Arnold tried covering his ears to stop her voice from permeating his thought process, but even the muffled sound of her suggestions could not prohibit Arnold's subconscious thoughts from picking up her 'ideas' and having his newfound powers do the rest.

"....you would HATE me to be as beautiful and sexy as Wonder Woman, right?"

"No....I mean Yes! No...but.....yes, yes!!" Arnold sputtered trying in vain to trick his own mind and stop the fountain of magical abilities he was bestowing on Lila. A fountain that was starting to overflow...

"....and you wish I wasn't fast as Flash or as strong as the Hulk! Hell, I REALLY bet that you'd wish that I wasn't in ANY way as strong as the entire Justice League, huh?"

Lila paused and winked at Arnold as his face turned a pale white and his eyes whitened.

"No! Not the Entire Justice League's powers!" Arnold thought to himself as he suddenly slapped his forehead realizing he just gave in to her suggestion.

While everything had been a tingle to this point, albeit some really strong tingles, this one hit Lila like an orgasmic freight train! "Oooooohhh!" Lila cooed as she closed her eyes and felt every superpowered sensation race through her now 6'2" Amazonic frame and imbue her with the powers and abilities of the entire Justice League.

Not being familar with comics, she had no clue who was in the Justice League, except for Superman, Wonder Woman, Batman, and 'that guy who could talk to the whales'. Still, it didn't matter what she remembered -- Arnold's memory was the driving force. And being the consummate nerd, he had collected every Justice League comic since 1984 (issue #229). But even more importantly, he could remember every character like a virtual superhero encyclopedia.....

Aquaman...Black Canary...Elongated Man....Firestorm....Green Arrow....Red Tornado....Zatanna......

His own power plucked each character from each issue from his subconscious in rapid succession, each one causing Lila to gasp quietly and grin as she acquired their powers and abilities. The ability to telepathically communicate with sea animals, sonic scream power, ability to stretch, the power to alter mattter and energy, the abilities of a master archer, the powers of a master sorceress/magician! All her abilities now!

"This is a problem!" Arnold thought to himself as the understatement of the millinium. In the last 20 seconds since he wished Lila was weak and stupid, he had mistakenly turned her into one of the most intelligent, beautiful, and powerful beings in the universe. And it only was getting worse for Arnold and BETTER for Lila....

Martian Manhunter's invisibility and telepathic powers, Batman's powers of deduction, Apache Chief's growth powers, the powers of the Shazam Family....multiplied by Wonder Woman's amazonic abilites...to the power of Superman's kryptonian heritage! All hers!!

Lila stood transfixed, her eyelids fluttering in rapid unison as more and more power surged into her body. It seemed impossible that THAT much power could be held in a 'vessel' as tiny as Lila -- even at 6'2". But instead of making her bigger and bulkier, she only became more beautiful and radiant. Her body now that of a goddess -- or actually a comic book superheroine.

As the final surge of Superman's powers flowed into her, exponentially increasing her already prodigious powers, Lila's let out a primal grunt blasting every window out for half a city block. Her eyelids shot open, her eyes almost glowing a faint purple hue. She didn't say anything but merely patted her hands on her body as if to say "am I still here?"

Finally, a blank expression was splashed across Lila's face as she invoked her power of flight and proceeded to raise a foot off the floor and pivot in mid air to look down upon Arnold with discontent. Lila folded her sleek arms under her now monsterous bosums as an evil smile crept across her face.

"Yeah.....you would HATE me that powerful! I can TELL!"