All Over(Kay Fury/Knockout)

Spider-Man found the wind taken out of him and not because of a battle with any of his super enemy. Rather because of a really tall, gorgeous, redhead with green eyes and a tight green uniform which showed off her bountiful assets lifting Spider-Man off of the ground. Knockout, or Kay as she had been known outside of the battle field, a former Female Fury, wrapped her arms around Spider-Man and pushed the web slinger face down into the New God's ample bosom.

Worst places to lose his breath in. To be fair, today had been a cause for celebration, after the duo's victory over the first couple of crime, Titania and the Absorbing Man.

"Oh, someone wants to have fun?" Kay breathed in a teasing voice.

Her hand patted Spider-Man's bulge and gave it a squeeze. Knockout's breasts practically screamed for release and her top screamed mercy. The glorious globes of the statuesque redhead bounced up and down. Dare, he do something about it? Free the girls and give them room to breath?"

"Looks like I'm not the only one."

Spider-Man daringly rubbed a finger against Kay's crotch. Oh her hips pumped and Knockout removed Peter's pants. A girl like her only liked the very best and what Kay held in her had was a Grade-A piece of throbbing meat. She could not help and wrap he rfist tightly around it to pump it up and down with intensity flashing through her hungry eyes. The more she rocked her hand on Spider-Man, the more she jerked him up and down.

"I really hope you're not going to spill your load all over my hand already," Kay said. "That would be a waste, wouldn't it?"

Kay removed her top and allowed her bountiful breasts to move out. They were the size of boulders. Spider-Man hung around some well endowed women through the years. Kay's knockers were top class and more importantly, they shook every time Kay wrapped her hand around Spider-Man and pumped his throbbing cock. He jerked forward into her hand with Kay's fingers working her magic.

Peter groaned as Kay took his big cock and sandwiched it in between her mighty mammaries.

"Now, here's the perfect place where you can spill that cum."

Oh, those glorious pillows were so soft and so amazing around Peter's prick. He could use Kay's entire body as a bed, given the height of her. And the former Female Fury just allowed her. Kay massaged Peter's balls furiously as he pumped himself into her chest.

"That's it, Spider-Man!" Kay cooed. "My tits need to be showered in your cum. I know you have more than one load in those balls. I'm going to empty those web shooters in a hurry."

Kay's fingers danced against Spider-Man's balls and rubbed them very hard. Oh, every pump with Spider-Man sliding between Knockout's knockers brought him closer to the boiling point.

"I'm going to make a big mess all over you," Spider-Man said. "I'm not going to hold back much longer."

"Good, I don't want you to hold back," Knockout said. "I bet I can make you give me the biggest load of cum ever across my chest. You know you want to cum over these puppies!"

Kay sped up her tit-fucking on Spider-Man. The web slinger had no choice but to grab Knockout's chest and spear his mighty prick between them. His muscles tensed up the faster he rocked inside of her. Oh, Knockout was going to make him cum all over her and there would be no way for Spider-Man to stop it.

Not that Spider-Man wanted to stop this.

A heavenly sensation rippled through Spider-Man's balls as he planted his cock deep between her chest. Oh, yes, it felt amazing, alluring even. His balls clenched and released their fluids all over Knockout's amazing chest. Kay pressed her lips down and sucked Spider-Man hard. It felt like he was having his soul sucked out through his cock with how amazing her lips felt on him.

Spider-Man's messy cock finished spurting all over Knockout's chest. A moan escaped Kay's throat. Kay rubbed the puddles of cum deep onto her breasts and made her tits just shimmer out in the end.

Knockout turned around and pulled her pants in. Spider-Man dove on in and began to lick her asshole without any warning or hesitation. Knockout grabbed onto the bed and let out a sharp moan as she enjoyed what Spider-Man was doing to her.

"You naughty, dirty boy!" Kay cried out. "Oh, get that nice and wet."

Spider-Man's manhood dragged against the back of Knockout's firm legs. It swelled and it would soon be hard enough. He clenched Knockout's cheeks and devoured her asshole. Oh, he saw heaven when entering the inside of the New God's beautiful tight hole.

Knockout came just by Spider-Man's tongue in her ass. She shook and squirted all over the bed. Kay did not require even her fingers. Just Spider-Man with his tongue down in her ass was more than enough to set the stage for Knockout to spurt all over the bed.

"Oooh, mmm!" Knockout moaned. "Yes."

Spider-Man pressed his finger against Knockout's wet hole and slipped down into her. She pumped back and forth against him and let her juices just flood all over him. But, that's not where his cock was going to go. He ground it up against Knockout's rear entrance.

Kay spread her cheeks good and wide. Oh, Spider-Man was going to take her ass and she was going to like it. The web slinger fingered her pussy with one hand and explored her body. All while grinding that cockhead against her hole. This action sent Kay spiraling over the edge with pleasure. Oh, she felt amazing and Spider-Man rocked himself all the way back into her tight back entrance.

"Fuck my ass, web head! Go ahead! Do it!"

Spider-Man spanked Kay's ass.

"Good girls are patient."

Kay wondered why Spider-Man got the impression she was a good girl. Oh, she was bad at being good and very good at being bad. The tip of Spider-Man's pussy destroyer, or ass tamer at the moment, pushed against Kay's ass.

Oh, as much as Spider-Man enjoyed a good pair of tits, a nice round ass really added to the package. Knockout had an ass which just screamed for Spider-Man to grab onto and sink his cock into her.

"But, don't worry, your time is now."

Spider-Man pressed into her inside and slid all the way into Knockout's perfect ass from behind. Knockout closed her asshole down onto Spider-Man and clamped tightly down onto him. Oh yes, it felt good to be balls deep inside of her.

One hand rubbed Knockout's pussy and got the friction going in her. The other hand held Knockout steady so Spider-Man could drive himself deep into her ass. Oh, he got some and went all in to get as much as he could. Spider-Man pressed down onto her and pumped himself as far into Knockout as he could manage to go. Knockout pressed down onto the bed and moaned out loud from Spider-Man's long thrusts deep inside of her.

"Fuck, fuck, fuck!" Knockout chanted. "Oooh, Spidey, you're stuffing my asshole so good."

Spider-Man positioned Knockout so her ass would bounce on his lap. This gave him an opening to touch as much as Knockout as possible. All of this glorious skin on this tall woman for Spider-Man to explore. Oh, he endlessly worked into her and made her cum all over her hand.

Kay licked the cum off of Spider-Man's hand like an ice cream treat. She wanted more and the web slinger was only more than happy. Kay ground up against those swollen balls, knowing where his cum would be in just a matter of moments.

This smoking hot redhead clamped her ass around Spider-Man and milked him with more intense thrusts than ever before. Oh, Spider-Man could only just pinch her tits, ass, and clit. All of the spots on Kay just drove her nuts, just as Spider-Man driving into her ass drove the web slinger completely to the end. He pressed down into Knockout and rocked her body down onto the edge of the bed.

"Cum for me," Spider-Man groaned. "It feels so good, you're so tight around me, aren't you, babe?"

"YES!" Knockout cried out. "YES!"

Oh, Knockout wanted to explode and she did so, all over Spider-Man's hand. Her clenching ass wanted to claim Spider-Man.

The tight strokes made Spider-Man's balls tighten. He let Kay finish several times already today and now it was his turn. Spider-Man gave one more jerking motion and sent his cum splashing into Kay's perfectly tight ass. His balls shot it's load out and kept firing with repeated thrusts into Kay's perfect ass from underneath.

Kay almost collapsed down onto the bed. Spider-Man grabbed her tight and filled her up with several more pumps. She came one more time before she was finished.

The sweet pleasure of release visited both of them and drove them to the brink of pleasure.

Kay pulled away and laid back, enjoying the aftermath. Spider-Man crawled over and dropped his head on Kay's enormous chest. He used her amazing breasts as pillows and Kay softly ran her hands through his hair as they both drifted off to a rest.

Not for long though, as after Kay caught her bearings, she would take Spider-Man into each of her holes again and again, until she left him with a sore cock and empty balls.

Or she drifted into a sexual coma, which ever came first. Kay was not too picky.

End.