The Spider that Bit Into She-Hulk (Avengers) Ch. 1

Synopsis: Peter is looking over the city skyline bored out of his mind when She-Hulk proposes a fun bonding activity.

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Chapter 1: A Hulkish Idea

It was a rare thing for Peter Parker to be in this current sort of arrangement. At first glance, everything was normal. He wasn't off saving the world and he had a day off to himself. That was usual. If he had to go off fighting all the time, he would have broken under the mental pressure long ago. But the real thing that made his current situation was that he was currently single.

Back in high school, he never thought he'd see this kind of day. He only had eyes for Mary Jane Watson and the moment he got with her, he figured she was the girl of his dreams. But she turned out to be the first of many ladies he would get with. Gwen Stacy, Felicia Hardy, Bobbi Morse, Cindy Moon, and so many more. And now a new girl would be added to his harem.

He was currently at the Avengers' base, bored out of his mind. Not in any of his superhero costumes, just lounging around in a shirt and jeans. He figured it was a weird thing to be complaining about, since his job was a tough one and there was far more to it than just the glory of being a hero. All his stresses as a normal kid and when he was starting out as Spider-Man were nothing compared to his current day to day activities. Still, he wanted something to do.

He would soon have it. He was busy looking over the New York skyline over the balcony when a hand touched his shoulder. He was so shocked that he actually jumped, he didn't hear the person behind him at all. He immediately turned back, thinking that someone had actually broken into their base and he was ready for a fight. But when he saw who it was, he relaxed immediately. It was only Jennifer Walters, otherwise known as She-Hulk.

Though if he would feel any need for alarm, it would definitely be around her. They were still friends and he always trusted her. Yet she had made the decision to permanently assume her form as She-Hulk. Her massive physical bulk was undeniable, and on more than a few occasions, she had saved his bacon. But even with all her muscles and even that green skin, she was no less beautiful a woman than she always had been.

No less so because of the way she was dressed. On an easy day off like this one, she was only wearing a tiny little black tank top and some tight little jean shorts. Before getting bitten by that radioactive spider and entering the new life he was living now, he never in a million years thought he would have so many girls at his feet. But even after having all those babes most guys would count themselves lucky to just have one of, he always did find this green skinned woman ridiculously hot. He was just looking over her, that perfect mix of feminine beauty and hard muscle.

She was smiling right at him. She knew she had made him jump with that shoulder tap, but by the way he was eyeing her up, she also hoped that he was checking her out too. "Hope I didn't scare you," she said.

"Of course not," he said, now looking right back at her, trying to seem cool. She sensed it and knew it too. But he could be tongue-tied all over the place and she wouldn't care. She came here for one specific thing.

"You know, there's not much else to do right now. I think we should find some ways to pass the time." The way she said it, that smile on her face, there was no doubt at what she was getting at.

"Okay...like what?" he said, a little unsure on how to respond. He was no little boy when it came to the ladies but he was still a little flummoxed at such an overt display of affection from both his comrade as well as this woman in particular. Though after all the ladies he had gotten with, having this green muscle goddess want to jump his bones made him feel all gooey just like when he scored with Mary Jane the first time.

She got a little closer so that their faces were only inches away from each other. "I think you know," she whispered. He felt her warm breath right on his skin and her green eyes looked directly into his.

"Oh wow..." he said. He never knew that she felt this way about him.

"Is it really that bad? You know, most guys are scared of all this," she said, flexing her well sized biceps. The instant she did that, he got a hard on in his pants. He already knew she was a knockout all on her own, but he didn't think he would be getting a muscle fetish either. When she spun around, he got a good look at her shoulder muscles flexing out too. As he was admiring her perfectly built body shining under the sunlight, all he could think was how badly he wanted to sink his teeth into them. Then she turned back to face him. She never looked so beautiful to him. "And you're one of the few people I can trust."

When he looked back into her eyes, he could feel the same desire pouring through. He couldn't believe how fast he was falling for her. Whatever little hesitation he felt started to dim by the wayside. He wasn't in a relationship right now, and he had longed for a woman's touch since then.

Then she suddenly grabbed his crotch. He sucked in his breath. It wasn't just his surprise, it was also the strength she was using. He never had a woman grab him there that hard.

Yet it was far from uncomfortable. She was massaging the lump in his pants slow and carefully, with just the right amount of force. It was so good that he allowed himself to relax his back against the railing and held onto the columns behind him. As he was moaning and getting into it, she grabbed one of his forearms to keep him steady. He was melting into the euphoria so much that he wasn't at all keeping any awareness of where he was and he might fall over the ledge.

Though someone like him with his webbing abilities and all the high heights he had soared on the regular wasn't afraid at all.

But more than the sheer novelty of her superhuman appearance and her earnestness, it was the trust he felt with her. Just as she trusted him, he also felt a growing confidence, but it wasn't so much for any acceptance for who he was. Instead, he knew he could try out all sorts of things with her he would never have the opportunity to do with other women, and she would go out of her way to make it as comfortable as possible. He had a feeling she'd be more than accepting of all of his kinks.

Then she let him go. His legs were shaking from the sheer pressure, but he was holding onto the railing stronger than ever. He was shaking with giddiness and had a big grin on his face. For an instant he shamelessly checked her out from head to toe, licking his lips as he did so. Then he looked deeper into those bottomless green eyes of hers. "Fuck yes," he growled.

She smiled and grabbing his shoulders, pulled him right against her away from the railing and kissing him right on the mouth. He returned it eagerly, brushing his lips right up against hers. His passion for the muscular woman surprised her as not only did he feel up her broad back and firm built ass, but he started humping her thick thighs too. She felt that same lump in his pants right up on her bare skin.

Neither of them could tell who opened their mouth first but the instant their tongues met, they hungrily coiled them against each other, so united in their passions. For several minutes they were like that, holding each other in total intimacy and feeling all over each other. He never felt so safe in those beefy arms of hers while she touched all over comparatively smaller body like he was a small little baby.

When their faces separated, there was a trail of spit between their tongues. They stared longingly into each others eyes, still holding each other. Then they both let go.

"We should...probably find a private place to do this," she said.

"Yeah, I don't want any of this leaking out," he said. "The others wouldn't be able to keep their mouths shut."

"Come to my room. I wouldn't want to accidentally break your bed."

"I think by the time we're done, your bed will be broken in one way or another."

The two went back inside the main building. Even though they were keeping their affections down, just walking together like any friends would be and not holding their hands, there was definitely a giddiness and pep in their step. The other Avengers were off minding their own business. They seemed to barely notice the new couple.

When they got into her room, they quickly slammed the door shut behind them. Now in the confines of total privacy, the two started kissing again. They couldn't keep their hands off each other either, holding each other with far more intensity. Their kisses were a lot more passionate too, they were hungrily sucking face, eager to see how far this encounter would go.

While they were making out, the two were walking in the direction of her bed. But they were so busy canoodling with each other that they barely noticed how far along they were and where they were. The two heroes were so distracted with each other that as they were moving along, the instant their feet were at the foot of the bed, they both tripped on top of it, collapsing on top of each other in a messy heap.

She was right on top of him. The two lovers were giggling wildly, still holding each other. With her right on top of him, that left him plenty of opportunities to caress her firm upper body, he wasn't interested in that ass of hers at all. Instead he was feeling up her chiseled abs.

"Crawling all over my stomach little spider? That's just very nice at all. Your little legs are making me tingle wherever they go."

"Oh you think that's bad, you should get a taste of my venom," he said, and moving his head lower, sunk his teeth right into her abs.

She threw her head back as a nervous smile formed on her face. He didn't stop, he was biting all over her stomach. Some bites were small and others were far more intense to the point that it felt like he was going to break her green skin. But he always knew when to stop.

Despite being so much smaller than her and in that submissive position under her, he was completely in control. As he was still teasing her abs with his teeth, he moved his hands up her little shirt and found her chest. Even with how swole she was, he was surprised that her breasts were still as large as they were. But even with the novelty of having such a beautiful beefcake of a woman with him, Peter was still able to appreciate her lovely breasts. He made sure to grope them, sinking his fingers into the soft flesh of her pliant mounds.

She loved having her tits played with like that. Jennifer was beautiful and she knew it deep down, but as a hero and with her physique, it still irritated her how many guys were turned off by her. So even with how he was acting like a typical guy, she loved every bit of it.

He was about to get a lot more lecherous too. He found her nipples pointing straight ahead and teased them with his fingers, brushing them with his digits. It was hardly enough to really be called fondling her teats, but it was just enough to tease her. Everytime he grazed her skin with his teeth, they perked up a little bit. Encouraged by that reaction, he got a little more aggressive, now twisting and turned her caps with his fingers. She was moving her upper body back and forth, moaning a bit now too.

He pinched down onto her nipples and bit into her abs as hard as he could. She shrieked and her whole body tensed up. For several seconds he maintained that hold over her, enjoying his power. She didn't make any movement to escape him either.

Then he stopped. Her arms were shaking and she was breathing roughly. Still holding onto her, his touches turned gentle, planting soft and wet kisses where he had bitten into her perfect stomach and gently caressed her firm chest. She murmured weakly from all of it.

It felt great for her too. She had never felt something so perfect and loving before. As he continued affectionately touching her just right, her heart was beating wildly in her chest. The way she was enjoying his treatment of her went way beyond physical pleasure. Up on top of him, she felt like her whole body was going to melt.

Peter felt her shaking in his hands. He felt up her hips, moved his hands to her big beefy ass in those shorts and gave them a little slap. Then he felt up her big juicy thighs.

"I hope my poison wasn't too much for the big sexy giant," he said.

She looked down at him. He made some biting motions at her. "You'll have to do more than that to bring me down."

Then she stood up on her knees and pushed him back. Her already bulky physique looked positively titanic at that point. The way she was looking at him, he recognized that dreamy look in her eyes, but that position, she looked a little predatory too. Just when he was about to say something, she reached under the hem of her shirt and pulled it off.

Peter's jaw almost dropped. He knew she was one hell of a woman with a physique that could break guys twice her size, all the while managing to look sexy enough that those same guys would beg her to break them in any way she pleased if only to feel her touch. Her stomach was moving with every breath she took, and as he gazed at her perfect abs pulsing out, he could see the faint marks of his teeth on them. Her nipples were a darker shade of green than the rest of her skin and with both her height and the size of her broad chest, they were much larger than the average woman's, stiff and pointy with all the attention he gave them. Then he got a lewd grin on his face and nodded in approval.

She giggled and threw the little black tank top right at his face. He quickly caught and started smelling it, rubbing it all over his face. He was only distracted for a few seconds, but that gave her enough time to crawl towards him fast and push him right down on the mattress. She grabbed his arms and held them down and looked right into his eyes. Her long dark hair hung over his face.

"I think it's time I squash the bad little spider," she said. She grabbed onto his crotch, feeling his length bulging against his pants. She was far more aggressive than last time but then again she could be, his wood was far bigger now after all that amorous attention the two had given to each other. He grunted from her hands groping him there. She had started out just massaging his pronounced length with her palm, but pretty soon she was jacking off the shaft as if it was naked in her hands. With every stroke, he was twisting and turning from how good it felt.

As she was still manhandling his pecker, she grabbed the zipper of his jeans and pulled it down. His penis still wasn't entirely free to her heavenly grasp, the heat was still locked under the button of his pants, but the shaft was quaking and bulging in his boxer shorts out so badly it looked like his penis was bending upward. That didn't give her any cause for concern and in that new position, she pushed right down on it with her palms.

Peter was trying to turn to his side. The pleasure was becoming unbearable, that's how good she was working him and with only his thin little boxer shorts protecting the bare skin of his penis from her big and soft hands, he was wracked with ecstasy in that pleasure good enough to drive someone mad but stopping short of being able to give them release. She knew it too, she could intimately feel the heat of his penis on her palm and felt his meat plumping up and twitching, not to mention all his little moans. Feeling he was going to cum soon anyway, she suddenly stopped.

He looked up at her. His body was tingling, he needed her touch again. Seeing the desperation in his eyes and remembering just how easily she was messing him up, she traced a finger up and down the underside of his shaft still bulging in his boxer shorts. That got him shaking again, and he nervously looked away from her. Then she stopped again.

"Does the little spider want me to crush him?" she said, getting so close that he could feel her hot breath on his face.

"So bad..." he whimpered.

"Then touch me like you did before," she said, hovering right over him. Her full pliant breasts were hovering right over his face.

He didn't need to be told twice. Though he wasn't going to follow that command to the letter either. Not teasing her lightly like he did before, he took one of her tits into his mouth and hungrily sucked on it as hard as he could. Her tasted was sweet in his mouth as it always was, but the fluffy texture of her tits was totally different than her firm stomach chiseled to perfection. He was only sucking on the one but soon he took the other one into his mouth too. And then he started licking between them. His attention was solely focused on her chest.

The whole time he was mindlessly chowing down on her tits, she wasn't even caressing his crotch anymore. She was just relishing in the attention he was giving her. As he was giving it his all, her nipples were poking out even more than when he was teasing her. She just loved the feeling of his hungry wet mouth slurping all over her mammaries.

Realizing that he might stop if she didn't reciprocate, she started touching him down there again. The intensity of her caresses weren't as strong as before, but even such slight touches while he was busy scarfing down her chest activated his masculine drive. And then she undid the button on his jeans, the last source of confinement on his most sensitive spot. He couldn't take it anymore.

He suddenly moved up with a passionate energy that surprised her, breaking free of her grip over his arms. Before she knew it, he grabbed her hips and flipped her over so that now she was lying down on the mattress and he was on top of her. Pulling down his boxer shorts, his hard cock sprang right out. Her eyes zeroed in on it, big and red and standing right up. And then he slammed it right between her tits.

She gasped from feeling that hot big dick right in between her full tits. He was thrusting back and forth inside of her mammaries hard and fast and after he had been eating her chest plenty, her breasts were tingling with happiness. But with Peter's cock fucking her tits so roughly, they were now ignited with an intense fire. She threw her head back on the mattress and cried out deeply.

He knew he was fucking her up good. Those tits on his pecker penis felt amazing too and with him on top of her after all her teasing, he fully groped her hooters. With every movement one of his caresses, he brutally rubbed his palms up on her hard nipples. They were hot to the touch, and she moaned louder the more he mauled her sensitive caps.

He was fucking her tits faster now. He was in total control of her now and grunting like a beast. As he was ramming her cleavage, she wrapped her legs around his back in a helpless display of need. Even with how hard she was holding onto him now, he wasn't daunted in the slightest. Feeling those thick sexy legs on his back pushed away the last of his restraint, and he felt himself ready to cum.

He bellowed when he came, spewing a hot load of semen all over her face. She yelped loudly from being splashed with cum. He didn't stop there, he kept moving his length back and forth inside of her tits, and his dick was still cumming the whole time, getting his load in between her breasts. He was still holding onto her tits, roughly playing with her nipples.

She had felt his dick twitch and convulse when he came. It was like his already thick penis had exploded inside of her cleavage, and with her tits so on fire from everything he had done with them, a warm feeling bubbled to throughout the span of her breasts and with him still holding her nipples, it felt like they were being struck by lightning. Already moaning from how good it felt, Jennifer howled as she came right through her tits.

Peter had just finished spending all of his goo around the same time she came. There was a faint bit of cum still oozing out of his penis, as he had gotten most of it out while he still fucking her tits, smearing her inner cleavage with cum. He looked down at the amazonian beauty under him, still gasping from her own orgasm. Her eyes were listless. He was so lost in his own bliss that he didn't even know she had cum too.

Then her head snapped so she was looking at his penis. It was still erect after that nut and she suddenly rose her torso right up, not looking away from it. Before he could say anything, she took it right into her mouth.

Jennifer closed her eyes in satisfaction from the feeling of dick right on her tongue. After wrecking this dick with her hands in so many ways and knowing the joy of making it crack right open inside of the warm embrace of her tits, it felt so good to have it right inside of her mouth. For several moments, she just let it rest there, savoring it's heat, it's size, and the residue of cum still coating it.

Then she started actively sucking him off. He had only begun to recover from that climax, and then her hot wet mouth was stimulating him all over again. At first she was only licking all over it with her tongue and moving her lips all over the shaft. But soon she was moving her head back and forth, going down on him like a whore.

He felt like he was going to collapse onto his knees. His penis had been tingling plenty after that tit fuck, that was how good she had worked it, but he had barely had anytime to recover, and still in the heat of such sexual pleasure, he was totally helpless before her. It was only a few seconds before his dick was up at peak arousal again.

She moaned deeply when she felt his full length in her mouth. Even though her eyes were closed in the thrill of her dominance, she knew how badly he was feeling it, she could tell he was trembling. All the while, she kept on fellating his penis.

As she was sucking him off, she felt the cock head tense up a little bit on her tongue. His penis was plenty thick at that point, but she knew he was far from having another orgasm so soon. Instead, the reason it shook so violently in her mouth was because her fellatio had the unexpected benefit of milking out the rest of the excess semen still trapped inside of it. With every little bit of spooge that leaked out, she made sure to reward him by directly licking the opening of his dick.

He had to hold onto the back of her head to keep himself stable. She slowed down the rate of her fellatio to make it easier for him. But by no means was she going to be gentle with him either, and she took his balls into her hands. Even after such an intense orgasm, they were swelling up on her palm. Yet he was so into it that he barely felt it.

Not taking his prick out of her mouth, she opened her eyes to look right up at him. His eyes were closed in an undeniable state of satisfaction, he looked lost with pleasure. Getting a little bit irritated at how he was hardly reacting to her stroking his balls, she suddenly took the dick right out of her mouth.

He definitely felt that one and gasped. He looked down at her and before he could plead with her to continue, she moved the shaft of his cock right up and took the whole scrotum right into her mouth. His breath hitched, even when she was jacking him off with her hands, she didn't touch his balls at all, and now had both of his nuts right in her mouth. She was practically gulping down his sack.

As she was eating his nads, his dick was right up on her face and it was driving her crazy. It wasn't just the heat of his arousal that felt good, it was the smell of his masculine heat in her nostrils. Jennifer had long ago overcome the mindlessness associated with her She-Hulk form and she was in no danger of reverting to that, but the hot scent of a man's penis on her face was breaking her back to something resembling that. The whole time she was sucking his balls, they were only getting bigger.

She stepped things up a notch. She gently grazed his testicles with her teeth in addition to using her tongue and grabbed onto the prick hovering right above her face. It was still slick with her spit from sucking him off earlier, acting as a perfect lubricant for her to start jacking him off.

He started moving his hips back and forth. She was working him perfectly, using a very slow and measured pace with her hands and mouth to drive him crazy. As she stroked his dick, she made sure to bring her fingers right up to the crown of his penis and lovingly move them all over it before slowly moving the hand back down the shaft to the base of his shaft. Then she would bring that hand all the way up again.

But more than her expertly handling his penis, it was the way she was sucking his balls. Those full lips and the way she was moving her teeth on the sensitive skin, it already felt amazing. Yet when she started jacking him off, more than the wondrous feeling of her hand finally beating off his bare dick, it just made him so much weaker in his family jewels.

Jennifer felt his nuts tensing up too. She didn't hasten the speed of her handjob at all, but did start to put more emphasis on pleasuring his head. Everytime her hand reached up to the tip of his penis, she would slowly move her hand back down, playing with both the opening of his dick as well as the crown of his head. With how she was eating his balls at the same time, he was going to cum, fast.

Peter grabbed the back of her head in a fit of crazed lust. In any other state of mind and in all other situations too, he would never have dared to get so domineering like a woman like She-Hulk, but he was so horny and she was so loving with his privates that he was free to get as rough with her as he wanted to. She wasn't put off by this show of aggression either, she took the nuts out of her mouth to giggle as he still held onto her head, mashing her face all over his hot manhood. She couldn't use her mouth much to pleasure him like she was before, but she was still beating his meat far faster than before, ready to spur him onto his climax.

He grunted when he hit his limit, his cock almost blowing right up on her face the instant he came. His dick spurt it's semen like a geyser up in the air and landed right down on her raven locks. She snapped her head back and opened her mouth wide with her tongue stuck out, laughing giddily as the drops of cum rained down in her mouth. Even as his penis was still spurting all over the place, she kept on beating him off, wanting to milk him completely. Peter was groaning the whole time, he didn't know whether or not this nut felt better than when she tit fucked him.

When he was finally spent, he lay there listlessly on the mattress. He was panting roughly, washed over in a haze of sheer sexual bliss. His vision was blurry, and his ears were ringing. He didn't notice the beefcake goddess with him unzipping her shorts and pulling them off along with her thong down her shapely hips and sexy thick thighs. Even when she slipped her feet out of them so she totally nake and was twirling her undermarment around her fingers, he wasn't paying attention at all. Smirking to herself, she flung the little bit of underwear right on his face.

He quickly woke up. He looked at the thong like he was looking at a treasure and sniffed it, She-Hulk's pussy juice on it smelled so good. Then he looked right up at her. She had a hand on her hip like she was posing at a muscle show, and even confidently flicked several of her dark locks past her shoulder. Just like the rest of her broad shape, her pelvis was much more built than the average woman's, and she had a wider array of dark pubic decorating her pussy. Her musculature was well defined to be sure, but he still could only imagine how good it would be to fuck her right there.

Then she turned around and held her arms up, flexing her biceps. But she was so built that as she did so, even her back and shoulder muscles were bulging out. She looked gorgeous with her dark hair hanging over her shoulders. To make it even better, her moved it forward so he had a better look at the full scope of her broad shoulders. She wrapped her arms around herself, moving her hands all over her fine backside, moaning as she felt herself up. Those two times she brought him to climax had left him feeling a little exhausted, but the sight of her nude form, her deliberately tempting him, it was getting him hard up all over again.

He was almost drooling, her body was a work of art, that was for sure. But as he looked her over, he looked at her ass too. It wasn't jiggly and full out like the most other girls' asses he had seen, Mary Jane and Gwen Stacy had naturally full bubble butts, and even Black Cat whose body was sculpted to perfection and yet she still all kinds of feminine curves and sleek hips that rounded out to one of the biggest and firmest tushies he had ever seen. Jennifer Walters on the other hand, had a much smoother ass, nothing small, but definitely something that emphasized bulk as opposed to bounce. But it was any less fuckable for it, she reached down and confidently gave her one of her cheeks a smack. It bounced like the donks of any of his other girlfriends.

She turned back and looked at him with a knowing smile. "I don't mind if you bite into this one, spidey. I bet it looks good enough to eat."

He licked his lips. "I just hope I don't break any of my teeth on it."

Grinning, she reached under her cheeks and held them up, accentuating their fluffiness. He got up and sprang right at her, getting down on his knees with his face right at her ass. He was slurping, kissing, and biting all those cheeks, hungrily grunting like a beast while doing so. She looked down at him like an adoring mother watching her son happily eat a meal she prepared just for him.

And he couldn't just be content with her butt either. He felt all over her naked thighs as he was eating that donk, up her smooth hips, and his greedy hands were just under her breasts too. He had worshipped her chiseled abs that made her so uniquely beautiful but she was fine in all the other places that a woman typically was too, and that tit fucking just wasn't enough for him. Living and working alongside her day to day, he knew she was a beautiful woman. Indulging in all of the carnal fantasies he had about her was better than he could have ever imagined.

While he was fondling her, he reached down to her pussy. He had only made the slightest of motions with his hands but she gasped the moment he touched her there. It wasn't just how hot and heavy the two of them had gotten with each other at that point, she was just so very sensitive down there especially. Unable to take it anymore, she quickly spun herself around.

Jennifer's twat was right up in his face. He had already seen her naked pussy when she was posing for him earlier, but now that he was looking at it up close, he noticed just how developed of a vagina she really had. His harem of ladies over the years all had different body types and personalities, but none of them had the kind of slit She-Hulk did. He didn't know if it was because her body type was so beefy to start with or she was just that turned on, but her vaginal lips were full and bulging right out.

But it was her clit that really caught his attention. The nub hadn't begun to stick out of the hood, and it was still so big and juicy looking. The size of it, it's wetness, and just how much it was pulsing with her arousal. Peter realized that if she didn't wear her underwear underneath her costume whenever she went out saving the world, people looking at her would have thought she had a dick. Yet he wasn't put off by it's size at all, he knew she was probably that much more sensitive and he was eager to please her.

She sat down on the chair just behind her and spread open her legs. It was for her comfort to not only relax during this upcoming session of cunnilingus but also make it easier for him to go down on her. And if she came all over the place, she wouldn't have to worry about falling on her ass.

"Eat your veggies little Spider. Good boys who get all their greens will get plenty of dessert."

That was all the invitation he needed.

Peter leaned forward. The smell of her juices filled his nostrils. She smelled so good and eager for more, took his first lick of She-Hulk pussy. The taste of her inner folds was strong on his tongue but not unpleasant. He slurped around her wet vaginal lips as he would continue snacking on her insides and everytime he got a taste of her moist labia, she felt tighter. Not helping things was just how submissive and helpless she sounded.

She was looking down at him softly. Even though he was that much smaller than her and he was on his knees in that position, she felt so powerless to how loving he was being with her snatch. It wasn't just the physical pleasure of him eating her out, it was how much he appreciated her body in general, feeling up her shapely legs and kissing all over her twat. She had gotten over her insecurities a long time ago and embraced her form, feeling no small amount of pride in her beauty and her physique. But it still touched something tender inside of her to have a guy taking care of her in that fashion, especially a trusted friend. Peter Parker really was a ladies' man.

She was shamelessly playing with her tits while he went down on her. He knew he was getting to her, from her cute little wails to just how much she was spasming on his tongue. But he made sure to keep it slow and draw it out as long as possible. After she drove him to climax twice, he was ready to make her cum just as good as he had.

But it wasn't just his care in eating her out that had him taking his time. He was also admiring the novelty of her body compared to all his previous loves. Even compared to the likes of Black Cat or MJ after she played the role of Iron Spider, there was no getting around just how beefy She-Hulk's physique was by comparison. If she squeezed his head in between her those sexy thighs, he figured it would be the best way to go.

And her pussy didn't disappoint either. He already figured she would be sensitive, but he hadn't even begun gobbling on her clit yet. Still, in spite of what a titanic and hard-bodied woman he was, he was still amazed by how soft she was down there. The texture of her vulva felt so nice on his tongue and it sounded like she was louder whenever he kissed the mound in between eating her out. He never would have put She-Hulk as being such an adorable sex kitten.

He gently probed the clit with his fingers just to gauge her reaction. Her whole body vibrated, and she let out a loud undignified moan. He watched the clitoral hood twitch just from such a small motion and took the nub still inside with his fingers while he closed his eyes and fully devoted himself to licking inside of her. She was so tight that he knew he had to finish her off.

With the way he was pleasuring her clit and eating her out at the same time, it was no surprise that she was so tight on his tongue. She was being loud too, and more than a few times as she was crying out, he couldn't be sure if she had just climaxed, that was just how lively her vagina was from his treatment. Eager to give her one hell of a good time, he pulled back the clitoral hood and brought out the nub. He already knew it would be large and had felt it on his hand but seeing it exposed was another thing entirely. It really did look like the size of an average guy's penis.

He moved up and took it right in his mouth. He knew it would be a big one and it still was a realization for him that her nub was not only the biggest one he had ever seen in his life, but also how different in felt in his mouth. It was so big and hot and wet that his brain was a little fogged over from the heat of it on his tongue.

Still, he was far from the little boy he used to be. Even as he had to adjust to moving his head a little more than usual while going down on her sweet spot, it was no discomfort for him at all, and she tasted great. As he sucked on it with his lips and tongue, her helpless moans of rapture incited something devlish in him and he would occasionally tease it ever so slightly with his teeth. All the while he fingered that tight pussy he just got a meal of.

Jennifer suddenly screeched when her clit tensed up in his mouth and released a stream of orgasmic fluid right in his mouth as her twat tightened on his fingers. Her legs squeezed the sides of his head but he didn't stop, still sucking on the spasming nub in her state of feverish climax. She was shaking all over and nervously pinching her erect nipples as she melted into the sweet sensations of pleasure.

Peter took the clit out of his mouth and ran his hands all over her smooth legs. She had relaxed herself a bit as the orgasm began to subside. He wasn't put off from the pressure of these gams on his face earlier and instead he turned to kiss all over her inner thighs as he tenderly eased for her in such a powerful state of rapture. She was so different from all the other girls he had been with, but she was still a girl.

It wasn't immediate, but she was slowly settling down just from such sweet affections. More than a few guys had seen her as some green muscle fetish for them to get off to, but after she pleasured him twice, he was very attentive to her needs, touching and kissing her just right. She had never felt so loved and appreciated before.

He was also still prodding her vagina with his fingers. She was so tight. He couldn't imagine how great she'd feel on his dick.

When he finished, he stood up and looked at her. The height discrepancy between them was so vast that even as she was sitting down and he was standing up that her head was still a few centimeters above his. But as she was just reeling in her state of ecstasy, he still looked dominant.

"I didn't...hurt you, did I?" she said, remembering how she had used her legs on him.

"Miss Walters," he said, taking each of her hands in his and kissing them in turn like a perfect gentleman, "I've been through so much worse than that. I just hope you don't crush this head too much," he said, stroking his penis.

She smiled, remembering how how hot it was. She didn't know if he just wanted her that bad or that radioactive spider bite gave him certain other gifts in addition to just webbing powers. And it was still so big and hard.

Taking one of her hands, he led her to his bed. Feeling a little naughty, he slapped her butt and pushed her onto it. Looking back at him playfully, she got on all fours and wiggled her big ass in front of him.

"You like my butt that badly?"

"Bet your ass I do!" He moved his cock in between her butt cheeks, groaning happily to himself. It was the perfect mix of muscle and softness. She also took no small part in this little tease, grinding her donk on his pole like a stripper. The whole time, he felt the heat of her pussy radiating on his member.

Unable to resist, he grabbed her hips and rammed his cock right inside of her. They both gasped from it, her from the intensity of his cock inside of her, and him from just how tight she was. At first he couldn't even move, that's how lost he was in the wonderful sensation of her twat clinging to his member. The beefy goddess before him was something to marvel at alright.

Eager for more, she moved her hips back and forth on him. He could only moan deeply, she felt so good, she really was a hell of a woman alright. Getting annoyed now, she slammed her ass right up on his hips. That woke him up.

She looked back him. He looked at her with a goofy look on his face and shrugged his shoulders. She smiled and winked. That did it and he started pumping into her on a regular basis.

As the two of them were fucking, her tits were jiggling back and forth. They were so big that even with as broad of a back she had, Peter could see the sides of them swaying with each movement between the two of them. Despite the height disparity between them, they were still so big that he leaned forward and grabbed hold of them. Sinking his fingers into the supple flesh, she threw her head back and shrieked loudly. The combination of that dick stuffing her and his hands clutching her breasts, it was all so good.

He picked up the pace. She looked back at him with her tongue hanging out and nodded her head, wanting it, begging for it. He pounded inside of her even faster, she was as tight on his dick as he expected, but she was also such a minx. He couldn't resist that face.

He came before he even realized it, her pussy was just that tight. The moment he jizzed inside of her, his voice collapsed in his throat before it erupted in a loud roar. She was already on the verge of her own climax, but feeling that piping hot cum flood inside of her pushed her to the limit and she screamed happily, her vagina tightening and spasming all over his erect prick, milking him even further. Already lost in his own satisfaction, that wail sent a shiver up his spine. Her pussy contracting on him pushed him to levels of pleasure he didn't know were possible. He just kept pushing inside of her.

When he was finished, he pulled out of her, revealing a long sticky strand between her pussy and his dick. Semen was gooping out of her, and he had fucked her so hard that her lips were still a little bit open. She quickly spun herself around and walked to him on her knees.

"You up for more?" she said.

"Fuck yes," he growled.

"So how do you want to do it? Do you want me to lie down and hold you close with these?" she said, feeling up her legs. Then she grabbed his penis. "Or do you need me on top, riding this horse cock all the way?"

He moved himself up to where the pillows were and lay down, resting his head on one of them. "Ride me baby. This is my bed after all."

"Oh but of course!" she said, raising herself above him. She seductively hovered her vagina still dripping with spooge over his dick, looking down at him. Then she moved down slowly onto his prick.

There was a squishy feeling for the two of them as her pussy engulfed his penis, that's how much of his cum was inside her. Still, the feeling of her gradually edging herself onto his pecker was exquisite, and he held in his breath from it. Once she was down on him all the way, she rode him hard and fast. This time he didn't wait and moved up with her right back.

She was moaning badly, clearly she needed it. Her ass was slamming right down on his hips. He wasn't put off at all though, and instead gave it right back to her. She was a woman of titanic strength, but he wasn't weak at all either, and between all the ladies he had taken and his own muscle, he was well defined enough to give it right back to her. And pretty soon she was fucking him way harder than he was with her.

Her tits were flopping up and down everytime she moved. With the pure power behind every one of her fucks, it became easier for him to just slow down on his end and watch her like she was a bitch in heat. He put his hands behind his head like a king.

He wasn't motionless like at first when he took her from behind. But he had slowed down enough that she had to speed things up a bit. She looked down at him, needy, and he just had a smug grin on his face.

She was about to say something when he suddenly rammed right inside of her at full strength. The motion was so strong that it took her off guard and she yelped louder than ever. Then he would slowly move back while she was still riding him and ram her again at full speed. Even with her size, it was clearly getting to her as she couldn't fuck him back as much as she liked.

Then he stopped thrusting inside her entirely. They locked eyes again. He smiled and nodded. She weakly nodded back and resumed giving it to him at full speed. Even with her strength, he never felt more proud and relaxed as she gave it her all.

Still, she was getting to him. In that position he looked totally in control of the situation, but he was feeling the pressure in his penis. The way she was riding him and her sheer desperation were in tune with how he was feeling. He knew she was going to cum soon.

Just as she was rising up, he grabbed her hips and slammed her down all the way on top of him. His dick burst wide open with cum, spewing it deep inside of her cunt. Jennifer's voice was already becoming a little hoarse from all her crying out, and her moans of sweet release still sounded just as ragged and helpless. But the same was not true of her twat, constricting and tightening all over his cock even worse than before, as she was pushed to another wonderful climax.

She fell on top of him, weakly holding him. At that point he had also abandoned any pretense of control. Instead he simply held her as the two lovers breathed roughly, taking it all in.

Finally she looked up at him. "That...that was amazing Peter..."

"You were great too..." he said.

"Can we...can we do this some other time too?"

"I think we can make it a regular thing if you want to."

She smiled. After they both recovered from all that sex, they got dressed again. Some of the other Avengers gave them looks but they didn't care. If anyone asked, they could always play it off as training. And if someone got too nosy and pop the question, they made an agreement to spill the beans go way into their sex life. Even Tony Stark might get put off by something like that.

Because let's be real here, bagging a hot babe was totally Peter Parker's style. They had nothing to hide. It was definitely not a rare thing for him to be into this kind of arrangement.

***

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