Marvel Xxx Capcom

Good evening, afternoon, or even morning if that's when you decide to read smut! I'm back with yet another twisted tale from Marvel XXX Capcom! This one we have Spider-Man (AKA Peter Parker) who is a little out of his element as a college professor who is about to have a tutoring session with the Darkstalkers Catgirl, Felicia.

I think you can see where this is heading.

This work will have some age-play, cheating, voyeurism, and the classic teacher-student trope that has lived on in porn since the dawn of time.

#

The bells of St. Paul's College rang out, awakening Felicia from her daydreams of stardom. The other students of her class were halfway out of their theology lecture before she had even gotten her books back into her backpack.

"Just one more class," she told herself. She slid out of her desk and straightened her skirt. Due to her tail poking out from beneath it, Felicia always made a habit of checking it so she didn't accidentally flash any of the nuns scurrying around.

Felicia walked along the hall of the girl's school, ignoring the looks she got from some of the other girls. Although they all had to wear the same navy blue skirts and white shirts as part of their uniforms, Felicia stuck out.

She was a catgirl, plain and simple. There were no other catgirls in the school and while the world was full of mutants, monsters, and robots, she was the only catgirl in the world (although, she'd heard word of a boy from a school nearby who could turn into a wolf). So, people often stared when they saw furry white ears, tail, or paws that she couldn't simply hide.

And if that wasn't bad enough, she was also a freshman. Lowest of the low. Bottom of the food-chain.

She rounded the corner, walking past the gym entrance when she felt someone tug on her tail.

"Hey," she spun around, hissing.

Sakura stood behind her wearing her gym clothes and a mischievous grin on her face. She was Felicia's roommate and one of the only friends she had, which made her one of the few people who could get away with pulling on her tail like that without getting clawed in the face.

"Hey, Felicia. Heading back to the dorm? I was going to see if you wanted to stop by Cuties and get a couple drinks. I just got out of a lab that has me rethinking my major."

"Oh, hey, Sakura. I would love that but I can't." Felicia frowned at the thought of disappointing her friend. "I'm sorry. I have my tutoring session with Professor Parker."

Sakura just laughed. "You're not sorry. Don't mind me, though. I don't want to get in between you and your little crush."

Felicia leaped at her friend and covered her mouth with a paw. Her cheeks were rosy red, which was only made more obvious by the white of her fur.

"Shut it, Sakura. It's not like that."

"Sure, sure," Sakura said. "How many times did you write his name in your notebook today? A thousand?"

Felicia gripped her backpack as if her friend were about to steal it from her and take her notebook out of it. "I just need help with some physics."

"Oh, I'm sure it will get physical."

"Well, yeah, he's cute in a nerdy way but it's not like he and I will ever be a thing." She stopped and sighed. "Especially with that actress wife of his. God, I wish I was her. Then, I could just be a star and not worry about physics."

Sakura grinned. "Is that the only reason you want to be her?"

"Shut it," she repeated, her cheeks burning.

Sakura shrugged. "All I'm saying is you're technically an adult. He's an adult. And maybe he wants to..." She paused as a nun walked by. "...pet a kitty."

"Stop it!" Felicia said.

But she was right. Because Felicia had taken a year off from school, she was now 19, which put her older than most in her class.

Felicia glanced back and saw the clock. "Shoot, I have to go. I'm already five minutes late. Chat tonight?"

"Give me all the dirty details later!" Sakura said, watching her friend rush down the hall.

#

Peter Parker was the one man at St. Rose's that wasn't a priest. Apparently, not many clergy members were very adept at the sciences, so they were desperate. As luck would have it, so was Peter. He needed a day job when his wife, Mary Jane, asked him to move to California in pursuit of her acting career. They didn't need the money since her career had been so successful thus far but he needed the distraction during the day to keep his mind off the fact that he had to leave his beloved New York just before the Shadaloo crime syndicate began popping up. His only consolations were that his wife was happy, the city was left in good hands, and that there was still plenty of crime happening in Los Angeles (albeit fewer places to swing from).

Today, though, he was beginning to wonder if it was worth it.

"What do you mean 're-shoots'?" Peter said into his phone. "So, how much longer will you be gone?"

There was a pause.

"That's...a long time, MJ." He sighed. "I don't know. I guess I just imagined me supporting you would mean I was, you know, with you. But if this is--"

Suddenly, his spider-senses went off, alerting him to nearby danger. He spun around and caught a glimpse of white fur ducking back into the hallway.

"Listen, I have a thing," he said. "I'll call you tonight."

With that, Peter hung up the call and looked at the doorway. Slowly but surely, Felicia poked her head in and acted as if she had just gotten there.

"Hey, Professor Parker. Sorry I'm late," she said, pulling up a seat to Peter's desk. "Should we get started?"

Peter knew that his student had to have heard some of the call with his wife, but he wasn't ready to talk about it, especially with said student.

So, he took a breath, loosened the tie around his neck a little, and said, "Hey, Felicia. What section were we on when we ended last week?"

They tried to start the session as normal but it was difficult. Felicia used to be a good student--the top of her class in the sciences--but she was also prone to daydreaming and usually it took Peter's patient attention to reel her back in. However, he was absent that day. He kept glancing down at his phone as he received text after text.

"Are you okay, Mr. Parker?"

Peter laughed. Hearing himself called by that name still took a lot of getting used to.

"I'm sorry, Felicia," he said. "I just haven't been all that present today, have I?"

"It's okay," Felicia said. Now she felt guilty for calling him out.

"I used to be like this in school," he said. "I always had my mind on something else. I guess you never really change."

"That...wasn't that long ago, was it?" Felicia asked.

Peter laughed again. "Are you asking my age, Felicia?"

She felt her cheeks go red. "Well, no. But I just mean...you act like you're so much older than me but it couldn't have been that long since you were in college..."

"No, you're right," he said. "I try acting like an adult here, but I guess that's just a mask I wear. I'm still that nerdy kid."

He paused, remembering those days and Felicia watched him, wishing she was old enough to be a part of those memories.

"Is that where you met your wife?" she dared to ask.

"Yeah, actually. By then, she was already on her way to stardom and I was star-struck by her."

Felicia sighed. "Lucky girl."

Peter raised an eyebrow.

"I mean..." Felicia began, trying to recover, "...she's been very successful. I would love to do what she's doing."

"Yeah, just make sure you don't leave your boyfriend behind when you do."

"I don't have a boyfriend, Professor," she said quickly. "No one really wants to date the 'catgirl', unfortunately."

"Oh, I'm sorry," Peter said. He reached out and took her hands. "I didn't mean...Listen, the important thing is that you do what you want to do and then someone will come alone who will see how great you are. I know another Felicia who has a thing for cats and she's got men falling at her feet, sometimes literally. It won't be long until you take the world by storm."

The sudden physical touch and Mr. Parker's sincere words began to stir something inside Felicia. She stared back at him, smiling and blushing all at once.

"I'm sorry," Peter said again. He pulled his hands away. "We should get back to work. Let's see, we were reviewing how to calculate the wavelength--"

"Mr. Parker, are you okay?" Felicia asked.

"Fine," Peter said.

"I just...I did overhear some of your conversation with your wife and you sounded upset."

His expression turned serious. "That was private, Felicia."

Felicia placed a paw on his thigh and looked up at him with apologetic eyes. "I know. I really didn't mean to. I was running late and I came in and you were on your phone and sounded upset about an 'open relationship' or something and I just didn't know what to do so I panicked and tried to make it seem like I wasn't just spying on you..."

Her voice trailed off when Peter looked down at the hand on his thigh but Felicia didn't move it.

"To be honest, Mr. Parker, I didn't start failing physics because I'm struggling with the material. I started doing poorly...on purpose." She moved her hand up his thigh. He could feel her claws through his pants. "I wanted to get some more time with you."

Peter's mouth went dry and he could feel himself getting...nervous. "Felicia, we really shouldn't..."

"Shouldn't what?" Felicia said. "This?"

She leaned in to her teacher and kissed him. Peter didn't push Felicia away nor did he reciprocate the kiss. He was frozen in shock while her lips pressed into his and didn't know what to do. When she finally pulled back, Peter immediately looked to the door, expecting a nun or another student to have walked in and caught the act, but no one was there.

Felicia, biting her lip, said, "Gosh, I've been wanting to do that for a long time, Professor."

"Felicia, this is...inappropriate," Peter replied, putting it lightly.

"Why?" she asked. "I'm an adult. So are you. There's nothing illegal about it."

"It's unethical," Peter replied. "I could lose my job."

Felicia ran her fingers up his pants, tracing the outline of his bulge with her claw. "I won't tell anyone, Professor Parker. I swear. This can just be our secret."

Peter's head was spinning. A week ago he would have scolded Felicia and quit his job on the spot. Today, though, his student had caught him at a weird crossroads. He had confronted MJ about how much time they'd spent apart since she was gone so much, shooting her new film, and then today she had brought up the possibility of opening their marriage so they could both "fulfill their needs."

"Please," she said. "I feel really comfortable around you. No other guy has been nice to me like you have and you're so mature."

"Aren't there any boys you could...'explore' these feelings with?" Peter said, even though he knew that was a flimsy excuse.

"Sure," she said. Her fingers were going back and forth, slowly stroking his cock outside of his pants. "But that's the problem: they're just boys." She leaned into his ear and whispered. "You're a man."

"We...can't, Felicia. It's...wrong."

"Here, let me try to change your mind." Felicia got down on her knees beneath the table and began to unzip Peter's pants. Before he could object, she had reached into his boxers and pulled out his cock, which was hard and dripping with pre-cum.

"Felicia, you need to st--"

Peter's speech was cut off as Felicia took his cock in her mouth and began to suck on it, moving slowly up and down. Her movement was stilted and her teeth, which were sharp, lightly scraped against his shaft. She was inexperienced but it was still pleasurable

"Oh, no..." he gasped.

Suddenly, Felicia bobbed up, taking his cock out of her mouth. "What? Was I doing it wrong? I'm sorry, I've never done this before except this one time when I practiced on a carrot while I was doing kitchen duty and--"

"No, you're doing great." Peter couldn't believe he was actually encouraging his student about this. "I just--"

Peter's spider-senses went off just moments before the classroom door opened. Peter froze and began to pull Felicia up from the desk but immediately nixed that idea, knowing how it would look if she suddenly appeared from below. Instead, he signaled for her to stay below, thanking whomever decided it would be a good idea to get a desk that was covered from the front.

A nun walked through the door. She was tall, clad in a black and white habit and entered with the confidence earned by years of respect and fear from students and faculty alike.

"Sister Rose," Peter said.

"Professor Parker," she said. "I hope I'm not intruding."

Peter shrugged and flashed the most innocent looking smile he could. Down below, Felicia waited, but couldn't take her eyes from her teacher's throbbing cock.

"No, of course not. What could you be interrupting?"

The nun raised an eyebrow and looked down at the physics book and notebook sitting in front of the empty seat where Felicia was.

"Right, other than my tutoring session with Felicia. She..." Peter suddenly felt Felicia take his cock and began to lick the tip. "...ohgod--she ran to the restroom."

"Ah, well that's fortunate," the nun said. "I wanted to speak to you about Felicia, actually."

"Oh?" Peter said, which was a question as well as a veiled attempt to express the pleasure he felt.

"Yes, well as you know, she is a very special girl."

"Mhmm." Felicia began to suck on his cock now, swallowing more and more of it.

"When she was brought to us, we knew she was unique," Sister Rose continued. "Not just because of her appearance but because she just had something in her. Something great."

Felicia took Peter's cock out of her mouth and gently began to stroke it with one hand, running her claws delicately along his tip with her other hand.

"I couldn't agree more," Peter said. Felicia was now bobbing up and down on him and he was about to explode. He needed to get her to stop but he knew if he moved his hands or did anything, he would give her away. And even worse, he knew that if he came, he wouldn't be able to keep his already delicate composure.

"Are you alright, Professor? You're sweating quite a lot."

"Please, call me Peter," he replied. "And yes, I'm fine. Just breaking a mental sweat. Teaching physics really...gets the blood going."

"I'm sure with Felicia it really does," she muttered.

"Pardon?"

"Well, as special as Felicia is, she is prone to distractions. But promise me something, Peter."

She took a step toward the table and leaned across it. Peter scooted his chair in, driving his dick into Felicia's throat accidentally. His student gagged for a second and pulled back, letting him slide out of her mouth as she stifled a cough.

The moment's break from what Felicia was doing to him allowed Peter time to compose himself as he felt himself under the head nun's scrutiny.

"Be firm with the girl. From my experience with her, she needs direction, so give it to her. If she doesn't want to listen, then that's when you need to get really hard on her."

Peter's break was momentary. He soon felt the familiar sensation of Felicia's lips wrapped around his tip, moving down the shaft. Sister Rose was saying something about punishment but it flew right over Peter's head.

"Peter?" the nun said, drawing his attention. "Does all of that make sense?"

He nodded. "Of course."

Sister Rose studied him for another moment, seemingly perplexed by their newest science teacher. "Well, I'll leave you to it. Where is that girl, anyways? It seems she's dilly-dallying in the restroom again. I'll go fetch her."

"Thank you, Sister Rose."

"Have a good night, Parker. I'll see you tomorrow but if you have any questions..." She smiled a polite, almost pretty smile. "Please don't hesitate to ring me up."

"Yes, Sister Rose," he said. "Have a good night."

And with that the nun disappeared. Almost immediately, Peter reached into his pocket and pulled out a webshooter. Felicia didn't notice, too busy servicing him to see, when he shot a quick web at the door, securing it from any other distractions.

Happy they were now truly alone, Peter turned his attention back to Felicia.

"That was a close one," he said.

Felicia took his cock out his mouth and began to stroke him again with one hand as she wiped her mouth with the other. "You're telling me."

"I think it's time for me to repay the favor," he replied.

"What do you...whoa!" Felicia exclaimed as Peter bent over and pulled her up from beneath the table. He gently placed her on top of the table with the effort as if she were merely a kitten. Next, he reached beneath her skirt and grabbed her ass, pulling her forward just slightly. As he did so, he kissed Felicia, who reciprocated.

With his hands still beneath her skirt, Peter pulled down her panties, which were pink with little blue flowers on them and completely soaked through, and exposed her pussy beneath her skirt. Letting her underwear hit the floor in a crumpled wad, Peter knelt down and buried his head beneath Felicia's skirt. Beneath, he found a patch of white fur that seemed to cover her pussy, but as he spread her legs apart, he found it stopped just above her labia.

"Oh!" Felicia exclaimed. She could feel her teacher's tongue on her pussy, licking. "Oh, Professor!"

Felicia was uncomfortable with her body most of the time. The girls in her class made her feel like she was some kind of freak, but at that moment, she felt like the most important girl in the world to her teacher. Even without touching her, he made her feel things that confused and excited her. To have it culminate with him now licking her pussy was almost too much. She soon began to feel something building up in her loins and as he licked, it built up more and more. Felicia had played with herself in the past, experimenting when she was alone in the showers, but the sensation she felt was never as intense as this.

Instead of resisting it, though, she simply ran her paw through her professor's hair and pulled him in.

"Professor Parker, I think...there's...something...wrong..." She couldn't hold it anymore. Suddenly, a wave of pleasure swept through her body, starting at her pussy and working its way up through the rest of her body. She layed back on the table and began to squeal in a way that almost caused Peter to stop, but when she pulled him in deeper with her legs, he had no choice but to continue.

Wave after wave of ecstasy hit Felicia as her cries turned to wimpers. Eventually, Peter pulled himself from her grasp and stood up to watch. Her eyes were closed and she almost looked like she was in pain.

"Felicia, are you okay?" he asked.

"Mmhmm," she replied, still twitching slightly, her tail gently flicking back and forth. Eventually, she took a deep breath and opened her eyes, sitting up. "That was incredible."

She leaned in and brought him in for a kiss, tasting herself on his tongue.

"Professor, I want to ask you something," she said.

"What is that?" he replied.

"Are you in love with your wife?"

Thoughts of Mary Jane hit him like a sack of rocks and suddenly he wasn't sure if he should be doing this anymore. He staggered back. "I did. Or, I do. It's...complicated."

"Are you going to regret being with me when this is all over?" she asked.

"No," Peter said. Maybe he would. Maybe he wouldn't. Maybe this was all a mistake. But in the moment, something about it felt right.

"Good," she said, almost relieved. "Because I have something to admit to you."

The blood in Peter's veins went cold.

"Like I said, I haven't really been with any guys. Like, at all." She looked away. "I'm a virgin."

"Oh," Peter said, letting out a slight chuckle. "That's okay. I wasn't much younger than you when I lost my virginity. But if you'd rather wait, we don't have to--"

"No," Felicia cut him off. "I want this, more than anything. Just...be gentle."