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Kitty Pryde was on the run from the Friends of Humanity that evening. She had gotten separated from her friends and for all her prowess as a member of the X-Men, her only power was shifting through objects. Useful, but she had not yet matured enough to realize just how wide ranging it's power stretched. Especially when she was dealing with an angry mob hot on her heels.

There was still plenty of sunlight out, more than enough for her pursuers to get a good look at her. She was fleeing through an alleyway. The way ended in a cul-de-sac, and she heard a loud commotion behind her. Knowing they would find her soon enough, she ran to the end of the pathway as fast as she could and was ready to phase in through the other side.

Then she heard their footsteps. She looked back and saw them running. She was prepared to phase through the wall. But as she watched, she saw them go right past the opening of the alleyway where she had come, clearly having no idea where she had gone. Their commotion began to die down, and then it was gone. She must have been faster than she thought.

She almost thought about retracing her steps, hoping to find the others. They couldn't be far behind, and if she decided to phase through the other end of the cul-de-sac, it might take longer to regroup with them. Thinking the coast was clear, she slowly made her way back from where she had came.

But just as she was beginning to stick her head out of the alley, she almost bumped her head into someone. He was just as shocked as her, and he stopped just in time like she had. She was about to apologize to him, she was well known as one of the younger members of the X-Men, but he even looked younger than her despite being so much taller than she was. In light of the current situation, it made her smile a bit.

Something caught her eye. On his clothes was a pin with that familiar eagle outline and it read 'FOH.' Friends of Humanity. Just as she was getting an idea of who he was, he saw her familiar uniform, marked with the colors of the X-Men. They looked at each other again.

Nothing needed to be said. She turned around and instantly made a beeline back in the direction she came from. He was hot on her trail. She was just fast enough to avoid him lunging at her but he didn't stop his pace one bit. She smiled when she saw the end of the cul-de-sac. She'd phase in through the wall and lose him for good.

She turned around with her back on the surface of the wall. He was still a good ways away. Enough for her to taunt him. She smiled at him wryly before mockingly waving him good-bye with her fingers. She started to phase in through to the other side.

Alas, it was not to be. She had only started to phase in, and was so confident that she moved very slowly as she was moving through. He caught up with her just in time, with his hand snatched her arm. That kept her from getting away. Her ass was stuck in the wall and she couldn't complete her transition.

“I got her! I got her!” The kid was jumping around like an idiot. “Hey guys, everyone! I got her!” He kept on screaming for his friends. His voice echoed but nobody responded.

But Kitty knew that might not last for long. She wasn't willing to take that chance either. She was trying to wrest herself free from him but he was too strong. “Let me go!”

“No way you mutie bitch! They're gonna promote me for sure! Give me all kinds of rewards!” His eyes twinkled. “Maybe even give me some babes...”

“How about the babe before you?” She licked her lips before she pursed them at him, making a loud kissy sound. He was so fresh that he actually froze up. He had yet to actually score with a woman before and even a mutant beauty coming onto him was making him pitch a tent in his pants before anything had really happened. And he couldn't believe how luscious those lips of hers looked in her pink lipstick. “I'll fuck you up with my nasty mutie pussy,” she whispered huskily. “And then you let me go afterwards.” She batted her eyes at him. “Okay?”

He was thrown off guard and she knew it. This kid was dumb and horny and would be so easy to break. Once she was done servicing him, she knew he'd let her go in the high of his moment. Then she'd make her getaway.

But he wasn't going to let how badly he wanted her show on the surface. “Yeah, w-whatever you fuckin' mutie.”  He said that but he quickly went to getting his pants undone. Eager to play the tough guy. Still holding her hand, it was a harder for him than expected getting his trousers done with just one hand. Especially with how hard he was at the moment.

“Hurry up,” she cooed to him. “You get that thing out and I'll treat it just right.”

“Shit!” That got him going. He worked harder than ever at getting his pants undone but he was so frustrated that it was taking him way longer than expected. Kitty was tempted to giggle, but caught herself just in time. If he realized she was laughing at him, he might lose his boner for her and instead decide to go back with his original plan.

He just hit the right spot with his state of undressing and then his pants slid down smoothly. His dick was standing right up. “Now how about that offer of yours?”

This time it was her turn to be speechless. She couldn't believe how big he was. She made that offer just to take advantage of this horny kid. Right now, she didn't know if it was the heat of her situation or the size of his wang, but she was getting wet underneath her uniform.

“Y-you like looking at it, don't you, you mutie bitch?” he said. He was that much taller than her and her position was so awkward that just standing up his pecker was level with her face. He loved how she was looking at it. There was another thing he loved too. In her skintight uniform, he could see her big tits. He savagely pulled down the front of it, revealing her delicious hooters naked before him. He had a giddy smile on his face.

“Oh man they're so fuckin' big...”

She blushed but kept her cool. “I didn't know you liked my dirty mutie tits,” she teased.

“Well...yeah you're right! I have to punish these dirty mutie tits! With my awesome human penis!”

Grabbing her naked knockers by her nipples, he jammed his cock in between there. She was prepared to do whatever it took to please this horny idiot and get out of there, but she hadn't expected him to start fucking her tits from the get go. She couldn't believe how big and hard she was, and before she knew it, her body was filled up with a naughty heat from his wang filling up her cleavage and moving all over her face with every thrust. She knew he was doing this to lord himself over her as much as he just wanted to get his jollies off. Not intending to just let him have his way with her, she stuck her tongue out like a bitch looking at a treat and licked all over his bone while he thrust it back and forth between her taters.

Despite him being dominant with her, her wet tongue was driving him crazy. He thrust faster and faster, he was losing his mind. He felt so good actually scoring with a girl for the first time and her soft squishy bosom felt great and fit around his dick perfectly. Her hot tongue was licking all over him and he was already nearing his breaking point. It wasn't long before he was panting like he was out of breath, he couldn't believe how good she felt.

She almost snickered. He was trying to act tough but it was clear that for being a bigoted little bastard, he was still a boy and she was still a girl. Still licking him, she nibbled on the underside of his shaft ever so gently with her teeth.

That did it. He grunted deeply and suddenly shot a load of cum all over her face and in her hair. He kept on ramming as he came too, he was dumb and mindless and unable to control himself.

She winced a bit from his hot cum splashing all over her. She closed her eyes just in time to keep it from getting in them, but by the time he was finishing up, it was dripping down her face onto her breasts. As he settled down, he slowly pulled it out of the embrace of her cleavage, leaving a long slimy trail of cum between her jugs. She would have phased through the wall right then and there if not for how he was still holding her taters. He barely registered it though, that's how messed up he was.

And she was a little turned on herself. His dick was still right in front of her face. Seeing how weak he was, right now she just wanted to break him further. Puckering up she kissed his penis.

He twitched up. He was far from numb after cumming and his breath hitched from feeling her soft lips on the hot and sensitive skin of his dick. Her eyes were closed and she was focusing entirely on his pecker but she could still feel him quivering. She planted slow deliberate kisses all over his big shaft, and with every little peck she gave him, the musky manly scent from his cock got deeper and filled up her nose more, it was like the steam from hot soup was getting in her nostrils and wafting up into her brain. She wasn't using her tongue on his cock at all either, but she was becoming very familiar with his lewd taste, and her skin felt filthy and raw all over and she loved it.

“Such a big boy,” she whispered so low that he couldn't hear it, but he didn't need to, the sound of her seductive murmur was driving him crazy. He wanted to ravish her like she was just some whore in an alleyway, but he was still a bit shocked after that nut only seconds earlier. He loved the slow pace she was doing him with too and he didn't want to ruin this moment either, he didn't even know if he'd be able to fuck her good for real. In his state of dumb lust, the irony of being an anti-mutant bigot and letting a mutant dominate him so bad didn't even occur to him.

Kitty couldn't believe how big he had gotten either. He was already packing some serious heat, but he was so hard up that her vision was solely focused on this giant thing. She had come to admire her handiwork, her pink lip prints were all over his shaft. But right now she was looking way more at just how swollen and red he was.

She couldn't wait to pop that penis and make him burst all over. Licking her lips, she leaned her head forward and took his whole cock into her mouth. He jerked up, it was the first time a girl had ever taken him inside her mouth. Part of him wanted to get away out of shame for letting a mutant girl deepthroat him for the first time but he was already so horny and her wet tongue slurping his shaft inside her mouth felt so good. Her lips were so soft too and as she she moved her head back and forth, it left a darkening pink ring from her lips all over his member.

His impressive size was already filling her mouth up plenty but he was getting even bigger. She had to take him out of her mouth. She could see his penis looked so dirty and filthy in the orange sunlight, shining with her spit and covered all over in her pink kiss marks, and gave him a long lick up the shaft to the head just to reward him for being such a good boy. He was squirming all over and making pathetic little whimpers.

But she wasn't going to let him off that easily. Licking down to the base of the shaft, she took in the scent of his big sick. Opening her mouth wide she took the whole scrotum inside. It was a bit of an effort at first, she underestimated how big his balls were. Still, she persevered and eventually got them comfortably, where she proceeded to find a flow to sucking his nads.

He grabbed the back of her head for support. His cock was tingling with need after she blew him and now it felt like she was inhaling his nuts. He wished she would get back to sucking him off. But the feeling on his balls was unreal, her eyes were closed and she was moaning so deeply. He just didn't want her to stop.

Eager to cum, he grabbed his cock and started beating it while she was eating his balls, ready to blow his load. He surprised both of them when he felt the need to cum only seconds after he started. He let loose with a series of high pitched screams like he was someone being murdered in the alleyway before he came again, shooting his load all over the top of her hair and on the wall behind her.

She was still dutifully eating his sack as he emptied his load all over her. His cream was just as big and thick as before, dripping down from her hair down onto her face. She intended to get him so dry he'd be too deep in La La Land to care about her anymore.

But he only wanted more. Kitty was getting more hot and bothered than she thought too. She wanted it really bad in a certain other place. He had inadvertently let go of her after blowing his load, he was that distracted. She had also forgotten that he had let her go, she could have gotten away and just didn't. Needing satisfaction, she reached a hand down the pants of her uniform and shamelessly touched herself.

She moaned deeply and locked eyes with him. He could see her digging her fingers into her cunt against the skintight outline of her clothes. “I know you liked getting sucked off by my nasty mutie lips,” she said, licking seductively at him. “So I hope you're not afraid of my dirty mutie pussy. Or do I have to fuck this thing all by myself?” She took her hand out wet with juices and closing her eyes, sucked on each of her digits.

That was one hell of an invitation. He greedily pulled down her pants, exposing her damp pussy. His cock hadn't perked back up to full attention but he didn't care. He needed her and he needed her now.

He was pointed it right at her pussy. “I ain't afraid of any mutie bitch.”

She grinned. “Now that's what I like to hear.”

In one sudden motion, he crammed himself as deep inside of her as far as he could go. She yelped from feeling him inside her, she already knew he was huge, but feeling him in that pussy was another thing entirely. He pushed back and forth inside of her slow at first, yet it wasn't long before he picked up the pace. As he did so, he gradually got harder and bigger. After sucking him off, she thought she had adjusted to feeling him inside of her, but even at rest he had a big anaconda, and she gasped feeling his meat plump up within her vaginal embrace.

But any notions of her discomfort quickly went right out the window. She was more turned on than ever and moved her hips against him hard. He hadn't been pumping her that hard it was just his size which made it feel so intense, but she was hellbent on giving it right back.

That wet pussy sliding all over his dick was too much. He accelerated things too and she let out a string of unashamed moans like she was some just skank he found. With the way she had given into this one so easily, she might as well have been one.

One of her legs was still trapped in the wall but she still hooked her free one around his waist and held him closer. He seized her tits with his hands and clutched down onto them as hard as possible. It was a little painful but at that point she was so horny that she just didn't care.

She suddenly came on his cock and biting her lip, let out a trilling whine . He panted like he just had the wind knocked out of him, she was so goddamn tight that at first he had to pause with his thrusts from the intensity of her walls holding onto his dick. She was already wet from all that fucking but in that brief pause he could feel her orgasmic fluid being secreted onto his naked member lodged inside of her.

He looked down at her, she wasn't moving or paying attention to him or anything else for that matter. He slapped one of her tits around to wake her up and she just moaned dully, now the tables had turned with her being totally out of it and not able to do much. But he was craving more. He renewed the pace, drilling her deep. It was such a shock that she let out a squeak from being fucked again, she had only just begun to recover from her orgasm and now she was totally at his mercy. She had to hook that leg around his waist as hard as she could to keep herself steady, the pressure of him plowing her was unreal.

The fire inside her was quickly reawakened and burned out any other thoughts. In a fervent state of arousal, she dipped a hand and found her clit. The nub had poked out a long time ago and she found it quite easily. Her breath hitched when she took it in between her fingers, her pussy was already being set ablaze. But in all the times she had played with her sweet spot, she never thought that it could feel so damn good at that time.

His big hands were pressing onto her breasts as hard as possible. Unable to control herself anymore, she hit him back with as much gusto as she could muster, she needed to fuck him. All her thoughts on him being a member of the Friends of Humanity or what might happen to her after he was finished up weren't on her mind anymore, all she could think about was sex. A few people had also passed by the alleyway. They couldn't tell who it was and with his big frame in the way, they couldn't see her unique situation halfway phased in the wall. All they saw was a giant fucking a petite little minx, a common enough sight in these streets.

If she could phase out of the wall to cling to him even more, she would have. “Yes...yes!” she wailed. “Please fuck this little mutie bitch even harder!” There seemed to be no limit to her libido.

He looked down at her. Her face was so pathetic and needy and he could feel her breasts jiggling in his hands with each hump between the both of them. He already wasn't giving much of a damn about her comfort but so close to another powerful climax, he pounded inside her harder than ever before.

“Fuck you mutie bitch!” he said when he came again, blowing his final load with her deep inside that pussy. She wailed like a bitch too, she couldn't help it, she wanted it so bad and now she had it. Still trapped inside the wall, she lazily lay her head back as she took it, his jizz was piping hot and it felt like her whole body could melt.

He was messed up pretty bad about it too, and he stumbled back, letting her go. Without even thinking she phased through to the other side, and then she was gone.

“Oh shit...” he said. He looked down at his dick. It was smeared in a mix of their cum, and her lipstick marks were all smudged over it. And then he heard some of his buddies' voices from around the corner. Without turning around, he looked back and saw it was them at the opening of the alleyway.

“Hey buddy, did you find her?” He hurriedly got his pants back up. If they saw him with his penis hanging out, they'd see the proof of his latest encounter. And they’d think he either got some with a hooker or they’d see right through his story, and all alone with no other hooker in sight, know he fucked around with a nasty mutant bitch.

“Uh no, nope. I was just back here taking a piss.”

“Oh okay. Well come on. We have to find that mutant bitch. She could be anywhere!”

He turned around and followed them out of the alleyway. As he did so, he felt a presence at his backside. He looked back one last time and saw Kitty had phased right back through the wall. She was smirking, mockingly waving him goodbye with her fingers and blew him a kiss before she retreated right back through to the other side. Luckily for him, his friends didn't see him pitch a tent right then and there.

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