Doctor Olivia Otctavius

The next morning Peter woke up from Bed nothing unusual there but is apartment wasn’t he was used to it was a cramp one room apartment but a loft Spartan but well furnished. He looks around seeing this wondering what was going on. He looked around and found serval things in this apartment that belong him. Then he looks at the clock and realized he need to rush to the Campus or he would be late. So quickly as he could he shower, dress, and ate a small breakfast burrito. And Web swing towards school luckily it was only one purse snatcher so he was able to get there on time. Be as he sat in his advance Mechanics class he saw a somewhat familiar face as his professor walked in. Then memories hit him it was Dr. Oliva Octavius.

She was a curvy woman not what you call fat but she had weight to her body especially to bust and hips while she was sexy side of plump. She gets a lot of crap from people because of her age and figure but she gets twice that in support by older women and plus size people saying that she is a normal person with super powers. No super model figure but someone working with what they got. He remembers it all he met her in high school she was only genius scientist back then who she took under her wing seeing his potential. Then when he turn eighteen and was accepted to here Empire University he was giving a full tour or her body. This was all before she became Doctor Octopus then it was a strange love-hate relationship. Sexual tension is an understatement but it was there and around the time where the old Doctor tried brainwashing him and marrying his aunt is that time. This timeline she turned things around and became a hero because she couldn’t go through with truly hurting her young once lover. She personally went after gangsters and organizes crime figures not in just New York but from Manhattan and to Chicago. The only thing he doesn’t approve of is the fact she will kill men she deems too dangerous to be left alive even employs the Punisher to do the Job. Now she is one of New Yorks personal heroes and well like despite Jameson’s bad press but when you have a major company and can use the press the same way it became something JJ couldn’t handle a fair fight.

That and while she was like Tony Stark and Luke Cage no real secret Identity she had enough security drones, weaponry, and personal she hired herself to her bodyguards that attacking the school was equivalent to suicided as serval mobsters figured out the hard way. None of them got close to the student body even without her here thanks to Spiderman popping in saving the day. And she was considered the most popular professor not only because of her hero status but because she made class interesting.

“Mr. Parker could I see you after class I know you have time before to have to that rag of a paper daily bugle,”

“Of course doctor,” Peter said as looked upon here more thorough while he watches others in his class leave though this was her first class she didn’t have another for two hours. When the last student left Oliva locked the door and pulled down the shade. And as added feature, she put on what she would call blackout system a tiny device that blocks out electronic signal and sound. Meaning you can’t see or hear what goes on ten feet around the object. But those were a size of pill bottle cap hers were the size of a small dish making the whole room private. At first, peter thought she was going to talk Hero business until he saw a predatory smile and unbutton her suit jacket and hanged on her personal coat rack by the door. While Dr. Octavius back was to him Peter looked her figure couldn’t help but be intrigued. She was wearing a skirt; a short dark brown skirt and again her lovely legs were adorned with stockings. I followed the line up her leg, farther this time to her wide shapely ass. ‘Defiantly has a bigger ass than MJ’s She turned. I was speechless, she was wearing a tight open front white blouse top. This top was made to show some cleavage but not too much. ‘DD compared to Mary Jane firm C-cup compared to Doc Oct makes a sexy cougar that can go toe to toe with her even if she has a little weight to her body but it was all in the right places.

“Good afternoon Mister Parker .” She said sliding her hand down his gymnast fit body ‘Okay, either she wants a quickie or is going to use me to scout out another gang or corrupt company for her he thought as he felt ‘other’ web shooter stiffen in his pants.

“Good afternoon Doctor Oct….” he started to say sheepishly but was interrupted.

“Peter we discussed this when we are alone its Oliva,”

“Okay Oliva, but what do you want from me another scouting mission,”

“No, not this time. This time I want you,” as he felt her stroking his piece he tried to think fast. Then something appeared in front of him. A screen appeared in front of him that he saw in some dating Sims gave him dialog options.

Well if you are so insistent … +5 romance 85% 100%

Oliva please I don’t want to go through with this again I don’t want to be a fling and be toss aside + 10 respect +10 romance

I don’t have time to be your fuck toy - 5 romance 85% 90%

As he observed his choices he realized that what Horizon meant by a helping guide. And so easy he even the blob could understand it. Seeing how no matter how tempting this situation was jumped in the sack with her he didn’t think it was the best time.

“Oliva please I don’t want to go through with this again I don’t want to be a fling and be toss aside,” Peter stated as he watches the states raised and was surprised by the results. Romance now at 80, respect at 65. He going have to look at this again hopefully without distractions.

“Peter I know it seems I merely use you for comfort and pleasure but it more than that. Sex is not the only thing I want hell if wanted that I would let Tony have another shot, but I want more than that now. You were the first person to give me a chance when I tried to change my ways the one person who would be right to be suspicious gave me a shot. You help build my company which it still stuns me that you punish yourself by working for that idiot Jameson,” Oliva started. This explains why his apartment upgrades and help him and his Aunt Mays bills are being paid. But He still works for Jameson for another two years because of a contract. He can’t quit if he wanted to not if he wanted to be sued. But it was nice to have your old pay check to be pocket money. “I want you, Peter, because you have always made me a better woman, I want you because you make me feel truly beautiful, and you are best lover I ever had.”

Peter was touched by this and felt emotions from long time experiences both old and new to him. He could mentally see his resistant break as his instinct to plow this milf was calling him. All he need was one little push.

“Is there anything else I can do for you to change your mind?” she asked, leaning over to pat his arm, thereby nearly causing most of her breasts to fall out of her porthole of her blouse. “Anything at all?”

“Olivia, please! Please stop otherwise I will not but held responsible for my following actions,” he gasped, unable to pull his eyes away.

She put her forefinger under his chin and pushed his face up until she was looking into his agitated brown eyes. “We can’t have that, can we Pete?” she whispered. She saw a weakening resolve in his eyes, and slipped her hand on his crotch, unbuckled and drop his dress khaki to his shoes, under the hem of his briefs and gently grasped the at her favorite enormous column of cock meat she found there.

“My god Peter,” she gasped, “for a boy with such an innocent face you are more hung than any man I ever been with. I amaze how beautiful it every time I looked at it.” She did not let him go and pulled him free of his pants and Underwear with his dick in her hand. She pulled him towards her as she swiveled in her chair and placed her legs outside of his, clasping them to keep him still. He could break out easily but he didn’t want to. She was face to face with his 9-inch monster that was almost a thick as a soda can, and knew remembered quickly what had given her and other women the multiple orgasms. “Stupid bitch,” she muttered quietly as she gazed at his awesome weapon and dangling below his tightening scrotum holding walnut sized balls. It was beautiful. It was perfect. It was the most majestic cock she had ever seen, and she had seen a few.

“That is the most beautiful cock I have ever seen in my life.” The female version of Doc Octopus looked up and saw the smile on his face the cute little blush she loves embarrassing him. “Old as I am, I must have it. Now!” she demanded as she bent forward to kiss the knob. He grabbed her shoulders as she grabbed in both hands and started nibbling all around the helmet.

When she ran the tip of her tongue through the pre-cum pooled on tip of his cock, as Spidey shuddered and his knees buckled a bit. She quickly sucked then ran her tongue around the sensitive dome. He came to his senses despite the rousing pleasure, and put his hand under her chin and easing her off his dick, growled at her.

Another three options popped up but he wasn’t interested in anything other than the one that would get his dick wet.

Which was why the positive option was so strange.

Oliva please we can’t do this, I tried being a booty call for every woman heroine in New York I’m not like Tony I want something solid, not a fling +10 romance 90% 100%

“Oliva please we can’t do this, I'm tired being a booty call for every woman heroine in New York I’m not like Tony I want something solid, not a fling,”

“Peter you mean so much more than that to me,” Dr. Octavius took and almost motherly look on her face and had a two-handed grip on his pride and joy. “I’ll prove it you until you love me and how much you need a real woman, and I very well know you are turned on by me. Or at least, you can’t take your eyes off my tits.”

She unbuttons her top stood up and with a shrug of her shoulders, the filmy blouse fell off her shoulders to her waist, held there by the belt. She looked at him and pulled her shoulders back. Her breasts were huge, melon shaped, creamy white with a heavy tracery of blue veins. The nipples were cone shaped rising an inch from her salmon pink areolae. They were also an inch in diameter and ruddy to look like raspberries. Her huge breasts had dropped a little until she pulled her shoulders back. Now they rose to their full, firm, thrusting prominence.

“Not bad for an old girl, eh? Have a feel. They won’t bite, though I know you do” she murmured still holding his throbbing penis. She had felt it jump as he had seen the magnificence of her bounteous breasts. He was hot and as rigid as steel. His eyes had flared and his mouth had gaped open when her blouse had dropped. She had him now. Peter was a tit man through and through and she knew this. And she also knew that super Model redhead was trying to get back with him. She felt no guilt. She was pragmatic the girl had her chance and blew it and as far as she was concern it was open season on his cute butt. She hardly knew her. Olivia wanted him, and his big prick, and didn’t give a fig for conscience.

She tugged him closer, using his cock. She was going to love this. He reached for her melon-like breasts with his hands, lifting them from their slightly drooping posture and began to reverently caress and mold them, occasionally rubbing a thumb over her perky nipples. They tightened and rose even further. Her tit felt smooth and hot, most women around 50 began to show veins but hers were almost no existence. Peter was totally mesmerized as his cock pulsating in her grip as she began to stork him slowly. When his pre-cum dripping down onto her soft belly she rubs it in. He wrenched his gaze away from her enormous nipples and looked into her amused eyes. Peter kissed her, gently at first, and then with increasing passion. They came up for air and as he moaned from almost expert touch.

Olivia moved backward until she felt a chair, tugging him with her. She spread her legs and pulled him between them.

“Lose the shirt and shoes you look ridiculous,” she demanded. He quickly pulled it over his head and shrugged it off his shoulders and the garment dropped to the floor behind him. His chest was lithe and hairless, his pectorals hard and muscular. He had an eight pack for a stomach. “Please fuck my tits, you big cocked boy,” she gasped, pulling his rigid cock between her heaving breasts. She trailed his knob up and down to lubricate the valley with his pre-cum, then grasped each of her melons and enclosed his cock, moving them up and down like a gigantic cunt.

He groaned and threw his head back. He and Mary Jane had done this often and he loved it. Now he was getting the treatment from a feminized version of his old enemy it was so wrong and it was so erotic, he was sure he was going to blow his load within seconds.

Peter’s dong appeared out of her mammoth cleavage as she moved her tits up and down his shaft. She knew he wouldn’t last long and started kissing and sucking the helmet every time it came near her mouth. He tasted so good! “Cum now!” Doc Oct growled, “cum for me baby.” She kept her luscious mouth clamped like a snake on his broad knob and was rewarded by a furious pulse of sperm. It leaped straight to the back of her throat, ejaculated great mouth full of pent up lust. It was followed by seven or eight more, each thick and creamy, heavenly to taste. She swallowed as much as she could but a fair bit escaped and dripped out of her mouth onto her heaving chest.

She looked up at him and smiled, licking her lips. “That was so nice. I hope there’s more where that came from, you horny bastard.” She put her hands on his forearms and pushed him down. “On your knees, Peter,” she whispered.

His cock, still fairly rigid, trailed down over her stomach leaving a snail trail. As he sank to his knees, his knob passed over her hirsute, black, curly pubes. He reached to find her pussy lips so that he could penetrate her.

“Now, now Peter I taught you better than that. Make me cum on your tongue first you are not Tony so you know that you please a woman first before you dive in.” She hunched forward and lifted her meaty thighs with stockings over the arms of the chair. Olivia grabbed him by the head and pulled his face into her moist grove as she scrunched up her dress and moved her lace panties to the side.

It was obvious that moisture was seeping down from her treasure trove and was making a bigger wet spot on her seat by the minute. He poked his long tongue out and gathered the latest drop and licked up between the folds as slowly as he could, returning it from whence it came. She moaned and her legs trembled. He did this a number of times watching to see if her clitoris would come out of hiding. Spiderman could see an almost pink bulge at the top of her cunt, large enough to be hiding something terrific. He reached up and found her breasts, fondling them and tweaking the huge nipples, as he continued to slurp. He started to alternately lick, then push his tongue into her cunt then lick her from the inside out. All the while letting his nose bump against her clit trying to bring it to full bloom. Suddenly, he speeded up his actions and added the variation of swirling his tongue around her clit hood. Within seconds, a clitoris about an inch long and meaty, thrust out at him.

‘Yep, she was big all over!’ he though Now he licked her labia, drove his tongue into her hot box, then swirled it around her huge clit. This caused her to lose it and tried to break his neck as he hands and legs were squeezing and wrenching his head trying to ride out her big O. As she came back down from her high peter felt mischievous and began to swirl around her clit again bring his fingers Judging by her rapidly increasing cries of “oh, oh,” and exclamations of “suck it you sweet bastard,” he guessed she was about to pop. Suddenly, he simply clamped his lips onto her clit and sucked it hard and rhythmically. She humped her hairy cunt into his face and came, wildly, wailing like a banshee. His chin again was hit by a gush of hot sticky fluid that dropped onto his waiting cock like a message from heaven.

Not wanting to wait anymore he cleaned her fluids up with his eager tongue rose from his knees. Impatiently, he grabbed his cock and jammed it into her welcoming cunt, still pulsing from the aftershocks of her gigantic orgasm. “Yessssss,” she hissed, “shove it in as far as you can, balls and all. I want to feel it in my throat.”

Peter smile internally remembering the collected doctor got rather nasty the more orgasms she received. In that position, her cunt wide open, he was able to get it in all the way on the first lunge, something no other woman had been able to accommodate. Still, it was a snug fit almost as if her pussy was trying to grab on his cock massaging it. While not virgin tight she was squeezed him hard from within while the tip of his cock butted against her cervix. This, in turn, hit her G-spot which was buried deeper than most women forcing her to dilate a small faucet of her juices. Despite the lubricity of her orgasm, she was still tight about him and he paused to savor the feel of her pussy pulsing around him. Peter looked and saw that she look like most women he ever slept with mouth hanging slightly open, and her eyes were glazed. No expects baby face ‘puny’ Parker to be hung like he was in the NBA. He grabbed her one of her breast and suckled her huge nipple and began fucking her with long, teasingly slow strokes. He wanted to last a while, to enjoy the sheer pleasure of fucking this huge titted sex goddess.

“Hard, faster,” she begged as her legs began to encircle him. He responded and piston himself and fast as he could without damaging soon after 5 minutes of this he felt her cunt walls clamp on his cock so hard that he had to stop. Suddenly, his dick was bathed in hot, slimy woman spunk that **** its way out past her lips and dripped onto his balls. Thought he was still iron hard he was willing to wait for her to catch her breath. Soon as she was coherent she moved her sexy body and bent over the desk and bunch up the bottom of the dress and completely removed panties, completely showing him her cave of wonders.

“More, I want more! Oh, how I have been waiting to be fucked like this again hell I think you grew since the last time I saw you. Your pretty ex-wife never going to get you back. Fuck meeeeeeee!” Peter turn on by her dirty talk began pounding her as she commanded. While not the tightest cunt Spidey had experienced, he was nevertheless enjoying himself immensely as he plowed the stoic older superheroine into a wanton bundle of lust. Gripping her overflowing titties and pinching her big dark nipples cruelly, he rode the woman hard until his bollocks tightened and he shot another copious load deep into her grasping womb. That brought on an altogether enormous orgasm that had her falling forward onto the desk with her knees giving way. He's still spouting prick was pulled suddenly from her spasming cunt with a loud pop and he drenched her enormous white buttocks with several streamers of hot spunk leaving the room smelling of sex. As another gigantic orgasm rocked her brains and shook her legs leaving them trembling and feeling like jelly. His broad pole was dragging back and forth across the bulge of her G-spot and she was having the multiple orgasms that he seemed to think were a normal reaction to women he fucked.