A Week Later, A Spider Cross A Cat

Things hadn’t gone wrong in a while, and that felt massively wrong to Peter Parker.

He’d spent a good portion of the week trying to find that old lady again. Seeing if he could find her on the same bench or any subsequent bench around New York. Swinging around to find out if he could undo this weird curse that had befallen him.

The weird curse…

Okay. If Spidey were to admit, the ‘curse’ was fairly mild in the grand scheme of reality changes he’d been afflicted by in life. No symbiotes eating his soul, no battleworlds full of villains, and the fact New York was still standing was better than most of his Tuesdays.

So what had changed? Well… women.

Not so much their design or bodies, more their attitudes towards men. They were freer. More open about their sexuality. Now instead of being uncomfortable by being catcalled on the street, Peter had seen more men turn their heads away from women who whistle at them for being ‘sexy’.

And yes, the men had changed too. If Peter was to describe it, all of them had the ‘sex’ portion of their brains sucked out by an evil tube. Women were more down to clown than ever before, but they were surrounded by guys who just wanted intimate and quiet relationships. Not a lot else had changed. Captain America still fought for what was right. Reed Richards still used his mind to help the world. The X-Men were still in a struggle for survival. But when Spidey visited the Avengers HQ for a debrief he had casually thrown a compliment to She-Hulk’s new suit, which caused her face to light up in such ecstatic pleasure that she was adorably beaming for the rest of the meeting.

Somehow Spidey had wound up in a world where women were starved for physical attention.

And their raging hormones still affected him plenty.

The trip to visit the Avengers had nearly revealed how out of place he really was. After complimenting Jennifer he also walked in on Carol working out topless in the gym (it was more weird for guys to get their shirts off in this world) and he could tell she was trying to catch a look at his crotch after he hid it so conspicuously as he did. Not to mention sitting next to Jess and all of her natural Spider Pheromones…

It was getting bad. Peter always had a bit of a raised libido since getting bitten by the spider, but now he was back in high school mode of unloading his balls every night just to survive.

Finding the old woman to undo this universe transfer was paramount… right?

He’d avoided his female friends as much as he could here, but it was inevitable in some places. Seeing Betty so brazen at the Bugle. Seeing Sue seductively ache at the Baxter Building. And his mind kept going back to thinking about MJ… if she needed someone to help with her libido…

No. He was a damned hero! Not a horny teen!

Even swinging around rooftops wasn’t helping. Crime was taking an annoying day off today, so Peter could use nothing to distract him from his growing trouser problem.

“I’m just going to have to go to Strange, see if he can figure which universe I came from and send me back,” said Peter to only himself, landing on a flat topped roof of New York to rurvey the setting sun on his city. “Still, been in worse hell holes than this. At least nothing major changed, like Norman being president again… ugh, I better get home and sort myself out before Doc Ock appears and he sees an unfortunate spider bulg-”

“Oh, I don’t know. A guy with that bowl hair cut? I’m sure he’d appreciate it as much as me.”

Spider-sense, oh spider-sense. Why did you forgo your master when he really needs you?

Like landing on the same roof top as the sexiest woman in skin tight leather.

“F-Felicia!” Peter exclaimed, falling off the roof briefly before crawling back up so he could rest his arms on the roof and dangle his legs. “Uhm, h-how are things?”

She smiled that oh so seductive smile with such pouty lips it could make a stone blush.

With a shrug and a smirk, she walked towards him while hips were swaying, “Just making the rounds. Picking a few pockets. Nabbing a few diamonds. Then I saw my favourite bug boy waltzing around in that skin tight spandex and I couldn’t help but get closer to admire the view.” Her unbelievable ass noticeably squished against the brick as she sat next to Peter, “Though, that does mean you’ll have to crawl that sexy butt up here.”

“N-no… no I’m alright.”

“Really, Peter? After all we’ve been through you can’t let me just take a little look at that nice spider package?” Her teasing was unending and cruel to one so erect already, though she hadn’t the faintest idea that was the case. Felicia was intuitive though, and her friend was acting strange in front of her. So when he turned away embarrassed, she got concerned, “Peter? Seriously now, is everything okay? Something wrong with your foot?”

He gulped, feeling extra layers of Parker guilt now that it was clear their friendship was just as deep as it was on his world, “Y-yeah. Yeah. I…” Her pretty face wore such genuine emotions. It wasn’t fair to lie to her, so without dragging it along he just faced the music, “I just have a bit of a downstairs problem, okay?”

He crawled up the wall to reveal said erection. Hiding it was always the hardest part of the job whenever he had fought with Jessica or against Enchantress. Felicia had seen it before when they were dating, though right now she was acting like she’d seen a ghost.

“O-o-oh god, oh my god, d-do you have…?” She said, looking visibly shocked by Spidey’s crotch. Pointing one claw at it like she was scared of the thing, “Are you in heat?! Do spiders even have heat cycles?!”

Feeling embarrassed to have been caught in such a state, Peter quickly turned and hopped up onto the ledge. Ready to swing away at the drop of a hat, or as soon as his friend started laughing at him.

“Sorry Felicia, I really don’t feel like going through your teasing routine.”

“MY teasing routine?!” She said, very aghast by his implication, “Look at you, crouching with your big butt out in such a skin tight outfit. Always soaring about with those amazing muscles and that beautiful bulge.”

This was… far more direct than Black Cat’s usual shtick. Her tit and tat cat act often got the spider flustered enough that he was happy his mask was red to cover his red face. But right now it seemed like she was the one in heat with how she was panting in his direction. Looking almost **** in how sweaty and horny she seemed.

It was honestly a little tempting to take her up on the offer for once.

But he couldn’t… if there was some magic Dr Strange hex on the whole world it wouldn’t be right to take advantage, right? Even if Spider Jr. was feeling rather heavy in its desires.

“Peter…” She gulped, landing her soft body against his in an almost timid hug. Bridging the gap between them while he had been thinking. Felicia now had her clawed hands around his torso, clearly giving his costume a few sniffs while in this position. “I… if you really are in pain, down there, I-I-I… look, just d-don’t be afraid to ask, okay? I won’t think any less of you. It goes without saying that I’d be happy to help, j-just as friends! God, you must think I’m such a freak…”

“No…” He quickly reprimanded her, though it was through bated breath. Whatever was coursing through his veins was getting worse by the feel of those fantastic bosoms against his back. Such thin fabric separated his body and her softness. It was making everything harder.

Including resisting.

Peter shrugged her off gently. Slowly turning his body around until he no longer faced the sunset stricken skyline, and instead looking at the curvy beauty. It was painfully obvious that his cock was nearly ripping from his costume, and Felicia was literally drooling into her cleavage at the sight of him.

Maybe it was the fact she’d pulled the friend card, but Peter felt like he could be forgiven a little for giving into this witch’s blessing/curse. Especially if he didn’t take too much advantage.

“Um… can I, maybe, borrow your lip-?”

“YES!”

She didn’t even hesitate. Her eagerness was hard to resist as Felicia quickly rushed forward with a huge smile on those puffy red stained lips.

“A-anytime you wanna kiss, I don’t mind at all, Spider.” Her breath was warm and ragged. Peter could tell even through the mask that he slowly peeled away. Admittedly this wasn’t what he meant at all, but she was so excited to kiss him that he thought not to take away her dreams. As soon as his lips appeared she literally squeaked in excitement. Her sweaty blush made him wonder how repressed she must truly feel in this new weird reality.

Her face was so very close, lips twitching to be kissed, looking like she still daren’t bridge the gap lest it all be a cruel trick by the nefarious Spider-Menace.

The tension between them (and the tension in his pants) made it impossible for Spidey not to finish the job. Landing a kiss on Felicia and diving into the silky soft embrace of the sexy cat girl.

Her taste was just the same amazing sweetness as it always had been. Their on-again, off-again relationship had been a little frayed at times, but Mr Parker could never deny the sex was amazing with Ms. Hardy. Her slightly cherry lipstick, the full supermodel lips, and the way she always took exactly what she wanted from him…

Actually that last part was different.

Felicia was timid today. Not ****, more shy or worried she’d cross a line. By now her hands would be on his back or ass, her tongue would be down his throat, and their bodies would be rubbing against each other. Right now her hands were twitching by her side, her lips stayed closed, and her posture was leaning forwards like this was the 1940s and her dad was watching them kiss outside her house after a pleasant date. None of it had Felicia’s usual animalistic wildness.

“D-do you mind if I… f-feel your chest a bit? Please?” Her question punctuated his confusion. She asked so much more politely than she’d ever sounded in the past.

“Uhm, sure?” He said, finding this new Felicia cute but not the one his dick needed right now, “Can I… feel yours?”

“Wha-? O-Of course you can!” Hands went under her bosoms to present the perfect globes to the hero. “I thought guys liking breasts was just an urban legend! Are you… do you like them?”

God. Damn. What was up with this new world? Who could ever make this woman feel so unconfident in her ability to arouse? What was wrong with the men who made Felicia Fucking Hardy think her breasts were anything other than amazing?

“They’re beautiful, like you are.” said Peter, hoping to make this weird variant of his friend could start feeling a little better about herself while he was here. Gently the hero took her tits in his hand and squeezed. She looked close to tearful happiness, quickly taking his own muscular chest in her hands and running her fingers along his pecs.

Wasting no time, Black Cat quickly launched her lips back at her Spider’s. She felt amazed that someone was appreciating her body in such a way, especially someone as caring and amazing as Spider-Man. ‘Itchy’ didn’t even begin to describe the heat in her crotch right now.

Their make out went on for a little while, clearly driving both costumed heroes to near madness as their respective chest mauling picked up speed.

Neither Felicia nor Peter had ever had anyone treat their pecs/breasts in this way, with little nipple flicks and deep tissue squeezes from both sides, both were loving what the other was doing.

The cat was the first to break the kiss, legs going shaky and body getting overwhelmed by her horny, “Spider… I can’t-”

“Felicia,” He interrupted, taking his mask off fully to look her dead in the eyes, “When I asked if I could borrow your lips, this isn’t what I meant.”

The eyes behind the black mask went wide, then floated down.

The throbbing prize lying beneath her, bigger and harder than any penis she’d ever seen before.

She fell to her knees almost in a trance. Sniffing the untold treasures of a super hero’s spandex. Felicia reached forwards and slowly peeled down her friend’s pants, with every centimetre her obsessions becoming reality. It was said a woman thought about sex every twenty seconds, but right now the diagram of Black Cat’s brain was threatening to push out breathing for more words of sex.

Excitement at seeing that thick white meat in the New York lights was making her lightheaded.

And when that cock popped free, her heart definitely skipped a beat.

“Peter!” She exclaimed at his rigid hardness. She’d seen anatomical cocks in high-school textbooks, and the fake ones she used to get herself off every night, but the amazing and spectacular view in front of her was beyond all of that. Thick as a coke can, veins protruding like girthy webs, and a size that nearly poked her eye out. “Ohmhygod, oh fuck, ohfuck I can really suck this?!”

“Please hurr-oohmph!”

He didn’t get his wish out before Felicia’s warm mouth embraced him. The pressure was incredible. She seemed a little less sure of herself in this universe, but far more hungry. Soft pillowy lips were around his glans as her tongue went to town around his hood.

Felicia Hardy couldn’t be happier. Smegma-man here had provided so much beautiful gunk around his manly erection that she wouldn’t need to stop at a hot dog stand for dinner anymore. Gorging herself on the rarest of all God’s treats: an unwashed cock. Her tongue scooped so much of it out to swallow it, the sour taste sticking to her throat on the way down, and this was all before she actually started focusing on the cock!

She was squatting down with her legs wide. Her eyes were rolled back in pleasure as the red lipstick stained Spider-Man’s cock. She pushed herself down onto him, her breasts squashed against the brickwork and her hands keeping resting on his manly thighs. Stoking as much fire as she could by rubbing him, lest his strangely timed turgidity be lost forever.

On the other side of the fellating, Peter was having an amazing time. It felt like he hadn’t been able to get any relief for so long that now it was all being massaged out of him in real time.

Felicia’s throat was a masterpiece, if only for the beautiful girl staring up at him as he watched his cock disappear. Platinum locks cascading behind her face, jiggling with each gag of her attempts. “Y-you don’t have to ****-”

“Idumnthmndg!” She quickly shut down his attempts at gallantry, desperately trying to slut it up harder than he wanted her to stop. It didn’t seem to be really hurting her, and she was moaning so much… and the gags felt amazing, he couldn’t lie. So much hot and wet movement around his erection. She was getting better with each thrust. Each slurp of her lips. Each tongue flick and throat squeeze.

A rhythm began. Peter wasn’t that far down her throat, but she was able to create such a spongy warm home for his cock to be diving into. Having her eyes beg him for more was too addicting, all while her thick breasts pushed against his legs so softly.

Peter Parker had never skull fucked anyone, but with the way Felicia moaned his thrusts became more and more intense. The maddening thrills of her boiling throat made his thick pipe burn with lust, thinking of nothing but the silky walls of her throat grinding against him.

Soon it became too much, with his web shooter loaded up he just couldn't stop his hips.

"F-Felicia! I'm GONNA CUM!" He tried to warn. It was probably impossible for him to stop, but if she really didn't want it in her mouth this would be the time. But, as you'd expect, Black Cat simply wrapped her arms around his butt and squeezed him as far down as he could go. Bottoming out, balls against her chin, and lips against his mons, Peter unleashed it all, "NGGH!"

Sticky jism poured into the thief's stomach violently. It filled her, warmed her, and sent her over the edge that she'd been teetering on for a while. Her leather instantly soaked from her juices even more than the time she teamed up against Hydra with Thor and Iron Man. This was an actual man using her mouth as a toilet and jizzing into her mouth, a woman's true dream.

More and more the pulsing cock unloaded its spider seed. Retreating just enough to begin filling her mouth instead of just her stomach, letting the cat's tongue bathe in pure boiling salty semen, a taste she'd given up on tasting long ago.

And yet somehow Peter still wasn't done. A few last blasts escaping her mouth to attack her mask before ending its tyraid by dribbling into her unloved cleavage. He marked her with his seed. The brave, kind, funny, and oh so sexy Spider-Man had humped the fuck out of her mouth.

Felicia couldn't help but stroke herself over her clothes to cum again right in front of him.