William sighed and stared out the window of his dorm; He missed Lyoko; fighting battles against X.A.N.A but something felt...off every since he'd been freed from X.A.N.A's control. He'd have strange dreams of X.A.N.A's mark; haunting in his dreams; trying to tell him something. But he never understood; or wanted to know until one night a few weeks after the Super Computer had shut down. As soon as William went to sleep the Mark of X.A.N.A appeared. "Who goes there!" called William into his dreams. The mark spoke. "You helped me; Not on your own free will but you still helped me. And despite my control over you; they don't trust you. They're not your friends. They're your enemies; whether I am gone or not." said X.A.N.A's mark. "But...Yumi..." said William. "Before you left Lyoko for the last time. I gave you a power; the power to control the minds of anyone you want. You were my plan B; Now use it wisely." said X.A.N.A vanishing.

William woke in a cold sweat and smiled evilly. "Time for some Payback." said William as the mark of X.A.N.A flashed in his eyes but only this time he didn't lose control; because the control was his.

The next morning after a night of preparation; A Saturday thankfully William strolled over to Ulrich and Odd's room. If he was going to have his payback; he'd have to start with the most capable fighters; But then he figured having the entire team under his control wouldn't hurt. He'd get the girls first so then they wouldn't be able to interfere with his fun with the boys. William headed to Yumi's house where she and Aelita were hanging out. They both opened the door and William grinned and the mark of X.A.N.A flashed in their eyes. "Do not make contact with the other members of the Lyoko team until I say so. For as long as you can remember I led the team, You Yumi are my girlfriend, and Ulrich, Odd, and Jeremy have obeyed my every command." said William as the girls uttered a nod and William left.

William headed over to the guy's dorm and headed up to Ulrich and Odd's room where headed in quietly and closed the door. Both boys were asleep and Kiwi had been sent home by Odd due to Jim almost finding the dog last week; which made this almost too easy. William locked the door and shook awake Odd. "W-what now?" asked Odd yawning. "Mine." said William as Odd's eyes flashed. William walked over to Ulrich and pinned him down. "H-hey! What are you doing?" asked Ulrich struggling. "Making a new life for myself. And since you've been my rival for Yumi's attention for years; You'll be my favorite new toy." grinned William. "N-no; what are you..." said Ulrich just before the mark flashed into his eyes also.

Jeremy who had heard Ulrich struggling ran in but also fell victim to William's stare. Jeremy closed and locked the door on William's command. "Kneel before your new master." said William as Odd, Ulrich, and Jeremy got down on their knees and bowed their heads. "Good bitches. Now; I'm Bi; so I'll be enjoying you three as my personal fuck toys. You'll each have a job; and no matter how humiliating it may be. You must do it. The choices are; My Slave; which means you'll do anything I want. My Pussy Bitch; meaning you'll do anything I want to even get a taste of my cock; and My Dog; who will get the pleasure of pleasing me in public and being treated like a dog." laughed William. "Now...Jeremy. You'll be my slave." said William. "Yes master." said Jeremy. "Odd; it only seems fitting that you become my dog." said William as he walked out and walked back in with a backpack.

"And That Leaves Pussy Bitch for Ulrich" grinned William. "Yes master." said the trio of slaves. "Strip Jeremy." said William. Jeremy stripped naked showing his soft 3 inch cock. "Such a tiny nerd." said William as he gave Jeremy a pair of briefs that said "William's Tiny Nerd Slave." written in sharpie on the front. "Odd; Strip; Dog's don't wear clothes. From this point on; you'll bark once for yes and twice for no. Understood?" asked William. Odd barked twice as he stripped naked. William smirked and locked a collar onto Odd's neck along with a leash attached. Odd's 5 inch soft cock in full display of everyone. William then reached down into Jeremy's briefs and to Odd's cock and locked a cock ring on them both. They both moaned slightly and William just grinned at Ulrich.

William stripped naked and grinned; his hard 9 inch cock pointing straight at Ulrich. "Guess that leaves you Ulrich." he smirked. "Stark licking my feet. Jeremy; go get me some chocolate syrup." commanded William. Both slaves agreed and Ulrich begain to lick William's nice big sweaty feet while Odd undressed Ulrich.

Ulrich started licking and kissing William's feet as William sat bare assed on Ulrich's pillow. Odd fully undressed Ulrich revealing his six inch hard cock. "Odd; put a cock ring on him." said William. "Woof!" barked Odd as William gave him a cock ring. Odd put the final cock ring on Ulrich. "Armpits dog." said William as he lifted his arms above his head.

Odd jumped onto the bed and started to lick William's sweaty armpits clean. William laughed at the fallen warriors; now his slaves for life. Jeremy returned with the chocolate syrup to find Ulrich and Odd licking away at William's armpits and feet; both of them switching on William's command. William smirked and took the chocolate syrup from Jeremy and poured some on Jeremy's cock and some on Odd's cock. "Sixty-nine; both of you." he commanded. Odd laid down and Jeremy laid on top of him.

Odd begain to lick the chocolate off Jeremy's cock and Jeremy began to suck the chocolate off Odd's cock. Earning big moans from the two eager slaves.

"See Ulrich. I reward my good slaves. They listen; but you don't. I told you to back off of Yumi and now look what happens. You're a slave to my dick; and now you have to listen and you'll get a nice big reward once you earn it; until then. Start lubing up my cock with your mouth bitch." said William as Ulrich jumped on his cock and started to lick and suck; moaning as loud as the two chocolate lovers were. William forced Ulrich's head still and began to hump his face; hard and fast. Ulrich kept trying to suck but only got more dool on William's cock.

William pulled off of Ulrich's mouth. "Present your pussy to me." grinned William as Ulrich got on his back and lifted his legs and spread his cheeks showing his nice, tight pucker. William grinned and with no hesitation thrusted in hard and fast; roughly fucking Ulrich. Ulrich groaned as his cherry was popped and he was fucked harder. William grinned and thrusted harder and faster; smacking Ulrich's ass every few thrusts.

William looked over to Odd and Jeremy; chocolate covering their mouths and moaning more and more with each passing minute. William laughed and fucked Ulrich harder and eventually blowing his load into Ulrich's new pussy. William pulled out of a moaning Ulrich and walked to his bag and pulled out a thick butt plug. William thrusted it into Ulrich's hole and grabbed the chocolate syrup and poured it over his cock. "Time to initiate you into slavery. Suck." grinned William. Ulrich; his legs unsteady; got onto his knees and started to suck William's cock; moaning as he did.

William looked down at Ulrich and his chocolate covered lips. "You like your new master's dick bitch?" asked William. "Yes master." moaned Ulrich. "Good" laughed William.

- Epilogue -

William shifted his ass on a throne of Ulrich's face. Ulrich licked and tongued William's hole as William moaned. "Such a good bitch." smirked William as he shifted around every few minutes. William petted Odd and Jeremy; both had 7 inch vibrators shoved firmly up their asses; both of them filled with each others and William's cum. "Here boy." called William. Odd rushed over and William who turned up his vibrator and then turned up the 9 inch one inside Ulrich; causing a massive moan from him. William laughed. "Perfect Gift X.A.N.A"