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Archive-name: Amazon/power2.txt

Archive-author: 

Archive-title: Ultimate Exercise of Power, The - 2





                      As Seen from the Other Side



Dwayne held his breath, crouching behind the receptionist's desk,

as he watched the muscular beauty raise and lower the impossibly

large dumbbells.



"Eight ... Nine ... Ten,"  he counted to himself.  She dropped

the huge dumbbells -- dumbbells so large he didn't know if he

could curl them using BOTH arms -- and struck a pose with her

impressively-tensed biceps.  The sight made his knees weak.  God,

but she was awesome!



He had snuck into the spa just before closing, hoping to catch an

eyeful of some built babes.  But he hadn't anticipated hitting

such a gold mine!  This woman had to be over six feet of packed,

sexy muscle!  She had wide, well-developed shoulders -- you could

bet that SHE never needed shoulder pads in her blouses!   A broad

chest that hadn't sacrificed an enormous pair of breasts -- a guy

could get lost in there, Dwayne thought dreamily.  The scanty

black leotard she wore accentuated her physique more than covered

it, outlining every magnificently-defined muscle.  How could

anyone be that beautiful AND that built?!?



Dwayne couldn't take his eyes off this goddess!  She was still in

her biceps pose; he could scarcely breathe as he drank in those

powerful arms.  "They had to be 17 or 18 inches around!" he

thought.  His eyes traveled over the beautifully-defined muscles

of her body.  He finally brought his gaze up to her face.  High

cheek bones and almond-shaped, green eyes.   He had at first

mistaken her for Asian because of her face.  But no Asian had

such long, flaming-red hair, currently tied back severely in a

long, flowing ponytail.



He smiled as he let his gaze travel down to her feet.  This was

what had given her away -- what had clued him in about what she

REALLY wanted.  Instead of tennis shoes, she was wearing the

sexiest black shoes he had ever seen!  For a workout?  Ha!  He

knew what kind of workout she was looking for!



As if in response to his unspoken thought, she sighed and ran her

fingers across the thin leotard covering her stomach.  She smiled

at the feel of the hard, rippled washboard those fingers

encountered.  Dwayne sighed too and it was all he could do to

keep his hands out of his pants to relieve the strain this sight

was having on him.  He watched her stroke the impressive muscles

of her abdomen lovingly.  "Oh yeah!" thought Dwayne, "she wants

it!"



The statuesque goddess wiped the sweat from her forehead and

started for the locker room, startling Dwayne.  Leaving?  It was

now or never!  He mustered his courage.



"Hey baby!" he said smoothly, stepping out from around the desk

that had been hiding him.  "I couldn't help but notice you

exercising, there," he said with an ingratiating grin.



The beautiful muscle woman looked at him in apparent confusion,

then coolly continued on into the locker room, beyond his reach

literally and figuratively.  Dwayne felt like he had been kicked

in the guts.  She hadn't even bothered to speak during her cruel

rejection!  "She should be flattered -- some guys would be turned

off by a chick that had more muscles than they did!" he thought. 

His feelings of rejection turned to anger.



"Hey, what gives YOU the right to cop an attitude," he called

after her.  "It's not like you're any beauty or anything!"



There was no answer.  That stung Dwayne more than anything else. 

She was just a freak -- no woman should be that big!  "She's

probably just a lesbo or something!" Dwayne thought bitterly.



His shoulders slumped in defeat, Dwayne took one last parting

shot at the woman who had so wounded his ego: "Fucking horse!" he

shouted into the locker room.  He wanted to hurt her as bad as

she had hurt him.  "Hell with her!" he thought.  "I've got other

things I could be doing instead of lusting after some dyke!"  He

turned to leave.



"HEY YOU LITTLE SONUVABITCH!"  The shout startled him.  He turned

to see the beautiful muscle woman standing at the doorway of the

locker room.  "GET BACK HERE!" she shouted.  Dwayne fought an

urge to run out the door.  A terrible transformation had come

over the woman.  She was panting with rage and her face was

twisted with anger.  The woman stormed over to him and stood,

towering and menacing.



"Just where the HELL do you get off calling me a 'horse,' you

sorry little excuse for a man?!" she shouted, a light spray of

spittle hitting his face.  Dwayne stood looking at her, blinking

nervously at this furious woman as she panted with anger.  "You

know what I think?" she asked.  Dwayne swallowed loudly, but said

nothing.  "Geez, is she worked up!" he thought fearfully, eyeing

her well-muscled body from a different perspective.



"I think I ought to beat the shit out of you," she hissed in a

quiet, dangerous voice.



Dwayne chuckled nervously.  In spite of her incredibly muscular

body, she WAS just a woman!



"D-don't be ridiculous!" he said, hating the stammer that

emphasized his nervousness.  "Y-you're just a woman!"  He saw the

woman looking at him appraisingly.  He realized that he was at

least four inches shorter than her and about 50 pounds lighter. 

He saw her grinned evilly.



"JUST a woman?" she asked, cocking her head as if she couldn't

believe she'd her correctly.  She pushed her arm into his face

and slowly bulged her biceps.  The swelling muscle pressed

against his nose and forced his head back slightly.  "Does this

look like JUST a woman to you?" she demanded.



It didn't.  It looked like the largest, most muscular arm he had

ever seen on any woman OR man!  His stomach churned suddenly with

the realization that she probably COULD hurt him.  Bad!  The

thought of being beaten up by a woman made his knees weak with

fear.



Dwayne pushed her arm away in panic, a cold sheen of sweat

breaking out over his body.  "Get away from me, you freak," he

spat.  "I know your type!  You're the kind who secretly wants to

be a man so she can have sex with REAL women!"



The muscle woman looked stunned.  "You calling me a lesbian?" she 

asked incredulously.  She stared at him for several seconds, then

laughed.  "A lesbian?!  No, I'm no lesbian," she chuckled, after

she'd caught her breath.  She stopped smiling suddenly and looked

at him intently.  Dwayne didn't like that look.  She wet her

lips.  "And I AM a 'real' woman!  In fact, I think I'll prove it

to you as I beat the living shit out of you."



"And maybe I'll just use my sex to beat you within an inch of

your miserable life," she said with a quiet smile.



Dwayne had no idea what she meant, but was VERY clear on the

threatening tone.  He began backing up slowly.  The muscle woman

advanced.



"Ever been raped?" she asked in a husky voice.  Dwayne felt his

testicles crawl up into his body and felt his limbs trembling. 

This bitch was serious!  She had a crazed, sadistic look in her

eyes and was flexing her muscled arms as she came steadily

towards him.



Dwayne's earlier lust for the woman had long-turned to dread; he

tried to jump her, intent on knocking her down and running for

the door.  Macho be damned, this bitch was crazy!



His attack wasn't successful; she caught him easily in a bear hug

and lifted him from his feet.  He kicked and struggled, but

couldn't escape the grip of those massively-muscled arms.  She

just held him tightly, like she was enjoying the feel of his

futile struggles.  Maybe she'd let go...?



No such luck.  She must have gotten bored just holding him firmly

because she squeezed him tightly, crushing the air from his

lungs.



"Tell me again how I'm JUST a woman," she grunted, mashing him

against her wide chest.  Dwayne worked his mouth, but no sounds

came out.  She continued to crush him cruelly against her, her

triceps bulging out impressively as her powerful arms tightened

like jungle pythons.  "How long can she keep this up???" he cried

to himself.  He felt like his insides were getting squeezed right

out of him. Finally, all he could do was just hang limply in her

grasp, all of the fight crushed out of him.



He was dimly aware of the muscle woman repositioning her grip to

grab him by a leg and arm.  She then hoisted him above her head,

holding him aloft and helpless.  This brought him around and he

suddenly became aware of JUST how tall she was.  He was at least

a dozen feet in the air!  Dwayne found his breath and screamed

for her not to drop him.



She held him aloft for almost a minute, savoring his anguished

cries.  Then she stepped out from under him, letting him plummet

to the hard, carpeted floor with a resounding THUD.



Dwayne was dazed.  Before he could raise himself from the floor,

she pounced on him, wrapping her heavily-muscled thighs around

his head.  He was too disoriented to be aware of her locking her

ankles until she began pouring on the pressure  -- he grabbed

frantically at her legs in a futile effort to pry those vise-like

limbs from his head.



He felt her lean back to put some serious strength into the

squeeze.  Dwayne was paralyzed by the crushing pressure.  His

hands waved with outstretched fingers before ineffectually coming

to rest back on the muscle woman's massive thighs.  He couldn't

move.  He couldn't even think!  She kept up the pressure for what

seemed like several minutes, until Dwayne began beating his heels

helplessly against the floor, crying in anguish.  He could feel

her damp crotch pressed against the back of his head.



She finally released him from the grip of her deadly legs.  Freed

from the crush of her thighs, Dwayne could only writhe in pain on

the floor, dimly aware of the muscle woman rubbing her crotch as

she watched him spasm helplessly.



"C'mere," she husked, grabbing him by the hair.  She stripped off

the top of her leotard and pushed a large breast into his face. 

"Suck it," she demanded.  Dwayne, still recovering from the agony

her slab-like thighs had inflicted, didn't react and stared

slack-jawed at her muscular chest.  It seemed even larger this

close.



"GodDAMMIT!  I said 'SUCK!'" she screamed, pushing his face

between her mammoth breasts.  Dwayne couldn't breathe.  He began

bucking and scrabbling, trying to escape, but she gripped the

back of his head firmly while squeezing her large mounds tightly

around his head.  His struggles became weaker and weaker until 

the suffocating breasts blacked him out completely.



He didn't know how long he was out, but he finally awoke to

stinging slaps to his face.  The muscle woman had him by the hair

and was slapping him repeatedly.  "God, I can't hope to stop

her," he realized in fear.  "She can do whatever she wants to me

and there's nothing I can do about it."



The beautiful red-head pulled his head back savagely.  "Need

air?" she sneered.  She slipped off one of her large black shoes

and, using his hair for leverage, forced his face deeply into the

damp, sweaty, pungent depths of the inside of the shoe.  He

rocked his head feebly, attempting to escape the overpowering,

cloying odor, but she clamped the shoe tightly to his face,

holding it by the bottom so the heel area fit snugly around his

nose and the rest fit firmly around his mouth.



His lungs were still starved for air from her suffocation of him

with her breasts.  He couldn't resist her any longer.  Slumping

in resignation, he stopped struggling and breathed deeply, taking

in the sweaty, overwhelming aroma through ragged breaths.  The

smell made his head spin, but she kept him like this for several

minutes.  He could feel hot tears of shame forming in his eyes as

he endured this degradation.



"Not so tough, now, are you hotshot!?" she demanded.  She pulled

him to his feet and again presented her massive breast.  "Ready

to suck this?" she asked conversationally, "or do I tuck my

panties into your big mouth?"



Dwayne was ready!  The last thing he wanted to do was anger her

further.  He latched onto her nipple and began sucking furiously. 

Holding the back of his head, she forced his face hard against

her breast, switching his head from breast to breast as she

moaned in pleasure.



"OK, time for something different," she announced.  "I think you

may be enjoying yourself too much.  Let's see what that tongue

can do in other places..."  She lifted one of her massively-

muscled arms.



Dwayne was slow to realize what she had in mind.  "What more

could she do to degrade me?" he thought, staring vacantly at her

shaved armpit.  Realization dawned.



"You mean?  Oh n-no! I..."  But the angry muscle woman wasn't

interested in arguments.  She caught him by the back of his head

and forced his face into her exposed armpit.  "Lick me!" she

ordered.  Dwayne tried to shout his refusal, but the sounds were

muffled as his face was mashed into her armpit.  Angrily, she

forced her muscular arm down, crushing Dwayne's trapped head.



While the pressure wasn't as intense as her crushing thighs, it

was enough to get Dwayne's attention.  He had no desire to get

his head crushed again.  He began frantically tonguing her,

bathing her shaven armpits with his tongue, licking away all of

her accumulated sweat.  He could hear her moaning loudly.



The amazon forced his head under her other arm and he obligingly

provided a tongue bath for that armpit.  Her moans changed to

growls of frustration.  Dwayne's fear increased.  Now what?!? 

Wasn't this what she wanted?



Without warning, she jerked Dwayne's head back, causing him to

fall back on the floor.  In a few rough movements, she stripped

off the confining leotard and stood, towering and naked before

him.  A goddess, rippling with physical power.



"Strip!  And then lie on your back!" she commanded, massaging her

dripping pussy.  "I have GOT to come and quickly.  And you, Mr

"You're a horse and a lesbian," are going to be the toy that gets

me off."



With trembling fingers, Dwayne undressed and lay obediently on

the carpeted floor.  Like a lioness in heat, she pounced on him,

quickly squatting on his face and entrapping his head between her

powerful thighs.  Dwayne's head spun and his hands reflexively

went to his stiffening cock.  But the lust-crazed amazon quickly

grabbed his arms and pinned them beneath her strong legs.  All of

this was for HER pleasure, not his, he realized!  Dwayne didn't

need any direction: fear and lust made him bury his face in the

amazon's dripping snatch and lick for all he was worth.  He felt

the muscle woman lean back, burying his nose between the cheeks

of her firm, muscular ass.



Slowly, she fucked his defenseless face.  He could feel the

trembling spreading through her thick, muscled body as his

slavish tongue serviced her.  He felt her lock her heels under

and behind his head, forcing his helpless face even deeper into

her gyrating ass and sopping cunt.  It felt like his face was

buried, ear-deep, in her crotch.  His nose had actually been

pushed partway up her hot, pungent asshole.  His mouth was

completely enveloped by her thick, swollen cunt lips.  "I can't

breathe!" he thought with fear.  He had stopped licking, but the

sex-crazed amazon obviously didn't need that anymore as she

continued to sadistically fuck his face.



As she ground her crotch on his face, Dwayne realized the

giantess had made good her threat: she was literally subduing him

with her sex. She owned him.  Strangely, this realization made

his balls tingle with anticipation.  "I'm going to come!" he

realized.  "Oh please, no!  Not that!  That will be her final

victory -- making me come as she uses me for her own pleasure! 

Proof that she can use me as she wants."



But Dwayne couldn't hold back.  Overwhelmed by the savage face-

fucking he was getting, Dwayne arched his back and shot stream

after stream.  He had no idea where it landed, his face still

buried in the amazon's crotch.



He wanted to gulp in air now, but the muscle woman seemed much

too far into her own pleasure.  She continued to rub herself

lustfully on his helpless face.  After what seemed hours of this

treatment, he dropped into merciful unconsciousness.  He was

dimly aware of the amazon picking up the tempo of her gyrations.



"She's going to kill me with her pussy and ass," he thought

dimly.  "A grown man, snuffed by the power of her groin." 

Strangely, he found himself excited by this ... wanting this

final, ultimate domination.



The amazon was now bucking on his face furiously.  Some part of

him sensed her impending climax and reached up to meet it.  Then,

it hit.  As she hit her climax, it felt like his life essence was

violently sucked from his mouth by her throbbing, all-

encompassing cunt.  "She IS a goddess," was his last thought

before his life was violently wrenched from his body and leached

into hers.



He didn't hear her screams as her body was racked by climax.  He

didn't feel the spurts of cunt juice that splattered against his

face, still clenched between her hard, muscular thighs -- almost

as if she were an animal, showing her disdain for a foe so easily

defeated.



--




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