This is a work of complete fiction. It just popped into my brain so I wrote it down and share it for free and make no money off of it. No one under legal age may read this, if you know what's good for you. No one over legal age should read this for the same reason. All characters used in this story are a parody of any real or fictional person. I do not own the Ms. Marvel comic, Captain Marvel comic or the characters from them. Comments are always welcome and appreciated so you should feel free to share.

This story is based on the original short-lived comic series.

Story Code: M/FF,

Ms. Marvel
By Muhabba

She was Kamala Khan, Ms. Marvel, defender of Jersey City, neophyte Avenger, protector of the people! And she had an algebra test first thing in the morning.

"Gah!" Bruno shouted out in frustration. "I may as well be practicing to say, 'You want to super size your McFries with your order' because that's what I'm gonna end up saying for the rest of my life."

Kamala giggled at Bruno as he buried his head dramatically in her pillow. She wasn't supposed to have boys in her room without a chaperon but since Bruno had been her best friend since forever she decided that it would be all right. Sure he had outright confessed his love for her but she was too busy being an Avenger and he had a girlfriend now so it would be fine. Her parents would probably kill them both if they found out but they were out wedding shopping for her brother and wouldn't be back for at least another hour.

"You'll be fine, Bruno," she giggled as she tucked a stray strand of her dark hair behind her ear. They were both laying down on her bed so they could look at each other's notes as they studied and she tapped his notebook to get his attention. "Just keep studying and everything will be fine."

Her bed was small and their shoulders and hips were pressed together as they lay side by side, all alone in the house.

"That's easy for you to say," Bruno grumbled into Kamala's pillow, "You're not the one all distracted and stuff."

"What's distracting you, Bruno?" Kamala asked as she ran her fingers through his long, kinda stringy, light brown hair.

Suddenly Bruno's head shot up from the pillow, startling Kamala. He looked her straight in her brown eyes, something he normally couldn't do since he was several inches taller than her. "You are," he said before leaning forward suddenly and kissing her on the lips.

Kamala’s eyes shot wide open with shock at the touch of Bruno's lips on her's. She froze, unsure of what to do as he pressed himself closer to her. The longer the kiss went on the more she began to kiss him back. She wasn't sure whose tongue moved first but she felt their tongues caress and she moaned in appreciation into his mouth. She turned on her side and he did the same, his skinny chest pressed against her's, her small breasts rubbing against him.

When his hand slid around her lower back, Kamala squeaked in surprise as he caressed her, his fingertips sliding along the top of her jeans. Her hand rested on his shoulder and moved down to his bicep as she pressed herself even closer against him. They were each leaning on one elbow as their hands started crawling over their teenage bodies and they continued kissing.

Kamala felt Bruno’s hand slide up her back to between her shoulder blades and shuddered when she realized that he now toying with her bra through her shirt. Her nipples drew up hard as his hand started wandering to her sides and she moaned out again in excitement. She unconsciously moved her arm to give him easier access to her small chest and his hand automatically moved down her side.

Bruno’s thumb slowly slid over her small breast causing Kamala to shiver. She could feel the trace of his thumb sliding over her skin through her shirt and bra like a warm, electric shock and she pressed herself against his hand. He cupped her breast more firmly, causing her to move closer to him, their hips pressed together and she could feel his erection pressed against her thigh. She pressed herself against him even further, their bodies touching completely as she rocked her slender hips against the hard-on throbbing in his pants.

Kamala rolled part-way on top of Bruno, rubbing herself against him as he rocked against her, rubbing his needy cock against her groin now. Suddenly he grunted out in surprise, cumming inside of his frayed jeans as his eyes went wide. “Oh, geez,” he muttered and pushed his friend off of him and tried to cover the growing wet stain in the front of his jeans.

“Oh, geez,” Kamala grunted as she sat up on her elbows, “Did you just, y’know...?”

Blushing brightly, Bruno tried to hide the embarrassment burning across his face. “I didn’t... I mean... You know...”

“I can’t believe we almost...” Kamala said, blushing just as deeply as Bruno, “I mean, we...”

Bruno looked over to the side of the room. “You’re a super-hero, can't you help us?”

Captain Marvel was a super-hero with years of experience. A former Air Force pilot granted super powers due to an explosion involving alien technology she was an Avenger and current head of a new task force assigned to deal with alien threats against Earth. As a woman she was muscularly built with large breasts, her entire body tightly wrapped in a red and blue uniform covering her completely leaving only her head and short blonde hair exposed. And she was sitting at Kamala’s desk watching the two young people. “Well, I think we can move past the preliminaries now,” she said with a matronly tone of voice.

“Wha... what do you mean,” Kamala asked as she sat up on the edge of her bed and Bruno sat up next to her.

Captain Marvel tried to hide a knowing smirk. “You two have been skirting around each other since you first met. I think you both are ready for the next step.”

“Yeah, we’re still not getting it,” Bruno said as he looked from Kamala to the captain and back again.

“Let’s start with the clothes,” Captain Marvel said and nodded towards the nervous Bruno. “How ‘bout you lose the shirt?”

Both young people blushed deeply before Bruno nodded his head nervously. He reached down and tried to adjust his pants to hide his erection before pulling his dingy shirt off and tossing it on the floor. “Okay, now what,” he asked trying not looking at Kamala.

Captain Marvel nodded her head. “Good job. Let’s get back to some kissing then,” she said as she reclined in the chair. When neither one of the kids moved she nodded at them. “Let’s go.”

Both Kamala and Bruno just stared nervously at their knees for a moment before they pressed their shoulders together and turned to each other. Their lips met again, their tongues reaching for each other, kissing deeply again before running their hands up and down their arms.

Nodding to herself, Captain Marvel chimed in again, “Now, Bruno, take off Kamala’s shirt.”

Without even thinking about it, Bruno slid his hands to Kamala’s top and lifted it slowly. The young girl did nothing to stop him as he pulled her shirt up over her head, revealing her simple white bra. The moment the shirt was over Kamala’s head they returned to the kiss, pressing themselves against each other.

“Kamala, undo your bra please,” Captain Marvel said matter of factly.

Reaching behind her back, Kamala undid the clasps of her bra, letting it slide down her arms as she continued kissing Bruno, their chests keeping the material on. She immediately began running her hands up and down his arms again, pressing herself even more firmly against him, the thrill of being nearly topless sending currents of electricity through her teenage body.

Captain Marvel licked her lips as she watched the two teenagers making out. “Bruno, please help Kamala with her bra.”

Bruno’s hands trembled as he reached between himself and Kamala, his fingers slipping underneath her bra, over the silky smooth skin of her breasts, rubbing softly against the hard nubs of her erect nipples. His hands softly squeezed and caressed her chest, making her moan into his mouth as his fingers dance around the sensitive skin of her warm tits. She pressed her chest into his hands as she ran her hands across his chest, down his sides and to the top of his pants. She ran her hands back up his body to where her bra was trapped between them and pulled it down, giving her best friend compete and total access to her breasts.

Nodding her head in approval at the childrens initiative, Captain Marvel crossed her legs at the ankles, unconsciously pressing her muscular thighs together. “Very good, children. Kamala, since your hands are already down their, kindly undo Bruno’s tacky pants,” she instructed.

Almost on their own, Kamala’s hands reached for the buttons of Bruno’s pants, unfastening them and yanking the zipper. He scooted his ass up a little, letting her yank his pants down his thighs, his erection tenting his tighty-whitey underwear. He kicked his pants the rest of the way down to his ankles as his best friend’s hands ran over the elastic of his underwear.

Captain Marvel cocked her eye at the tent Bruno was making, impressed by the young man’s size. “Very good, Bruno, very good. Now why don’t you help Kamala with her’s.”

Bruno’s hands quickly undid Kamala’s pants and yanked them down her slender, brown thighs much quicker than she had for him. He pulled them down her legs and she eagerly stepped out of them leaving her in only her panties and socks. He ran his hands up her legs from her calves to her trembling thighs as they started kissing again and caressed the delicate insides of her legs.

“Kamala, why don’t you show Bruno how much you appreciate him helping you out of you pants,” Captain Marvel said as she once again licked her lips and readjusted her legs, rubbing her thighs together.

Kamala’s hand began trembling as she reached lower over Bruno’s underwear and felt the thick, sticky bulge. She caressed it lightly at first, nervously, feeling it throb beneath her palm as she slowly caressed him. His hand played nervously between her thighs and he pressed himself up against her hand and she complied, stroking him more firmly through the slight material of his underwear and making him groan. She gripped his cock firmly, stroking him, her fingers trying to reach around his girth and being stopped by his shorts.

Captain Marvel could feel her nipples straining against the material of her uniform as her pussy began to moisten while she watched the two horny teens. “Those tighty-whiteys seem to be a bit restrictive, Kamala. Just pull them down and get them out of the way,” she ordered.

As her body began to surrender to the passions she was feeling, Kamala yanked down Bruno’s underwear, freeing his prick. She possessively grabbed the base of his prick and immediately began stroking it again, the flesh hard and throbbing in her small hand. As her hand worked slowly up and down she instinctively ran her thumb over the tip of him, smearing his pre-cum across him, lubricating him, helping her jerk him off.

Running her fingertips across the tops of her breasts while squeezing her muscular thighs, Captain Marvel stared lustfully at Kamala’s hand working up and down Bruno’s stiff, hard cock. “Kamala, why don’t you get comfortable on the ground. Show him how much you like him,” she said with a self-satisfied smirk.

Kamala trusted Captain Marvel with all of her heart and knew that her hero would never do anything to lead her astray so without a second thought she got down on her knees between Bruno’s skinny legs. She looked up at him from over the tip of his prick and shuddered at the look on his face. She had never seen him look like that before and it made things low in her young body throb with need. With one hand she lightly gripped the base of his cock and with the other hand grasped his full balls, squeezing lovingly with both hands and staring deep into his eyes.

Bending down slightly, Kamala licked the tip of Bruno’s prick and nearly laughed as he jerked suddenly up at her, nearly poking her in the eye. She suppressed a giggle of amusement before licking at him again, amazed at how soft and warm the tip was and the vague taste his pre-cum on her tongue. She kissed him lightly first before sliding her tongue out further, swirling her tongue around him before drawing him into her wet mouth. She didn’t really know what to do, having only heard short, quickly, probably completely made-up stories at school so she let his prick simply lay on her tongue and sucked it in. She bobbed her head back and forth as she sucked, letting him reach the top of her throat before pulling back again. Her movements were robotic but it was all she knew to do, sucking her best friend’s prick as she moved her head back and forth, tugging on his base and balls.

Bruno collapsed back on his elbows, groaning in pleasure as Kamala blew him. He struggled to keep himself from thrusting up into her warm, wet, sucking mouth as her head bobbed up and down over his lap. He ran his hands through her dark, silky hair as she worked him with her hands and mouth and he stared down at her, burning the sight of her with his prick in his mouth onto his brain.

The sucking sounds Kamala was making as she blew Bruno was echoing through Captain Marvel’s ears as she stroked her large breasts through her uniform and watch Kamala on her knees. God bless the enthusiasm of youth. “Bruno, why don't you show some appreciation to Kamala for what she’s doing before you appreciate yourself in her mouth,” she said with a small moan of appreciation.

“Suuuuch a good idea,” Bruno agreed as he ran his hands through Kamala’s hair. He reach down below her arms and lifted her up and they sat next to each other on the bed for a moment, kissing lightly before he slowly pressed her back onto the mattress. He kissed down from her lips, down her neck, to her slight chest. He licked at her breasts, lightly sucking on her small, hard nipples before licking down her body. She spread her slender legs for him and he got comfortable on the bed as he slipped his fingers through the elastic of her underwear and pulled them down, revealing her wet, glistening pussy to him. He threw her underwear over his shoulder and settled her legs down, peering up at the juncture of her spread thighs and licked his lips hungrily.

“Oh yes, Bruno,” Kamala gasped out as Bruno lightly licked her wet slit. Her entire body shuddered in pleasure as she gripped her small breasts and squeezed them. She rocked her hips up to meet her friend’s tongue as she licked lightly up one of her labia to the small tuft of pubic hair set above her glistening pussy. She moaned as he licked down her other labia to just below her, to the sensitive area of flesh just above her ass. She continued pawing at her chest with one hand as Bruno slipped his tongue past her swollen pussy-lips and into her dripping hole, her other hand sliding down and grabbing him by his hair, unconsciously guiding his wonderful mouth around between her legs.

“Good... Good job, children,” Captain Marvel panted as she once again squeezed her large tits through her uniform, her long legs spread wide as she peered at the two, horny, naked teens. Well, mostly naked. Bruno still had his pants wrapped around his ankles and Kamala was still wearing her colored socks. The strange vision some how made cuter and sexier because of it.

Captain Marvel sat up straighter and adjusted her uniform, her hard nipples clearly visible beneath her tight suit. “I think that will be enough of that for now,” she said clearly.

Bruno’s tongue slid up Kamala’s wet slit, dancing around the entrance of her wet, virgin pussy. He had been preparing for this with uncounted hours on the internet, ready to pleasure any woman at a moment’s notice for a woman goodly enough to let him go this far. The tip of his tongue circled around his best friend’s clit causing her to buck up against him, nearly chipping one his teeth and bumping his nose and making his eyes water. She tighten her thighs around his head as she yanked on his hair, dragging his head around between her legs. He could barely breath and he didn’t care, all he cared about was pushing his tongue as deep into Kamala’s dripping pussy as he could.

“Ahem, children,” Captain Marvel said as she cleared her throat, trying to capture the children’s attention.

“Almost... almost there,” Kamala gasped, her naked body nearly vibrating as her orgasm began to rise up in her teenage body. Her sock covered feet beat on Bruno’s back as she humped up against his face, her eyes closed as she concentrated on her own pleasure, paying no attention to his face turning red from lack of oxygen.

“Excuse me, children,” Captain Marvel said louder. When both teens continued to ignore her she sighed loudly, her large tits pressing tighter against her uniform. She raised on hand up casually and pointed a finger at the children and released a small power beam just above Kamala’s thrashing head. The bright beam caused Kamala’s eyes to shoot open, startling her and causing her to thrash up, knocking Bruno to the floor.

Captain Marvel straightened her back, thrusting her chest out as she sat up straight up in the chair with authority. “I think that’s enough of that,” she said with a sly grin.

“No disrespect,” Kamala said from her awkward position on the bed, “But I have to disagree with you,” she finished before realizing her brown, slender legs were still spread lewdly and quickly slammed her knees together.

“I second that,” Bruno agreed from on the floor.

“I applaud your enthusiasm,” Captain Marvel said as she stood up and gripped the hidden zipper at the throat of her uniform, “But there is more to sex than just the oral.” Pulling her zipper down to just below her belly button her uniform parted, her large, wobbling tits swelling forth like a tan wave, her nipples hard and pointed on her spectacular chest.

Kamala and Bruno just stared in awe at Captain Marvel as she peeled her uniform down to her slender waist and stood completely topless in front of them. Their eyes were wide and their mouths were agape at the sight of her nearly naked body as she began tugging her uniform down her long legs. Suddenly she was completely naked, her hands on her wide hips, her hips cocked and a knowing smirk on her lips.

Gesturing to the vacated chair, Captain Marvel pointed at Bruno. “If you don’t mind, young man, Kamala and I need to use her bed,” she said with authority in her voice.

Bruno looked slowly over at the naked Kamala and then back at the equally naked Captain Marvel before scurrying over to the chair, his erection bobbing in the air. “Yes, ma’am,” he said excitedly.

Captain Marvel stared at Kamala with hungry lust in her eyes as she licked her lips enticingly. She stalked towards the naked young girl like a predator on the African plains and Kamala began scooting backwards on her bed with fearful eyes. Captain Marvel bent down over her, trapping her in her arms as she swung her long legs over Kamala’s trembling body. She smirked down at her protegee before leaning down and kissing her, her tongue sliding into the young girl’s mouth and exploring it thoroughly, stealing the young superhero’s breath.

Kamala was frozen in fear as her own, personal superhero kissed her, trapping her with her arms. The Captain’s large breasts dangled below her, her hard nipples scrapping against her own small tits, making her thrust her small chest up to meet them. Suddenly her arms started acting on their own, reaching up, her hands cupping Captain Marvel’s large, firm tits, her thumbs sliding over the older woman’s hard nipples.

Kissing down Kamala’s slender, trembling body, Captain Marvel began licking down to her chest, nuzzling the brown flesh of the young girl’s firm breasts. She covered the small tits in quick kisses, always narrowly missing Kamala’s hard, dark nipples, making the girl moan out as the junior superhero continued lightly squeezing her own, larger breasts. She traced her tongue around the girl’s aureole, licking back and forth across her chest until her small tits were gleaming with her saliva and the young superhero was panting in lust. Finally, Captain Marvel captured on small, hard nipple between her lips, sucking on it as she lashed it with her tongue.

Bruno hadn’t blinked since Captain Marvel had stripped. His eyes were itchy and his dick throbbed painfully as he continued to watch, too afraid to touch himself, to afraid too cum before getting to see Kamala and Captain Marvel have sex. He gripped the sides of the chair so hard that his knuckles were turning white, his cock vibrating in his lap.

Captain Marvel licked back up Kamala’s body to her mouth, kissing the girl deeply as she slid her arm between their bodies. Her hand came to rest between the young girl’s slender thighs, her juncture hot and wet as her palm came to rest on her boiling pussy. The younger superhero moaned into Captain Marvel’s mouth causing the older woman to smile around the kiss as she squeezed they teen girl’s gushing cunt. She slid a finger into Kamala’s tight cunt, teasing her, toying with her, making her arch her hips up to get the more knowledgeable woman’s finger deeper into her as she squeezed her tits harder.

Kamala gasped around Captain Marvel’s tongue as the older woman slid a second finger inside of her. She rolled her hips up to meet the captain’s hand as the older superhero finger-fucked her and she slid one hand down from Captain Marvel’s chest to in between the older woman’s firm, muscular thighs. She began doing everything to the captain that the captain was doing to her, sliding two fingers inside of Captain Marvel’s dripping cunt, fingering her like the Avenger was fingering her.

“Oh God,” Bruno choked as the two women began finger-fucking each other. Captain Marvel’s legs were on the outside of Kamala’s as their hands played between each other’s legs and they writhed against one another. Their moans and pants and groans of lust grew louder and louder as their bodies pressed together, their lips locked as their tongue wrestled in their mouths.

Her eyes shot open as Kamala realized what she was feeling. Her young, teenage body felt like it was on fire, her pussy felt like it was boiling, her heart felt like it was about to burst out of her chest. She was about to cum. Suddenly every muscle in her body became as tight as a spring, her legs twitching and kicking out, one hand squeezing Captain Marvel’s tit while the other pressed hard against her hero’s dripping pussy. Her juices gushed out of her pussy, soaking the captain’s hands as she groaned around the tongue in her mouth as she came.

As Kamala’s hot juices gushed out of her cunt, Captain Marvel came as well, her own juices sliding out around the teen girl’s hand. She pressed her body against the young girl’s, rubbing up against her as she rode out her orgasm, careful not to injure Kamala. She enjoyed the feel of the young girl’s body pressed against her’s as they came together, almost like they were vibrating at the same speed of each other.

Bruno fought off the urge to cum. Even not touching himself he was at the point of orgasm. This was the hottest thing he had ever seen or even imagined.

Kamala’s fingers slid slowly out of Captain Marvel’s pussy as her body relaxed and collapsed into the mattress. She looked up breathlessly at her hero as the older woman continued riding out her orgasm, her eyes glazed in pleasure. Captain Marvel’s eyes fluttered until they cleared and suddenly their eyes locked and Kamala blushed, smiling coyly.

Captain Marvel gave Kamala a quick kiss on the forehead and then smiled sweetly down at the young girl. “You... are a complete treasure,” she murmured down at the girl and smiled wider as Kamala blushed at the complement. She rolled off the sweaty, panting girl and stood up beside the bed looking over at Bruno. “Your turn.”

"I don't... I don't... I don't..." Bruno mumbled as the buxom superhero stalked towards him, her large breasts swaying in her chest with every step.

"Don't worry, cutie," Captain Marvel said with a sly grin as she straddled Bruno's skinny legs, "Your job is gonna be pretty easy."

"Wha, wha, what's that," Bruno fearfully stuttered as Captain Marvel forcefully grabbed the base of his cock and started lowering herself down on his lap.

Groaning with pleasure, Captain Marvel rubbed the tip of the teenage boy's cock against the wet entrance to her pussy, teasing herself and giving herself a short shiver of pleasure. She lowered herself down further, her tight, wet cunt slowly enveloping the velvet head of Bruno's prick. She released the base of him, holding onto his scrawny shoulders as she lowered herself down, her hungry cunt swallowing his throbbing dick inch after inch. She slid her hands around to the back of his head, taking him forward, smothering him with her tits. His arms flayed wildly until they wrapped around her back, his hands trailing down to her muscular ass, squeezing her firm flesh as he began nursing noisily at her breasts.

Kamala sat back against her headboard watching her favorite superhero start to fuck her best friend. She slid two fingers into her horny hole, stretching her little pussy as she frigged herself and strummed her clit with her thumb. She gasped out as she watched Captain Marvel's right ass come to rest on Bruno's lap, taking his cock in fully as the tan flesh of her ass oozed out between his fingers. She squeezed one of her small tits with her free hand, her hard nipple scrapping against her palm, her eyes wide open, not wanting to miss a second.

Bruno moaned loudly around his face full of firm, superhero tit. He constantly and noisily switched from one tan breast to the other, his tongue dragging across Captain Marvel's amazing cleavage as she began rolling her wide hips and rising and falling on his hard cock. Her cunt seemed to squeeze and ripple around his shaft as she rode him, starting out slowly at first and then going faster, harder. He could make out her grunts and groans of pleasure but they were muffled with her wildly jiggling tits wrapped around his face as her juices slid down and coated his bloated balls.

"Two orgasms and still hard," Captain Marvel gasped as she rode Bruno like a pony, "Gotta love the young ones." Her muscular body pistoned up and down on the teenage boy's cock like a machine, a machine she was in total control of. He sat perfectly still except for his hands and mouth letting her use his hard prick any way she wanted. She angled her hips to drive herself down, rocking her hips slightly in the other direction as she lifted herself up, making sure the young man hit all the right places. She looked over her shoulder at Kamala masturbating on the bed, their eyes locking and she gave the teenage girl a coy wink triggering the girl's orgasm just as she began to cum herself.

Kamala's slick juices slid out of her pussy as she watched Captain Marvel cum on Bruno's cock. They both moaned in pleasure as they came together, their bodies locked in sync from across the room as their muscles twitched in pleasure. She heard Bruno grunt and watched as his thick cum spilled out from the seal of his and the older woman bodies. She felt so content, so peaceful that they were all three cumming together, like this was meant to be, and she felt closer to them both than she ever had before.

Bruno drooled into Captain Marvel's cleavage as his body went limp on the chair. His softening cock began to slowly slip out of the superhero's tight cunt until she spoke.

"And now I think you two should have a go," Captain Marvel said before cooing as Bruno's prick started growing again inside of her. "Well, I can see somebody likes that idea," she said as she gave the teenage boy an affectionate pat on his head. She pulled herself off of his lap and his dick slid out of her tight pussy, making a wet, squelching sound as it slid out of her.

With Captain Marvel's directions, Kamala found herself on her back in her bed, her legs spread to allow Bruno between her slender thighs. The young girl looked at her personal superhero kneeling next to the bed. The veteran Avenger had her arm between her and Bruno's naked bodies, holding the base of her best friend's dick.

"Now, Bruno," Captain Marvel's said as she continued giving directions, "You are going to ease yourself inside of Kamala. You are going to go slow until you feel yourself bump against something and then you stop. Got it?"

Bruno nodded enthusiastically before turning to Kamala. "Are you ready?" he asked.

Kamala wrapped her arms around Bruno's slender shoulders and smiled sweetly up at him. "I trust you, Bruno," she said before circling his calves with her legs.

"You may begin," Captain Marvel's said as Bruno pushed himself forward and she guided his prick towards the wet opening on Kamala's pussy. The new Ms. Marvel groaned in pleasure as her friend entered her and Captain Marvel's kept a good hold of his prick. He had barely entered Kamala before she heard the teenage virgin grunt and the young boy immediately stopped. "Good job," she told Bruno before releasing his prick setting at the opening to his best friend's pussy.

"Will it hurt," Kamala asked Captain Marvel's worriedly, "I heard that it hurts."

"Normally it can," Captain Marvel's said, "But I'm a superhero so have no fear, I am here to help!" The hand that had formally held Bruno's prick quickly and nimbly came to rest on the young girl's cunt mound, her clit hard and gleaming like a little pearl. She stroked the amateur hero's dewy lips with her fingers and circled her little pearl with her thumb causing Kamala to groan in pleasure.

As Kamala's groans of pleasure began to get louder, the naked yet helpful Captain Marvel's turned her attention to Bruno. "On three, " she told him and he solemnly nodded his head. "One... Two... Three!" Captain Marvel barked and the teenage boy quickly complied. With one thrust he pushed through Kamala's hymen just as the young girl was on the verge of orgasm. With Kamala's brain overcome with pleasure the pain of having her hymen ripped away barely registered allowing Bruno to slide his throbbing cock inside of Kamala as she came.

Captain Marvel pulled her cum-sticky hand out from between the two writhing teenagers, licking Kamala's juices off her fingers as Bruno bottomed out inside of her young charge. "You may now fuck," the captain said magnanimously.

Without even hearing Captain Marvel speak the two teenagers began rolling their hips together, Bruno sliding in and out of Kamala's tight pussy and Kamala rolling her hips up and down in a unsteady pace with Bruno.

"Try to stay in sync together," Captain Marvel added helpfully, "One two three, one two three, one two three..."

Kamala tightened her grip around Bruno's shoulders, her tongue poking out of the corner of her mouth as she tried to concentrate on the timing of his thrusts and the captain's count. Her pants and groans gave way to full throated moans as her best friend's prick filled her again and again. She could feel her juices trickling down over her compacted ass as Bruno's dick stretched her in all the way she needed, her teenage body sizzling with desire.

"I want you to move your hips a bit, Bruno," Captain Marvel added, "Angle yourself down more but don't lose count."

Bruno did as the captain said, aiming his cock down lower into Kamala's wet, slick cunt. Her moans immediately became lower as her hips rose up to meet his with more urgency, her feet locking behind his legs to hold him there. Her tight teenage pussy parted around him again and again, gripping his aching shaft as he fucked her slow and deep in time to the Avenger's count.

Thanks to Bruno's downward thrust, Kamala could grind her inflamed clit against his lower abdomen, her orgasm quickly beginning to crest. "I'm... I'm... I'm..." she stuttered.

"Me too," Bruno gasped as he buried his prick as deeply into his friend as he could.

Captain Marvel sat back on her haunches and watched the two teenagers cum. Kamala's juices slid out of her spasming pussy as Bruno filled his with his thick seed. They groaned together as they writhed against one another, trying to prolong their mutual orgasms for as long as possible.

As their young, spasming bodies began to relax, Kamala looked over at her favorite superhero and smiled widely, perfectly content. "Thank you, Captain Marvel," she sighed blissfully.

"You're welcome, Ms. Marvel," Captain Marvel said as she ruffled Kamala's hair, "Now get ready for school."

Kamala cocked an eyebrow at the captain. "Huh?"

"Kamala!" her mother yelled up the stairs, "Get out of that bed and get dressed for school!"

Kamala sat up and rubbed the sleep from her eyes as her dream started to vanish. She looked around at her empty room and then her tangled sheets. She put a tentative hand between her spread legs and felt the reminder of yet another wet dream cooling on the sheets. "Not again," she groaned in embarrassment as she wondered what excuse she was going to give her mother this time.

End.