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The Misadventures of Fenneca Lea

Chapter 1: Legionization

Fenneca Lea frowned as she glanced through her binoculars out at the city of Robotropolis. Her target was a nondescript square building hidden amongst the massive grid of nondescript square buildings that made up the city. This one was conspicuous only in that it held a factory for one of Robotnik's new types of badniks.

The vixen stood up from her vantage point and stretched. Her sandy fur was already getting grimy just from the polluted air of the city. She brushed a lock of her bright crimson hair out of her brilliant blue-green eyes as she moved stealthily back to her hiding spot.

Fenneca, or "Fen" as she preferred, was a member of the New Mobotropolis Freedom Fighters. A common misconception was that New Mobotropolis's only team of Freedom Fighters contained those most famous, Sonic the Hedgehog, Princess Sally, and the others. This wasn't strictly true. While they were certainly the main team, given the most important and most high profile missions, they would never have been able to fight off the evil Robotnik, or Ixis Naugus, or Mammoth Mogul without support. There were close to twenty teams of Freedom Fighters in New Mobotropolis, a small army.

Fen was a member of one of these lesser teams. For her team, she played the part of a scout, although to be honest, she was skilled at just about everything from combat to tactics to medical or technical support. She was a bit of a jack-of-all-trades, master-of-none. It was her speed and acrobatics that landed her as a scout for the most part, however.

Fen's job today was to find the security node near the factory and shut it down or destroy it... preferably as quietly as possible. The rest of the team would then move in and plant charges to blow the building sky-high. That would set back Robotnik's plans for several months if they were lucky.

The little vixen yawned and stretched, checking her chronometer. She'd have to move in about ten minutes. The girl was about fourteen years old, short even for a Mobian... Short even for a fennec fox. Her big ears flicked as she listened to the city and adjusted her gear, held in several pouches on her belt. Fen travelled light, wearing a cut-off green blouse that left her mid-riff bare, a pair of slightly tattered blue cargo jeans, and some rugged red combat boots. A small crystal pendant hung from a chain around her neck. She only carried three pieces of equipment today, the same three she always carried, no matter what the mission: a grappling hook in one pouch, a blade akin to a short sword which she was quite proficient with, and a small keyboard-like device that could strap to her forearm: a hacker deck.

Fen sighed, then blinked, suddenly realizing that her paw had been slipping down her pants, rubbing at the rather large bulge she found there, and sending little tingles of pleasure through her. She grunted and yanked her hand free, her cheeks flushing red with embarrassment and arousal.

The girl was actually a member of Mobius's third, rarest gender, a hermaphrodite or "futanari" as they were known colloquially. She had been born with both a vagina and a fully functional penis. Like most, she identified as female and thought of herself as a girl. Admittedly, her type wasn't quite as rare these days, due to several perverted villains and many strange magical and technological events. In fact, most of the women in New Mobotropolis were at least temporarily like her now.

She sighed and shook her head, trying to ignore her rather obvious arousal which was currently tenting her pants. Like all Mobians, Fen had an extremely strong sex drive, but as a futa, she possessed both a male and female libido at the same time, making her even more prone to easy arousal. The vixen attempted not to give into the stereotype of her kind being sex-crazed sluts, but at times like this when her sex drive was in full-swing, it was hard to concentrate on anything else.

Fen groaned as her tent gave a twitch. She wanted nothing more than to just sit down and unzip her fly to take care of it, but she wasn't quite that suicidally horny. She forced herself to wait until she got home after the mission. It would only be another two or three hours anyway.

"Fen to Team 5. Come in," Fen murmured into her communicator. She repeated herself once after a second before her earpiece crackled.

"We hear you, but there's some interference," a voice replied, "How does it look?"

"...Quiet, frankly. There aren't even any patrols going by the building. Robotnik REALLY is trying to make this place inconspicuous... Which the lack of security only makes MORE suspicious," Fen responded. The voice on the other side of the radio belonged to Chase, a wolf who was the team leader.

"Are you in position to move in?" Chase asked quietly.

"Yeah. Just give me the word, and I'll take out the node," Fen said, slowly crawling across the roof to get a better look at her target.

"Just be careful, Fen," Chase murmured, "We only get one shot at this."

"Don't we ALWAYS only get one shot?" Fen asked as she raised an eyebrow, pressing a hand to her earpiece.

"Fen, dear..." a second voice chimed in, causing Fen to groan in frustration.

"Yes, Tora?" Fen asked. Tora was the team combat expert as well as the medic, a tigress, and possibly the one person who could annoy Fen more than anyone else on Mobius.

"Please focus on the mission? I don't wanna catch you in a back alley having a 'pleasure session...'" Tora purred sibilantly, and Fen could practically see her grinning and flicking her long striped tail in her mind's eye.

"...That only happened ONCE, and I was in heat you big, horny bi--" Fen growled as she clenched her fists.

"Ladies..." Chase interrupted before they could begin squabbling, "Tora, stay off the comm unless it's something important. Fen, stay focused and do your job?

"Got it..." Fen grumbled, resolving to get payback on Tora later, "Moving in to shut down the grid."

With that, Fen leapt from her perch, grabbing a flagpole, long rusted from disuse. It held her slight weight as she flipped off of it, reaching to grab onto a fire-escape nearby. She kicked off quickly, leaping across the alley.

Fen grinned as she worked her way to street level, jump by jump. While she was skilled at a little of everything, she was a particularly skilled acrobat, almost more at home in the air than on the ground. She nimbly ran across a wall, leaping to a lamp-pole, and swung around to the ground. Without even pausing, she set off at a dead sprint towards the building.

The little fox's mane of bright red hair streamed behind her as she skidded under the ruins of a long-crashed vehicle, slipping through a gap in the rubble. She dashed quickly up to the large metallic box, the security node.

She reached into one of the many pouches on her belt, pulling out a small device. Tapping a button on the side, it unfolded out into a small screen and keyboard. This was her hacker deck, designed for breaking into electronic systems. Fen pulled out a cable from the side of the device, plugging it into the node. She typed quickly, activating a series of programs.

"Gears. You're in," she murmured into the communicator. She heard fingers tapping on a keyboard through her earpiece.

"G-Gotcha... I'm locking it down. W-We'll have about a half-hour before they notice s-something's wrong," a faint voice mumbled. This voice belonged to Gears the Raccoon, the third member of Team Five. She was a very shy and gentle person, and possibly one of the greatest technical minds on Mobius behind Rotor the Walrus.

"Good. Fen, go scout the building. Keia will provide cover from the saucer, and the rest of us will move in to plant the charges on the outside. We'll wait for Fen's report before putting 'em inside," Chase commanded.

"Aye-aye, cap'n," a fourth voice muttered with a hint of sarcasm, as Fen's keen ears distinctly heard the sound of an energy rifle being primed. Keia the bluebird was the final member of the team, and one of the best snipers on Mobius. She was gruff and rude, but Fen liked her anyway.

"Alrighty. I'm movin' in," Fen murmured into her microphone, unplugging her hacker deck from the node. She folded it back up and placed it back in its pouch. Gears now had a wireless connection and did not need Fen to act as an intermediary.

The little fennec frowned and slipped towards a door she had spotted from the rooftops. Moving quickly and quietly, she slipped up and slowly turned the doorknob. She smirked as the door opened with a quiet click. Gears had electronically unlocked all the doors. As she prepared to enter, the vixen caught a glimpse of movement out of the corner of her eyes. She reached behind her towards her weapon...

...Only for a bolt of blue energy to streak down and pierce a small floating orb. The vixen frowned.

"Yeah, maybe you should watch out for those camera-bots there? A fraction of a second later and that one would have spotted you," Keia's voice sounded in her ear.

"...Yeah, I probably should. I owe you one," Fen murmured into the headset.

"You owe me several dozen by now," Keia replied, sounding completely serious. Fen could hear her moan in the background and rolled her eyes. The bird had something very strange going on between her and her guns.

"...Yeah, I probably do... I'm going in. I'll send the all-clear when... um... all's clear," Fen said, before slipping into the door.

The first thing that hit Fen was the incredible amount of noise of the factory. Despite saying she would call her teammates, there was no way that anyone was going to be able to hear her over the din, even with the sensitive microphone of the headset. Likewise, Fen was not going to have any way to hear anyone talking to her. The girl sighed and flipped the setting on her headset from communicator to noise-blocking, and instantly the sound of the factory was muffled to a less painful level, particularly considering Fen's sensitive ears. Not for the first time, Fen reminded herself to thank Gears for designing their headsets with that function.

After taking care of her hearing, Fen shook her head and focused on actually looking at the place. Robotnik had done an interesting job on the place. While from the outside, the building resembled a pre-war office building, the entire inside had been hollowed out, and then excavated down under the foundations and out wide several stories under the building; in essence, digging out an extremely large subbasement. The building itself was now full of hundreds of storage racks, most of them empty, but some holding small devices which Fen could not see clearly from her position.

Intense, incredible heat radiated up from the subbasement, and Fen looked down. The factory proper was down below, and she could see machinery working, pouring molten metal into casings. Other machines placed circuitry within the shells, and worked on other devices. Fen cursed as she spotted a glimpse of a black cloaked figure walking down an alley between two rows of machinery.

A Dark Egg Legionnaire. If there was one, there was probably more inside. Possibly Robians too. Fen frowned hard. She might have to call off the mission. It depended on how many people were running the factory.

While Fen had no problem blowing traitors to kingdom come, the problem was that many, if not most Dark Egg Legionnaires were not traitors. Most of them were victims who had been forced to undergo the process and were under mind control. The same applied for Robians, except in that case no one willingly subjected themselves to being roboticized. Since there was no way to tell who was a willing traitor or a victim until the brainwashing element of Legionization was broken, Freedom Fighter protocol was to treat all of them as victims... which meant using non-lethal force unless the Freedom Fighters or innocents were in imminent danger.

Fen sighed. She'd have to explore the factory a little more. If there were too many Robians or Legionnaires for her team to neutralize and evacuate, the mission would have to be sabotage rather than outright destruction... which would make things far more difficult and dangerous.

Fen decided to start from the top and work her way down. Best to find out exactly what the factory was making before they decided to reduce it to rubble. It would be a bad mistake if whatever Robotnik was making here involved lethal chemical weapons, nanites, or worse, nuclear materials... Or even just simple explosives. Robotnik had been known to build badniks that were little more than walking bombs... The little fox shuddered at the thought of setting off a factory filled with high-explosive with their own explosives... It wouldn't just destroy the factory, but likely several city blocks.

Pulling out her grappling hook, she aimed it at a catwalk high above, near one of the full storage racks. She fired it with the faint thump/hiss of compressed gas being released. The hook launched from the device, followed by a long, thin wire. The hook wrapped around one of the catwalk rails. Fen tugged on the wire to ensure it wouldn't come loose. As small as Fen was and as strong as the wire was, there was no chance it would break.

Fen attached the hand-piece to her belt, and clicked a button. She felt a firm tug, and then her feet left the ground as the motor reeled her in, carrying her up towards the catwalk. Fen glanced down, noting that no one seemed to notice her entrance. She grabbed the rail as it came into reach, clambering over it and onto the catwalk, her red boots hitting the metal with a faint clank.

She was about three feet from the nearest rack, and took a few steps, frowning as she leaned in to take a closer look. The new Badniks were surprising in appearance. They were surprisingly simple, little more than a large video screen with large stereo speakers and a propeller. Fen blinked and looked around, as if expecting someone to appear and announce that she was being pranked.

Fen frowned, trying to make sense of this. The new Badnik couldn't be good for anything other than shouting propaganda at the enslaved masses. Why go to the trouble of making the factory such a huge secret? Why make it so huge and produce so many?

The vixen's tail swished behind her as she leaned in closer. She was about to do something that was a remarkably bad idea, even under normal circumstances. However, it was her job. As the scout, it was her job to ensure that their mission was worth the risk.

She tapped the screen with her fingernail, making a soft clear ringing of glass. Nothing happened, not that she expected it. Fen knelt down and pulled out her hacker deck once more, pulled out the wire, and plugged it into the badnik, tapping some commands into the deck. While not as accomplished a hacker as Gears was, the fox was skilled enough to break into Robotnik's less-secured programming.

The fennec began to type commands, attempting to break into the device's system to determine its purpose. She bent her head low to peer at the screens, and as such, was completely unaware as the screen of the Badnik flickered to life.

Fen DID notice when her headset was delicately plucked from her ears. The girl whirled around, yelping and backing away on instinct. The Badnik she had plugged into was now hovering before her. Its screen flickered brightly, displaying a vivid flashing, swirling pattern of colors. Its speakers emitted a low buzz that Fen felt more than heard, even over the crash and clang and deep rumble of machinery echoing from below. A manipulator arm had unfolded from the bottom, holding her headset. Even as Fen dropped into a defensive crouch, it moved the headset over the railing and dropped it. Fen watched it fall straight into a pool of molten metal.

The fennec frowned and watched the floating screen as it hovered before her, bobbing up and down several inches, and floating from side to side. She kept her eyes on it as she did not want to let it out of her sight even for a second, not knowing what of it was capable. It did not seem to want to approach her, merely bobbing back and forth.... back and forth...

Fen blinked dazedly, suddenly realizing she had been watching it for almost three minutes and hadn't moved. She felt numb. Her thoughts were coming slower and time seemed to be compressed somehow, as if she were losing chunks of it between thoughts. Her thoughts seemed to be less important too. She wasn't wondering what the Badnik was any more or how to destroy it without calling attention to it. Instead she was thinking about how pretty the deep blue and brilliant pinks were as they swirled about. The buzz emitting from the speakers seemed to be settling right into her brain, driving any attempts to think of anything of consequence from her mind.

Fen could feel her body reacting to the screen. A vague warmth welled up within her body and her mind. Her breathing slowed, her muscles losing tension. She could feel an extreme and slightly painful tightness in her jeans as her tent expanded, actually making the fabric creak a little. A dampness between in inner thighs.

Fen dropped the hacker deck to the ground with a clatter, her fingers not able to hold it. She stared deep into the screen, no longer even really seeing it. She felt strangely sleepy and the world seemed to fade in and out of clarity around her. She felt a small jolt shake her body and came to the dazed realization several minutes later that she had slumped to her knees. The Badnik moved in closer, actually pressing its speakers to her ears, filling her brain with the hum. Its screen filled her entire range of vision. The vixen could do nothing but watch the swirls, the flashes, the patterns of bright color. Her eyelids began to grow heavier and heavier.

Then, she could resist no longer. She slumped forward slowly, her eyes falling shut. She dropped to the catwalk and lay there as her consciousness slipped away, leaving her embraced by a warm, deep blackness.

Yet as she lay there, she still had some part of her mind that was still slightly aware of herself and her surroundings. She could not think, could not act, but she could hear as the machine buzzed over her form, scanning her.

"Obey," a harsh, metallic voice commanded, breaking through her slumber. Fen shifted a little in her sleep, the word seeming to sink into her empty mind, filling it, and leaving no room for anything else.

"...I... obey..." she murmured slowly and sleepily.

"Stand," the voice commanded, leaving no room for argument.

"I obey," Fen repeated. She opened her eyes, but the same numb sensation of sleep continued to engulf her mind. She picked herself slowly off the catwalk, climbing to her feet. Her body shivered, the bulge in her pants twitched, and she swayed slightly on her feet, as if she were teetering on the edge of slumping over.

"Follow," the harsh voice commanded, echoing from the Badnik's speakers. The floating screen began to hover down the catwalk, moving backward so that the screen always faced Fen's face, still glowing and blinking with colors. Fen did not need this command. She wanted to follow, to continue staring at the rainbow that swirled and made her feel so blissfully empty. Her arms came up and straight out, and she slowly shuffled forward, like a zombie... or more accurately, a sleepwalker.

Fen passed in and out of awareness as she followed the screen, catching vague glimpses of her surroundings, but unable to make any sort of sense of them as they did not register in her mind.

She suddenly found herself standing in front of a tall black building that looked as if it had been built recently. She caught a vague glimpse of a line of Mobians being led into an entrance by cloaked figures holding weapons. But then the Badnik opened a side door and led her inside.

She had a vague awareness of following the Badnik down several hallways... Then into a room.

"Stay. Obey," the Badnik commanded. Fen murmured some sort of acknowledgement sleepily. The Badnik left her field of vision, leaving her alone as she stood. She missed the swirling colors, but the sense of mindlessness, the sense of absolute contentment remained. She could have stood there, staring straight ahead for minutes, or hours. It did not matter. She did not even bother to take in the details of the room as her deep trance fogged her mind.

Then the door opened and another black-robed figure walked in. The robe covered its face, leaving no clue as to the figure's identity or gender. It walked around her, looking Fen up and down appraisingly. Fen merely stared straight ahead. She had been told to obey and do nothing else, so she would do just that.

"...I don't believe it. It really did happen. We must be having a really lucky day, or you must be having the unluckiest one ever, Freedom Fighter," the figure laughed, revealing itself to be male and roughly her age judging by the timbre of his voice, "To be caught by a prototype Hypno-Drone before we even were ready to deploy 'em..."

"...I obey," was the only thing Fen could say, her voice low and dull.

"Of course you do. And you'll be doing that for the rest of your life by the time I finish with you," he purred softly, gently running a finger down her chest. The Legionnaire gave a slight motion of surprise as he noticed the dramatic tent in Fen's jeans, a dark wet spot beginning to grow there.

"...Oh, and it looks like you're a special one, too!" he said with a chuckle. The Legionnaire reached up and pulled down his hood, revealing a handsome face, that of a rabbit with light-gray fur, and a head of thick brown hair. Or Fen WOULD have found him handsome, if not for the fact that one of his eyes had been replaced with a red LED, the surrounding fur replaced with steel.

"What's your name, fox?" the Rabbit asked, crossing out of Fen's field of vision for a moment. She heard a clatter of metal on metal.

"Fenneca Lea --" she mumbled her last name, not fond of it, "...But people call me Fen..."

The rabbit smirked and commanded, "Undress. Make yourself comfortable. You'll be staying a while."

With that, Fen reached up and pulled her green blouse over her head, tossing it aside carelessly as she bared her flat chest to the world. Her pink nipples were already rock hard with arousal, poking through the soft, fluffy white fur that covered her chest. She reached down and unbuckled her belt, letting the heavy, pouch-laden strap drop to the ground with an unceremonious thump. Her jeans followed suit a moment later, leaving her standing in a pair of pink cotton panties. The front of the undergarment was tented dramatically, the elastic band straining hard to keep what was beneath contained. The fabric was dark and damp with fluid.

Fen hesitated. Some deep part of her mind did not want to bare her loins to this stranger...

"...Get out of those too. You won't need them. Show me everything. I want to see what I've got to work with," the Rabbit commanded.

"Yes..." Fen murmured. She would obey. That was her purpose now. She slipped her fingers under the band and slipped her panties down. She moaned almost immediately in relief as a long, pink rod of flesh was freed from its imprisonment, springing up and slapping against her chest loudly. Below it, her furry vulva was clearly visible, leaking her nectar down her thighs. The Rabbit blinked in surprise, clearly impressed.

"Well, well, well... Someone's well-hung... Is that yours, or was it given to you?" he asked, referring to the fact that many female Mobians in New Mobotropolis had, through magic, technology, and reality-altering events (usually caused by villains) been changed like Fen.

"...No... I was born with it," she murmured softly. The rabbit smirked and knelt down to get a better look. Her penis was long and pink in color. Veins bulged along the length. The dark-pink head was almost covered by a thick foreskin, only the very tip visible through the hole. Thick clear fluid dribbled from the slit, leaking down her shaft in an almost constant stream. The last inch or two of her shaft were covered by a fuzzy sheath. She had no testicles, the sheath instead merging smoothly and seamlessly into the fur just above her vulva.

"How long is it?" the Rabbit asked curiously.

"...Eleven inches, last time I measured... It might be longer..." Fen answered honestly.

"Well... Be a good, obedient girl, and I might give you a few extra when I'm done with you..." the rabbit purred into her ear lustfully, running a fingertip from her sheath up to the head of her cock, making the length throb and twitch powerfully.

"...W-What... are you doing...?" Fen asked, managing to barely force the words out through her deep hypnosis.

"Oh! A little hint of independent thought! I'm impressed even more..." the Rabbit chuckled, "...I'm Legionizing you, dear. You're going to sit down in that chair. Your identity is going to be wiped from your mind with a thorough regimen of brainwashing, cybernetic implants, and some other nifty stuff, and then you'll be subjected to some rather nasty surgeries which I won't horrify you by describing. When I'm done, you'll be a loyal soldier in Robotnik's army."

For the first time, Fen took in her surroundings. She was standing in what appeared to be a doctor's office. It was stark-white, clinical, smelled of solvents and cleaning agents. The room was bare of all decoration. A chair, not unlike what one might see in a dentist's office stood in the middle of the room. Restraints were on the arms and legs, designed to restrain the victim placed in the chair. A large, nasty looking machine hung from an arm above the chair, full of lethal-looking instruments which Fen did not want to know the purpose for.

"Sit down," the rabbit commanded. Fen had no choice but to obey, despite the slight hint of rising fear that grew in her chest. She walked forward and she sat down in the chair, gasping as the cold steel pressed against her furry rump and the small of her back. The restraints clamped down with a loud click, rendering her immobile.

"Just lie back and try to relax... You won't feel a thing, I promise. Some Legionization experts like to make this painful. They're sadistic. Not me," the Rabbit purred, almost affectionately, "Now... I'm going to put these headphones on your head, and pull this monitor in front of your face. All you have to do is listen and watch..."

Fen suddenly felt a pressure as headphones were clamped down upon her large ears. Unlike the headset she wore earlier, these were top-quality headphones designed for sound. They blocked out all external noise. The Rabbit smiled gently at her as he moved a monitor in front of her face and turned it on. It showed a swirl of color; a pulsing, vibrant, spiraling pattern that drained all conscious thought from Fen's already dazed mind. The rising fear in Fen's chest faded away, replaced by arousal. A voice began speaking in her ears. It wasn't the Rabbit's. It was a different one. It told Fen that she did not need to listen to it directly. Her subconscious mind would retain everything she was being told. All she needed to do was drift...

The Rabbit waited until Fen was sliding off, deeper and deeper into her trance. The initial programming would last an hour or so, after which he would begin the physical process of Legionization... Implanting her with cybernetics. After that, she would undergo a much more rigorous programming session which would wipe her mind of all traces of her former identity.

Fen lay completely limp, her blue-green eyes wide as she stared at the screen. Her penis throbbed powerfully, bobbing up and down several inches with each slow beat of her heart. Pre leaked from the head, dripping from the length in syrupy dollops onto her soft stomach fur in a thick puddle. The Rabbit blushed a little. Intense arousal was a side-effect of the brainwashing process. Even as he watched, Fen's hips trembled a little, and a soft moan escaped her lips. Her penis twitched a little more urgently...

...Then suddenly erupted, sending thick streamers of semen into the air. Without even touching herself, Fen came hard, her orgasm breaking suddenly and violently. Her shaft jerked, bouncing up and down as it sprayed incredible amounts of pearly white spunk into the air. The rabbit watched in awe as the gush went on and on, splattering Fen's body... Then there was a pause, and her cock erupted again. It took the Legionnaire a moment to realize that all of that was only her first ejaculation, and it had lasted close to twenty seconds... and the second one was more powerful, larger, and longer!

The little fox's body strained against the restraints, her hips thrusting into the air as she cried and moaned, her voice echoing off the tiled walls. Her female juices flowed out of her, drenching the fur of her thighs as her bushy tail thrashed back and forth. Spurt after spurt of semen boiled up her large cock and out into the air, splattering everything from her crimson hair, her face, and down over her chest and stomach in gooey strands. Her hips bucked violently as her orgasm raged through her tiny body, shattering her already addled mind into pieces as she continued to listen to the voice murmuring in her ear and watch the screen.

It took several minutes, but soon Fen came down from her orgasm, panting and gasping for breath as she lay back on the chair. Her breathing slowed, her pounding heartbeat calmed, and soon she could almost be mistaken for being asleep if not for the fact that her eyes were wide open. The Rabbit blinked, taken aback at the sheer size of the little girl's climax, and even more so by the fact that her penis only seemed to grow harder after the explosion.

The Legionnaire stood up and shrugged off his robes, baring himself to the world. His own shaft was stiff, jutting out from his hips with arousal, as he moved around the girl. He adjusted the monitor slightly so Fen had to turn her head to the side a little to see it. He reached down and lifted the headphones delicately off of one of her large, triangular ears.

"Suck," he commanded, gripping his own rigid length and holding it to her muzzle. Fen responded almost immediately by taking his glans into her muzzle. She moaned softly as she felt his shaft pulse, bouncing off her tongue. Fen was nowhere near inexperienced with sexual matters, and this showed as her tongue slowly slipped into his foreskin, swirling gently around the covered head.

"Mmm... Good girl... You'll be a big hit among the troops with a tongue like that..." he groaned, knowing full well she could not hear him with the earphones. He arched his back, pushing his hips forward slowly, letting her take him deeper into her muzzle. She actually peeled down his hood with her lips to expose his head, even as she nipped gently at it with her teeth, making him gasp.

She actually helped, beginning to bob her head up and down, letting him go deeper and deeper into her throat. His shaft twitched, and pulsed angrily as he bucked back and forth. He was careful not to gag her, although she seemed perfectly capable of taking him with little effort. Soon, her black, wet nose pressed into his pubic fur, his heavy and furry sack pressed against her chin. She did things with her tongue he didn't know was possible; for example, slipping her tongue inside his sheath to lick at the inches of his penis that usually remained unexposed to the world.

Just as the first sticky gush of sugary pre erupted from the head of his penis, he pulled free, splashing across her face. She did not seem to notice, merely drooling as she stared at the screen which flashed and swirled before her eyes. He moved the monitor back so that she looked straight up at the ceiling and moved around the chair. The chair was designed so that the legs split, allowing him to spread her legs, which he did now.

Moving up, he pressed his dripping cock to her soft, wet muff. She moaned in pleasure as the head of his length pressed against her clitoris. With a firm drive, the Rabbit sank himself hilt-deep inside her tightness. Fen's cock jerked and splashed her stomach with a sticky gush of pre. She shivered and squeezed around him, moaning as his rigid shaft was gripped tight by her warm, wet inner walls.

Without hesitation, he began to thrust into her, driving his hips forward. One hand gripped her hip and braced him as he pulled his hips back, letting his shaft grind against her clitoris. The other hand slowly began to stroke her cock, savoring every pulse it gave against his palm. Her shaft was drenched in a sticky glaze of semen and pre, lubricating his strokes easily as he rolled her foreskin up and down over her head.

He leaned down lower and began to pump faster and harder, panting in delight. Her velvety inner walls squeezed around him, her muscles clamping down upon his member. His heavy balls slapped against her rump with a solid pounding rhythm as she cried weakly. The Rabbit began to mumble to himself, mentally compiling a list of cybernetic parts he was going to need.

Fen was mumbling too, but her topic was quite different: "...Obey... Legion... Master Robotnik... Serve the Empire..."

The Rabbit couldn't even try to hold back, with the way that Fen's inner walls were spasming and gripping his cock, as if they were trying to pull him back in every time he pulled back. He arched his back and gave a low grunt as his heavy sack clenched up tight against his shaft. His cock jerked inside her, and then came the flood of hot, thick semen. His shaft spasmed over and over, sending rush after rush of sticky fluid deep into her tunnel. He moaned in joy, feeling her inner walls clamp down upon him, milking him.

Fen let out a loud shout of joy as she arched her back, a second climax breaking. Her hips arched into the air as she erupted, sending streamers of thick, sticky semen into the air. Her body trembled from the tips of her large ears, down to her curled toes. If not for the fact she was restrained to the chair, she would have been bucking violently, her limbs thrashing. As it was, her hips jerked and trembled, each simultaneous spasm of her cock and inner walls sent blasts of pleasure up and down her spine. It only served to further her brainwashing as it shattered her mind into a million pieces. Her penis jerked, spasmed, and erupted over and over again, sending blasts of cum almost high enough to splash the ceiling before they rained down upon her.

The Rabbit groaned, grinding his hips around inside her, letting his thick spurts paint her tunnel, coating it. His semen flooded out of her, easily overflowing her tightness, spilling down out of her in a gooey puddle. He moaned and pulled free of her (with a little effort as she was clamped so tightly), and gripped his erection. He stroked firm in time with his spurts, splashing her fur with thick ropes of spunk. He moaned, gripping her phallus and gently squeezing in time with her own gushes, watching in awe as she climaxed. He moved in, pressing his shaft to hers, both of them gasping at the heat of the other's erection, feeling their lengths jerk and spasm together. Streamers and ribbons of cum erupted blast after blast over each other's fur, staining both of them a uniform white.

It seemed to last an eternity, but soon their climaxes slowly came to a close. Fen panted and whimpered, continuing to stare at the screen, the headphones pumping more and more information into her stunned brain, slowly and gradually destroying her identity, leaving her an empty shell. The Rabbit huffed, wiping his shaft into her stomach fur, smiling softly.

"You're going to be my masterpiece, little Fenneca Lea..." he murmured, grabbing his robes and slipping them back on, ignoring his messy fur. The screen over Fen's eyes went dark after a minute as he cleaned up and Fen merely lay there, drooling mindlessly. There was nothing left of her. The Rabbit plucked the headphones off of her, placing them on a rack nearby.

"Now... Sleep. When you wake up, you'll be a new woman... Literally," the Rabbit commanded. Fen's eyes practically slammed shut as darkness overtook her, a warm sleep taking over her mind as she obeyed... The last thing she heard before she surrendered to oblivion was the piercing whine of a bone-saw being turned on...

*****

"Fenneca Lea. Wake up," a voice commanded. Fen groaned softly. She did not want to wake up, but she could not disobey the order. Slowly, although it seemed to take a monumental, herculean effort, she slowly opened her eyes. Her vision was incredibly blurry, but slowly came into focus.

"How are you feeling?" the voice said. Fen slowly looked to the side, and saw the Rabbit standing there, frowning.

"...Sore... Dizzy..." she groaned.

"That'll pass momentarily as your self-repair systems and nanites come into play. Try sitting up," he said. Sure enough, within a minute, the dizziness and soreness passed and Fen slowly sat up.

"Now... Who are you?" the Rabbit asked. The question seemed strange to Fen, because she actually had to think about the answer for a moment... As if the answer that came to her lips wasn't the one she had planned to say.

"...I am Fenneca Lea... Soldier in the Dark Egg Legion..." Fen murmured. She looked around the room slowly, her Heads-Up Display showing her vital statistics. As she directed her gaze around the room, a cursor locked onto several items, showing information.

"Want to see the new you?" the Rabbit asked, grinning.

"...Yes," Fen replied plainly, her steel feet clanking against the floor as she stood up. The Rabbit took her organic paw and led her slowly over to a mirror. For some reason, it seemed strange to Fen that he referred to the "New Her," as she had always been a loyal Dark Legion member. She served her Mistress Lien-Da and Master Robotnik with all her heart. She was just getting maintenance done.

Gazing into the mirror, Fen got a better look at herself. She was completely nude as she stood before the glass. A headband-like device ran across her forehead, which Fen knew was not a piece of jewelry, but actually part of her cybernetics, literally grafted to her body. A curve of steel shimmered dully around her right eye, emerging seamlessly from the surrounding fur. Her blue-green eyes, still mostly organic, seemed to hold an inner glow.

Fen's gaze travelled down. Most of her new cybernetics were internal, so there was very little to show for them. That was good. It meant her beauty would not be marred by unsightly steel. Her pink nipples were hard, poking through her fur.

"I think I did my very best work on you... Never done better, if I say so myself..." the Rabbit purred, not a little hint of lust in his voice, "...Take a look at your hand."

She lifted her right hand, admiring the way the fluorescent lights glimmered off the alloy that had replaced her weak flesh. Clenching her fist with a PSI that could reduce stone to dust, she smirked. She twisted her wrist slightly, as a hatch in her forearm opened, and a long glowing blade unfolded out several feet. She retracted the blade then held her steel paw out as a hatch in her palm opened, revealing a smoking, roiling glow of energy within.

"Superheated forearm blade and a blaster with a power output capable of vaporizing a brick wall. Be careful with those," the Rabbit purred from behind her. She could feel his erection pressed against her rear through his robes. She ignored him, more focused on herself.

Her gaze continued down to her hips. Her length pulsed at a raging erection, bobbing, yet she felt none of the strain or even slight pain she would normally feel if she was this hard. Thick, syrup-like pre leaked from the head onto the floor in copious amounts. She frowned, curiously, looking at her flesh. It was considerably longer and more girthy than before, almost 15 inches compared to her original 11. She could see circuitry glowing along its length, a soft blue.

"That right there is my masterpiece..." the Rabbit purred, and she could feel him press a little firmer against her, his shaft actually poking through a hole in his robe to slip between her inner thighs, slowly grinding against her muff as he continued talking, "Not only did I make you longer and thicker... but some nifty little implants that allow you to control your arousal level at will. Try them out..."

Fen frowned and pulled up a menu on her HUD, which was projected directly into her visual cortex from her implants. She moved a slider down, and moaned softly as the blue light of her phallic circuitry faded to a soft silver and her penis went almost instantly flaccid. Then she went the other way and moved the slider up to the top and the circuitry turned an angry crimson. Fen grit her teeth in pleasured pain as her shaft slapped her chest audibly with the speed of its erection, angry veins bulging from it as her pre spilled down in a torrent. Turning the slider back down a few notches, her shaft returned to blue and its normal erection, throbbing.

Fen then turned her attention to a few other controls, playing with them... One controlled her vagina's wetness and arousal... And another triggered various types of orgasms. She moaned in delight as she played with that one for a minute, going from a dry climax with no ejaculation, but all the intense pleasure, up to a gigantic firehose-like blast of semen that splattered the mirror with a wet drumming sound, a constant, unceasing flow of the liquid erupting from her shaft.

"Your feet now have jump-jets in them... Not enough to allow you to fly, I'm afraid, but to slow a fall, or allow you to leap upwards of fifty feet high..." the Rabbit murmured, angling his shaft for penetration. His glans softly pressed against her furry petals, rubbing back and forth as he moaned softly.

...Only for a brilliant yellow energy bolt to slam into his chest, sending him to fly across the room and slam into the back wall, causing trays of instruments and tools to collapse upon him. Fen glared, the palm of her right hand smoking with the blast.

"Don't touch me," she growled, rage filling her little form. She marched over to his feebly-stirring form, glaring wrathfully down at his face. Fear shown in his eyes as she pointed the palm-blaster at his forehead.

Silence reigned in the room as Fen stood there, her lips drawn back in a snarl, the Rabbit panting and whimpering...

"...I outrank you, Doctor. You take too many liberties," Fen growled, and the aperture of her blaster closed with a soft hiss. Turning away, Fen marched out of the room. Two cloaked soldiers rushed up, leveling their weapons at her as she exited the door.

"Stand down, you idiots. The Doctor and I just had a disagreement. Go clean him up. I have a mission to attend to," she growled, strolling right past them, leaving the soldiers bewildered at the sight of the naked, cum-covered fennec walking by, and the feeble heap of the rabbit in the room.

Fen grumbled in irritation as she stormed down the hallways of the Legion base towards the hangar, her internal GPS guiding her. She looked down at herself, sneering.

"The least he could have done was added some inches to my height... or my bust. I'm not picky..." she growled. Slipping into a locker room, Fen quickly showered off, and nabbed a set of robes her size, slipping them over her nudity. She jogged into the hangar.

"You, you, you, you, and you. With me NOW. We have a mission," she barked loudly at a group of Legionnaires milling about. They yelped and did not even try to argue, climbing into one of the many hover-saucers in the room, and set out.

Fen smirked as she took a seat and leaned back. She slowly turned up the arousal slider, her erection twitching under her robes. She carefully adjusted another slider, activating a constant, low-level climax that would buzz in her loins, sending shivers of pleasure through her, but not interfere with her thoughts. As her shaft jerked under her robes, spilling a slow dribble of thick, glue-like spunk down onto the floor of the saucer, she smiled blissfully.

"Uh... Ma'am... Where are we going?" one of the Legionnaires asked.

"The Hypno-Drone factory. There's a group of Freedom Fighters there whom we're going to bring in... personally..." she purred, lifting her hood over her face. As the darkness of her hood covered her visage, her malevolent eyes glowed out from the shadows...

THE END...?