Doctor Viper's Tentacle Beast

Story by Arch Fox on SoFurry

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"T-Bone... T-Bome, wake up, man!" Razor's voice filled the big, yellow cat's ears as T-Bone groaned, his eyes opening, the room around him blurry and unfocused.

"Wha... Where are we?" he managed to ask. He had vague memories of getting a phone call from Callie Briggs... A call for the SWAT Kats.... He remembered her telling him of Doctor Viper's latest scheme; he'd taken over the mayoral building using some sort of chemically altered plant monster; Viper's usual M.O. As usual, Jake and Chance had suited up and hurried there in the Turbokat before breaching the place on foot and then... T-Bone's memory started to fail him.

"You feelin' alright, big guy?" Razor asked, "You were out of it for a while."

"Yeah... Yeah, I'm good... The hell happened?" T-Bone shook his head in an attempt to wake himself up.

"That dirty snake Viper must have hit us with some kinda knockout gas... You don't remember that big flower-creature blowing all that gas out at us?"

"I can barely remember anything; my head's a mess." T-Bone grunted, the world slowly coming into focus and he grimaced at what he saw. They were in some sort of big, cave-like room; moss and foliage covering the walls, genetically engineered plants growing all over the place... This was definitely the work of Doctor Viper and his mutant plants. "Geez... What did that psycho do to this place?"

"It gets worse." Razor said, "Er... You feel something grabbin' your arms, big guy?"

"Huh?" T-Bone grunted and grimaced when he realized that his arms were being held high above his head; a large, powerful tendril wrapped around his wrists, keeping him suspended in the air. Razor was in the same position. "The hell...?!" T-Bone grunted and started pulling at the tendril, but it didn't budge. Whatever creation of Viper's was holding him was pretty damn strong, he could tell that much.

"It gets even worse." Razor said, "Look down." T-Bone gave Razor a curious look before looking down like he was told. His cheeks turned bright pink and he gave out a loud gasp as he realized that his suit had been completely stripped from him. The only thing left on his body were his underwear and his mask. Razor was in the same situation; held in place by one large tentacle around his wrists; naked save his mask and briefs.

"Damn... Kinda wish I'd worn less embarrassing underwear today." T-Bone said as he looked down at the heart patterns that adorned his briefs.

"Hey, I think they're cute." Razor chuckled. T-Bone just grumbled to himself and looked away, his head snapping up as he heard a familiar hissing voice from nearby.

"Don't be so shy, SWAT Kat." Viper stepped out from the darkness, glaring sharply at the two bound felines, "You do have a cute taste in briefsssss." Viper smirked.

"Tch, ogle them all you like, you freak." T-Bone spat, "I'm gonna kick your ass when I get outta here."

"Ah, that might take a while." Viper laughed, "The tentacle beast holding you is a project I've been working on for years; it's perfect, indestructible! Go on, try and break its hold!" T-Bone gave a few more hard tugs at the tentacle holding him, but it showed no signs of letting go any time soon.

"Huh! We've been in worse situations." T-Bone grunted and looked back at the scaly doctor, "What's the deal with this, Viper? Where're our clothes?"

"Oh, I got rid of those. I had to make sure you weren't going to pull any tricks with those gadgetssss of yours." Viper gave a wide grin and looked up and down T-Bones near nude form, "Heh, you won't be seeing those suits of yours for a while." He slowly approached the bound yellow cat, his eyes glowing brightly in the darkness of the dimly lit cave-like room.

"I don't like the way you're looking at me, you scaly weirdo." he lashed out with his feet and Viper had to jump back to avoid being hit.

"Ha! Feisty kitty, aren't you?" Viper laughed, "Feisty is good. I do like it when my prisoners are... feisty." Viper gave out a low purring sound as he stared up at T-Bone.

"Are you gonna tell us what you're plannin' on doing with us already?" Razor spoke up, "And can you turn the heating up in here? I'm startin' to freeze my nipples off." Viper glared over at him.

"Oh, I'll tell you what I have planned." Viper smirked, "You see, you meddling Sssssswat Katssss have foiled my plans time and time again... It's gotten to the point where I'm not content just beating you and taking over Megakat City... You've continued to humiliate me; and now I want to humiliate you!"

"Humiliate us?" T-Bone asked.

"That's what I said." Viper smirked, and stepped away from T-Bone to approach Razor, "Though I suppose it'll be my tentacle beast doing most of the humiliating. I'll be content to just sit by and watch. Hehe, you two will be broken in no time."

"Broken? The hell do you mean, broken?" Razor asked.

"I mean I want to hear you begging me for mercy!" Viper growled, "I want to hear you scream and sob and beg for me!"

"So, what, torture's your game?" Razor scoffed, "We're tougher than you think we are, Viper, you won't get a whimper out of us!"

"Oh, we'll see about that." Viper gave a mocking chuckle and took a step back, making sure he could get a good look at the bound cat in front of him, "I think I'll start with you." he said.

"Hey!" T-Bone growled, "Back off him! You wanna torture anyone, you torture me!"

"How noble of you." Viper chuckled, "But I've already made my decision. Watching while your little boyfriend here is violated can be part of your humiliation." T-Bone's cheeks flashed bright pink at that. With Razor's safety in danger, he began struggling once again. The vine-tentacle creaked and groaned, but didn't give out. Viper, amused by T-Bone's renewed struggling, turned back to Razor and snapped his fingers, which summoned a group of green tentacles that descended from the ceiling. "Now, my tentacle beast! Go on and have your fun!" Viper gave a wicked, evil laugh, watching as the tentacles drew close to Razor's body. The brown cat winced and felt a pang of nervousness rise up in his gut as he felt them drawing close, but he refused to let it show.

"Nghh..." Razor gave a disgusted groan as one of the slimy, cool tentacles ran over his face, tickling his fur slightly and smearing it in the tentacle's strange, green goop.

"Get off him you fuckin' mutant!" T-Bone roared, "I swear, I'm gonna wreck your shit when I get out of here!"

"Heh, getting worked up over there, cat?" Viper chuckled, "But we haven't even gotten started yet!" T-Bone gritted his teeth and watched the tentacles start to caress and molest his partner; the soft, sticky things running slowly over Razor's body, making him shiver slightly.

"G-get these things off me, Viper...!" Razor growled.

"And ruin the tentacle beast's fun? I think not." Viper said. Razor was about to retort but instead gave a sudden gasp when he felt one of the tentacles rubbing over his brief-clad buttocks.

"Gah!" he gasped, his rump twitching at the tentacle's touch. It ran over his rump, a couple more tentacles joining it, stroking the feline's behind slowly. T-Bone growled nearby. Those things were getting far too touchy. His growling only grew angrier when one of the tentacles found its way inside Razor's briefs, getting a gasp from the smaller cat as the naked fur of his petite ass was stroked, and not gently either. The tentacles were more than a bit rough; grabbing and groping at Razor's body like a pent up, overly-amorous boyfriend.

"H-hey!" Razor gasped as they started tugging at his underwear. He lashed and kicked, but the tentacles wouldn't be deterred. Suddenly, with impossible strength, the tentacles began pulling Razor's underwear away from his body. The cat could hear the seams start to rip while those powerful green appendages tugged and pulled at it until, eventually, they were torn off Razor's body, leaving him totally naked. He gasped, unable to stop himself blushing deeply at his nakedness and attempted to cover up his shame with his legs. T-Bone was outraged at the sight of his close friend and comrade being treated like this and roared angrily at Viper and his tentacle beast.

"Leave him the hell alone!" he yelled, "Hey! Listen to me, asshole! Leave him alone!" the tentacles seemed to acknowledge T-Bone's yelling for a moment before disregarding him and turning back to Razor. A couple of them were rubbing over his chest and body, caressing his fur in a rough manner, rubbing over his erect nipples and making him shiver. He kept his legs pulled up so that they were covering his nude crotch, an act which the tentacles didn't seem to appreciate. Two more of them moved downwards, grabbing an ankle each and pulling his legs open. Razor struggled in vain against him, but his naked body was soon on display for Viper and T-Bone to see.

"Haha! Oh, my, it seems your equipment down there leaves something to be desired!" Viper laughed and approached the naked cat. He scrutinized the tool Razor was packing between his legs, licking his lips as he got an eyeful of it, judging his size harshly. Suddenly, without warning, he reached forward and cupped Razor's crotch in his hand, giving his balls a light squeeze and making him gasp loudly. "So this is how big one of the famous SWAT Kats is... How disappointing!" Razor blushed and growled angrily. Viper was just trying to humiliate him; he wanted to make Razor angry, and he wasn't going to give Viper what he wanted. He glared down at the mutant, looking deep into his glowing eyes, barely showing a single hint of intimidation on his face. Viper ran his fingers over the brown fur of Razor's ballsack, caressing the two orbs in his hand.

"G-get off me, you goddamn pervert!" Razor said with a growl.

"Heh, what's the matter? Aren't you enjoying the attention?" Viper's voice was filled with a sense of overly-confidant smugness that made Razor scowl down at him. "Well, maybe you'll enjoy this instead." he snapped his fingers, addressing the tentacles which suddenly started to shift position. The ones around Razor's ankles and wrists tugged and pulled him into a bent over position; his ass sticking up and his head now level with Viper's face. The good doctor stared into Razor's eyes, smirking wickedly before looking over at T-Bone. "You look angry, cat." he said, "Don't like me playing with your boyfriend here?"

"He... He's not..." T-Bone stuttered, clearly flustered. Viper gave a chuckle, amused at how embarrassed T-Bone seemed.

"I want you to watch this, SWAT Kat." Viper said with a purr, "I'm about to show your boyfriend a good time." with that, he grabbed Razor's head fur and leaned forward, opening wide and shoving his tongue into the cat's mouth.

"Mrrrph!!" Razor gasped in surprise, his voice muffled by Viper's scaly maw.

"H-hey! What the hell?!" T-Bone said in shock, eyes widening as he watched his partner being violated by their captor. T-Bone started yelling, demanding that Viper let go of the smaller male. Their foe simply ignored him and continued pushing his serpentine tongue inside Razor's mouth, tickling the cat's tongue with his own and purring as he forced himself on him. T-Bone could hear the sound of their lips smacking against each other from where he was. He attempted to kick out at Viper, but was just out of reach. T-Bone could only watch as one of their arch enemies made out with his best friend in front of him. Viper certainly wasn't being gentle. He kissed Razor deeply and forcefully; gripping his head fur tight in his hand and pulling him close as he got his tongue deep down Razor's throat, making him whimper and moan in his grasp. Some of the tentacles were still stroking at Razor's body, running over the fur of his back and slowly caressing his ass. Viper broke the kiss, a few drops of spit falling from his tongue as he pulled back.

"Prrrr... I didn't know you were such a good kisser." he smirked.

"F-fuck you!" Razor spat angrily.

"What's the matter, kitten? Wasn't it good for you too?" Viper said with a chuckle and then looked over at the tentacles who seemed to be getting restless, "I think the tentacle beast wants some fun of its own." he watched as a couple of tentacles began stroking at Razor's face, their tips tickling him slight. They seemed to be caressing him in the same sort of way someone would stroke their lover's cheek before kissing them. That comparison made Jake grimace. The tentacles had been acting amorous enough; he wouldn't be surprised if one of them did try to get themselves in his mouth. While the two in front of him continued to stroke at his face, another couple of tentacles were busy paying attention to Razor's ass. The feline gave out a surprised yelp when one of them gave one of his ass cheeks a quick, hard slap, sending a light, stinging pain through his rump.

"Viper!" T-Bone yelled, "I swear, if you don't leave him alone...!"

"What? You sssswear what, SWAT Kat?" Viper looked over and grinned at him, "If you think you can break out of there, then feel free to do so. I'm waiting."

"I'll show you!" T-Bone hissed and tugged at the tentacles. Viper stood watching, an amused look on his face, "W-when I get outta here... Nghh... Fuck, these damn tentacles!"

"Keep struggling, kitten, I'm sure you'll break out of there eventually." Viper said in a sarcastic, mocking tone. He looked back to Razor who the tentacles were still having fun with. The two behind him were busy taking turns slapping at his ass; the appendages whipping his rump good and hard.

"Arrgh! D-dammit!" Razor cried out as one of the tentacles were brought down on his ass again, "Viper! Get these things off m- arrrrgh!!" his protests were cut short by a particularly hard, rough slap from the tentacles that caused a bright red mark to appear on the feline's ass.

"Does it hurt, kitten?" Viper asked with a chuckle, "Awr, poor kitty." Razor gritted his teeth and clenched his fists as he was mercilessly spanked; again and again the tentacles would bring themselves down hard on his rump, Razor's eyes soon watering from the pain. It was after a few more moments of harsh slapping that the tentacles seemed to stop for a moment, much to Razor's relief. What replaced the spanking was a slow, almost teasing stroking down the centre of Razor's ass. He gave out a gasp which sounded much more high-pitched than he'd intended it to be, when the tentacle stroking him brushed up over his clenched hole. It stayed there, rubbing it's slimy tip over Razor's entrance, smearing it with the tentacle's goop.

"W-what's it doing?" Razor asked, "Hey! What's it doing?!" he felt the tentacle jiggle slightly, massaging his taint before starting to apply pressure to his hole. Razor's eyes widened. He knew what the tentacle wanted. "W-what the fuck is it doing?! Get it away! Get it the hell away from me!" he felt it pressing firmer against his ass, threatening to penetrate him at any second. "Please! I... I don't want it in me!" the tentacles remained uncaring of Razor's protests. The one at his ass finally managed to thrust forward hard enough to stretch the cat's tight fuck hole around its girth. Razor cried out, his fingernails digging into the palm of his hand, his legs kicking and thrashing. "F-fuck! It hurts!!" Razor screamed, the fat girth of the tentacle spreading him wide around it.

"Haha! Take it, kitten!" Viper laughed, "You're one of the famous SWAT Kats, surely you can handle having a tentacle shoved up your ass!" Razor gritted his teeth, flailing wildly as best he could as the tentacle forced itself deep inside his body.

"F-fuck!" he cried out, "Viper, you bastard! Get this thing out of me!"

"Do as he says, you sick fuck!" T-Bone roared.

"My, you sound livid!" Viper grinned at the bigger cat, "I suppose you're just jealous, aren't you? Don't you wish you were in that tentacle's place; fucking your little friend?"

"Screw you!" T-Bone yelled. Viper continued to mock T-Bone, laughing at the bound cat who was helpless to help his friend. While Razor's ass was being used by the one tentacle, the two tentacles at his face were having their own fun. One had started caressing his lips, leaving a trail of goo across it while the other tentacle moved down Razor's body and started playing with his nipples. Razor gasped out, shivering as the sensitive flesh was toyed and played with. He was surprised at how well these things knew how to push a guy's buttons like this. That tentacle toying with his nipples knew exactly how to make him squirm by just teasing and tickling them. Meanwhile, the tentacle nearest to Razor's mouth decided it wanted in on the fun and began trying to force itself inside his maw. Razor kept his mouth shut, but was shocked to see just how powerful these things could be. The tentacle pressed against his closed mouth with tremendous strength and force; after a few moments, Razor had no choice but to open up before the tentacle managed to injure him trying to force its way in.

"Ah- hrrrmph!" Razor gave a muffled gasp as his mouth was filled with the thick, slimy tentacle. The first thing he noticed was the taste; the goop dripping from the appendage was viscous and salty; it almost had a sort of musky quality to it. Razor groaned and blushed as that thick musk-like scent reminded him of the many nights he and T-Bone had spent together; nights where the smaller cat had crawled between his comrade's legs and gone to town on his cock; licking and sucking it, pleasuring and tasting it until he'd get a good mouthful of hot feline cum... The memories flooded his mind which caused his cheeks to blush deeper, turning bright pink under his brown fur. As he recalled the taste and smell of T-Bone's cock, Razor, to his own shock, started to feel himself hardening.

"Oh fuck..." he thought to himself, "Fuck, you gotta be kidding..." the memories of his nights with T-Bone coupled with the attention his ass and nipples were getting was having the inevitable effect on the feline. His sheath twitched and bulged as his cock started to slowly slide from its home, hardening out into the open for all to see. He hoped nobody would notice. He could get away with getting a hard on at that moment so long as nobody noticed...

No such luck. He'd just reached half-mast when Viper let out a raucous laugh.

"HA! My, my, kitty, I didn't know you were enjoying it so much!" he roared with laughter, "Tentacle beast! Flip him over so I can get a better look at our guest's tool!" the tentacles obeyed their master and flipped Razor around, keeping him held in the air while they raised him up in the missionary position; on his back, legs up, tentacles in his ass and mouth and his cock continuing to harden despite his best efforts. Viper couldn't help but reach over and give Razor's semi-hard cock a good groping. He squeezed and stroked it, making Razor moan and gasp in his hand.

"Nrrgh! Mrrph...!" he grunted around the tentacle in his maw, cock twitching defiantly. It soon reached full mast at a whole four inches. Viper couldn't contain himself.

"Ha! So! That's as big as one of the great SWAT Kats gets, eh?" Viper laughed and ran a thumb over Razor's tip, making him buck his hips suddenly. "How disappointing! I was expecting something much bigger! Is this really all you have, you pathetic little slut?!" Razor could practically feel his cheeks burning bright pink at Viper's words as the mutant continued to molest him. T-Bone just had to watch while everything happened in front of him. Viper kept stroking at Razor's cock, jerking and squeezing it, teasing and mocking him as he went. "Heh, you must be the bottom with a cock like this!" he looked at T-Bone and stared into his eyes, "Isn't that right? You're the one on top since this pathetic little kit's cock couldn't pleasure anyone!" T-Bone gulped and looked away, unable to meet Viper's gaze. The way he was manhandling Razor and the way he was talking about their fucking, it made him feel so violated. T-Bone's sudden passive behaviour didn't go unnoticed by Viper. "What's wrong? Cat got your tongue? Ahaha! I can see you blushing from here! Watch, cat! I want you to watch while I humiliate your boyfriend!" T-Bone glared at Viper hatefully. Their tormentor could barely hold back his maniacal laughter as he continued to play with Razor's diminutive cock, teasing T-Bone with it. He worked his scaly hand up and down the feline's shaft and before long had it oozing pre down onto his fingers. With his other hand he reached down and began stroking at his own member that had started to harden from his genital slit.

T-Bone grimaced, disgusted at seeing how aroused Viper was getting from all this. One of the tentacles moved towards Razor's manhood and Viper, sensing that it wanted a turn at playing with the cat's dick, moved his hand away.

"What's that my tentacle beast? You want to play with his little dick? Heh, by all means." he gave a chuckle and watched as the tentacle ran itself up Razor's shaft, tickling his sensitive length before wrapping itself around his shaft.

"Mmmrrrph!!" Razor groaned. He could feel the cool, slimy tentacle moving up and down his length, gripping it tight and making him twitch and shiver at its mere touch. Meanwhile, the tentacles in his ass and mouth were starting to work themselves in and out of his respective holes, stretching his hole painfully and making him gag and choke. Just when Razor thought the ordeal couldn't get any more painful, he felt a second tentacle pressing up against his ass, alongside the one already fucking him mercilessly. It wasn't planning to... There's no way... It wouldn't fit, surely...

Razor's eyes widened as he felt that second tentacle manage to force its way inside him along with the first. Razor cried out in pain around the gooey appendage in his maw, fists clenching and toes curling as he was violated deep and painfully.

"R-Razor!" T-Bone gasped, "You okay, li'l buddy? C'mon, you can handle it! You've been through worse, right?"

"Mrrrph!! Mmmm!!" Razor moaned in reply. He wasn't sure he _had_actually been through worse... There wasn't much out there that was worse than being held hostage by your arch-enemy and then raped by his mutant tentacle monster. The tentacles in his ass jostled about, rubbing themselves against the walls of his passage and eventually managing to find his g-spot, which got a sudden shudder from Razor as they stimulated it. There must have been roughly half a dozen more tentacles molesting Razor's body as he was being fucked from both ends. They'd stroke his balls, caress his body, tickle his nipples... All this attention was driving poor, helpless Razor crazy. His cock twitched and throbbed, pouring thick globs of pre-cum down his shaft and dripping the stuff onto his belly fur. The tentacle that was jerking him off was now a mess of its own green goop and Razor's clear, sticky pre. His breathing was harsh and ragged and his whole body shook with the movements of the tentacles inside him.

Viper soon turned to T-Bone and stepped over to him, grinning up evilly at the feline, his purple-hued cock now fully hard between his legs.

"Enjoying the show over here, kit?" he smirked.

"You're a fuckin' pervert..." T-Bone growled.

"Haha, you noticed!" Viper laughed, "I always was a perverted old cat, heh... Now, what am I gonna do with you, hm? Well first of all, we need to get those adorable briefssss off you." he snapped his fingers and, in an instant, a tentacle had descended on T-Bone, grabbed his briefs by the waistband and tore it from his body.

"No- ah!" T-Bone gasped, the cool air washing over his naked privates. Viper had T-Bone's crotch in his hand in a second; groping and squeezing it, scrutinizing its size; its shape; its smell.

"Prrrrr, not bad. Not bad at all." Viper purred, "However..." he looked over to Razor and then back to T-Bone, "You look even smaller than your boyfriend." T-Bone blushed deeply and looked away. His size had always been an issue for him; although Razor had insisted it was perfectly fine whenever they fucked. "Let's see you get hard. Maybe you're a... What's the phrase? A grower, not a shower." Viper had a mocking look in his eyes as he said that, as if he knew that wasn't the case.

"Nghh... Damn..." T-Bone couldn't help but gasp. To his surprise, Viper was pretty damn skilled with his fingers. The way his hand stroked at his yellow-furred, brown-striped balls and squeezed at his thick, short sheath made T-Bone putty in his hand. The lewd, wet slapping sounds of the tentacles having their way with Razor nearby filled T-Bones ears as Viper moved a finger deftly over the tip of his sheath. T-Bone cursed quietly to himself as he realized that he wasn't going to be able to keep himself from hardening for much longer. Sure enough, a few moments later and the pinkness of his cock started to emerge from his sheath. Viper moved his attention to his captive's growing shaft, taking it in his hand and caressing his tip, making him squirm and gasp as he grew harder and harder. He looked down at the scaly mutant who continued to play with him until he'd grown to full mast, an inch smaller than Razor at three inches. He braced himself. No doubt Viper would have something to say about his size, and say something he did.

"Ahaha! Amazing! You're even smaller than your little friend over there!" Viper laughed and shook his head incredulously, "Maybe I was wrong before; maybe he's the one who tops you. You certainly can't with a dick like that!" T-Bone's cheeks were on fire. He was blushing deeply, his face turned bright red with humiliation. Viper gave his cocks a few tugs, pulling at his small cock and making the big cat whimper. Razor watched out of the corner of his eye as T-Bone was mocked and humiliated while he was undergoing his own humiliation at the hands of the tentacles. Those two in his ass were pounding away at him, hitting and rubbing his g-spot every time they thrust in, coaxing huge amounts of pre from the feline's throbbing tip. The one in his mouth was still having it's fun too; it worked itself in and out of Razor's throat at a steady pace, sliding out of his maw and them slamming several inches of itself back inside him. While that was happening, Viper leaned in close to Razor and growled in a lecherous voice.

"I'm going to show you what a real cock can do." he purred and then addressed his tentacle beast, "Get him into position!" the beast obeyed and a couple more tentacles lowered themselves from the ceiling. One wrapped itself around T-Bone's waist while the other grabbed his ankles. They forced him into a face-down, ass-up position, his chubby yet toned ass fully on display for whoever wanted to use it. Viper circled around and stood behind him, his own eight inch dick throbbing hard, ready to have some fun with the helpless cat's body.

"I've been waiting for this for so long." Viper said, "Do you know how many times I've pleasured myself thinking about taking this ass of yours?" he growled and gave T-Bone's ass a hard slap which made the cat yelp in pain. The scaly male then gripped T-Bone's cheeks in his hands, squeezing them firmly and parting them so he could get a good eyeful of T-Bone's fuckhole. Viper purred at the sight of it. It looked so tight, so welcoming, so fuckable. Viper couldn't hold himself back. He needed to feel that tight ass of T-Bone's around his cock.

With no further delay, Viper pulled T-Bone closer and thrust forward, burying over half of his cock inside him with a single thrust.

"Arrrgh!! Fuck!!" T-Bone cried out, his ass screaming in pain as it was violated by Viper's massive, fat cock.

"Ohh, yessssss!" Viper moaned with pleasure, "You make a good cock warmer, SSSSSSWAT Kat!" T-Bones ass gave him some resistance, but Viper kept pushing himself deeper, forcing inch after inch of his dick into his bitch and making the cat moan under him. Before long he'd started pounding away at his ass; fucking him with deep and steady thrusts, his cock twitching in T-Bones ass, a few drops of pre falling from his tip and staining T-Bone's walls whose own pathetic cock bobbed up and down along with Viper's thrusting. He clenched his teeth, gasping and groaning as he was made to take every inch of Viper's manhood into him. He attempted to struggle, but the tentacles kept him in check.

"Feel this, kit?!" Viper growled, thrusting in deep, "This is what a real cock can do! Unlike that thing you have down there! Heh, you're a pathetic little kit! Now take my cock you filthy whore!" his thrusts were intensifying and he shoved every inch of his cock as deep into T-Bones ass as he could, his fingernails digging into his tubby rump as his grip tightened. Every hard thrust he made had T-Bone moaning and whimpering loudly.

"Unf! Nghh! Ahh...!" T-Bone gasped, "S-stop...! Get it out of me you perverted fuck!"

"Mrrrr... As much as I like hearing you moan, your constant protests are getting on my nerves." Viper said, "Maybe we should get something in that mouth of yours to shut you up." as soon as he'd said it, one of the many tentacles drew close and shoved itself inside T-Bone's maw.

"Hrrrmph!" he cried out and tried to pull away, but the tentacle held strong and shoved itself deep down the cat's throat and started to fuck him the same way the other tentacles were fucking Razor.

The tentacles and their master continued to use and abuse the two cats, fucking them hard and rough, making them whimper and moan as they humiliated them. Razor felt the tentacle in his mouth start throbbing and pulsing; a thick, viscous fluid dripping from its tip which covered Razor's tongue, leaving him with a strong, salty taste in his mouth. The tentacle was doing something, but Razor didn't know what, although his curiosity was answered mere seconds later when he suddenly felt his mouth flooded with warm, salty cum. The tentacle pumped him full of the stuff, forcing him to swallow it while it continued to work in and out of his maw, smearing his tongue with its load and filling Razor's belly with it. Razor could only groan and attempt to pull away in vain while the tentacle filled him up. It soon shot the last rope of cum inside him and slowly slid itself out of his mouth, cum dripping from its tip onto the fur of his face. Razor gasped for air now that his mouth was free and he could feel the tentacle's cum dripping from his mouth and down his cheeks, smearing and matting his fur in the stuff. To his dismay, a second tentacle started to approach his maw as th other one left. He turned his head away from it.

"N-no, please! Not aga-hrrrmph!" the tentacle showed no mercy. It shoved itself into Razor's maw and began fucking him long and hard, just like the other one had. Razor's eyes were watering at this point. The pain and humiliation of the whole thing was too much. The two tentacles that were fucking his ass had only started thrusting harder inside him; not letting up for a single second. It wasn't long until one of them blew its own load inside the feline who could feel it pumping his bowels full of the thick seed. He winced, his ass clenching around the tentacles, his own cock twitching and throbbing as it was molested and stroked.

The newly unloaded tentacle in Razor's ass soon pulled out, shooting one last rope of cum over his crotch and being replaced by another tentacle in seconds. Razor just wasn't getting a break. It went on for what felt like hours; whenever one tentacle came inside him, another would quickly take its place. Even some of the tentacles that were simply stroking and teasing his body eventually came over him, covering his naked body in their cum. His face, chest, belly, cock and balls; they were all a mess of cum, and the tentacles showed no sign of stopping. Every couple minutes or so, another tentacle would blow its load, adding to the already huge amounts of jizz that was either covering his fur or filling his insides. Nearby, Razor could hear Viper gasping.

"Mrrrrr! I'm getting close, whore!" he growled, thrusting in deep and making T-Bone cry out around the tentacle in his mouth. T-Bone's cock was being tormented in the same way Razor's was. A tentacle had wrapped itself around his tiny shaft and had begun to stroke it furiously, which got a few involuntary thrusts against it from the cat. Viper wasn't the only one getting close. The attention Razor continued to get to his cock was quickly pushing him towards his climax and he knew he wouldn't be able to stop his impending orgasm.

"Mrrph... Mmm!" Razor moaned, his muffled voice suddenly turning high-pitched as he instinctively thrust upwards, cock throbbing as the tentacle worked over his length until he finally came all over himself. He cried out around the tentacle as his balls tensed and his cock pulsed, shooting load after load of his thick seed onto his fur. He panted, hips bucking as he came, his ass twitching and tightening around the two fat appendages inside him.

His orgasm seemed to last an eternity, but his stream of cum finally tapered off and came to a stop, his cock calming and resting against his belly as the tentacle jerking him off slowly unwrapped itself from around his cock and pulled back. Razor went limp, exhausted from his climax, barely able to struggle anymore. Nearby, he heard Viper laughing.

"Haha! Looks like your boyfriend's enjoying himself over there!" he laughed, "That's a big load for such a sssssmall cock!" T-Bone whimpered in reply, staring at his cum-covered companion who the tentacles continued to violate. As he gazed at the smaller cat he suddenly heard Viper give a sudden hiss, the cock in his ass starting to pulse hard. T-Bone, suddenly realizing he was about to have the evil Doctor Viper's cum pumped into him, attempted to struggle once again. He wasn't going to let himself be violated like this... He just couldn't handle the thought of being filled with Viper of all people's seed.

Unfortunately for T-Bone, he didn't have a choice in the matter. Try as he might, he couldn't tear away from his tormentor and he soon found his body being filled with his load, the stuff covering his insides, splattering across his g-spot and making him moan and cry out. The tentacle manhandling his cock had picked up the pace too; it seemed eager to make the furry bitch cum. It didn't have to work hard as the stroking his cock was getting combined with the feel of Viper's cock slamming against his prostate, covering it in his cum soon sent T-Bone over the edge. With a loud but muffled moan he blew his load, covering the floor beneath him with his cum, as well as the tentacle that continued to jerk him off, coaxing more and more of his cum from his heavy balls. His body was awash with forced pleasure which made him shiver and convulse until he finally shot the last of his cum from his aching cock.

Viper pulled out and shot the last few ropes of cum over T-Bones stretched and gaping asshole.

"Mrrrr, your as good a fuck as I imagined, SWAT Kat." Viper purred approvingly. The tentacle in T-Bone's mouth pulled out and shot its own load across the cat's face, covering his yellow fur in the sticky white stuff with a good amount of it managing to land inside his maw.

"F-fuck!" T-Bone gasped. His ass was racked with pain from having Viper's cock inside him; it burned and throbbed, the mutant's cum dripping from his body and splattering onto the floor below. Viper snapped his fingers and the tentacles repositioned the used and humiliated cats, the many that were having their way with Razor pulling out of his holes as they did. They now held them in an upright position, holding their arms above their heads as if they were prisoners in a dungeon. Viper stepped in front of them and examined the two felines, his cock slowly softening back into his slit.

"Hehe, my, we really did a number on you two, didn't we?" Viper smirked, "You look like a couple of cheap whores, all covered in cum like that. Heh, you two are pathetic."

"You... You've had your fun..." T-Bone gasped, still trying to recover his breath, "What're you gonna do with us now?"

"Now?" Viper asked with a shrug, "I'll keep you here. You two can be my fucktoys when the stress of ruling over Megakat City becomes too great. Oh, yes; once I turn the city into my own personal swamp, I will rule over it myself, and with the SWAT Kats at the mercy of my tentacle beast, nobody will stop me!" he gave a raucous, maniacal laugh and turned to leave. The SWAT Kats had no choice but to watch him go to carry out whatever evil plan he'd cooked up. They weren't able to break out of the tentacle's grasp before, and now in their weakened and abused state they stood even less of a chance of getting out of there.

"You... You better have a plan to get us outta here, Sureshot." T-Bone said.

"I got nothin', man..." Razor said.

"Well, shit, what d'we do? We can't just let him take over the city!"

"I dunno, big guy." Razor sighed, "We... We gotta get our strength back first of all. No way we're getting outta here like this."

"Dammit..." T-Bone cursed and shook his head. Neither cats had an idea of what to do to stop Viper, but it seemed like their only course of action at the moment was to wait for an opportunity to escape... Until then, the two of them would have to accept being at the mercy of the evil, perverted Doctor Viper and his horny tentacle beast...

THE END