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"You may kiss my toes." After inoculating the Professor with her virus Lilith rewarded him by letting him massage her toes with his mouth.

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With complete access to every part of the Professor’s mind, he had essentially became an extension of Lilith, she now knew the secret identity of every super heroes in his O-Legion, in fact she knew every secret he ever knew, she could even use him like a puppet if she wanted to. No one will ever suspect he was compromised because he will still look and behave like the same Professor, he could even pass any psychological or genetic test, in fact the virus had merged so completely with him that the only trace left of it was deep inside his brain at the seat of his very soul but his loyalty now lies with Lilith, his only purpose in life was to serve her.

Lilith gently caressed her tummy now full of The Professor’s seed in gestation. Because of his ability his seed was special and soon they will emerge from Lilith’s womb as the most powerful virus she’s ever bred. With the new virus ready, Lilith parted her legs on the bed as she beckoned for The Professor. He instinctively crawled towards her and started lapping up the sweet nectar leaking from her pussy, inoculating him with the new virus and turning him into another one of her covert weapons like what she did to his wife. “Oh yes! You’re the best!” Lilith moaned grinding her pussy into The Professor’s face as he licked and dug into her pussy with his tongue until she came and shot a load of her virus down his throat. Lilith tilted The Professor’s head up while softly caressing his jaw with her finger. “I didn’t know you’re that good at cunt eating. I guess your wife must have trained you well.” Lilith smiled at his wife as she pushed his head back to pleasure her.

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At this point enslaving the Professor was child’s play. Lilith positioned herself to mount him with her back facing him. The Professor’s wife propped him up from behind as she took hold of his cock and aimed it at Lilith’s wet nether region. Lilith slowly lowered herself onto The Professor’s throbbing cock as she smiled wickedly at him knowing full well what she was about to do to his mind. The Professor’s eyes rolled back into his head, the feeling of the tip of his cock parting Lilith’s hot nether lips was too much for him. Lilith never got tired of watching the expression on her prey’s face as their mind shut down and their jaw hung loosely every time she swallow up their cock inside her slick hot pussy while her virus triggered his pituitary gland to release massive amount of Oxytocin(aka the love hormone) preparing him to be bonded to her forever. With his cock now buried deep inside her prison, she waited for the Professor to regain his composure before starting to rock her hips sending him to heaven. “Yes! Yes!” The Professor moaned in ecstasy with every thrust inside her. “You love me don’t you?” “Yes!…. Mistress.” The Professor's mind was so saturated with the love hormone he fell madly for Lilith instantly. “You love me so much you’d do anything for me, give anything I want just to be inside me again won’t you?” Lilith paused her grinding only to resume after she heard the answer she wanted. “Yes! I’ll do anything for you, I’ll give you anything you want! Mistress!” Lilith paused her grinding again. “Will you abandon your wife, betray your country and everything you believe in for me?” “Yes! Yes! Please don’t stop! I’ll do all your biddings till the end of time!” Lilith laughed sadistically as she impaled herself onto the Professor’s cock over and over. Torturing him with extreme ecstasy while denying him the release he needed “Yes, That’s it! I can feel your power flowing into me!” Lilith licked her lips in ecstasy as she absorbed The Professor’s ability through his cock. “Yes! I can now see your mind, I can see just how fucked your primitive mind is for me. You’re so mine, ha.. ha.. ha...” Intoxicated by the power she had over the brainwashed Professor and the fact that she was stealing his ability and enslaving him at the same time, Lilith let out an animalistic growl as she pounded on her prey harder and faster. “Cum for me slave! Shoot your dirty seed deep inside me and become my eternal servant.” The virus released its hold on The Professor’s cock, as the dam holding back his pent-up orgasm broke he convulsed and thrashed around under Lilith and exploded into her depths, splattering the walls of her dark womb with his seed. While grinding her pussy into The Professor’s crotch Lilith pulled his head towards her and made out with him passionately one last time before whispering into his ear “Goodbye Professor O.” as he continued to ejaculate uncontrollably deep inside her, with each spurt Lilith watched the light in his eyes became dimmer, his very soul consumed by the ecstasy of the violent orgasm leaving his mind intact but the driver’s seat empty. Fine tendrils could be seen spreading across The Professor’s face and eyes turning it entirely black as the virus became one with him binding him irrevocably to Lilith as his new master. They both looked at each other and smiled as The Professor’s eyes turned back to normal now reborn as her new slave. An obscene slurping sound followed by a pop was heard as Lilith slowly stood up and dismounted The Professor’s cock but not a single drop of cum was to be seen anywhere, Lilith made sure they were all safely captured in her womb to be turned into her virus.

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Pleased with his reply Lilith straddled the Professor as he begged to feel her touch again.

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Lilith locked eyes with The Professor as she took hold of his shaft and licked the underside of his twitching cock trapped within her fingers from the root to the tip. “All you have to do is submit to me and obey my every…. word.” Lilith took his entire length inside her hot wet mouth. The Professor let out a moan of surrender and submission as her lips closed around him sealing his fate. A triumphant smile formed as Lilith slowly slid her luscious lips up and down The Professor’s cock knowing she’s owned him. His mind was loss in ecstasy and completely open as his wife joined Lilith to pleasure him into submission. In their throes of passion Lilith sank her fangs into the Professor’s cock and injected her sex venom directly into his blood stream. At this weakest moment the virus began to merge with The Professor’s mind.

As Lilith stopped fellating The Professor and looked into his glazed eyes a deep sense of loss quickly came over him. “There’s something else I want from you.” Lilith demanded, her parted lips so close to his manhood he could feel her warm breath on its tip as she spoke. “Yes! Anything you want my goddess!” The desperation was clear in his voice. “Will you give me your telepathic power?” Lilith spoke into the head of The Professor’s cock teasing it mercilessly with every movement of her lips almost touching it. “Yes! Yes! My power is yours for the taking!” “Good boy...”

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Lilith parted the Professor’s legs as she crawled up between them. “I know all your deepest desires, give yourself to me and I’ll take care of all your needs.” It was understood what she meant by all his needs and there was no doubt in what she wanted in return but he knew he was in no position to refuse. His will to resist her was long stolen away from him with the help of his treacherous wife.

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Celine led the Professor towards the bed as he staggered towards her before his legs completely buckled and fell into the embrace of his wicked wife. The battle was lost even before it began, The Professor never stood a chance, it was all planned, a trap that he couldn’t have seen coming especially from an unknown adversary working with the woman he trusted and slept with every night. He no longer remembered why he was resisting the beautiful goddess standing in front of him as he lied on his bed with his wife propping him up from behind, his head firmly lodged between her breasts. Lilith went on all fours and crawled towards the Professor like a predator stalking her prey. It was that scent again but this time much stronger, it made his heart raced like when he was about to loose his virginity.

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The Professor summoned what’s left of his will to turn his head away from Lilith in a futile attempt to plead with his wife for help only to be betrayed by her as she held his head forcing him to look at Lilith. He felt the last of his psychic defense crumbled and faded away as Lilith stood in all her naked glory in front of him. “Obedience is pleasure… pleasure is obedience... “ Whispers of the thoughts of the virus invaded his mind for the first time as thoughts of how good it feels to obey Lilith took root in his mind and images of Lilith enslaving him filled his mind. Without the protection of his psychic shield, The Professor was exposed to the full effects of Lilith’s power. He's now as easy to sexually manipulate as a virgin teenager with raging hormone desperately trying to get laid. She could literally lead him by his cock and he'd follow her like a love sick puppy.  She approached the Professor with the come hither look, her sinful body inviting him to fornicate with her in front of his wife and he knew then it was impossible to resist her.

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“Yes, my pet, I’m the goddess from your dream, the one you stroked your cock to everyday for the past month, what you thought were dreams were real, those men I enslaved were real and I know you wished it was you in their place.” Lilith said, smiling wickedly. “You can’t control your lust for me, can you? That’s because deep down inside you love the feeling of losing control to a beautiful goddess like me. Knowing that you should but can’t resist me.” Lilith parted her cloak briefly revealing her sinful body as she slowly unclasped her cloak. ”Feel your lust for me grow, let it grow until it becomes an obsession and let that obsession grow until you cannot live without me that you’re so willing to do anything for me.” The Professor felt his will to resist Lilith becoming weaker as she revealed more of her sinful body to him while his cock grew harder. “Yes! You are becoming so weak and hard for me now and you love it.” With every throb of his cock, the fine tendrils of the virus invaded deeper into his mind.

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Celine pulled the Professor up from the bed and gently push him towards Lilith “My fantasy?” The Professor quickly recognized Lilith as the seductress from his dream, he knew something’s not right but the fledgling thought was quickly smoldered by his wife’s hand stroking his cock from behind. “Yes, Professor O. I’m the fantasy goddess you dreamed of submitting to.” As Lilith moved closer The Professor could smell her sweet scent making his cock throbbed even harder as it poisoned his mind with lust while her virus spread further into the core of his brain stem slowly eating away his telepathic defense bit by bit.

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One night, Lilith decided that the Professor was ready and visited him in the flesh. “I have a gift for you tonight.” Celine whispered into the Professor’s ear and led him into their room. She gave him a sensual strip tease prompting him to quickly undress hoping to get lucky tonight as his cock throbbed with anticipation. Celine was giving the professor a lap dance grinding her butt into his groin when he noticed another figure in the room. “Who are you?” The Professor asked slightly startled. “She is Lilith, my gift to you my love. She’s here to make your fantasy come true.”

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It’s been almost a month since the Professor noticed the sudden change in his wife. The night he came back from his mission she was like a sex crazed woman seducing him and giving him the best sex he ever had in his life but what followed was torturous teasing. She'd been denying him sex for almost a month, every time he tried to get intimate with her, she would tease him and then told him to be patient, that she had a surprise for him. Worried, The Professor probed his wife’s mind only to find it normal except for all the sexual fantasies of turning him into her sex slave which only turned him on even more. He didn’t realize that every moment he was near her breathing in her scent only made things worse, he was getting desperate but the virus in his system made sure he couldn’t cum no matter what he did. On top of that he kept dreaming of an extremely beautiful goddess having sex with other men and making them submit to her, he was like an invisible voyeur except that this seductress would lock eyes with him from time to time as if she knew he was watching, it was like she was putting up a show for him. His dream would turn into an obsession for the mysterious goddess. Every night he would look forward to his dream secretly wishing to be the one under her even if it meant becoming her slave. Every morning he would wake up with a throbbing erection and he'd be stroking his cock for the rest of the day thinking only of her not realizing that every stroke he made would only make him more addicted to her. His mind was so clouded by the sexual tension he couldn’t think straight enough to figure out that he was slowly walking into Lilith's trap, that his downfall would ironically be by his own hands. His balls were literally turning blue, he was so tempted to betray his sworn oath not to abuse his telepathic ability and mind control his wife into having sex with him even though there’s no guarantee that he could get any relieve.

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Upon returning home from his long mission with the O-Legion, the Professor was greeted by his wife dressed seductively on their bed. He was pleasantly surprised, he and his wife were no strangers to kinky sex but something seemed different tonight, his already beautiful wife looked impossibly flawless, her body and the little movements she made were so sinful, she was almost like a completely different person. The look of hunger in her eyes was so genuine his cock hardened the moment they locked eyes. He mentally scanned her only to find the mind of a sex crazed woman, filled with all kinds of naughty things she wanted to do to him. His instinct was trying to warn him that something's not right but...... that scent...... that sweet sweet scent coming from her..... made his heart raced like it was his first time having sex, his cock throbbed desperately for attention. He took a deep breath trying to clear his mind but instead the sex pheromone he took in only ignited his mind with pure lust. "What are you waiting for my love? Are you going to open your present?" his wife's voice never sounded this seductive before. The Professor walked right into Lilith's trap, she knew his mental defenses will be weak against his own wife, she was the perfect "Trojan Horse" to poison him with her virus. They made passionate love throughout the night, Celine used her new abilities to make the Professor cum inside her many times making sure that he was infected. As the professor came for the last time that night before passing out from exhaustion, Celine too received her orgasmic reward for doing her master's bidding. Her eyes rolled into her head from the orgasm and the sclera glowed for a moment before she collapsed on top of her husband with his cock still pulsing inside her. It was the best sex the professor have ever had but little did he know what it costed him. And thus the seed for the downfall of The O-Legion was planted.

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Through her slave's memory Lilith knew that Professor O's wife, Celine had a thing for vampire fantasy. When the Professor was away Lilith invaded Celine's dream to seduce her as a female vampire. In the dream Lilith would tease her making her extremely aroused and wet and told her that she must surrender her body and soul to her in order to orgasm. Ever since the dream Celine was getting hornier each day but she couldn't get herself off no matter what she did. One night while Celine was at her wits' end furiously masturbating, Lilith appeared in front of her. Lilith raised her arms inviting Celine to join her. Celine embraced her without questioning why a stranger came out of no where in her room. She was dripping wet as they made out when suddenly Lilith turned her around and started caressing her thigh. "Are you ready to give me what I want?" Lilith whispered into her ear. "Yes...." Celine offered her neck to Lilith. "Ahh...." Celine moaned as Lilith sank her fangs into Celine's neck. She fed on Celine's blood and infected her with the slave virus. Once Lilith fingered Celine to a mind blowing orgasm she became another one of her loyal slave. With Celine's memories Lilith now knows all the intimate details of Professor O.

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It's been so long since she's encountered another human with special ability. The first and last time she did was not long after she arrived on Earth. He was known as a cult leader with only female followers but in actual fact he was just a serial rapist and all the women he had raped was infected with his slave virus and became his slave. Lilith stole his ability and sucked him dry, unfortunately his slave sensed his passing and committed suicide. It was a good thing he didn't realize the full potential of his ability or more people could have been in trouble.

Lilith enjoyed using sex to tease and break the will of her prey. She made him begged to be taken by her, ready to give her anything she wanted. Lilith moaned as she felt those same wonderful feeling she felt so long ago when she finally took his cock inside her. She could feel his power and it was hers for the taking. Every stroke took her closer to what she wanted as she felt the source of her preys power accumulated at the base of his cock ready to burst into her. Lilith rode her prey until he exploded inside her and surrendered everything to her.

The explosive orgasm not only transferred her prey's power to her but also allowed her infectious virus to become assimilated with her prey, turning him into her slave. By accessing his memories she learnt that it was no simple matter to acquire Professor O as he can read her intentions way before she could get close enough to him but he had a weakness, his wife.

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They made out and ripped each others cloths off the moment they entered the hotel room. Lilith could have used her power to compel her prey to tell her everything but she enjoyed the teasing and seduction, their essence tasted so much sweeter when they gave in to her by their own freewill. Lilith had enough of the small talk, she wanted the secret he's hiding. "I know you're hiding something from me and I know you want me badly." Lilith draped her right leg across his thighs while grinding her pussy into his hip as she took hold of his hard cock and gently caressed it. "Tell me your secret and I'll be all yours for tonight." He looked into her hypnotic eyes and was completely lost. "I have powers." "Oo.. What kind of powers?" "I can create and control fire." Every time he revealed something new Lilith would reward him with more strokes on his cock. It didn't take long for him to reveal everything. Lilith learned that there were more like him and that he's part of a group of elites with special abilities called the O-Legion and their leader Professor O was a powerful telepath.

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With most of her power restored, Lilith ventured out of the cave for the first time in more than a thousand year. It wasn't difficult for her to hitch a ride to the nearest city, Albuquerque. The world had indeed changed but her slave's memory had provided her with all the knowledge she needed to blend in to this new world. Her favorite place is of course the night clubs. She had no problems entering any high-end clubs she wanted or finding men or women to join her for the night. All the men and women she slept with became her slaves but in order to keep a low profile they were ordered to continue living their lives as if nothing had changed. One night Lilith encountered a man that was not like the others, not only was he more resistant to her charms but she could sense that there was something more. She had to find out so she put the moves on him. He was cautious and hesitant at first but in the end they were no match for Lilith's wiles.