Fortune Favors the bold!

'Why wait when they both want this?' Venom thought as his two halves got to work.

Spider-Man and the Black Cat moaned in their sleep as their bodies began to change. Black veins appeared all over their flesh and Venom got to work, twisting and altering their very organs and structure to bring their dreams into reality.

In Peter's apartment he panted as he kicked at the sheets, every breath causing his to change. His face became a bit sharper, lips puffing out while his nose got a touch smaller and more refined. His brown hair grew out, passing the mullet he'd had years before and becoming a long mane of lush hair that fell all around him. The shirt he was wearing began to stretch as, with each breath, his chest expanded as his pecs were altered. Rising like bread dough his newly forming breasts began to grow larger and fuller, milk leaking from his nipples as they grow wider, the nubs becoming thicker and begging to be sucked. Venom, remembering how amazon-like Peter had been in the dream, decided to give him more muscles, broadening his shoulders and making his legs and arms swell even as his tummy shrank... even as he gained a 6 pack of abs. Peter grew taller even as he gained a true pair of birthing hips. His hips widened as his ass ballooned out while Venom worked on the final change, altering Peter's genitals so that not only did his cock swell out to nearly double its length and girth but below and around it a tight waiting pussy formed, truly making Peter both male and female.

Felicia's own body wasn't idle either. Venom first gave her all the powers Peter had, knowing he wanted them to be true equals in the relationship. Her shoulders grew broader, bones cracking as they strengthened, and her arms and legs became truly beastial in their size. Her breasts remained the same though he did activate her milk ducts, but he did make her core all the stronger even as he caused her legs to stretch and grow as she rapidly increased in height. Felicia purred and moaned, rubbing herself in her sleep, slipping her hands into her panties just as Venom made the final changes, causing her clit to swell and expand. One inch. Two inch. Three inch. On and on as he altered it until it become a full on cock, a set of balls popping out of her vagina, churning with potent cum.

Within an hour where had once been New York's misunderstood hero and its greatest thief there were now two 7 foot tall amazon futas, dreaming wonderful dreams and ready to awaken to begin their new lives. Venom, tired from all he did, decided to rest... but not before putting into Peter and Felicia the need to find each other.