Disclaimer: Marvel owns all of their characters like Spider-man. I do not. Please don't sue as I do not gain any money from this story.

Codex: MF, FF, F-mast, boobplay, mc, cons

Spider-man: Gencom Spider-man Part 3
by C. King ([email protected])

M.J. had arrived in the bedroom dressed in some kind of hero costume, made from a strong and flexible spandex. It had a uni-tard of bright yellow colour with strips of black beginning on the under side of the breasts. Ironically for a Insect based costume, it had a spider on the bust, covering most of the central breast area. The Uni-tard had a black collar which surrounded the neck.

The outfit also came with yellow gloves that went up the bicep where it ended with a black strip. It also had black leather bracelets for the wrists. She also had black leather boots which came up to her lower thigh and had a chunky kind of heel. She also had golden spandex pantyhose for her leg to give them a golden hue. It also had a pair of yellow diamond shaped earrings.

Peter only managed to see this when the cat slipped her ass of his cock and moved to face the other woman in the room. So you had his wife in some kind of hero costume and his former girlfriend nude save her mask, boots and gloves. The cat was now moving into a pre-fight stance as she looked at the other woman, "Innocent? This man is responsible for trashing my beloved Spider-man in the press with his pictures. For that he's guilty of ruining a hero's life, which he will be paying in full once I am finished with you. This will be as easy as a cat playing with a fly, whore."

"Bring it on!" said Insect Queen as she moved her hand out and moved her fingers back on her flat hand. The two of them began to circle the room as they looked for an opening between the two of them, before the Black Cat charged at the Insect Queen. At the final moment of the run, she jumped at the redhead and moved downwards for a grapple. The insect based 'super-heroine' jumped out of the way and moved behind the cat themed super thief, getting her own hands around the sizable chest of the nude lady. Gloved fingers groped and ravaged the bare nipples and the orbs to which they were attacked.

Flesh wiggled and jiggled against the covered skin of the Insect Queen as Black Cat tried to twisted out of the hold. Felicia's gloved hands moved to squeeze between the arms of Mrs. Watson-Parker before the married woman said, "You can try, but my ant's strength will hold me tight against you. What hopes do you have to beat the muscles to lift fifty times my own weight?"

"Maybe I can't beat you with strength, but I might be able to beat you with some bad luck for you." said the Black Cat as she moved her fingers up under the arms. Only this was not a martial arts move which the Cat had learnt in her time as a burglar, but seemed to be something more simple and childish. It was the simple and innocent combat style of the tickle fight, as Mary-Jane was beginning to hold back her laughter as the nerves were played with. The redhead decided to respond by pinching the nipples for each tickle she was forced to endure, causing a different sort of reaction in Felicia.

Yet even with this, the Insect Queen managed to lose her hold on the Black Cat. The feline-like human slipped with great flexibility, as she moved to reverse the position so she was holding on to the other woman. Felicia spoke as she began to selectively contain the other woman, "You shouldn't have done that. Now I more horny then ever, and this cat is going to get her cream ... one way or the other. So prepare for some sexual payback, bitch."

A hand slipped into the pants of the other female which lead for a finger to be slipped into the depths of a pussy, not talking about the Black Cat. As the other hand held on tight against the arms of the 'heroine' so she could not move them easily. The shock caused the redhead to cry out as the platinum blond was looking for a more sexual edge against the other woman. The dark crimson lips of the 'villainess' was against the other woman's left ear as the masked woman spoke, "Ready for some kinky revenge, Bug Bimbo?"

Lips moved from the the air around the ear, to the lobe of the same ear. She began to suck on the audio organ as her digit moved within the vagina of the clothed woman. This seemed to paralyse the capture woman as moans of pleasure were let out. This continued for a couple of minutes before Mary-Jane managed to stop her sexual moans for a little bit of laughter. Pausing from her sucking of the ear, the the platinum blond asked, "What's so funny, Insect Drag Queen?"

"It's just the fact I have the power to duplicate any power which an insect has, any powers they might have ... including the power of pheromones. While you have been feeling me up, my sexual mind control chemicals have been flowing from my body into the air, and into the noses of you and Mr. Parker. Now as long as either one of the two of you are aroused by anything at all, you will obey my suggestions both now and as a post-hypnotic suggestion which you can't get rid of in your mind permanently."

"What the hell?" screeched the Black Cat as she continued to sexual excite the heroine, as her holding hand moved to started to tease the other woman's nipple.

Peter had to stop in the middle of this as he knew that Mary-Jane had no insect based powers, and yet Felicia seemed to be acting like this was true. Which meant to the genius intellect this was all some kind of show and the two of them were in it together, he was just not sure if this was scripted or was improv. The heroic spider powered human was now looking at this and wondering what it was his wife was now planning with this turn in the little play which was going on.

"First thing which we're going to do is we're going to let Mr. Parker go and clean him up, right kitty?"

"Damn you, Insect Queen." was the reply to the redhead's demands as she moved to pull out some wet naps from compartment within her belt, while the blond moved and undid her handy work with the cable which was holding Peter in place.

Insect Queen managed to wipe off the now stiff rod of the married man's cock, a cocky smile crossing the face of the heroine doing the rescue. She moved up and looked at the nude Peter and said, "Well, well, well. I can say that you are a delicious side of beefcake, perhaps I should take my reward from my dude in distress."

Felicia pouted as she asked, "I though you were against forcing an innocent married man from violating his vows. Now you want him to break them with you, a little hypocritical for a super-heroine?"

"I guess I'm more of an anti-heroine then a heroine in the long run, and it looks to be a very long run. Besides I think his wife won't mind it. So Mr. Parker, care to undress me? I hope the answer is yes, because that's what you will be doing very shortly," continued the redheaded female as she motion with him by one finger curling into her closed hand.

"Well, it looks like I might not have any choice in the matter. So I guess I will be taking the costume off you, then surrendering to your every whim. My question is what are you going to do with the Black Cat? You can't leave her to come after me again?" said Peter, getting into a role he was playing within this sexual role-playing game.

"I'll just give her a command to forget everything about you and to not return here again ... after you and me have a little fun with her and with each other. So please, Mr. Parker ... time to remove my costume." said the 'heroine', before Peter moved a little like a robot to remove the suit, revealing the sexy body in the flesh.

"I'll get you back, Creepy Crappy. I'll find some way to break your brainwashing and then get revenge on you as well as Parker. No matter what you do to me, my Spider will be avenged for all of the troubles you have given us."

"Black Cat, shut you mouth and don't speak until you are spoken to. Mr. Parker, lay down back on the bed. The Queen needs to have herself a foot long and enjoy it while she can. So please lay back and ride the royal even if you might not remember it later." said M.J. as Peter did what she said and lay down on the bed with his cock pointing into the air with a rock solid hardness to it. The Insect Queen crawled onto the bed over the legs of the only male in the room as she tried to move into the position for sex.

Soon she was in the position for her pussy to lower it's self down on the fleshy lever which was before her. Peter was waiting for the next move of his favourite actress in her latest role. She decided to make a few little love bites on the side of his neck which were followed by the sucking on the skin, as she lowered herself down on the stick which he was making stand up and ready. She was moving around his neck with bites and kisses, then she moved her head up as she pulled her hips up off of him. When she dived again with her pussy so it could slide back on him, she moved her lips down on the counterparts on his own face.

Her mouth opened up as her tongue tried to tease itself into his, which was even a bit forceful as she tried to lift his upper chompers with her tongue. All of Peter's muscles were super-strong, not just his arm and legs, which meant his mouth muscles could harden against attack unless he was distracted or forgot his own powers. Which meant it was his own choice on if his mouth to open, which was why he accepted this and opened his mouth. This allowed the female tongue to become continental and join the French persuasion at a moment where he responded in the same way.

From the view he could see of the Cat, he could see her working her fingers into her own similarly named body part, bring herself to a sexual building point. Since he knew that Mary-Jane didn't have mind control pheromones, he was guessing the thought of a hot man and woman making love was getting to the former thief. The interesting question is what would be happening once the games had finished, which would bring two sexy woman who desired him in different ways and different points of his life would be thinking. The idea of some modifications on the Gencom on their ability to accept of the changes he would be making would help.

This was not his major thought at the moment, as he was currently being ridden by the hot woman he had married. As she dived down on his rod, she gave him a passionate french kiss. As she pulled back her hips away from his point, she pulled her tongue out of his mouth as well. It was a bizarre case of a dual inverse penetration, with his cock entering her and her tongue entering his mouth.

'Kinda kinky in a way to think about it, almost as much as using my web-shooters to make temporary bondage holders which could be melted by the power of a solvent he had created for emergencies. Is it just luck I pick up such kinky girls to have sex with, or is it something in me which causes them to come back to my place? Felicia did start all of this with her bondage of me within her grapple cable ... or something which resembled her grapple cable. Makes me wonder how long she has been thinking of something like this and what it was stopping her from doing it before now?

I can feel my cock building the power of an orgasm, which means I have to make a choice on whether I should come first before Mary-Jane has finished her fun or try to hold it back till she's ready? It would be rude of me to come before she has, but sometimes a man is ready to go before a woman is ready. Choices to make, choices to make. I guess the easiest method to use is to let things come naturally, and cum when I have to cum.' thought the lone man in the room as he hoped everything could happen at a slower pace right now.

Which was getting harder and harder to do as M.J. was making her own bid to make the man come faster then she was, with one of her hands snaking it's way around his waist and over his leg to the balls below their cock and pussy show. She was using her nails and fingertips to massage the balls using a method where she tried to smooth out the wrinkled on the man-berries with a soft touch. This method was teasing the source of the cum which was trying to flow down his long road and into her body. It was getting him closer and closer to loosing control over the matter of his body.

'Guess she's not playing fair at the moment, so the question is simple. How can I cheat back on her to make her burst before I loose all resistance to her whims? What other sensitive points can I use to make her overflow her canal? Earlobes are tender erotic zones, but best to use my mouth for that and I doubt she'll let her tongue out of my mouth. Breast are also erotic zones and so is the clitoris, and I might be able to reach them with my own hands. So time to use my own skills to play tunes on her body.' thought Peter as he moved his right hand to her left breast and his left hand to her maiden's head.

Fingers were trying to careful play with the skin's senses, with the added bonus of his own ability to cling to most substances which seemed to include flesh as well. Peter wished he had the light touch of a safe-cracker so he could find the right point to push to cause building pleasure, yet he had no experience with those skills in any degree ... yet the Cat would likely have to touch and might be willing to use it in a future sex-play. All he could do was use what little senses he had to figure which was the right move to make on this fuck-able woman, which also made him wonder what kind of training he could make with his spider-sense if it was focus on a use of a sexual nature.

From the beginning of the moans of his red-haired partner he was making head way, but she is making much more head way against him. He was holding back his own moans, but it was causing his body to vibrate a little as he held his breath back. He was trying to find the right places to push to make the woman move faster to her own finish before he was defeated in this manner. The trouble was he could feel the tightening of his own cock and balls as the system of plumbing within him was lining up to make a direct flow of fluid from his body to hers. He was in a losing race and it was not something he was liking very much. It made him wonder if he should be blaming the Black Cat for this situation, as Felicia had been using him to get her off twice before he was made to ride M.J. in this way.

Peter Parker had the powers of a spider his size and such had great strength, speed and endurance. Spiders were not pursuit hunters but ambush hunters, the majority waited for their prey to move to them rather then chase down the prey over distances. This was a technique mastered against Peter by the Sinister Six and their other incarnations, where he would have to battle each one in a matter of hours before being jumped by the collective forces of villains at the end of the Gauntlet. It was not that he wanted to do this or it was the best for his own physical health, but something which had to be down or else others would pay the price.

The case with this sexual marathon was he had leaped from orgasm to orgasm with the Black Cat before being taken by his wife in her hero costume. As such it could be expected some of the natural stamina for the acts being performed would be waning overtime, making him more trigger happy with his favourite rifle. He faced the fact he could not give anything else with this sex act and knew the cause was lost, but he was now looking for a way to lose in a big way. Something flashy and long lasting in the women's memories, so he moved his hand to the nipple and the centre of the clitoris. He then tried to use what little knowledge he had gained from the past and his current experiment made him use moves he thought could get the woman into the right position for an orgasm.

With pin-point touch on female erotic zones and a final upward thrust of his own hips, he began to orgasm into the love canal of his wife. He didn't expect to see any kind of orgasm from Mary-Jane, but he could feel a little bit of a flow from the vagina which hinted to the fact of a reaction. Maybe not a full blown little death, but something which could be called a mini-me death of one-eighth the size of a normal sexual explosion. This would have to do as he was trying to wait for the weakening before gaining back his strength, as he gave a second and third fire from his penis.

The sound of giggling came from the side of the room as the Black Cat spoke, "Sorry M.J., guessed I wore him out before you came home. Hell, I cam more then you from masturbation then you came from pussy penetration. Any idea of how to get his staying power back to super-human levels?"

"Felicia, I didn't say the play was over yet. I do guess it's over now, which means I don't get to use my 'insect' instincts and pheromones to bring back the cock. To bring back the staying power which the little kitty stole from the 'Insect Queen'. Still, doesn't mean we can't restart the show after a little intermission for my Tiger to get his roar back. So how did you enjoy the show, lover?" asked the red head as she slipped off him and moved to stand on the bedroom floor.

'Not sure what I was to expected, but I knew it was some kind of game when Felicia commented on getting revenge on Peter Parker for Spider-man, when she knows the two of use are the same person. So I take it you two planned all of this?" asked the lone and naked man in the room as she looked at the two almost nude women.

"Well, it's time to refuel all of us with some snacks ... perhaps something with chocolate and other sexually fortified foods. Plus we can do some clean up of our bodies, sex is fun for all but it can be messy with all of the cum involved. So who gets the shower first ... and with whom might they share it with?" asked Felicia Hardy as she looked at the two other people involved.

"You two girls go ahead with the showers, I want to make some checks on the Daily Planet's homepage. I might be getting my 'just deserts' for it, but those photos of Spider-man are what help pay the rent here. Along with all of the paychecks M.J. gets from her acting gigs, so I want to make sure all of the money which is coming is coming." said Peter as he thought of an excuse which was believable and yet would allow him access to his computer, the same computer with the Gencom.

"Alright Spider, but you're going to miss another heck of a show if I have my way with the carrot top." commented Felicia as she lightly teased her former rival for the young hero.

Note: Which Marvel Female should Spider-man go after next? An Avenger, an X-men, a Villainess? Or do you have any other ideas for female companionship?

Also should Mary-Jane continue as the Insect Queen or should she become another kind of hero with different kind of abilities and/or powers?


Back 1 page

Submit stories to: [email protected](dot)com
with the title heading "TSSA Story Submission"