This story contains gay erotic material that is not suitable for minors to read. If you are offended by non-consensual sexual situations, please do not read. More stories are available by this author at

Lightning flashed through the dark sky above the city of New Statesville instantly illuminating the city as if it were high noon The downtown area was unusually empty due to the harsh intensity of the storm. An instant later, the thunder cracked its response as a shadowy figure leaped from his corner cover on the roof of the Statesville Museum and sprinted towards the access door. It had been risky to climb up to the roof of the museum to cut the power in the storm, but the treasure that the museum had was worth the risk.

Chameleon looked around quickly before carefully opening the access door that led down to the main floors of the museum. The risk not only lay in the storm, but being out in the open like this. He prefered to do his work in complete stealth with no chance of being connected to his crimes. Dressed in black spandex, the villain crept inside out of the raging storm. His costume and skin instantly changed color to the muted grey of the walls, effectively blending him in with his surroundings. Like the his namesake, Chameleon was able to quickly adapt to his surroundings making it hard even for the hero Ultraman to see him.

Carefully going down the stairs, Chameleon made his way to the lower floors where he was supposed to meet his confederates. The museum had a display of the recently discovered treasures of King Solomon. There was enough loot in that one exhibit to make them all very wealthy men.

As he made it to the main floor where their prize lay waiting, Chameleon was able to see the others on his team waiting for him.

"I don't know why we have to be sneaky," Boulder sneered. Towering almost seven feet tall, this villain was all brawn and no brains. "I could have knocked down the walls with a flick of my finger."

"We've been over this, brute!" The Puzzler said with a sigh. A technological genius, this blue clad villain often taunted the hero Ultraman with elaborate puzzles more for his amusement than his need to escape. The Puzzler enjoyed leading Ultraman on the trail he lays out. "This treasure is too valuable to be linked back at us. We need to be careful not to get caught by Ultraman."

"I just don't like it!" Boulder rumbled softly.

"It's not yours to like!" A high shrill voice said softly but intensely. "This plan will work but only if you do as instructed." This was a new villain who called himself The Nerd. Dressed in the most outrageous stereotype, he wore a dress shirt with a bowtie and suspenders that made his pants ride up so high on him that his checkered socks were clearly seen. It was this man who presented them with this plan to make the all rich.

Chameleon quietly looked around before making his presence known. "The power is out and the alarm has been disabled!" He whispered intently. "We need to get done what we came to do."

The rest of the team nodded and all of them hurried to the vault where the treasure was stored. The Puzzler took out a device and placed it on the vault. After pressing a button, the device hummed for a few seconds before there was a click from the opening of the vault door. Boulder easily moved the heavy door like it was a feather and the team stood in awe of the treasure that lay inside.

The treasure was almost unreal. Ancient gold coins, jewelry, and bars glittered from inside a variety of containers around the vault. Chameleon almost started to drool with greed. This was worth more than all the money in the First Bank of New Statesville. The villains all ran into the vault and started to fill their bags with as much treasure as they could.

Chameleon noticed that The Nerd did not join in on the looting. The villain smirked at him through his thick rimmed glasses. A chill ran through his body. If The Nerd did not want any of the loot, why was he even here? Was there something else that he was after?

Chameleon dropped his bags and pressed back against the wall blending in with the hard steel of the vault. He was almost too late as Ultraman walked into the vault room.

"You need to turn yourselves in villains!" He said heroically with his hands and his waist. Ultraman stood proudly in his blue and red tight uniform with a huge white star that was placed in the middle of his chest and smaller white stars on the tunic and tights.

The Puzzler and Boulder turned around in shock and dropped their bags. Boulder snarled as he charged Ultraman like an enraged bull. He collided straight into the hero and they smashed into the main exhibit room of the museum.

Chameleon slowly made his way to where the fight was making sure he was completely concealed. If he could remain unseen then he could escape. He just needed to make sure that the hero did not spot him. Going back to jail was not an option.

As Ultraman and Boulder exchanged punches, The Puzzler ran out of the vault to also witness the fight. The Nerd seemed to have vanished in the commotion. Chameleon thought about escaping through the access to the rooftop, but he looked towards the main entrance and saw that glaring lights of the police cars shining into the museum. Someone set them up!

Ultraman easily dodge most of Boulder's punches while delivering his own blows to slow the behemoth down. It was a fight that Chameleon had seen before and he knew what the outcome would be. There was little time before the huge villain would be taken down and defeated and then his attention would be back on the crime scene.

The Puzzler must have realized this too, because he took out another strange device and threw it against the wall. After a brief instant, the wall exploded making an escape route for the technological villain. But before he could even make his escape, police flooded the room pointing their guns at him. The Puzzler moved to pull out another gadget, but the cops were too fast for him as they tasered him quickly. The blue clad villain went down like a ton of bricks and fell to the floor.

With nowhere to run, Chameleon inched to place himself between an exhibit and the wall. He was smart enough to know that he was completely outnumbered. His only hope was to remain unnoticed until he could safely get away.

Boulder lay unconscious at Ultraman's feet while the cops rushed to place special titanium handcuffs on the giant villain. Somehow, they knew that they were coming tonight, Chameleon thought, but did they know who was going to be here?

As Ultraman rested for a few moments catching his breath, The Nerd emerged from the vault clapping. "Very impressive, Ultraman!" He said shrilly. "It's not often I get a first row seat to witness such a fight. It was worth all this trouble to get you here tonight."

Chameleon softly cursed. He knew Ultraman caught them too quickly, but this setup was worse. All of them were just pawns for this new villains game.

"I don't know who you are, but you need to come with the police." Ultraman said with his hands on his waist.

The Nerd giggled as he sneered at both the hero and the police. "I'm afraid that's not on the agenda for tonight!" He flicked a switch on the wall and the lights of the museum turned on. Instead of the normal lights, it was lights of many colors and shapes that seemed to swirl around the room.

Chameleon began to feel lightheaded as the lights seemed to penetrate his mind. He had never seen anything like this, and it was almost impossible to take his eyes of the lights that danced before his eyes.

Ultraman also seemed to be affected as he stood slightly swaying. "What is this?" He asked softly.

The Nerd winked outrageously as he turned to the police. "You may go now. Return to the police station. Ultraman will contact you when he has cleaned up the mess in the museum. Don't return here until you hear from him."

Through his stupor, Chameleon was amazed when the police left everything and left the building. After a few minutes, the lights from the outside began to move as the police left the scene. How could The Nerd make them follow orders like this? He thought wildly. Chameleon knew that this was his chance for escape, but the swirling lights kept catching his eyes and grabbing his attention.

The Nerd clapped his hands with glee as he turned his attention to Ultraman. "Sorry for sending your hounds away, hero, but I thought that we needed some alone time. Well we're not completely alone, but alone enough for my tastes."

The villain walked over to the slightly swaying hero and slowly circled him. "Enjoying the light show, Ultraman? I made them especially for you."

The hero stared intently at the lights unable to tear himself away from the swirling colors. "What did you do to me?" He asked softly.

The Nerd laughed as he circled his prey. "I am your master now, Ultraman. You will do everything I say."

"I will do everything you say, master." Ultraman whispered as he watched the lights.

"Each time that you follow my commands, you will feel pleasure. It feels good to listen to your master."

Ultraman softly moaned as he slightly swayed never taking his eyes of the lights. "It feels good to listen to my master."

"When you are in my presence, you will feel your powers start to fade. When you are around me you will be weaker than a normal man."

The hero started to stagger as the effects of the command took over. "I feel so weak!"

The Nerd smiled wickedly as he watched Ultraman's powers fade. "When you are in my presence, you will become sexually aroused. But you will no longer be able to pleasure yourself without my permission."

A gasp escaped from Ultraman's full lips as he looked down at his crotch. His cock began to harden and struggle against the confines of his tights. Soon it was rock hard and seemed to point straight at The Nerd.

The villain giggled and walked back toward the vault and turned off the lights. Chameleon blinked as the lights vanished and shook his head. The lightheadedness vanished and he was able to think clearly. He looked around and gasped at the sight before him. Ultraman was struggling to stay on his feet with an obscene erection. The sight caused a stirring in Chameleon's own tights. He had never seen the hero helpless like this and it was starting to turn him on.

The Nerd walked back over to the hero who was staring in fear over the villain who managed to strip him of his powers. Ultraman shook off his shock and turned to try and escape.

"I insist you stay, Ultraslave!" The Nerd commanded.

Ultraman turned back and stood still. His face was in shock and Chameleon could see the struggle clearly on the hero's face. He tried to cover his erection with his hands to maintain a shred of dignity. "How are you doing this?" He moaned weakly.

The Nerd grabbed Ultraman by his hair and easily forced the hero to his knees. "You really don't expect me to give my secrets away do you? You are my toy now, little hero. Now get your fine ass to the vault!"

Ultraman struggled to get back on his feet and weakly made his way to the vault. The Nerd looked around and called out. "Chameleon, I assume you are still here? If you want to join in the fun, meet us in the vault."

Chameleon didn't think twice as he followed the defeated hero. This was a rare treat to see Ultraman defeated on this level. His own cock was rock hard and he knew he would be masterbating for many nights to come remembering this defeat.

The Nerd giggled as he watched the hero slowly struggle to follow his instructions. He waited until Ultraman was completely in the vault before he followed.

When he entered, Ultraman stood swaying and covering his crotch with his hands. "Please, I'm begging you, just let me go."

Standing on his toes to reached the hero's chest, The Nerd put his hand in the middle of the white star on Ultraman's chest. "Not a chance!" He pushed the hero and the champion for good stumbled back barely keeping his balance. "It's time for the real fun to begin, my pet. Take off your costume!"

"Please don't!" Ultraman begged as he unclasped his belt allowing it to fall on the floor. He struggled to reach behind and take off his cape that soon joined the belt on the floor. The Nerd watched with glee as the symbols of the hero's identity were slowly taken off.

As Ultraman had his shirt pulled up and struggling to get it off of his head, the villain tsked, visibly annoyed. "You are taking too long!" The Nerd reached over and yanked Ultraman's tights down in one jerk.

The hero cried out as he fell to the floor on his now bare ass. His hard cock now free from its confines slapped against his sculpted abdominals. Ultraman struggled to free himself from the bondage of his clothing now blinded by his tunic covering his head.

The Nerd pulled off the hero's boots and tossed them aside. He did the same with the tights before walking around to pull off the tunic.

Ultraman lay on the floor trying to catch his breath. Chameleon had to wipe the drool of his mouth. The muscular hunk laying on the floor completely naked with The Nerd still clothed and towering over him was a huge turn on for him.

"Please!" Ultraman begged as he cowered in fear of what was coming next. "Don't humiliate me like this!"

The Nerd bent down and rubbed his hand over the head of the hero's cock. He smirked as he wiped his hand over Ultraman's lips. coating the hero's lips with his own precum "This is far from over, Ultraman!" He sneered.

The villain pulled the hero from his back to his knees. He unfastened his pants and his small hard cock sprang out. "Suck my cock!" He ordered.

Chameleon watched in awe as the hero slowly moved his face to his captor's cock. Ultraman stared at it like it was an enraged snake and closed his eyes as his lips brushed against the head. With his own cock hard and still leaking precum, it looked to the hidden villain that this champion of the people was enjoying serving the skinny nerd.

Ultraman slowly parted his lips and ran his tongue softly around the cock head unsure on what to do. The awkwardness of the hero to services his master added to the erotic scene that was unfolding before Chameleon. He secretly hoped that the video surveillance in the vault was still running so that he could get a souvenir.

The Nerd looked down at the hero turned on by being pleasured by the mighty Ultraman. The hero shuddered as he slowly enveloped his mouth around his captor's cock and started to suck it. Chameleon pulled down his tights and started to stroke himself at the sight of Ultraman pleasuring his master.

The Nerd grabbed the hero's wavy blond locks and moved Ultraman's head to the speed that he wanted him to suck at. "Open your eyes and look at me!" He commanded as he looked down at the cock sucking hero.

Ultraman followed his order and looked up at the skinny young man who so easily controlled him. His blue eyes teared up as he sucked on another man's cock. The humiliation seemed to be too much for the hero to bear as Chameleon watched while jerking himself off.

The Nerd suddenly pushed the hero off of his cock and took a step back. Ultraman fell to his hands and knees panting and trying to catch his breath. The villain looked around and smiled. "Would you like a go at it, Chameleon?"

Chameleon felt his heart start to race at the prospect of getting a blow job from his hated enemy. Ultraman looked up in shock at the revelation that they were not alone. His face was the was the only indication that he was not enjoying this as his hard cock had a stream of precum that hung from the tip of his cock and almost hit the floor. Chameleon came out of his hiding spot and walked over to the defeated hero while stroking his cock.

The Nerd giggled as he bent down and yanked Ultraman's head up by his hair. "Suck his cock, toy!" He ordered.

Chameleon stayed at the entrance of the vault and didn't move. "Crawl over here Ultraman and get your treat."

The hero glared at his nemesis and didn't move. The Nerd slapped Ultraman's ass and snarled. "Do it!"

Reluctantly, he started crawling on his hands and knees until he reached the villain's cock. Sighing deeply, he opened his mouth and engulfed Chameleon's cock.

Chameleon almost came right there as the warm pleasure of his enemy's mouth started to suck him off. He never thought that this day would come!

The Nerd watched with glee as he turned the most powerful man in the world into a cock slave. His own cock was still rock hard and he had yet to get his release. He walked slowly to where Ultraman was pleasuring Chameleon and spat on his hand to lube up his cock.

While the hero was distracted with the humiliation of servicing Chameleon, The Nerd slammed his cock into the hero's perfect ass.

Ultraman cried out at being entered so roughly and barely stopped himself from clamping down on Chameleon's cock. The pain radiated through his entire body as he tried to keep sucking. Chameleon grabbed the hero's hair and started to move his mouth up and down his cock while The Nerd pounded his asshole from behind.

As he was being fucked from both ends, the hero's moans of pain slowly transformed to moans of pleasure. The constant battering against his prostate sent waves of pleasure Ultraman never experienced before. To his horror, the hero began to realize that he enjoyed being fucked. His hips started to grind as he tried to get more of his captor's cock in his ass while he slobbered all over the bone fucking his mouth. His own cock neglected from even being touched twitched uncontrollably.

The Nerd continued fucking the hero was he slapped Ultraman's ass. Chameleon's moans were getting louder as he was receiving the best blow job he ever experienced. He tried with all his might to keep his coming orgasm at bay to make this blow job last.

Ultraman was experiencing pleasure that he never knew possible. He balanced himself on one hand so that he could start stroking his own hard cock. All thoughts of fighting back slowly leached from him as the only thought in his mind was to get off. His jaw started to hurt from having a cock in his mouth, but it was distant to the pleasure he felt from getting fucked from behind.

The hero was the first to shoot his load as his past sexual experiences seemed like nothing compared to this pleasure of being fucked. His proud heroic cock shot its seed as his body shook from a powerful orgasm.

Seeing Ultraman cumming like this sent Chameleon over the edge as he slammed his cock deep in his enemy's throat as his own powerful orgasm filled his body. The Nerd was not far behind the other two and soon after he shot his seed into the hero's ass. All three of them shuddered when their orgams started to receed, and Chameleon regretfully pulled his cock from the hero's mouth.

Being held up only by the cock that was still impaled inside of him, Ultraman closed his eyes and rested his face right into a pool of his own cum. His orgasm took everything out of him and basking in the afterglow of a powerful orgasm was all he could do.

The Nerd slowly took his sore cock out of his toy's ass. The abuse he put his cock through to fuck Ultraman's ass was worth taking the hero down. He pulled up his pants as the hero completely collapsed on the floor of the vault.

Chameleon forced himself to be alert realizing exactly where they were. He shoved his cock back into his tights and faded into the background.

The Nerd smiled. "I'll be seeing you around Chameleon." he said as he looked down at the passed out hero.

Chameleon made his way back up to the roof careful to avoid detection. This was a night to remember. He had no idea what The Nerd was going to do with Ultraman, but he would never forget the night he had the most powerful man in the world on his hands and knees sucking his cock.


Todd Fleming

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