Spider + Cat + Redhead

Earth-617

The woman that strode into Felicia's apartment for their appointment definitely looked sexy enough. She was tall and trim, her jacket classy, her skirt knee-length, her powder-blue Oxford blouse tight enough to be interesting, with her thin, classical face further delineated by a set of black spectacles. Her brown hair was cut short, hanging neatly about her face, and when she introduced herself, it was with an unaffectedly low, husky voice that was not smutty, but just authoritative enough to be interesting.

She wasn't green though.

"If you don't mind me asking, Ms. Walters," Felicia said, in a poise-off with Jen as she crossed her legs in their leather skirt, displaying a teasing amount of stockings. "You seem a little... pale?"

"I'm actually one eighth-Cherokee," Jen replied, rotating her dainty ankle where her legs were crossed as they sat, facing each other. "I find my She-Hulk persona can be a bit distracting in legal matters like this. People get the idea that I'm some kind of rambunctious sex beast who can't control my hormones. Men, right?"

Felicia laughed. "Men!" she agreed, and wondered just how attracted bisexuals were to lesbian catnip. Because this woman looked like one-half of an AfterEllen OTP.

Jen took out a tablet and poised her pen over it. "Now, you were a little secretive over the phone about your needs—"

"My needs..." Felicia said, wondering if there were a desk around to be swept clear.

"Yes, your needs," Jen repeated. "We are covered by attorney-client privilege. You can tell me."

"Well—" Felicia drummed her hands on her crossed leg. "I am pregnant."

"Oh," Jen said, and sounded a little disappointed. Lamenting that the heteros had her?

"I need to establish some trust funds, some college funds, whatever. No kitten of mine will have to scrape by on handouts from a Hitler reject."

Jen's eyebrow quirked, her face assuming an even more serious mien. "The Hatemonger is involved?" she asked, reaching for her glasses to take them off for Avengers business.

"What? Oh, no, J. Jonah Jameson."

"Ah." Jen left her glasses on. "Slightly worse, than." She made a quick note on her tablet. "Well, not to be too judgmental, but a fair number of your activities have been... extralegal, let's say. If there were some sort of money issues, it could be very rough, keeping the government from seizing everything."

"And do you like it rough, Ms. Walters?"

One advantage of her being un-Hulked: Felicia could see her blush. "There are ways around that. I'm sure you're aware of Swiss bank accounts, for instance. There are other loopholes. I'll get some paralegals on it and contact you shortly."

"Thanks. That's all I wanted to hear."

Jen stood. Felicia stood. They shook hands. Jen's grip was disappointingly light.

"If I may ask," Jen said, "boy or girl?"

"I don't know yet. I want it to be a surprise."

Jen sighed wistfully. "That must be nice."

"Are you trying for kids, Ms. Walters?"

"Oh, no. I couldn't. Gamma radiation, you know. But I've represented the Avengers in legal matters, so I know what it's like to have to deal with a bunch of screaming infants. One last thing. I know this can be a sensitive subject, but the father... if you're looking for legal ways to get money to your child, that's a big gimme."

Felicia nodded thoughtfully. "He's not in the picture at the moment."

"I'm sorry to hear that, Ms. Hardy."

"Oh, don't be. He's just in an alternate universe. Given the way trouble follows him around, I'm just trying my best to enjoy the peace and quiet. God knows what he's gotten himself into."

Earth-69

They were sinister. There were six of them.

Delilah was big, beautiful, and built like a brick outhouse.

Then there was Scorpia, tall, leggy, and oh-so-lithe.

She was followed by Shriek, small, svelte, and abundantly stacked.

Then came Calypso, a bit small-breasted, but pure dynamite everywhere else.

And finally there was Lady Octopus, Carolyn Trainer. Peter had met some beautiful women in his time; he had to admit, Carolyn didn't have much on Mary Jane, or Felicia. But she was still a very attractive woman. Her red hair was cut short, framing a face that was almost as beautiful as the women he loved, but rougher, leaner, more hardened. Her breasts were large, and the corset that held her tentacles lifted them and shaped them into bullet-like torpedoes, while leaving her ass mostly uncovered save for a thong-like section of metal. Her legs, totally bare, were long and shapely. While she was middle-aged, she was also sexier than many women half her age.

And unfortunately, she had Peter trapped, wrists and ankles webbed soundly to the wall of the warehouse the Six were holed up in. Arana wasn't much better, tied up with Janice's webbing. Peter wasn't a fan of her being the new Venom.

"It has been a great deal of fun," Carolyn said, running a teasing hand over Peter's chest. "On occasion. But we can't have you getting loose and ruining all our plans for our new symbiote. We've taken a vote and we'll all agreed that the rational thing to do is kill you now. We just wanted you to wake up and know it was us that had beaten you."

"Don't you mean you?" Peter asked. "And your ego?"

"Oh no, you won't turn us against each other this time!" Carolyn said wryly—apparently no matter what the universe, supervillain team-ups ran into the same problem. "It was my plan, yes, but Janice here executed it flawlessly."

"Thanks, babe." Janice leaned over to kiss her on the cheek.

Well, Peter doubted Doc Ock and Mysterio had ever considered holding their alliance together that way. Maybe Electro...

"Sure you don't want to tell me what your evil plan is?" Peter asked. "For old time's sake?"

"I think not, Spider. And no, we don't want to brainwash you into being our mindless slave, no, we don't care to unmask you. We're just going to murder you."

"Besides!" Shriek cackled. "We have Arana for all our needs."

"She's mindless enough already," Scorpia agreed. The sinister laugh really rubbed it in.

"So who gets the honor of killing me, anyway?" Peter asked. "Is it Delilah? Please don't let it be Delilah..."

"We drew straws," Carolyn said. "It's Scorpia. And afterward, she'll let us fuck her in every hole to show her humility."

Sheesh, some universes...

The way Peter figured it, he only had one card left in his hand. Or half a card, maybe. Maybe the card that explained the rules of poker. Going by, well, everything that had happened to him in this dimension, he was guessing the alternate him had pulled a Catwoman with all these ladies. And while he might not be able to divide them based on who got the honor of killing him, he had been in the middle of enough Gwen/Mary Jane, Mary Jane/Felicia, Felicia/everyone catfights to know that women could be a little jealous, if properly motivated.

"Does the dying man get a last request?" he asked, glancing over at Arana. She was still out cold. No help there. Not only did he have half a card, he was betting with Monopoly money.

"No," Carolyn said.

"Not even one last night of passion with you?"

"Ha!" Carolyn gave him a mocking look. "You don't really think I'll fall for that, do you? The woman with four vibrating tentacles attached to her body?"

"I suppose not. Still, you were the best lay I ever had."

For a moment, Carolyn looked a little awed. "And that new costume of yours leaves a lot to the imagination." She glanced downward. "I have a big imagination..."

"Be strong, sister!" Calypso called in her strong accent. "Do not let him trick you!"

Carolyn growled a little. "I wasn't. I was gloating! We all said I'd get to gloat!" She smiled. "But I was the best, wasn't I?"

"Oh, yeah. Waaaay better than Scorpia."

"What did he say about me?" Scorpia demanded.

Shriek piped up. "He said Lady Octopus was way better than you."

"No way! He came, like, twenty times with me! He let me do butt stuff!"

Peter winced. The sooner he got out of this dimension, the better. "I'm sorry, the kissing was just... bad. Musty. Kinda yeasty..."

"How dare you...!"

"No, no," Carolyn insisted. "No one say 'how dare you,' that always happens before he beats us! We're six strong, capable women! Who cares which of us he thinks is a better lay?"

"Easy for you to say," Delilah snorted. "He said you were the best."

Carolyn puffed out her chest. "Well... can you blame him?"

"He's lying about me being a lousy lay!" Scorpia shouted. "Look, he's getting a hard-on right now, just thinking about it!"

Peter was actually thinking of when he'd fucked Ana nearly through a wall ("Fuck me, fuck me, fuck me so good! Fuck me dirty!"). But what he said was "I was actually thinking of the last time I slept with Calypso. I'm gonna miss that little minx."

Calypso bit her lip.

"I'll prove it!" Scorpia insisted. "I'll prove he loves me!"

"Guys," Carolyn said, holding up her hands. "Has anyone ever heard of the expression 'mission creep'?"

Scorpia was already next to Peter, rubbing his cock through the material of his pants. "Aren't you glad you're gonna get to fuck me again before you die? Don't you just love having your dick in my pussy?"

"Well, I suppose it's better than going out after fucking Lady Bug—"

"Lady Beetle! And we're Venom now!"

"Shame. All that tongue and no idea how to use it."

Delilah laughed knowingly as Scorpia snuggled up closer to Peter.

"Fine!" Carolyn cried. "One fuck, that's it, then we kill—"

Her proclamation was suddenly interrupted by a soft sob from across the room, where Delilah was sitting on Janice's lap. Looking between the beautiful bruiser's legs, everyone could plainly see a hardened shaft of symbiote deeply buried in her writhing cunt.

"How about cock?" Janice demanded. "Do I have any idea how to use that?"

From Delilah's excited breathing, it was obvious that she did. The sight was sending a charge of sexual excitement through room.

"Now that's how you ride a cock," Peter told Scorpia, as if passing on a helpful hint.

"Thanks for the tip," Scorpia said, tearing away her costume. Seeing Janice's big, slippery cock plunging in and out of Delilah had driven her wild. Her cunt was sopping wet as she pulled away Peter's pants, mounting him with her naked body, driving her firm breasts against his face. She felt his tongue snake out through his torn mask and warmly wash her creamy flesh, his mouth sucking and licking inside her soft cleavage. Scorpia moaned instinctively, running her hands over the grooved webbing of Peter's mask, thrilling to the feel of those raised ridges once more tingling in her hands.

His mouth moved all over her smooth breasts, finally pulling one of her throbbing nipples between his teeth. Scorpia felt a sudden, delicious pressure as he first sucked, then gnawed on the quivering bud. It was a teasing pressure, one that cut in and out as he kept alternating between suction and teeth, the moist warmth of his mouth always pressing in, driving her wild even as one ecstatic sensation always cut off just as she was beginning to approach satisfaction.

Peter finally lifted his head from a thoroughly spit-shined breast, now passionately pressing his mouth to hers. Almost submissively, Scorpia parted her moist lips to receive his searching tongue, her naked body drawing ever closer to him, grinding against the thin, damaged material of his costume. She felt the underside of his upright cock actually separating her sex from his belly as she ground herself against it, the shaft feverishly hot for her cunt. Scorpia scooted her ass back on Peter's legs and spread her thighs far apart, grabbing his cock to line it up for the delicious penetration she knew was coming.

"You think you're gonna kill me," Peter panted as she mounted him. "But first, I'm gonna fuck you to death."

Scorpia shivered with anticipation as she lowered herself onto his cock. She was totally unprepared for him to tense his ass and drive himself upward; she shrieked as he plowed up into her. Then, grasping his firm ass in her hands, she ground her tight pussy even further around his hard cock.

"God, what a beautiful dick," she whimpered, head falling against his shoulder, her burning hot nipples rubbing delightfully against his muscular chest. He pistoned up into the heated wetness of her slit, actually bouncing her up and down as he fucked her. She squealed with rapture.

"Best you ever had!" she taunted him. "I can tell! I can feel how horny I'm making you!"

"Helps that Carolyn's watching," Peter taunted right back.

It was true. All other activity in the room had stopped as everyone stared at her lurching madly on top of Peter. It didn't seem possible that she could survive the ride she was taking, yet she was squealing and begging for more.

Still sitting on Janice's lap with a hard cock embedded deeply in her sex, Delilah was just barely moving her ass as she stared in utter fascination.

"I can't believe that little bitch," she whispered to Janice. "I know I couldn't take the Spider fucking me so hard during the last gang war. I had to let him come in my face just so he wouldn't ruin my pussy."

Then she felt something hard and metallic rubbing at her cheek. It was the cylindrical head of one of Carolyn's tentacles. Almost unthinkingly, Delilah opened her mouth and began to suck on it, just like Calypso and Shriek and Janice. And just like them, she was having a hard time concentrating on giving a blowjob while Spider-Man was pounding his cock into Scorpia's pussy, the woman matching him stroke for stroke like a high-priced hooker.

Writhing atop Peter's rutting body, Scorpia's face was contorted with passion, her pixie haircut flying wildly about her scalp. She was completely unaware of anything except how deliciously hard the cock slamming into her pussy was.

"Oh, you sweet, sweet fucker!" she sobbed. "That's the way, that's it! Just like that! Oh fuck!"

Further aroused by her excited squeals, Peter gave it to her even harder, bucking her atop him like a bronco, stopping just short of throwing her off. The room filled with the sounds of his cum-filled balls slapping against her bare ass.

"This is how horny you're making me," Peter said, and abruptly stopped, letting Scorpia sink down on his throbbing cock all the way to the hilt. Scorpia had a moment of sharp realization, feeling his full length deep inside her, swelling even thicker as a frantic orgasm overwhelmed her,

"He's coming!" Scorpia screamed, feeling his scalding cum deep inside her, thick on the writhing walls of her pussy, flooding so hugely that even her tightly clasped sex couldn't hold it in. "He's coming for me! I made him come! I—I'm coming!"

Moaning happily, Scorpia tipped over, falling back until Peter's hard cock could no longer stay inside her. It slipped out, everyone in the room staring at the huge globs of cum oozing out of Scorpia's well-fucked cunt, the droplets clinging to Peter's firm shaft, its continuing, unwavering erection.

"I was good," Scorpia sighed, massaging lovingly at the slippery cum that was running down her naked thighs. "I was the best."

"You're right," Peter said. "Guess I must've been thinking of some other Lady Octopus—you were much better than her."

All four of Carolyn's tentacles abruptly pulled out of her colleagues' mouths. They were quite disappointed; Calypso especially. There was something about the chilly unnaturalness of those huge, rounded cocks that always perversely turned her on.

"What the fuck did you say?" Carolyn demanded. "She wasn't good—you were doing all the work!"

"It was just her cunt," Peter said. "It was sooooooo tight."

"And mine wasn't!?"

"Well... four vibrating tentacles..."

"That's not even how vaginas work!"

"Hey, the proof is in the pudding."

"Yeah!" Delilah snorted. "And at the moment, Scorpia's got a lot of pudding!"

Scorpia nodded with an approving hum as she scooped up a dollop of cum and sucked it from her finger.

Teeth clenched, Carolyn severed Peter's bonds, only to wrap two tentacles around his torso, pinning his arms to his sides. His legs remained free. So did his cock.

"You'll fuck me," Carolyn told him. "And I bet you won't last even half as long as you did with that slut. There's no way you'll be able to resist me if she got you off."

Peter rolled his eyes. "Okay, if you're sure you'll feel it..."

As she watched, Delilah noticed Calypso sitting down beside her. She-Venom had grown another cock to fuck.

***

The Spider-Woman of Earth-69 could've passed for her more conventional counterparts at first glance. It would take a second look to ascertain that the yellow accent that ran over her décolletage, between her breasts, and down her belly was not an accent at all, but flesh, revealed by one of the improbably stable cut-outs that could be used to tell you whether you were talking to Emma Frost or not. This cut-out extended even further than Jessica Drew's usual accent, revealing the neat lips of her labia in loving detail.

"What've we got?" she asked, landing on the skylight nearby the Spider-Man of Earth-69. He, too, bore a superficial resemblance to more well-known Peter Parkers, save that the red portion of his costume was now a crimson latticework, not too different from fishnets, corresponding to the black mesh webbing on the costume of many a Spider-Man. Save for his mask, it exposed his bulging pecs and biceps sharply.

"The Sinister Six have reunited," Piers Parker told her. "And they've got an alternate me held hostage." He sighed. "Why are we always getting visitors?"

"Says the man who had sex with two Black Cats at once?"

Piers ignored her. Jessica would've too if she'd looked through the skylight then.

The room was darkened, the women nursing drinks and trading commentary, a flickering lightbulb providing the only light. It only served to draw more attention to Peter. He was held down by two tentacles, one tight around his chest, the other pinning down his feet. His cock stuck out straight and erect. The other two tentacles were clamped to the floor, pulling Carolyn in and pushing her away, driving her up and down on his cock like the one fleshy component of an otherwise metal mechanism.

"So how do you want to handle this?" Piers asked. "There's six of them and I don't think boring me or Arana are gonna be much help at the moment."

"And they've got a symbiote," Jessica pointed out. Then, quite incongruously, she reached for her groin. "Pheromones. We're definitely going to need pheromones."

"Need a hand?" Piers asked her.

"No," Jessica said, shrugging off what little of her costume there was. "I think we should hold you in reserve."

"Just as long as you end up holding me."

***

Carolyn was increasing the speed of her fucking with each motion up and down. Peter didn't seem to mind. He smiled widely, bucking his hips at the apex of every thrust, seeming to constantly rub against a spot inside Carolyn that no one else had ever found.

"Think you can fuck me to death like you told Scorpia?" Carolyn demanded, trying hard to keep the rapture out of her voice as Peter's manhood slammed into her at an ever-increasing tempo.

"Don't know yet. Just getting started."

"Then show me what you can do! Fuck me like a man!"

And Peter bucked his hips harder, hilting her just before she could pull away.

Carolyn had never felt such rapture. His cock was even bigger than Otto's and the way he used it...

"Is that how a man fucks you?" Peter grunted, jerking her out of her reverie. "You're Ock's girl, right? So you'd know...?"

"Shut up and cum!" Carolyn demanded, grinding her hot portal down to the base of his prick. "Give me cum all the way up to my throat!"

While her tentacles held her in place on top of him, he pounded himself up into her, ignoring the soft walls of her pussy, how they sucked on his plunging cock, focusing only on how her taunts goaded him. Until he felt her tighten. Then he sank himself even deeper into her hotly demanding pussy, letting the hardness, the pounding of his cock carry her to the blink of delirium. Carolyn writhed, her tentacles going slack as wave after wave of ecstasy flooded through her.