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Warning: This story contains super-busty superheroes, violence, bad language and some breast expansion. So don't say I didn't warn you.

Mary Valentine was a sweet and pretty young girl with long, red hair and green eyes. Right now, she was out walking in the middle of the Big Apple, something she hadn't been doing in a very long time. All the people walking around her and all the eyes looking at her as she passed by made her very nervous.

The young redhead had a slim and petite body at a height of 5 feet and 4 inches, but she had two things that really stood out on her slender frame. Namely her breasts.

Mary Valentine possessed a pair of LL-cup breasts. Her boobs where the same size as her head, if not a little bigger, and stood out a whole foot from her torso like a shelf. They were not only incredibly big, they were stunningly perky and round, almost completely spherical. They made a little bounce with every step she took and jiggled as she walked down the street. Right now they were covered by a dark green sweater, and while their owner stood straight up as if she wanted them to be seen, she was wrestling with the desire to cross her arms over her breasts and hunch over to hide them from perverted eyes.

'No, Mary.' she told herself steadfastly. 'You got the boobs, now you wear them with pride. You are not going to hide in your room anymore.'

The young girl stood up straighter, pushing her grand breasts out and ignoring the staring eyes around her. The reason she was walking around like this was that she were getting herself used to being out in public with her large breasts, something she would have been too scared to do just a few weeks ago.

As Mary moved around the corner she collided into something large, and soft. The teenager fell backwards from the impact and landed with her butt on the sidewalk.

"Oh Jeez, I'm sorry!" a sweet and feminine voice cried above her. "I didn't see you there."

"No, it was my fauuuuh…" Mary started, but she trailed off and was struck flabbergast as she looked up and saw two giant orbs blocking the sun light, casting a giant shadow on her.

"Here, let me help you up." the voice said and a hand appeared on the side of one of the orbs. Mary reached out her hand and was lifted back up on her feet.

Standing up, Mary saw the probably most stunning sight she had ever seen in her whole life and came to stare blankly at it. She had walked into an unbelievable woman with long blonde hair tied in a ponytail and a pair of modern glasses on her nose. Her face was very beautiful with bright blue eyes and full lips, and she wore a very stylish skirt suit in deep blue. The suit, however, failed to hide the astronomical size of the woman's boobs.

The blonde woman's tits were FAR larger Mary's own. They looked like the woman was smuggling beach balls underneath her suit jacket; they were two giant spheres of perky and jiggling feminity, practically unaffected by gravity, with two nipples poking through the fabric of the jacket and while the two milk bags were almost completely round they stuck out almost two and a half feet from the rest of her and covered most of her torso. How the woman could carry such humongous knockers without falling over, or even walking around without using a wheelbarrow, was beyond Mary's comprehension. The twin pair of soft flesh was still jiggling from the movement of helping the girl up on her feet and they moved in a hypnotizing dance within their clothing. The woman raised her hand and placed it on top of her titanic bosom, stopping their jiggly movement and settled them down. She had no problem taking notice of Mary staring at them.

"Oh, these? Yeah, they're quite big, I know."

Mary felt how her cheeks become warmer as blood rushed into them. She stuttered "I-I-I'm sorry… I-I-I--"

"It's okay, I get that a lot." the woman smiled at her and peeked over her mammoth boobs to look at Mary's body. "And it looks like you got an impressive pair yourself."

Mary looked down at her own bust, which now looked miniature compared to the pair in front of her. "Yeah… They're pretty big… But I have never met anyone as big as you."

"Few have. What's your name?"


"Nice to meet you Mary, I'm Carrie."

The two of them shook hand, something that caused a small jiggle in both of their bust lines, and Mary came to smile.

"So, what size are you?" the woman called Carrie asked and crossed her arms over her colossal bosom, curious over the new girl she had met.

"Um, I'm a double L-cup." Mary answered and blushed again. She noticed how a lot of people around them had stopped to stare at the busty duo, something that Carrie simply seemed to ignore.

"Really? Wow, I can't even remember when I was that small."

"What… what size are you now?"

"I'm using a triple X-cup bra."

Mary's eyes grew wide as saucers. "An X-cup!?"

"TRIPLE X." Carrie corrected her with a smile.

"Whoa… Is… is that even a real size? It sounds like it's made up."

"Ha ha, yeah it wouldn't surprise me if it was."

"Don't… don't they hurt your back or something?"

"No. The only real problem I have is to find clothes that fit them."

"Yeah, I know how that can be." Mary agreed, looking dejected and staring down on her own two breasts. "I have a hard time finding any good bras, the one I'm wearing right now is digging into my back and the cups are way too small."

Carrie idly put her finger over her lower lip in thought and eyed Mary's super-pubescent bosom.

"You know, I get most of my bras specially ordered from a company that costume make brassieres and other ladies underwear. If you want I can give you the name of their website."

"Really? You… you think they can help me?"

"Sweetie, if they can make a bra that fits my mega-sized bazooms I'm sure they can make one for you. Now, they are a bit expensive, but trust me, when you put it on for the first time you'll know it was worth it."

Carrie fished up a small piece of paper and a pen from her purse, wrote down the website on it and handed it over to Mary.

"Thank you, that's… that's very nice of you." Mary thanked her when she put the note in her pocket.

"No problem, we big girls gotta look out for each other, right?"

The two busty women smiled at each other. After a moment, Carrie was just about to say something when a large explosion was heard and the ground shook.

All the people on the street stopped in their tracks, some of them kneed down and covered their heads out of pure reflex and a few people screamed. Mary raised her arms over her head and gave out a small shriek in shock from the loud explosion. When she dared to look up again, she noticed that Carrie was looking down the direction where the explosion seemed to have come from.

"I'm sorry, but I have to go. You should get yourself somewhere safe." the blonde woman said, and without saying goodbye she took off, running down the street towards a small cloud of dust and smoke rising in the air a few blocks away, with her boobs bouncing up and down like crazy as she ran.

Mary saw the woman run down the street and disappearing in the distance. 'She moves really fast for someone with boobs that big.' she thought, confused why Carrie would run towards the explosion. After a moment of puzzlement, she decided to run after her.

A large, black van stood parked in the middle of the street. A large hole had just been blown up in the wall close to it, causing a cloud of dust to spread across the street. Four young women stood around the van, all of them wearing catsuits in black leather and carrying guns either in their hands or in the holsters around their belts or thighs. Two of the women were white with blonde hair, one was black and one was Asian with black hair. What they all had in common, however, was that they all had very large breasts. All four of them possessed huge and round tits, J-cups at least, that forced the zippers on their leather suits open, exposing almost a foot of cleavage on each one of them.

"I told you we should have used less TNT." one of the blonde ultra-buxom women said to her companions after coughing out some dust.

"If we had it wouldn't have gotten through the vault." the Asian woman told her while brushing off some dust from her impressive cleavage.

"Yeah, and now we'll have every cop in town on our asses in less than five minutes."

"Shut up!" another woman's voice ordered them. "I can't stand your meaningless yapping."

A fifth woman stepped out of the van, her own mega-size breasts bounced and jumped as she stepped down from the vehicle.

The woman was much larger than her accomplices in the breastal area, dwarfing their breasts like Jupiter dwarfs the Moon. Her tits were both outstandingly huge and spherical, with the hint of two grand nipples poking through the black fabric of her suit, and were so large that even basketballs would have seemed miniature next to her. The mammoth busty woman had long blonde hair hanging free over her shoulders, a pair of sunglasses on her nose and wore the same black leather suit as the other women only that her titanic boobs pushed her zipper down even further, just past her belly button, leaving it halfway open and making one wonder how she managed to squeeze her overdeveloped tits into that outfit to begin with. Overall, the woman was very attractive, but it was the kind of attractiveness that you only see on women who you suspect are crazy or right on dangerous.

"Load the cash in the van, and hurry up."

"Yes, boss." the four women said as one and rushed through the hole they had blown in the wall.

The leader of the gang stood for a moment and glanced out over the street. All the people had run away when they had blown the wall, leaving the street empty for them to operate in peace.


The black-clad woman turned around and saw a blonde woman in white standing about twenty feet from her. She wore a white spandex suit with red gloves, boots and belt and a short blue cape, with a white and red mask. In the middle of her chest there was a circular hole which allowed one to see a large amount of cleavage, and she had a lot of it. Her breasts were just as massive and huge as the woman in black, incredibly large and perky. The woman was The Venusian Power Woman, or better known as Power Boobs, the superhero. Both of the two women faced each other, and it was noticeable that they had equally impressive busts, each one of all four sweater puppies was as big as a beachball.

"Oh, it's you."

"Jennifer, stop this." The Venusian Power Woman said while stepping a little closer.

"DON'T CALL ME THAT!!" the woman in black shouted in anger. "My name is Titania! TITANIA!! There is no more Jenny or Jennifer. That girl is dead."

Power Boobs seemed saddened by the other woman's reaction. "Jenny… please. You don't have to do this."

"Haven't we already done this conversation already? Like a dozen times."

"Jenny, why do you keep doing this?" PB pleaded. "This is not the girl I knew. This is not the girl I went to school with, the girl that helped me pick out clothes with and talked with me about boys."

The woman who called herself Titania frowned and looked at the busty superhero with angry eyes.

"No, it's not. But we both know whose fault that is."

PB sighed at the seemingly hopeless argument.

"Should we shoot her, boss?" one of the busty underlings asked as she came out from the hole in the wall with a bag full of money.

"It won't do her any harm, I'll deal with her myself. You load the van and get out of here."

Power Boobs took a step to the right, partly blocking the van's escape route. "I won't let you get away with that money, Jenny."

"HIYAAH!!" Titania shouted and charged towards Power Boobs. She collided into her with her breasts first into PB's breasts, boobs towards boobs, and PB was slammed across the street into an abandoned hot dog cart.

"Pick up the pace." Titania ordered her minions, and the four cat suit wearing women tossed their money bags into the car and quickly got back inside the building to fetch some more.

Titania walked up towards PB that was now getting up on her feet, and punched her right in the face.

"You are so smug, you know that?" the super-buxom villain said. "You are so up there on your high horse, even after how you treated me in High school."

PB crawled back up on her legs and wiped off the blood running out of her nose with the glove of her suit. "What are you talking about? You were the rich, popular one?"

"Yeah, but you were the perfect girl, weren't you? You had everything; the ever-so loving family, good grades, a natural blonde, everybody loved you. You know what I had? Tits! All I had was my tits! And you took that away from me!"

"Jenny, stop… don't do this to yourself."

"I had the biggest boobs in school, but then you had to go and burst out in some sort of super-puberty and ruining everything for me."

"Jenny, I didn't choose to grow this big."

"Oh, I know. You got super-boobs because you also got superpowers. So not only did you get to be this super-cool superhero but everyone at school sucked up to you just to get a glimpse of your tits, while they ignored me and my tiny teeny F-cups." Titania scolded her former best friend in an angry but clear tone.

PB seemed almost shocked by the revelation. "Jennifer, that was in HIGH SCHOOL!  You can't let that ruin your entire life like this!"

"YOU were the one who ruined my life! I got myself these," she then cupped her own giant boobs and shook them to emphasize her point, "and you could have just let me share the spotlight with you. But no, you betrayed me and send me off to JAIL! YOU'RE the one who stabbed me in the back!"

"No. No, that's not how it was, Jenny. You were on the run from the police, you did it to yourself."

Titania didn't listen, instead she took a stance with her body as if she was readying herself for a fight, with her legs wide apart and steadily on the ground, raising her fists up in front of her face.

"Jenny. Don't do this." PB desperately pleaded.

"I'm telling you. It's Titania." the criminal woman stalwartly remarked.

PB sighed as she realized the hopelessness in the situation. Then she took a similar stance. "Fine. Let's do this then… Titania."

Titania screamed out loud and charged towards Power Boobs. She throw a punch against her but the blonde heroine blocked the fist, and when Titania tried to hit her with her other fist she blocked that one too. But PB was unprepared for Titania's foot as it came from below, hit her in the chin with a high kick and sent her staggering backwards.

Titania sent her fist towards Power Boobs' face again, but PB grabbed her arm and pulled her closer instead and sucker punched Titania right in the face. Titania growled in pain but seemed only minimally hurt despite PB's great strength, she returned with a hit in PB's stomach and when PB tried to punch her again, she ducked the blow and slammed her fist right into PB's left breast. Not only did it cause the giant tit to wobble and jiggle from left to right, it made PB grunt in pain. With the blond hero stunned for just a second, the wicked woman jumped up and performed a roundhouse kick against the heroine. PB staggered backwards several feet, disoriented but otherwise mostly unhurt. She looked at her opponents who smiled confidently and sadistically at her.

PB flied towards Titania and hit her in the chin with a right hook, but the villainess returned with a kick to PB's side and a punch in her face. Then she pushed her breasts forward and pressed her enormous bosom into PB's own, closing the distance between them. She put her right knee right in Power Boobs' stomach, knocking the air out of her, and then slammed both her fists into the sides of the blonde hero's head. Power Boobs let out a scream of pain and flied backwards, again increasing the distance between the two fighters. Feeling outmatched and at a disadvantage, Power Boobs had to fall back to think over her next step.

She took a deep breath, and then faced Titania. She aimed her chest towards the female villain and fired her heat beam. A large, red ray of energy came shooting out of the opening in her suit, out of her cleavage, and flied with incredible speed towards Titania. But instead of dodging the beam, Titania stood firmly on the ground. As the red beam flied towards her she arched her back and heaved her pumpkin-size bust up so it was right in the beams' range. As the ray hit the tits, it seemed to sink into the breasts instead of burning them, and as more of the red beam was absorbed into the already huge glands, they grew bigger and bigger, stretching out inch by inch.

As the powerful beam subsided, Power Boobs looked at her target. To her shock, Titania stood seemingly unharmed, and with much larger breasts than earlier. Her boobs surpassed the size for normal beachballs and stood out three feet from her torso, stretching her catsuit to its absolute edge, risking of breaking its zipper and spilling out into the free air. That the zipper hadn't already exploded was simply a miracle.

"Thanks for the boost." Titania smirked and proudly patted her right, expanded breast. "Here, accept my gratitude."

In one quick motion, Titania arched her back backwards and thrust her breasts out again. A red glow appeared around her boobs, and PB had in her surprise only half a second to react when another red beam, equal to the one she used just seconds ago shot out from Titania's chest. The large ray hit PB right on with full force and knocked her down. With patches on her suit scorched and smoldering and her mask having fallen off, PB slowly tried to get back up on her feet as the beam stopped but came to fall down on one knee instead. Titania smiled as her nemesis fell, but her smile turned to a frown as she noticed that her breasts had shrunk down to their "normal" size again after expelling their siphoned energy.

Across the street, hiding behind a trash can and having observed the entire scene, a redheaded figure gasped in horror at the sight.

'Oh no! Power Boobs' in trouble! I have to do something!'

Titania walked up to the wobbly hero, knocked her down to the ground and placed her heel right over her throat, pinning her down to the ground. "You know, for someone who makes a living beating up people you're a lousy fighter. I, on the other hand, got myself the best training money can buy." she mocked the heroine.

"You won't do it, Jenny. You are not a killer." PB grunted as she tried and failed to pry the heel of her throat.

"No, you're right. I don't enjoy taking someone else's life. But I am going to enjoy breaking every bone in your body."

One of Titania's busty henchwomen slammed the doors on the escape van and shouted "Boss! The car's full! We have to go!"

"You go ahead. I'll catch up with you later."

The four henchwomen got into the car and started the engine. The put in highest gear and speeded down the street at top speed, trying to flee the scene before the police would show up. However, as the vehicle moved down the street it suddenly came to a stop as it crashed into a wall. Not a regular wall made from bricks, but a clear, see-through wall made out of some liquid. The van slammed into the water, causing a large splash, but instead of breaking through the water, the car got trapped inside it. The drivers inside tried to force the van's doors open, but the water pressed them back and kept them shut. The water wrapped itself around the vehicle and then made the car flip upside down, shaking the criminals inside into a pandemonium. The water then dropped the car with the wheels up down on the street and judging by the sound it also broke of the handles on all the doors, trapping the busty gang inside it before it fell to the ground in a cascade of drops, just as lifeless as water was supposed to be.

"What the hell was that?" Titania said in great surprise, still keeping PB pinned down with her foot.

Not far from them, a fire hydrant a rumbled and shake before it exploded, causing a fountain to appear in the middle of the street. To both Titania's and Power Boobs' surprise, however, the water quickly began to behave strangely; the droplets, which should have shot right up in a spray, moved closer to each other and formed a more cohesive shape, a pillar of water. The pillar than suddenly grew a watery fist on top of it.

"What the…?" Titania uttered, but that was all she had the time to say before the giant fist of water came surging towards her and hit her straight in her stomach, sending her flying down the street.

As the fist split apart into multiple drops of water, a young woman with long, red hair and large breasts rushed up to PB's side and helped her up on her knees.

"Power Boobs? I'm-- I'm here to help you."

PB blinked at her rescuer, recognizing the voice.

"Mary? Is that you?"

Mary gasped. "Oh my god! Power Boobs know my name! Wait… How-- how do you know my name?"

PB didn't say anything. She stood up in full sight, revealing her bare face to the young girl. Mary gasped again.

"Oh my god! You're that woman from earlier, the one with the big…! How could I not see that?" Mary exclaimed and slapped herself on the side of her head, annoyed with her own stupidity.

"What's really weird is that NO ONE does." PB assured her as she put the mask back in place over her eyes.

"What the fuck? You got a sidekick now, Power Tit? Or is she your girlfriend?" Titania emitted in a snarky comment from forty feet away.

"I got this." Mary said and raised her hands in the air as if she pressed them against an invisible wall close in front of her. She moved her hands in gestures down and up and three orbs of water rose up from the water on the wet ground, each one the size of a soccer ball, levitating in the air. Mary then moveed her hands forward quickly as if she pushed something in front of her and the three balls of water flied through the air at a great speed, hitting Titania right in the chest hard. The only effect, however, that the water had on the super villain was that it made her suit wet and caused her ginormous tits to jiggle and move about in a jumbly dance.

"Um… I thought that would work." the young redhead pointed out, her confidence disappearing rather quickly.

Titania chuckled at the ineffective attempt. "Ha! You have to try better than that."

"Then try this!" Power Boobs shouted and came flying towards Titania, landing both her feet right into her breast and send her flying back into a wall.

"AAGGHH!! My tit!! You'll pay for that, you skank!!" the supervillain shouted.

"You wanna help me, kid?" PB asked the teenager by her side.


"Okay, then do your thing while I pound on her."

PB charged towards Titania and punched in the face. At the same time, Mary gestured with her hands and a snake-like mass of water gathered and rose up from the wet pavement. The water took the shape of a dragon-looking creature with sharp teeth and massive horns, like a very detailed statue made out of clear liquid. As the construct stood up it opened its mouth and let out a mighty roar, but it could just as well have been all the water rushing through its body.

PB moved in closer with Titania, she wrestled her opponent and managed to grab the villain's arms behind her body and hold her there, with Titania's body aimed towards the hydrokinetic girl.

"Hit her!" PB shouted.

Mary sent the water dragon flying towards Titania, and the watery construct hit both her and Power Boobs like a battle ram, sending both of them backwards.

"Oh god, I'm so sorry!" Mary yelled out when she realized what she had done.

Titania got up on her feet first. She kicked Power Boobs across the face, leaving her stunned, and then started to walk closer to Mary with a look of mad anger on her face.

Mary turned pale white. "Oh no… no no no…" she panicked and sent several balls of water flying towards the approaching villain, each ball flying with the speed of a baseball struck by baseball champ's bat during a homerun hit. But Titania blocked every sphere and smashed them into tiny droplets that fell to the ground. Mary stepped backwards, still sending water towards Titania, but she soon found herself trapped against a wall. Then she felt the back of Titania's hand against her cheek.

Mary felt how she hit the ground, and then how a hand grabbed a hold of her sweater and lifted her up in the air.

"You are such a pain in the ass, little girl." Titania gritted. Then the black clad woman only gently tossed the young girl across the street, which thanks to her great strength made Mary tumble across the pavement and right into the fountain of water that the broken fire hydrant that been turned into.

"Leave her alone!!" PB's voice shouted and the blonde heroine came flying towards Titania, hitting her with all her power. Titania was sent flying by the impact and flied high up in the air, eventually landing on a roof top on the other end of the street. Power Boobs dashed over to Mary's side righ underneath the spray of water.

"You okay?" PB asked.

"Y-y-yeah…" Mary stuttered, forcing herself to hold back the tears. She was already completely soaked from all the water from the hydrant and on the street around them.

Power Boobs was just about to help Mary up when they both noticed that something was weighing her down, or rather TWO things were weighing her down. To both of their great surprise, Mary's breasts had increased greatly in size, now nearing PB's own gigantic tits in size, and slowly growing bigger by the second. Her sweater had slide up, revealing her milky white boobs in all they naked glory, and her bra had snapped a long time ago, exposing her pink nipples to the free air.

"Eh… Don't look, Mary, but you just had a major growth spurt."

"Oh god… This is so embarrassing."

"How… how did you do that?"

"My breasts absorb water. Sometimes they do it just out of reflex, like now."

Mary hoisted herself and her tits up, and she almost keeled over from the weight of all the water stored in her breasts. She strained herself to stand up straight, her expanded boobs wobbled and swayed as she did and a faint, sloshing sound was heard from inside of them. She covered her nipple with her hands, but her slim arms were overflowed by the huge amount of water filled breast mass like bread dough rising from a bowl.

"God these are heavy! How do you walk around with tits like this?"

"Super-strength tends to help. Are you gonna be okay?"

"Yeah, I'll just drain the water out of them." Mary grunted, arching her back to keep herself from falling forward. "It's just gonna take some time." And as she stepped into a safe distance from the falling water drops, Mary's breasts did seem to stop expanding. But by now they were equally massive as those on PB's torso.

She tugged on her wet sweater and tried to force it down over her naked nipples, but it was to no use. Her breasts were simply too large for the top now and could barely cover the upper slopes of their mass.

"Oh crap…" an anxious Mary exclaimed. "It won't fit… I can't walk around like this the whole time."

"You're just going to have to sacrifice some dignity if you want to win this, kid. Trust me, I've been in the exact position. If you-- Incoming!"

PB quickly pushed Mary back and dived backwards herself, just in time before a falling car smashed the spot where they just had been standing. As Power Boobs got back up on her feet she saw who had thrown the vehicle. Titania had already moved over to Mary and held her with one hand around the neck in a vice-like grip, lifting her up in the air.

"Neat trick, kiddo. I guess water does the body good."

"Let her go!" PB shouted.

"How about you just stay there and I'll promise not to snap her neck?" Titania called back, and PB reluctantly stood still. "Good."

Mary kicked and struggled to get free to no avail, she could not break free of Titania's grip and now she also had trouble breathing. In her desperation she sent several balls of water flying into Titania, but neither of these had any success hurting her, or move her.

"You never learn, do you?" Titania smirked at the girl's effortless attempts. But then suddenly a ball of water enwrapped her entire face like a large bowl around her head, and started to suffocate her.

Desperate for air, Titania dropped Mary out of reflex and tried to scratch the water away from her mouth and nose, and now PB saw a chance.

She moved in and punched Titania right in the face with all power she could gather, smashing her watery helmet into bits but also breaking her opponent's sunglasses and sending her right through a wall. Judging by the sound, Titania flied through several walls of the house, the last one collapsing over her as she finally took ground inside. Having given themselves a few seconds to think, Power Boobs helped Mary back up on her legs.

"Mary, we can't keep fighting like this. You don't have any experience and are just going to get yourself hurt, especially with those things weighing you down. We need to think of something."

"Wha-- what should we do?"

PB thought about it. "Hmm, can you create fog or mist or something like that?"

"Eh… kinda. Why?"

"I'm thinking maybe a smokescreen can do the trick here. Or a 'fog-screen' if you will."

"But… I don't think I can make that much fog fast enough."

"Don't have to. I have my own pair of heating elements right here."

The Venusian smiled at the girl and pointed with both her index fingers down to her own giant breasts, which now was turning blushing red from the heat they began to produce.

Mary's mouth gave out an understanding "Ooooh." and she reacted quickly. She moved her hand through the air in a semicircular motion, as if she was throwing something invisible into the hole in PB's suit that revealed her cleavage, and a long ray of water snaked itself up in the air and jumped right at the blonde woman's breasts. As the water touched the skin of the heroine's magnificent and red-hot bosom, it vaporized into a large mass of steam that grew larger and larger as more water rushed towards the fleshy orbs, spreading across the street. PB just gave out a small giggle as the water pressure tickled against her skin.

Titania struggled up from underneath the pile of rubble she had been buried under and stepped out from the hole in the wall. She removed the broken sunglasses from her face, revealing a pair of brown eyes that was bloodshot with rage, and gnashed her teeth.

"Okay, no more Miss Nice girl! Which one of you sluts am I gonna beat the shit out of fir--"

She stopped before finishing her sentence. The entire street was covered in a thick fog that made it very hard to see something further then an arm's length away, and the sight surprised her.

"What the fuck is this?"

She stepped out into the fog, trying to find where her opponents had gone. The air was thick and warm, and the moisture was sticking to her suit like a thick layer of sweat. She tried to wave some of the fog away to no use. Suddenly a ball of water came from nowhere and hit her hard in the face. Titania swore loudly and wiped the water off her face.

Then another ball of water hit her hard in the neck. "Sonuva--!! Come out here and fight, you cowards!!"

"Funny words from someone who would hurt a girl much weaker then herself." a voice to Titania's right said, and when she turned around Titania was hit by a red-gloved fist right in the face. She tried to fight back but the owner of the fist just disappeared back into the fog.

As Titania flailed her arms in the mist in anger, trying to hit something that wasn't there, more water come flying and hit her all over her body, slowing her down and disrupted her concentration. Then another red fist appeared out of nowhere, hit her hard and then vanished back into the fog.

Then Titania managed to spot a shadow in the mist, she noticed the shadow clearly having large breast wider than its own body. She rushed towards the shadow, and the shadow moved its arms up in the air. Water came flying from the shadows direction like a rain of bullets, but Titania moved through the barrage without losing speed and then grabbed a firm and strong hold of the shadow's tits, digging her fingers into the soft flesh.

"Now I got you, kid!" Titania shouted, then she noticed that what she had grabbed a hold of was clad in a white spandex suit.

"Guess again." Power Boob's voice told her. Titania looked around and saw the redheaded girl standing to her left in a safe distance, smirking and waving to her. Then she looked down and saw how the breasts she had grabbed started to glow.

"Aw crap…"

The red beam sent Titania flying backwards and hitting another wall while the heat caused from PB's heat ray made the fog disperse much quicker, returning a clear view over the street.

"Now!" PB shouted, and as a groggy Titania wobbled back up on her legs the villain found herself surrounded by rushing water.

The water grabbed a hold of her and lifted her up in the air. She tried to move but the water wrapped itself around her torso and all her limbs and held her in place. Now Titania was levitating in the air, captured in an orb of water with only her head free, and no matter how much she struggled to move she could not escape the bubble, and she groaned and screamed in wrath over her worthless efforts. Power Boobs stepped closer towards her trapped nemesis, and she felt relieved over the fact that the fight was over, but downhearted because of what she had to do now.

"I'm sorry, Jenny. I really am."

"Sorry!? You're SORRY!!?" Titania screamed and spit in her fury. "You have no idea what I have been through!! You don't know where I've been or what I had to do!!"

PB clenched her fist and looked Titania in the eyes. "I really mean it." Then she punched the villain in the face, finally knocking her out. Mary lowered the giant bubble down to the ground and let the water seep away, leaving the buxom supervillain lying unconscious on the wet ground.

"Nicely done, Mary." a tired and sweaty PB told the teen, who smiled widely back at her.

"So, um… Now what?"

"Well, it is usually about now the police and all the news reporters swarm the place and ask me a lot of questions. Any time now."

As on cue, several police cars and news vans rounded the corner down the street and speeded towards them.

"There you go. We should probably leave unless you want your face, and your mega-sized funbags, on every news channel before dinner time." PB said as the cars drove closer.

"Um, leaving is good."

Just as several police officers and reporters stepped out of the cars, PB grabbed Mary's hand and flied up in the air, disappearing over the skyline. One news reporter desperately tried to get the superhero's attention as she flew over her.

"Power Boobs! Power Boobs! Over here! Can we ask you some questions?"

"She can't hear you, Val, she's gone." her camera man told her.

"Damn it!"

Power Boobs sat Mary down on a roof top far from the crime scene where no one could see them unless they were a pigeon.

"You okay, kid?" PB asked when she landed herself.

"That… was… AWESOME!!"

Mary jumped into the air, forgetting completely about the improved size of her breasts and ended up smacking herself in the face with one of her water-filled boobs. Both her tits made a loud sloshing sound as they settled down from the jump.

"Whoa, easy there, big gal."

"I… I can't believe I actually helped Power Boobs beat a supervillain." Mary said in an exalted mood, ignoring the sore feeling in her cheek she had got from being slapped by her own tit. "That was so cool."

"It's actually The Venusian Power Woman." the blonde hero corrected the girl.


"My name is actually The Venusian Power Woman."

"Eh, that's kinda long… Mind if I call you PB?"

"Um, I guess…"

"Oh, PB! I just wanna say that I'm your biggest fan." the excited teen said to the hero.

Power Boobs looked surprised. "Really?"

"Yes. Seeing you on TV helped me through the toughest time of my life. If it hadn't been for you, I wouldn't even dare to go outside."

"Mary, what are you talking about?"

Mary looked away as sad memories returned to her mind. "When I got these powers… and THESE..." She squeezed her still naked breasts together and created a canyon of wet cleavage, "I got really depressed. People were staring at me and the kids at my school called me names, I felt like a complete freak. So I hid myself in my room, I just wanted the earth to open up and swallow me whole."

"Oh, Mary. I'm so sorry…"

"But… then I saw you on TV. I saw you, with powers and freakishly big boobs like me, bigger even, helping people and stuff. And then I realized what I really wanted to do with my powers. I wanna help people just like you do."

PB began to feel a great sense of sympathy for the girl before her. "It's nice that you want to help, and I'm sure you can put your powers to good use somehow, but you're gonna have to train some more before you start doing that."

"I… I kinda hoped that you would help me out with that…"

"So, you wanna be my sidekick? Is that it?"

"If… if you'll have me…" Mary bashfully said and blushed.

PB looked at Mary for a while and thought over the request. Then she sighed, feeling that it was needed of her to tell at least some of the truth.

"You know, Mary. You remind me of myself when I was your age. I too struggled with adapting to my powers and my huge breasts. And just like you I wanted to use my abilities to help others, only that I didn't have anyone to show me how. If I had… maybe things would have gone much better than it did."

PB looked back at the direction of the scene where they had left Titania for the police. Mary blinked, too nervous to say anything. Then PB looked back at Mary's face.

"It will be dangerous, and it will take its toll on you private life. But if you promise me to do as I say and keep focusing on your schoolwork… Then I'll help you."

Mary shined up like the Fourth of July and shook PB's hand so both their bosoms started to jiggle violently. "Thank you, thank you! I promise I won't let you down."

"I have a feeling you won't." PB smiled warmly at her. "Now we just need to figure out a good superhero name for you."

Mary looked down at her liquid-filled sweater balloons, thinking, and then she looked up at PB and smiled. She said just two words;

"Water Melon."

PB stood on top of a roof, looking out over the night sky and all the lights of the city. It was a beautiful view, she thought.

"I'm done." a young woman's voice said behind her. PB turned around and saw her young, redheaded sidekick finishing changing out of her clothes and into her crime-fighting costume.

Mary was wearing a pair of pants, a belt, boots and gloves, but her top was more like the top of a bikini that revealed a lot of her impressive cleavage. The entire suit was made from green spandex with darker green stripes, fitting with her new superhero identity. On her head she put on a pair of red goggle-like sunglasses that, while they still showed a lot of her face, concealed her secret identity well enough.

"Do you like the suit? I made it myself." Water Melon pointed out proudly and adjusted the top over her LL-cup bazongas.

"Isn't that a little too much skin for a girl of your age?"

"What are you, my mom?"

PB chuckled. "I'm just wondering if you're not going to get cold in that."

"Actually, I can change the temperature of the water molecules in the air around me. So temperatures rarely bother me."

Mary flipped back her red hair over her shoulders and crossed her arms in a proud stance while PB studied her new sidekick's looks.

"Mary, I have to ask… Why the name 'Water Melon'?"

The teenager looked back at her new mentor. "It's one of the names some of the mean girls at school calls me."

"Aren't you afraid that they might connect the dots when they see you on TV?"

"Nah, those bimbos can't even do their homework on their own. They'll never figure it out."

PB nodded. "But if they treated you so badly, why did you pick that name?"

"I think… I think I wanted to take control of my destiny, you know. Turn what I used to be ashamed of into something good that I can be proud of instead."

Power Boobs smiled at the teenager before her, it was hard to imagine that this lively and radiating young woman was the same girl that had been so shy and timid when they bumped into each other earlier this very day.

Soon the two heroes heard a long row of sirens passing by down on street level, and a helicopter followed.

"That's our cue. You want a lift?"

"Thanks, but I got my own way of transportation." Water Melon smiled.

The teenage girl moved her hand in a circle in front of her, and several thin tendrils of water sneaked themselves out of the water towers on the roofs near the two of them. The water flew through the air and gathered into one large wobbling mass in the air, resembling a clear see-through water balloon. Water Melon jump out right into the mass, and the water wrapped itself around her lower body and held her up in the air, making her levitate in the air high up above the street.

"Last one there is a boob!" the teenager shouted before she took off like an accelerating car.

Power Boobs followed her new sidekick, both of them laughing as they flew over the rooftops.
This is my second story about Power Boobs, my busty superhero character. In this story we get to meet two very important characters in PB's life, her sidekick Water Melon, and her archenemy Titania.

The first story of Power Boobs are here: [link]

Power Boobs bio can be find here: [link]

Here's Water Melon's bio: [link]
James-Dark-Blue-Wolf Featured By Owner Feb 9, 2014
Damn that was awesome. I sure love to see a movie of this!
2scorpio10 Featured By Owner Sep 24, 2012  Hobbyist Traditional Artist
I'm enjoying this a lot so far. It combine two of my favorite things, superheroes and gigantic tits.
simpleswede Featured By Owner Sep 25, 2012
That was my plan :D
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Submitted on
September 24, 2012
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