Ben said, falling to his knees in front of her.

"Enough! I’ve made my decision and that's it. I can’t handle a boy with super powers. You are just too strong for --

Ben wouldn't let her finish. Instead he continued with his pleading. "Please! We can work this out! I can learn to control my strength, I promise. I’ll do anything you say! If it doesn't work I can even try to give you some of my powers. Please Alice!! Please let's try!"

"Ugh stop it, Ben. You're talking nonsense or trying to confuse me. Give me some powers? That’s impossible. I can't believe that with your super-mind powers you can learn everything about geometry in two days and learn programming languages by reading thousands of lines in seconds but still act like such a dummy if you think that kind of statement would fool me. You sound like one of those boys who would say anything to get a girl to have sex with him. I am SO disappointed in you. Just get out, ok?”

Ben shouted, “But it IS possible!! Last year Lex Luthor managed to subdue me with kryptonite after I broke into his lab, and I woke up tied to the wall. Two ray guns in the lab were pointed at me and Lex Luthor told me that his machine was about to transfer all my super powers to him. All he needed to do was to pull a switch but the Hawk came through the hole I made in the wall, and killed Lex and freed me. I kept the machine in my secret cave as a curiosity.”

"So ... you weren't just giving me a line?” Ben shook his head. “Well. That might be different then. Maybe it could work out.”

“Oh it could! I'm sure it could, if you would just give it a chance! I promise I’ll be gentle and listen to you and not bring you chocolates until you tell me it’s all right.”

Alice was thinking about having Ben’s powers. The super strength. Invulnerability. Burning things up with her eyes. Seeing through walls and whole houses. Learning her lessons instantly. And flying!

Alice shook her head. “No. We've tried that already and it didn't work.” Ben’s face fell. In a commanding voice she said "There’s only one last chance. We will go to your cave now and see if you can really transfer your powers to me! All of them! If it works then that will change the way I feel about you. But ONLY if it works. Now, get out of my room. I want to change my clothes. And NO peeking with your X-ray vision!"

"ok..." Ben replied slightly hesitantly. He wondered for a moment whether he was doing the right thing to give up his powers, but decided this was the only thing to do. He just couldn't live without her.

Ten minutes later, Alice came out of her room with a black slip dress, high heeled sandals and scattered long brown hair. Ben stared at her. He had never seen her so beautiful. He wanted to take her in his arms right then and kiss her and then fly into the air with her and make love in a cloud.

"What you waiting for, Ben? You said you would do it. Take me there now and give me all of your powers!" Ben stood frozen In place looking at her for a few more seconds as the vision of making love to her in mid-air faded from his mind and then carefully picked her up and flew her to his cave. High above the city Alice trembled with fear from the height but smiled when she realized that if Ben was right about the machine soon she would be flying home on her own power, with a body that could easily withstand an impact on the ground from that altitude, a fall that would then crush her formerly super boyfriend.

When they reached the cave, Alice recognized the big ray gun that Ben had talked about, with a switch for a "draining ray" and a "power transfering ray",and another switch 'on & off' on a panel near the machine. It looked as easy as could be. But would it work?

"Don't just stand there. Give me somthing to sit on." said alice in her commanding voice as her eyes fixed on the "power transfering ray".

Ben immediately found a chair and put it behind her and slowly walked to the switch. She sat on the chair with crossed legs and smoothed her dress over her chest, slowly turning her shoulders from side to side, watching with anticipation as Ben’s eyes followed the movement of her breasts. She already felt like his powers were hers; he may be super now, but he would do whatever she told him to do. "Come on, Ben, what do you waiting for?! If you want me as your girlfriend you have to do what you said you would do. Now, are you going to give me your powers or not!?”

Ben stood looking at her with a wistful expression. His romantic vision of flying her into the clouds was fading in his head. Once he pulled the switch he would do it only if she wanted to. Everything would be just what she wanted. But wasn't that the way it was already? And if he didn't give her his powers he would lose her now, and forever! With a last sigh, Ben turned the switch 'on' and at super speed goes to stand against other ray gun.

Immediately two beams of light flashed on them from the ray guns. Alice was shocked for a moment but than she started to feel his powers trickle into her body. At first she just felt a nice tingling sensation and then smiled with the first huge jolt of power, as she felt like someone took 100 pounds of weight from her back. She stood up weightlessly with perfect posture from her strengthening muscles and murmured,"Oooooohh,that feels soooo nice...." .

She glanced over at Ben, who was frowning and was slightly slumped over, but it was too late for him to do anything. The changes were happening and they were both caught in the beams until the process was finished. Very soon Alice noticed her body and legs were growing taller and longer and her dress start to feel tighter from her growing muscles, while her waist was shrinking, and all the excess fat around her belly, arms and legs was melting away. Her breasts were getting larger and firmer and after few seconds she heard the straps of her bra snap and realize that her now voluptuous D cup breasts floated against the fabric of her dress without needing the support of her bra. She pulled off the bra and in her excitement her nipples protrudes like steel nails against the fabric of her dress. She cupped her magnificant breasts, laughing, and moaned slightly.

Meanwhile, next to her, Ben was experiencing the exact opposite, feeling the pull of gravity for the first time in his life, watching his muscles shrink and new rolls of fat appear on his stomach arms and legs due to his lifelong lack of exercise. He also became shorter and stood less erect, with almost no visible muscle. He was now completely powerless, and he knew it.

Alice raised one long, muscled, voluptuous leg and balanced on two toes while she examined her amazing super powered body. She felt every inch of her body and thrilled at her rock solid ass, thighs and waist. Her eyes grew wider as she saw her feminine rock hard abs protrude through the tight fabric of her black dress.

“So, now you see I ... was serious,” Ben said, staring at her. She was a hundred times sexier than ever before, and he felt such deep desire for her that he could barely talk. “Y-You see how much I care for you, how much I was willing to give up, just so that we could --

“Holy shit!!!" Alice exclaimed,“I feel like a goddess! Like I could do anything!” she said while looking at her small delicate hands.

“Yes, of course, you can, now, but now that ... that you see how much I care for you, love you even, maybe ... we can both, you know, both have powers. We could share them, I mean, by putting the lever in the middle, I bet I could --

“Are you joking?” Alice grabbed the machine and laughed hysterically as her delicate hands crushed the ray guns like they were bread dough and tore the steel-encased energy converters like they were paper. “I didn't say anything about sharing! They’re my powers now, all mine! Now you tell me! Were you serious about giving me your power or not? Well?” She put her hands on her hips and stared at him defiantly, knowing that there was nothing he could say. Now she had all his former strength. There was nothing he could do about it, ever. She jabbed her finger in his chest, his soft, vulnerable chest, and effortlessly pushed him backwards. “I'm the super person now, not you, and don’t you EVER forget it!”

Showing she had no interest in a reply, she decided it was time to try out her flight abilities. After half a minute of thinking she noticed that her heels weren’t on the ground. She focused a little more and she rose a meter higher. She dangled her legs in the air, laughing as she gained more and more control of her flying. After several spins around the walls of the cave, dipping down right at Ben until the moment he covered his head and crouched down to avoid being hit and then veering away at the last second before contact she flew with her hands in front directly into the wall of the cave, breaking it into pieces and sending big chunks of rock flying in all directions. She kept going, burrowing through solid rock with ease until she burst through the ground and soared into the air, quickly reaching the clouds and flying through and above them, enjoying her complete mobility and freedom.

After several more minutes of flying, testing her heat vision on a passing satellite and using her super senses to spy on Ben she flew back into the cave, giggling as she slowly and gently landed on her heels facing him. She looked him eye to eye now, due to the combination of her growth and his shrinkage and poorer posture, and she twirled around on in front of him, rising to a pirouette on a single toe, showing of her body, her power and her gracefulness.

"Ok. You've had time to think about it. Don't you think these powers are more fitting with me than with you?" Alice asked, making Ben drool with desire for her. "I’ll make it clear right now, Ben. You will do anything I say and anything I want. I will go out and fuck anyone I want but if I even suspect you’ve cheated on me I will break your little legs like twigs and then abandon you forever!"

"Wh-what??! How can you can treat me like that?!?!!" a confused Ben screamed with anger. “After what I gave up for you!”

“Because you can't do anything about it?" She moved so fast around the cave that Ben saw her all over the cave at once. "Because you can’t find me, or ever escape from me?" she asked behind his back. He turned around in panic. She grabbed his shoulder with one hand and effortlessly pushed him down on his knees and with a little squeeze made him scream in pain. "Because you can’t fight me back?" "With my super senses and super intelligence, what do you can against me?" she said with grin on her face. She lifted him on his feet. “And because, the fact is, you love it. You can’t help loving me, a hundred times more than before! Because this is what you really wanted all along.”

Alice watch him stoping himself from crying and start to fondle his face, "But don't forget that I love you too, in my own way. I may try other men and be free but it won't prevent us from being together, and raising our family in the future. Maybe I will even let you be with other women when I approve it -- in advance. So stop being depressed and be happy that you have loving and powerful girlfriend like me." she said, comforting him.

"Now that we've got this all clear come here and give me a kiss you weak little, dummy." She put her hands on her hips, making Ben focus and drool again on her amazing body. He hugged her and kissed her, feeling the size and solidity of her magnificant breasts.

she lifted him and flew to her home with Ben in her hands, soaring high in the air with loops and dives and feeling him tremble with fear in case she dropped him. Seeing her mom come home from work, not ready to explain to her what happened yet, she entered her room through the window. As before, immediately Ben started to kiss her and touching her in her rock solid buttocks. But this time She pushed him away onto her bed with a carefree motion of her palm. "Not yet. I still have my homework to do, remember?" She looked at the geometry worksheet and started to read the geometry book in which she had barely understood anything before. This time she read entire pages in seconds, fully understanding everything, and even drawing her own theoretical conclusions no covered in the book. Before she noticed, she had finished the entire book in less than a minute.

She looked once again at the worksheet and completed out all the answers in few seconds. She wrote out all the answers except the last, her pen flying faster than Ben could see.

"This is just great! Everything has become so simple. But would you explain the last problem to me, just for old times’ sake?” She handed the sheet to Ben, who looked at it carefully.

His expression slowly turned from confidence to uncertainty to fear. “I-I can’t do it! I did it before, but I don’t understand it at all anymore.”

Alice held up the large Geometry textbook. “So it’s study time for you! I guess you’ll be too busy with schoolwork now to make out”

“Can’t you explain it to me?” he pleaded.

“Oh, I am way too smart to bother with that”, Alice said with pride. “Besides, all this flying and homework has made me too horny, but if you don’t have time now, I suppose I could go and ....”

“No, please stay!” Ben begged.

"Well. Then take off your clothes, " she said to Ben and he immediately did what she said, standing on his knees in the bed, waiting eagerly for her to come to him.

"From now on, you are going to give me oral sex first, but today I am all about making you happy," she said as she removed her dress and stand only with underpants on in front of Ben. His dick became fully erected from gazing upon her amazing body. Alice vanished and in a flash reappearred behind his back and start stroking his erect cock while she kissed him on the neck. Ben moaned loudly, feeling his cock going to burst as she pressed her firm breasts against his back and began to fondle his belly. His eyes closed and suddenly the stroking and kissing stopped and he feels a piece of fabric resting on his face, he removed it and alice was in front of him with her legs resting on his hips and with no underpants. He immediately begins to insert his cock into her. Her super-strong vagina walls make it hard for him even pushing as hard as he could, until she relaxed and practically swallowed him up. They both moaned as he entered. Ben started to fuck hard, feeling incredible pressure on his dick that made both of them enjoy it greatly from each thrust.

She kissed him and in a flash rolled sideways and start to ride on his member. She began to giggle as she looked at him moaning loudly beneath her, and with a wide smile on her face grabbed his hands and pressed them on her firm D cup breasts. Ben felt her solid breasts and her excited nipples which were like steel nails on his palms.

Ben came and moaned so loudly that Alice's mother heard it behind the closed door but for some reason didn't come in.

Alice looked at him panting and fondled his face. "Did you have fun, honey?" she asked him with her cutest voice.

Ben kissed her passionately, and they continued to make out for the rest of the night...