"Ugh.. my head.. oh God my side.." Spiderwoman sat up and immediately flopped back down. She was in such intense pain. The experimental chemical from earlier must have worn off in her sleep because now she was actively bleeding out and hurting badly. "I didn't mean to sleep here. Damn it. How do I get home to treat this? I don't have anything else with me.." She did the best she could to web her skin back together. She knew her super healing was helping keep her alive but how long could she last like this? She sat up again and pushed through the pain. She began walking, more like stumbling down the path she knew like the back of her hand. Even in pitch black darkness she knew her way around. "If I can just make it to the tree house I can sew this up and stop the bleeding. Then I should be able to heal normally.. I really need to be more careful from now on. What if I didn't have powers? What if he had gone a bit deeper? What if I.. died?" her thoughts began spiraling out of control and before she knew it she was on her hands and knees crying out from pain and fear. She stayed like that for a bit before getting back up and making her way to the base. "Just a little bit longer.. I can't give up now. Everything will be okay. I'll train harder. I'll get more experienced so this won't happen again. Then I'll have nothing to fear."
After what seemed like far too long she made it. She didn't know she had been watched the entire time by a man hiding in the woods. If she was in top condition she would have noticed right away but in her pitiful state even a bird could've snuck up on her. He watched as she patched herself up and took a long drink of whiskey from a mini fridge she had running off of solar. "Impressive.." he thought. She made her way to the roof and laid down to watch the stars as a buzz began to kick in. Nights like tonight reminded her why she hadn't given up the first few times she almost died. Human spirit was a crazy thing. She had a purpose. She wanted to help people. Originally being a failed scientist was her only way of contributing to society but now she was saving lives on a daily basis. But man was she exhausted from it all. Only a few months in and already wishing for a break.
*creak, mechanical noise, creak*
Snapped to attention she looked around. She surveyed the area around her and saw nothing when suddenly a large mechanical arm made it's way to the roof of her treehouse. Delighted she shouted, "Doctor Octavius! You're here! How'd you know I needed you?" Silence ensued. "Hey, doc? You there? Come on up. I've gotta tell you all about today. First there was this Rhino dude, man was he tough. Then Vulture wouldn't let me leave but I figured out one of his weaknesses. Well, a temporary weakness. Ow!" She yelled, "Agh! Oh yeah.. heh heh Vulture also left me with a pretty nice cut too. I tried out that new serum I told you about. It helped for a few hours. I didn't even feel it earlier. But now that it's worn off it really sucks." She waited for a response. "Hey.. Doc.. You're scaring me. I know it's you. You're the only one with this big clanky arms. Come on up here, unless you're hoping I'll come down to pour you a drink." She said in a joking manner.
Suddenly the arms started climbing up one by one until it revealed a man she didn't expect. Definitely not her precious Doctor Octavius. She had grown up in his laboratory and he was the first to know about her powers. So she knew even in the darkness the figure before her was clearly not his. "Hey! Who are you! Where did you get those arms? You better answer me or I'll! I'll!" She stopped realizing she wasn't sure what she'd do. After such a big fight and a deep cut she was definitely at a loss. She could feel the alcohol start to kick in and made her woozy when she tried to stand up. She began to fall over when he caught her with one of those arms. He got closer and whispered to her "Well that's one hell of a hello, beautiful." she blushed and tried pushing him away but his muscular chest caught her interest. "Damn.. I don't know what happening. Maybe it's the serum from earlier.. or the alcohol.. or the blood loss.. but this man is absolutely stunning." she thought. "Don't worry princess. I'm only borrowing this suit. surely you won't tell on me?" he asked her while lifting her chin to look into his eyes. She shook her head and gave him the most lust dripping stare. Her lips curled as she realized they were being pushed together, so close she could feel his entire body against her. Being in a skin right suit has it's drawbacks. One being how sensitive everything is.
"Oh.. well. Wait a minute, that's stealing! You're a thief!" she shouted at him trying to squirm away. Her side began bleeding again and she shouted out in pain. "Hm. That won't do will it, sugar?" The man asked while still holding her up. He thought for a moment then opened a compartment in the arms. From his connection to them he knew The Doctor had hidden plenty of different serums. This particular one would heal her automatically. "But wait.." he thought, "how peculiar.. and useful" he smirked. He laid her down and said "Here pretty little thing, I'll heal you. But in exchange.. I want a taste of your lips." Already in pain she saw no reason to refuse, a kiss is a kiss. Not to mention how handsome this man was.. what was she losing? She pulled the part of the mask she had built in for eating off and meekly nodded. He stuck the syringe into her arm so it would travel through her body healing every cut, bruise, and gash. Instantly she felt better and shot up to yell at him again for stealing and breaking into her tree house but as soon as she opened her mouth he stuck his tongue in between her lips and began kissing and sucking on them. "oh, ah~" spiderwoman moaned. "Had kissing ever felt this good?" she thought. It was as if it came naturally to their bodies. Kissing turned into making out which quickly turned into her rubbing against him. "If that's what I think it is.." she whispered while pushing her pelvis against his. His rock hard cock was throbbing and ready to rip through his pants. Her body was on fire and needed to know just how big he really was.. and how good it would feel to have him inside every part of her.
"Could I.. take it out?" she practically begged while staring at his body. He lifted off his shirt and began unbuttoning his pants. With the last button out busted his large cock landing on her face. "Ow!" she jolted and scooted back. "But.. wow. I've never seen a cock as big as this.. or as attractive.." As if being lured in she brought it to her mouth and began kissing and sucking the tip. Just the tip alone was enough to fill up her mouth. He kept an eye on her beautiful lips wrapped around his cock. "If only I had a camera with me.. fuck.. spider woman sucking MY cock.. this is perfect." the man thought. She began licking up and down the length coating it in saliva that dropped down his balls and her chin. "You've gotta take more than the tip.. come on babygirl. Suck it like a real woman. I believe in you." He encouraged her. Biting back her fears she began sucking it further. An inch, then two inches, then three.. until he began thrusting deeper into her mouth making her slightly gag. "Oh fuck.." He whispered and pat her head. She kept going until she had as much as she could fill her mouth with. It was going all the way to the back of her throat, filling her mouth up. She began bobbing her head back and forth using her tongue to make circles on his dick as she sucked. "Good girl.." he moaned out. She could feel her pussy tingling, the suit rubbing up against her sensitive areas. She put one hand down and started rubbing herself more. When he noticed this he pulled out of her mouth and began jerking off while watching. "Take it off.. I want to see you touch yourself, princess." She blushed and shook her head. "That's embarrassing!" she said and started to turn away. Using one of the mechanical arms he grabbed her wrist and reminded her he asked nicely. He began to undo her suit until her pussy and ass were both fully exposed. She put up a fight so he used the arms to pin her down. He held her up on all fours and began licking her sensitive areas. "No ah~ stop it! I.. i'll do what you wanted just stop~ It feels too good oh~" she continued moaning as he flicked his tongue up and down her clit. When he could tell she was going to orgasm he stopped. "Nu uh.. we aren't done yet." He said and put his cock to her entrance. "Wait!" She shouted "That's.. that's too big. There's no way that will fit. You'll hurt me! I.. I.. please.. be gentle with me." She begged. "Don't worry cutie." He said while inserting the tip. "You'll be begging me for more soon enough." He started slowly and soaked in all her moans as he did. When he was about halfway inserted he realized what was missing. Her boobs were jiggling with every thrust but were still covered by her suit. He used a mechanical arm to rip her top off to expose her breasts. She shouted and cried out "I worked so hard on this suit! How dare you destroy it! Ah~" he began thrusting his cock further inside to silence her complaints. "Damn.. I was right. Spiderwoman is super hot.. I should've tracked her down and fucked her sooner. I've been dreaming about this for over a month. She's perfect for me. I've never met a woman as stunning and awesome as Spidey." His thoughts were clouded with desire for her. He fucked her hard, changing to different positions whenever he pleased. Her moans were so loud the entire city could probably hear the echo. After all, not only had he injected her with a healing serum he injected an aphrodisiac he had found. No doubt her body was way more sensitive that usual and begging for his cock to rearrange her guts. "Please.. don't stop. Please.. Please.. oh~ it feels so~ ah~ wow~" she begged him to keep going and not slow down. Her suit was mostly destroyed now, her body fully nude. She had beautiful eyes that made him even harder when she looked at him. Her floofy hair that was hiding under the suit was now free shining in the moonlight. Her skin was smooth and soft, easy to grab and bite and fuck. Her pussy tightened around his cock as he said "You're so beautiful."
For what felt like hours and minutes they let their bodies be like animals and fulfill every desire. When he knew one of them was close he'd stop and kiss her passionately. But now that the sun was beginning to rise he knew it was time to end it. With a few hard thrusts he locked his lips to hers and moaned as they started to climax together. They both practically screamed with pleasure and fell to the roof, bodies connected with his large cock pulsing inside her tight pussy. For the first time since her transformation she felt fully at ease. Embarrassed she realized too late she never even asked his name. "I can figure that out later. for now I want to be held. And get a good rest.." she whispered and snuggled into his arms. "Sleep tight, spider baby." he said and gave her a big hug. He knew she'd be shocked to learn he was an intern at her laboratory later. But maybe there him and spiderwoman could get some action going in a back room.. "Oh no.. my cock is already ready to go at the thought of it" he chuckled.