This is a make believe story about make believe characters.

This story takes place after X-Men 3 and with the idea that the
scene at the end of the credits never occurred.



X-Men - The Last Stand: The Last Days Of Peace Part 4
(mf, f-mast, voy, food, spank)
by Big Red Dope (bigreddope@hotmail.com)

Like a normal supermax prison Yuma Mutant State Prison was built
to house the worst of the worst of mutant criminals. However, it
didn't suffer from over crowding as each cell was modified for a
specific mutant to neutralize their abilities and each cell had
it's own card key. The same technology that was used in the cells
to neutralize each mutant's powers was used in a collar that hung
around their neck the rare times they left their cell.

Dominic Petros was wakened by the screaming and hollering of the
other one hundred ninety-nine prisoners. He got out of bed and
walked toward the door peering out of the small window. "What the
hell?" He wondered out loud as the warden walked towards his cell
followed by two X-Men. "I didn't do shit this time," Dominic said
as the trio came to a stop in front of his cell.

"Not yet you haven't," the warden replied morphing into Mystique
as she swiped the keycard to his cell.

"Mystique baby, I didn't think I'd see you again. Why are you
with them though?"

"How do you feel about breaking things and killing people?"

"You know I'm in."

"Good, and don't worry about the kids. They'll be fine."

"I'm only helping you kill Magneto then Bobby and I are leaving,"
Rogue said.

"You're going to kill Magneto?" Dominic asked surprised.

"Then we're going to kill the X-Men. You still in?" Mystique
asked.

"Of course."

"Good, there's just one more person we need to get then we'll be
on our way."

"Just one? Why aren't we releasing everyone?" Dominic asked as
the group headed towards another cell.

"There would be too many to go unnoticed with little alarm and
after the events at Alcatraz a major manhunt would ensue probably
with orders to shoot to kill. Besides as weak as they are there's
still the chance the X-Men would get involved as well and I have
plan for them." The foursome then came to a stop in front of
another cell and Mystique pulled out a card for that door as
well. As the door swung open a behemoth of a man stepped out.
"You ready to do some damage Fred?"

"I sure am. I see you already got Avalanche out. He wasn't so
sure you'd really come back."

"The hell I wasn't. You're the one who said you'd never have a
woman as a leader."

"You're taking that way out of context!"

"I don't care what either of you said. Let's go, we have some
business to take care of."

"Of course Mystique," Fred replied as the group made their way to
the outside.

"So what's your name?" Bobby asked as he and Rogue kept step
behind the other three.

"They call me Blob, but you two kids will call me Fred."

"Fine," Bobby replied as he and Rogue slowed their pace and let
some distance get between them and the others. "What are we doing
here? We can't possibly fight or kill innocent people or the
others. Let's take off the first chance we get."

"I already said this Bobby. You can leave if you want, but I'm
staying with Mystique until Magneto is dead."

"That's not you talking, it's Pyro's memories doing that to you."

"I just won't fight if something comes up before Magneto's dead."

Just as the group were about to head outside they were
intercepted by the lone surviving cop.

"Freeze!" He shouted.

"Why don't you oblige the officer Bobby?" Mystique said smiling.

"I'm not killing innocent civilians."

"You will do as I say or you will leave!" Mystique warned Bobby.

Reluctantly Bobby used the moisture in the air to freeze the
cop's gun then impaled his leg with a large icicle. Bobby and
Rogue cringed as the cop fell to the floor screaming.

"That's not what I wanted, but it'll do for now. It's people like
him that are more than willing to shoot us first and ask
questions later. Being with the X-Men you and Rogue of all people
should know the world is a dangerous place for us. The problem
with the X-Men is that you're always on the defensive and
reacting to things instead of taking the initiative and
preventing them."

***

"Looks like someone beat us here," Emma said as she and Magneto
came to a stop in front of the mine and got out. The guard posts
in front of the entrance along with numerous vehicles were on
fire and unconscious and dead humans lay off to the side.

"Excellent, the boy is still alive," Magneto said.

As they were about to make their way inside Mystique and her crew
stepped outside. Everyone came to a standstill and stared at each
other for a moment.

"Looks like this won't take quite as long as I expected,"
Mystique said.

"It seems you keep different company now," Magneto replied seeing
Avalanche and Blob behind her with Rogue and Bobby behind them.
"Is your hatred for me so strong that you now align yourself with
members of the X-Men? Where's Pyro? I'm sure he's not happy about
this either."

"John's dead," Mystique coldly replied.

"So who made the mess here?"

"I did," Rogue said forming a fireball in her hand.

"Interesting. Very interesting," Magneto smiled.

"Hey, we're not X-Men!" Avalanche said. "Soon as we kill you, we
kill them."

"Gentlemen before you throw away your life trying to take mine
let me ask you something. What are you going to do if you're
leader is dead?" Just then Emma tried to no avail to get into
Mystique's head to control her.

"Try someone weaker bitch!" Mystique sneered.

"Okay." Just then the flame in Rogue's hand disappeared and she
began walking over to a dead cop and picked up his gun. She
cocked it and pointed it at her head.

"Stop it! What are you doing to her!" Bobby shouted.

"That depends on you Iceman," Magneto said.

"On what?"

"On your loyalty. Join forces with me and revere me as your
master and I'll let both of you live. Once the X-Men are gone for
good you and Rogue will be free to do as you please."

"I won't fight the X-Men!"

"Are you sure about that?" Slowly Rogue's finger began pressing
down on the trigger.

"Please stop! I'll do as you say! I'll even fight the X-Men..."
Bobby said giving in almost instantaneously.

"Good. I knew you'd choose what's most important to you."

Emma released her grip on Rogue's mind and when she came to she
freaked out when she found a gun in her hand pointed at her head.

"You just made a deal with a liar Bobby," Mystique said as Bobby
ran over to console Rogue.

"What's going on Mystique?" Blob asked. "It's four on three now."

"It is indeed gentlemen which is why I have a proposal for you
both. We all have a mutual enemy in the X-Men. Let's combine our
forces first and eradicate them, then we can settle our
differences later."

"Fine," Mystique answered for them. "We'll join forces only until
the X-Men are gone. Then we'll kill you."

"So be it, though you should know the only reason I left you as I
did was as a human you were no longer useful to the cause and I
had to make a quick decision with the attack on Alcatraz
looming."

"Go to hell, you're so full of crap," Mystique snarled. "Your
talk about loyalty and mutant supremacy is a load of shit. You're
no better than the humans you detest."

"Perhaps time will change your opinion," Magneto replied.
"There's an old colleague of ours that's waiting for me inside.
Emma stay out here and watch them. Make sure they don't try
anything brash."

"Of course."

"So guys, who are you two?" Emma asked as Magneto disappeared
into the mine.

"They call me Avalanche," Dominic said demonstrating his powers
on a nearby building.

"Nice."

"That's just a very small taste of what I can do."

"And you big boy?"

"They call me the Blob."

"And what can you do?" Blob picked up a nearby wrecked car and
hurled it through the air. Avalanche then took the gun from Rogue
and shot Blob who just laughed it off. "You'll prove useful as
well."

As Emma, Avalanche, and Blob talked Mystique huddled to the side
with Bobby and Rogue.

"You've got to do something Mystique," Bobby said.

"What do you want me to do? My plan was to kill the X-Men too at
some point whether it be before or after Magneto was dead."

"We had a deal. You said you'd let us go as soon as Magneto was
dead!" Rogue said. "I'm not fighting the others!"

"Even if I wanted to I can't do anything right now! We're
outnumbered!"

"I can see why Magneto abandoned you," Bobby replied. He was met
with a punch to face by Mystique. As Bobby got up to retaliate
Rogue stopped him.

"What are you doing Marie?" Bobby snapped.

"Both of you cut it out! If we're going to get out of here, we're
going to need a plan and we're going to need to work together."

"You have something in mind?" Mystique scowled glaring at Bobby.

"Yes I do."

***

If the hollering was loud as the X-Men walked through the prison
it got to a fever pitch as Magneto walked through. He quickly
found the cell he was looking for and ripped the door from it.

"Good to see you again James."

"Likewise Erik."

"You ready to finish what we began?"

"You bet."

As Magneto and Multiple Man headed back to the outside the
screaming and hollering from the inmates got louder. As they got
closer to leaving the cellblock completely one mutant
inparticular caught their attention.

"Hey Magneto let me out! Let me out!"

"I got who I came for why should I let you out?"

"Why wouldn't you? What about the brotherhood and sticking
together?"

"If I let all of you out the trigger happy humans will go on a
search and destroy mission for all mutants. I don't want to bring
that kind of attention to myself just yet."

"Come on, I can help you! I have just as much reason to be rid of
the X-Men as you do."

"What's your name?"

"Jason Wyngarde."

"And what can you do for me?"

"I can create any illusion I want you to see."

"Demonstrate your powers for James," Magneto said ripping the
door from Jason's cell.

"Thank you. You won't regret it."

"I better not. What do you see James?"

"The inside of a police station with two dozen cops... The Xavier
Institute surrounded by all the X-Men... You giving a speech as
President of the United States. He's good," Multiple Man said as
reality returned. "Perhaps it would be a good idea to release
everyone here. With most of their senior members dead the X-Men
wouldn't be in any position to participate in a major
confrontation yet."

"And the cure is no longer being manufactured either," Jason
added.

"Hmm... Perhaps you're right. You two meet me outside in a
moment."

As James and Jason made their way outside Magneto made his way
towards the main control room where he got on the public address
system.

"My fellow brethren it's been a trying period for us, but the
time for our dominance will soon be upon us. In seven days the
world will witness the ultimate destruction of the X-Men once and
for all. For those of you who wish to be witness to this historic
event be at the Xavier Institute. To everyone else return home
and recruit your brethren to your cause and be prepared to
overtake the institutions run by man for much too long." With
that Magneto started flipping switches and pressing buttons.
Alarms sounded and lights flashed as all the remain cell doors
opened freeing the occupants inside.

***

"Let's go," Magneto said as he emerged from the mine soon
followed by the remaining inmates.

"Oh my god!" Rogue muttered

"Rogue you're riding with me, Emma, and James. Everyone else find
a vehicle and follow us."

"She's coming with me and Bobby," Mystique said.

"Don't do it. She's got something up her sleeve," Emma warned.

"Even if she were to try something. Look at the company she's
keeping; a couple of children from the X-Men. Fine, you can take
them with you. Just be prepared to die before the X-Men do if you
try anything."

Mystique just glared at Magneto as she, Bobby, and Rogue got into
the car they had been riding in. Avalanche, Blob, and Jason got
into the only functioning prison vehicle remaining, and Magneto,
Emma, and James got into the car they arrived in.

"I hope your plan is ready," Mystique said as she followed the
vehicles in front of her.

"I hope you have a lighter. Emma took the harness from me before
she let me get in the car."

"Check this," Mystique said throwing a duffel bag into the
backseat to Bobby.

"Found one," Bobby said after several minutes of rummaging
through the bag.

"So what's the plan?" The blue mutant asked again.

***

As the most recent Danger Room session came to an end and
everyone exited the room Peter and Jubilee began talking.

"You want to work on the stuff for class?" Jubilee asked.

"I'm finished with everything, but if you want I can help you
with yours."

"Thanks Peter," Jubilee smiled before kissing him on the lips.
"I'm going to take a shower then I'll come to your room."

Off a ways a bit Kitty began fuming as she watched Jubilee and
Peter. "How the hell can you justify dumping me for her?" Kitty
thought incredulously.

Then another thought hit her. Kitty made a beeline for her room
and grabbed Olivia's camera before heading to Peter's room. She
hid in the closet patiently waiting for the new couple to arrive.
Perhaps tonight Kitty would get the footage she was looking for.
It would be near an hour before Peter returned to his room and
almost another hour after that before Jubilee arrived with a bag
in her hand. Most of the night was of Peter helping Jubilee with
her work, the two of them talking about various things, and
watching a little bit of tv.

Kitty's head perked up when the two of them began kissing and
things got interesting. With the camera on Kitty began recording
as Peter's hand went up Jubilee's shirt and began fondling her
breasts through her bra.

"You sure you want to do this with everything going on?" Peter
asked.

"I do if you do. That bitch Kitty isn't going to be walking
through the wall any second now is she?"

"Not unless you invited her."

Kitty had to bite her tongue and keep herself from leaping out of
the closet and beating Jubilee, but she was glad she did the
moment Jubilee's shirt came off.

"You slut," Kitty thought when it was revealed Jubilee wasn't
wearing a bra. Soon she was standing up to take off her pants and
she wore no panties either. Things then quickly began to get
interesting.

"Hurry up and take your clothes off Peter. I don't have all day
to wait."

"Sorry Jubilee," Peter replied quickly standing up to strip off
his clothes.

"Oh Peter, my precious little pet," Jubilee sighed as she
caressed his face with her hand and the last of his clothes fell
to the floor. "Please tell me my ears deceive me and that you
didn't just call me Jubilee."

"I did Ms. Lee. My humblest apologies."

"You know what to do," Jubilee said as she walked towards the
closest. Kitty phased herself out momentarily as Jubilee rummaged
through Peter's closet. Jubilee then found what she was looking
for and returned to Peter's side who was now on all fours on his
bed. "Peter do you have anything to say for yourself?"

"Nothing meaningful ma'am."

"That's a good boy."

Peter grunted as Jubilee struck his bare ass with his belt. She
reared back and whipped him several more times with the stinging
sound of leather striking flesh ringing throughout the room.

"Holy shit," Kitty grinned as she recorded the action in front of
her in earnest. "This is much better than I could have hoped
for."

"Now stand up Peter," Jubilee ordered. "Are you going to behave
now? Are you going to address me properly?"

"Yes ma'am Ms. Lee."

"That's better. Now tell me something. Would you like to have sex
with me? Do you want to fuck me like a dog?"

"Yes Ms. Lee."

"Then you'll behave like one. Get on the bed and behave like the
bitch you are!" Jubilee ordered

Peter did as he was told and was sitting on all fours barking
excitedly. Kitty meanwhile was still hiding in the closest
struggling mightily to keep quiet as she drew immense amusement
from the scene in front of her. Jubilee then walked around the
bed looking over Peter as he followed her with his eyes like any
good pet would.

"Have you been a good boy Peter?" Jubilee asked smiling as she
petted him on the head. Peter barked several times nodding yes.
"Well we did have that lapse of respect on your part earlier, but
I haven't heard anything else naughty about you this week so you
deserve a treat. You really are a spoiled dog."

Peter lunged off the bed as Jubilee picked up her bag and opened
it. She pulled out a jar of peanut butter and opened it scooping
out a handful. She then rubbed the peanut butter up and down her
pussy smearing it between her legs. Jubilee then got a second
handful, but this time broke the glob in half and smeared each
one on her breasts. Peter panted excitedly as he paced back and
forth on all fours waiting for his next command.

"Come here Peter, I seemed to have spilled peanut butter all over
myself. Clean it up for me," Jubilee said climbing onto the bed

Peter excitedly jumped onto the bed pushing his head between his
master's legs. Jubilee giggled as she felt his wet tongue slide
up and down her pussy as it licked up the peanut butter. As the
thick gooey substance disappeared Peter's tongue began pushing
deep into Jubilee's cunt pressing against her inner walls making
her start to wet herself. With one last powerful lick Peter ate
up the last thick chunk of peanut butter between Jubilee's legs
and began crawling up her body.

As she watched Peter begin to lick the peanut butter from
Jubilee's breasts Kitty couldn't help but get excited as she
watched the perverse deviant act in front of her. She unbuttoned
and unzipped her pants enough so that she could slip her hand
into her panties and begin to slide her finger up and down her
slit. Kitty slipped two fingers into her pussy as Peter licked
the last of the peanut butter from Jubilee's breasts.

"Down Peter," Jubilee said once her body was clean.  Peter
climbed off of her and sat at the foot of the bed. "That's a good
boy," She smiled patting him on the head, "But if you still want
to fuck me you need to be a good doggy first."

"Yes Ms. Lee," Peter said moving to the center of the bed still
on all fours.

Kitty began to really dig her fingers into her pussy and try to
keep the camera steady as Jubilee spread Peter's ass apart and
began licking up and down his backside.

"Does that feel good?" Jubilee asked as she began to bury her
tongue deep into Peter's asshole.

"Oh, yes Ms. Lee," Peter groaned as his master's saliva began to
lube up his backside.

Kitty couldn't help, but to frantically dig her fingers into her
pussy harder and deeper as Jubilee continued to eat out Peter's
ass. Her pussy was becoming soaked and her fingers were slipping
in and out with great ease. Kitty slipped a third finger into her
pussy as Jubilee got up from the bed and went to her bag one more
time.

"Holy shit," Kitty said in awe as Jubilee removed an eight-inch
long strap-on dildo and put it on. She continued to furiously
bury her three fingers in her snatch as Jubilee walked back
towards the bed. Kitty orgasmed and her pussy clamped down on her
fingers as Jubilee thrust the dildo into Peter's ass with one
try. She removed her fingers and licked them clean before
buttoning up her pants. With her horniness taken care for the
time being Kitty could now completely focus her attention to the
scene in front of her.

"How do you like being my bitch!" Jubilee grunted as she kept a
tight grip on Peter's hips and forcefully fucked him in the ass.

"I love it... Thank you Ms. Lee," Peter groaned as Jubilee
continued hammering the strap-on deep and hard into his backside.
His body burned and his excitement rose with each earnest thrust
from Jubilee.

She then stopped momentarily and gave him a reach around grabbing
hold of his cock and feeling it up. Jubilee grinned when the tip
of his penis reached her hand and she felt precum. She then
pulled the dildo out of Peter's ass and stood up taking it off.

"You've been a very good boy today Peter. Now get off the bed so
you can get your well earned treat." Jubilee and Peter switched
places getting into the doggy position. She gritted her teeth and
held back her moan as the first of Peter's nine inches pushed
inside her pussy.

"Holy shit," Kitty thought finally taking notice of Peter's size.
"If I didn't have to teach him a lesson I'd try to hook up with
him again."

Slowly Peter was able inch the entire length of his cock into
Jubilee's opening. She moaned as the thickness of his shaft
stretched her beyond what the few guys she had been with before
had done to her. An intense pleasure began to well up in her body
as Peter grabbed her hips and began pushing himself in and out of
her. He too felt the benefits of a tight pussy on his cock, but
every girl he had been with before was tight.  It was one of the
advantages to having large dick.

In the closet with the camera recording Kitty watched with glee
as Peter began to ram himself hard into Jubilee's cunt. She began
to wet herself again as Jubilee groaned with each thrust and
Peter's bed began to rock back and forth.

Jubilee felt her body get hotter and hotter as she neared orgasm.
She was almost screaming as Peter's nine inches pumped in and out
of her tiny opening. Suddenly Jubilee's mouth opened up and she
started crying out loud as her body gave in. Her cries of ecstasy
were so loud that Peter had to reach around and cover her mouth
with one of his hands as he continued thrusting himself into her
working towards his own orgasm. Once her orgasm died down and she
stopped screaming Jubilee bit Peter's hand and he moved it.

"You have such a big cock my pet. My pussy feels so good having
to stretch to fit it in," Jubilee said as Peter continued to pump
his shaft in and out of Jubilee's opening. Though she had came
all over his cock Jubilee's pussy was still very tight on Peter's
shaft and he was nearing orgasm as well.

"You're so tight Ms. Lee," Peter grunted his groin now starting
to ache.

"Are you fixing to come Peter? Is your massive cock aching for
release?"

"Ye-Yes," Peter groaned.

"Then come in my mouth Peter! I want to taste the cum of a
bitch!"

Peter pulled out of Jubilee and began stroking himself as she
turned herself around. Several hearty strokes later Peter's cock
was erupting.

"I'm coming Ms. Lee!" Peter groaned as he continued to jerk
himself off as semen erupted from his cock.

Several shots landed in Jubilee's mouth which she swallowed with
a smile, but several more hit her in the face. When Peter's
eruption came to an end Jubilee got off the bed and smiled at
him.

"You've made your master very happy today," Jubilee said still
smiling and petting Peter on the head. "But you made a mess and
need to clean it up."

"Yes ma'am," Peter replied obediently before he started licking
his cum from Jubilee's face.

Kitty was speechless and could only shake her head as she watched
Peter lick up every bit of his semen and swallow it. She then
realized she liked what she had just seen as she could feel the
dampness of her panties and the cum dripping on her legs. When
Peter and Jubilee began cleaning up with towels Jubilee brought
Kitty quickly phased through the closet wall and headed towards
Olivia's room.

"You okay?" Jubilee asked as she and Peter began to dress.

"I'm fine. Why?"

"I just wanted to make sure you weren't too weirded out or
anything."

"Why would I be? This isn't the first time we've done this. I'm
just happy you didn't freak when I showed up with the wrong dvd
in the case. Just out of curiosity how come you said it was okay
to have Kitty in my room to watch a movie?"

"Because we were only screwing around then, we weren't dating.
Besides you kicked her out."

"Look I'm sorry about the other day in the library telling Kitty
we weren't dating. I just wanted her to leave me the hell alone."

"Don't worry about it Peter," Jubilee smiled kissing him on the
lips. "She's a selfish bitch who really has no clue what's going
on around her unless it directly involves her."

"If only the rest of the females around here were like you,"
Peter grinned kissing her back. "Perhaps there would be some
normalcy."

***

Olivia was in a chatroom as she usually was when Kitty appeared
out of nowhere with a huge smile on her face and Olivia's camera
in hand.

"Don't you ever knock?" Olivia asked irritated.

"Oh calm down girl. I know you like it when I'm around."

"Regardless, I like to have some privacy like everyone else."

"You mean for masturbating?"

"Kitty!" Olivia said shocked and embarrassed.

"What? Everyone does it, but I've got something that'll make sure
you never do it again."

"What's that?" Kitty began unzipping her pants and pulled them
down taking off her panties "What are you doing? Pull your pants
up!"

"Not before you lick my pussy clean."

"I'm not doing that!"

"Yes you will Olivia. I know you want to. You're into girls and
you like me," Kitty said sitting down on the Olivia's bed.

"But... but..."

"We can get to butts later if you want, but let's just start with
pussy licking."

Olivia knew she shouldn't, but Kitty was right about her on both
counts. She also knew Kitty's current reputation and that she
wasn't in good standing with everyone at the moment, but Olivia
couldn't help herself.

Olivia got to her knees on the floor and spread Kitty's legs
apart. She tentatively placed her head between the girl's legs
and began licking at her wet pussy. Kitty smiled and let out a
few fake, but reassuring moans, as Olivia's tongue worked it's
way up and down her legs and into her pussy as it licked up all
of her cum.

"How was it?" Kitty asked as Olivia brought up her head smacking
her lips.

"It... It was nice..." Olivia replied with a smile.

"And there's more of where that came from," Kitty replied kissing
pulling up her pants and kissing Olivia's sticky lips. "But first
I want you to do something for me."

"What's that?"

"Upload the movie I have of Peter and Jubilee onto the internet."

"But you know how to do all of that."

"I know computers, I don't know the internet and all the popular
sites and groups to upload the video to. You do."

"But they'll be able to trace the video upload back to my room."

"Then leave school to do it. Just figure out where you want to
upload it from and do it. Then we can pick up where we left off
tonight."

"Okay," Olivia half-smiled wanting to get into Kitty's pants and
knowing the risks of what she was about to do.

"If this helps any," Kitty said tossing her panties at Olivia,
"You can have these."  Olivia placed the panties at her nose and
inhaled deeply before sucking some of the wetness from them.
"That's a good girl," Kitty smiled before kissing her on the lips
and disappearing through the wall.
