Summary: Years after the events of Marvel's Spider-Man 2, Miles Morales is chasing Felicia Hardy. One thing leads to another and suddenly the young black stud is plowing his mentor's ex-girlfriend. Can he manage to get the words of affirmation he so desperately seeks? Or will he fail to measure up to the standards that the original Spider-Man set?
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Miles Morales, college-age, had a handle on his powers. Peter Parker was on break so the young black hero was left as the one and only Spider-Man of New York. The transition from ordinary to extraordinary didn't happen at the snap of a finger. He stumbled. He failed. Even now, while in his second year of college, he struggled to live a smooth life. He was late to classes and if his mother was at his dorm, she probably would have reprimanded him every other day.
Tonight, like every night, he couldn't just stop. Miles was Spider-Man. Miles had a responsibility. And tonight, that responsibility was chasing down Black Cat.
"Give it up, Felicia!"
Felicia Hardy, the alluring and ever-so attractive Black Cat. He didn't mean to call her by her full name. This wasn't their first encounter, it was their fourth. Every single time, she got away with much issue. It was like she was ten steps ahead.
"Oh, Spider-Boy, you're just too cute to quit, aren't you?"
"I thought you said you wanted to protect your girlfriend in Paris!"
"I did!" Two rooftops ahead. Her white hair was bellowing in the wind, untied and loose. Miles could still catch up! "And theeen we broke up!"
Her laughter was cute. Somehow sexy, somehow relatable, and somehow…wow, he was acting like a simp.
"God dammit, snap out of it, Miles," he grumbled. During the whole Symbiote-Kraven fiasco, Black Stole stole Dr. Strange's portal magic staff. She could anywhere she wanted at any time. That was until the Sorcerer Supreme appeared and took the staff back. Miles had no idea what happened in between Felicia going to her girlfriend in Paris to now, but he had to stop her.
"You've already stolen from four different museums! How much more can you want!?" Miles yelled. He decided to land on a rooftop, roll, and then burst forward with black-white lightning. This was a move he didn't enjoy since it hurt. But against this fast bitch, he needed it.
Black Cat peered over her shoulder. She smirked and ducked. Harlem's Spider-Man rocketed right past her. Thwip! But not away from her. This was no longer an amateur Spider-Man. This was a Spider-Man with nearly half a decade of experience. He latched onto an air conditioner and launched at her.
Black Cat caught him in a bear hug. It completely caught him off-guard. He expected her to do this but something? Press her skintight black outfit against him? She spun him around like he was the princess and she was night.
"Nice night we're having." Her voice was dripping with sex appeal. Miles felt a jolt of something hot coil in his balls as he was spun and then thrown. He landed on his feet no problem, but Felicia was running again. She was carrying a diamond ring in her utility belt. That was what he had to get back. It was apparently a relic from the French Queen Marie Antoinette, blue diamond set in a gold ring and worth over thirty million.
'Can't let her escape.'
She was already on the move and leaping to the next rooftop, landing with a roll before springing back to her feet. Miles chased, his enhanced reflexes keeping him close. As he got closer and closer, he got more and more clear glimpses of her from behind.
Her ass was a perfect, round curve. This Black Cat…she wore a sleek, black leather catsuit made of the same tactical material as before. It was form-fighting certainly and featured a partially unzipped top, white fur trim, a domino mask, a choker, and red lipstick.
All in all, it was different. More hot. More erotic. It was like she decided to play dress-up this time around, except with bullet-proof material.
'S-sheesh! How did Pete handle this chick?'
"You're not getting away this time," Miles yelled.
She giggled and turned—and woah. The zipper on her suit ran down the middle and he wasn't sure if he was imagining it, but it just got lower, stopping just above her navel, revealing a generous cleavage that seemed to defy gravity. Her tits were full, round, and bouncing with every graceful jump she made. The curve of her ass was accentuated by the tight material. She glanced back at him, her lips curling into a sly smile.
"You're persistent, Spider," Black cat purred. "I'll give you that."
Miles was stunned. Those breasts were bouncing. He nearly tripped and forced an erratic jump to the next rooftop. There were only so many buildings she could traverse, however. They were going to be running into the skyscrapers soon. His eyes kept drifting to her chest, her tits practically spilling out of her suit. She noticed, of course she did. Black Cat was always ten steps ahead.
Which wasn't much in physical terms. Miles was gaining on her.
"You're not getting away with that," Miles told himself, his voice firm but laced with something else. Something she could use.
So when she was confronted with two skyscrapers flanking her, Black Cat turned to face him, her hands on her hips, her cleavage on full display and the tops of her pale pink nipples peeking out.
"You, uh, stopped. Gonna give up?"
"I know if I tried grappling, you'd web-swing, And I'm more than acquainted with a spider's web-shooters."
Her eyes drifted and Miles felt himself going red under the mask. She…she wasn't like this the last time! Last time, she was serious a-and hot, oh sure, and a bit angry. This…this was different. This was what he imagined the Spider-Man and Black Cat relation. Tense and hot and…
"G-good," Miles stammered out. "Then you'd better return that diamond ring."
"Oh, I think I will," she purred, her eyes dropping to the unmistakable bulge in his suit. She ran a finger along the zipper of her suit, pulling it down just an inch, exposing more of her cleavage. "You should come over and help me, honey~!"
"H-huh? That's…"
"Spider-Man and Black Cat. Doesn't matter who's under the mask, no?" One step, two steps. She was getting closer and Miles was rooted to the rooftop. "It's all friendly competition."
Miles swallowed hard, his cock twitching in his suit. It was getting harder to ignore, the way it strained against the fabric, his massive size impossible to hide. His heart raced as she took a step closer, her hips swaying and her breasts right fucking there.
How could a young black man like Miles not pop a boner? The costume itself was sleek and black and utilized red for the spider insignia across the chest. There was a V-shape stretching from the groin up to the shoulders—but Black Cat didn't care for the differences between Miles and Peter's costume.
No, no, no, her eyes flicked down to the bulge.
"You're not exactly subtle, Spider," Felicia teased, licking her lips. Her eyes pointedly switched from his crotch to his eyes. A wicked grin spread across her face. "My, my… what do we have here?"
Miles stepped back, his face heating up under his mask. "Stay back," he warned, though his voice lacked conviction. He bent over a little, hiding his crotch with his hands. It was a feeble attempt.
Black Cat laughed softly, a low, sultry sound that sent shivers down his spine. "Oh, don't be shy," she said, closing the distance between them. Her hand reached out, her gloved fingers brushing against his chest. "I'm just curious. A big, strong hero like you… I wonder what you're hiding under that suit."
Miles felt his face heat up, but he couldn't help the twitch of his cock. It was hard, so hard, and the way she was looking at him made it worse.
That slutty look. That domino mask. The breathing. She smelled good, l-like black jasmine, being slightly sweet and very romantic and heavy. It was intoxicating and she knew it.
"Soo cute. When was the last time you jerked off, dear?"
He stiffened. He wanted to move and instead found himself captured by her beauty. Her fingers trailed down her zipper, and with a slow, deliberate motion, she pulled it down further. The upper portion of her suit flopped down and her tits breathed in all their glory: DDs that were full, round, and perky, with nipples that begged to be sucked.
"Felicia," Miles warned, stepping back. "T-this isn't…"
"Mmm, you like what you see, don't you?" she teased, her fingers tracing the curve of her breast. "I can see it in your eyes. Mm, and your balls too."
Miles swallowed hard, his cock straining against the confines of his suit. He could feel the precum leaking, the wet spot growing with every second she stood there, looking at him like that.
"I can tell your balls are just bursting, aren't they?" She cocked her head and gave him a certain smile. The kind that every man wanted. This woman was just…just too much. He took another step back and his cock leaked even more pre-cum. "Don't be shy, young man. Come, come~!"
Black Cat closed the distance between them. She reached out, her fingers brushing against his chest, before trailing down to his waist. "Let's see what you're hiding under there," she murmured, her fingers hooking into the waistband of his suit.
"Felicia—"
She didn't let him finish. With a swift motion, she tore open the fabric, exposing his cock to the cool night air. Her eyes widened as she took in the sight of it—thick, long, and uncut, the dark skin heating with precum. It was a monster of a cock, easily ten inches, and it twitched under her gaze.
"Oh my," she breathed, her gaze locked on his massive cock. "Spider-cocks sure grow on big trees, don't they?"
Miles blushed furiously, but before he could say anything, Miles's throat bobbed and Felicia smiled mischievously. Eye contact was made. Her gloved hands caressed his sack, holding two egg-sized baby makers. "Mm, your balls are quite…" she trailed off. Her hands wrapped around his cock, and she gave it a slow, teasing stroke.
Miles groaned, his hips bucking into her grip. Her fingers felt so good, so tight, and the way she was looking at him—like he was a god—made his cock throb.
Oh fuck.
"S-sorry!"
He was cumming! His dark cock lurched forward, smearing her navel and then proceeded to spill his load all over. The long, veiny member kept squeezing out strings of cum, desperate and pathetic. Miles tried to stop it. He grabbed his dick, only to make things worse. "S-so sorry!"
Miles apologized again and again until he stopped cumming. By the end, her stomach was coated in strings of white.
Felicia's expression didn't change. As a matter of fact, she giggled like she expected this. "So cute~!" Her gloved hand retreated back to the tip and her thumb caressed his messy cum hole. "You let out so much. I was right, wasn't I?"
"H-huh?"
"You didn't jerk off for a long, long time."
"Y-yeah," Miles mumbled. This woman was older than him by some years. Guilt coursed through his dripping cock as she lightly stroked him. Fuck, he just felt so…sensitive with her! And he felt pathetic for it, not having the bravery to make eye contact anymore.
Miles could face Venom. He could push back on his best friend from making the wrong choice. He could battle the Rhino. But this? Cumming prematurely in front of an older, sexy woman? All his confidence flushed away.
Purposely wiggling that fat ass, and god damn was it fat, Felicia dropped, still smirking and teasing. "Don't worry, it happens to the best of us." Ass jutting out and breasts hanging out, she was a vision that oozed pre-cum without trying. Then there was that grip. And then that tongue darting out to lick the precum from the tip. Everything about her was like a wet dream. She moaned at the taste, her eyes fluttering shut.
"So fucking good," she whispered, before taking him into her mouth.
Just like that, Miles Morales was receiving the second blowjob of his life. Hailey…she was his girlfriend.
'Oh fuck, Hailey, I—!'
But he forgot all about her when she sucked hard, her cheeks hollowing as she took more of him into her mouth. Her mouth was hot and wet, and the way she sucked him—like he was the best thing she'd ever tasted—was driving him wild.
'T-this is way different than Hailey! H-Hailey was—no, is so much more lax! Felicia is just…!'
Gobbling down his cock. She was bobbing her head, taking four inches, then five inches, then six inches, then seven inches…
"Fuck! C-Cat!" He gasped. Like an amateur, he thrust his hips into her mouth. Felicia was slightly surprised and she had to grab his thighs in order to fully control him. This college stud really was an amateur. Although he and Hailey fooled around, they never fucked. It just…didn't seem right. They were a vanilla type.
Which was what made this so wrong. He was cheating on his girlfriend of almost three years for a woman he knew was a known slut. 'W-well, not a slut, it's not like she sleeps around—'
Nerd.
Casually, she took him deeper, her throat relaxing as she swallowed him down. Her tits bounced with every bob of her head. Miles was looking down on her, nervous and sweating and never being able to look at her for more than two seconds until he gasped and had to jerk his head elsewhere.
Her eyes, partially blocked by her mask, sparkled.
Just like that, she slammed herself down on him. All ten inches of his cock—taken. Boom. Felicia did what Hailey Cooper failed to do in three years. Her hands moved to his ass, gripping him tight as she sucked him harder, faster. Miles couldn't even buck his hips. The black brother was struggling from this older white woman's technique. She stayed there, all tight and warm, causing gasps and moans, and then pulled all the back. Her tongue swirled around the sensitive head one last time, her lips pulling back to reveal the dark, glistening flesh.
"F-Felicia…!"
She smirked. She looked up at Miles, then his cock. "So eager, aren't you? Do you want to cum?"
Fuck, he had a girlfriend. He should stop her. He didn't. The Black Cat was a mind-bending experience and he'd never get anything like this again. Not with his boring girlfriend—sorry, no sorry.
"No wonder Pete is obsessed with you," Miles tried cracking a joke to get some confidence. It worked, mostly for himself.
Felicia just laughed. "I appreciate that, Spider-Boy~!"
Spider-Boy. Miles could feel the heat building in his balls, the pressure coiling tighter and tighter. "I'm gonna cum," he warned, amateurish and quick. "So, uhh…"
His black member was throbbing in the air, without her lips and without her throat. "I know, I know." She was in full control. She kissed the tip of his flared cock, "Mwah!" and then casually deepthroated eight inches.
Miles didn't get it. Just what the fuck possessed this woman to be this fucking good? Did she do porn? Did Peter train her to do this?
'F-fuuck! I-I'm gonna cum! I'm sorry, Hailey, but I'm going to cum down her throat!'
With a loud groan, Miles came, his cock pulsing as he shot his load down her throat. She swallowed every drop. Full eye contact and what seemed like zero issue. Her white hair was pristine and long and her breasts were there and he just kept gulping. The audible gulps and that sultry look and subtle smile…
He groaned. His healing factor gave him a load that ordinary men simply couldn't fathom, yet Black Cat, a non-powered woman, didn't stop. If anything, she sucked him harder, her throat vibrating around his cock as she swallowed him down. Her fingers dug into his ass, pulling him deeper as she took him to the brink.
His black nuts were pressed to her chin. His cock was fully sheathed inside. And she was completely fucking cool with it.
"Haa…" When she finally pulled back, her lips were swollen, her chin glistening with spit and cum. "Not bad, Spider-Boy. Not bad at all. I'm a bit rusty, you know."
She smiled. A cum-filled smile. Miles gulped.
Black Cat grinned, her fingers trailing down his cock and to his nutsack. "Ready for round two?"
'Jesus Christ,' Miles thought, his knees wobbling. His cock was still hard, still throbbing, and the way she was looking at him—like she wasn't done—made it twitch.
"The spider and the cat, sitting on a rooftop." She gave slow, slutty strokes to his cock. Like she saw something in him that Miles himself didn't. "K-I-S-S-I-N-G."
He wasn't sure if it was the adrenaline from the chase or the way Felicia looked at him like she wanted to devour him whole, but he couldn't think straight. His hands twitched at his sides, craving to touch her, to feel her skin against his. "I… I can't just let you walk away," he stammered, his voice shaky.
His attention returned to the smooth, pale skin of her breasts. Was there a kind of silly eroticism from the contrast in their complexions? Yes. Very much yes. The black man couldn't tear his eyes away. Her tits were massive and they bounced slightly with every breath she took
Felicia cupped them in her hands, squeezing lightly, and let out a breathy laugh. "See something you like, Miles?"
He swallowed hard, his throat dry. "Y-yeah," he managed to mutter, his hands itching to touch her. Felicia rose to her full height, not at all shorter than him, her tits brushing against his chest. She reached down and grabbed his cock, her fingers wrapping around the thick shaft. Miles let out a choked groan, his hips bucking into her touch.
"Good," Felicia purred, her lips curving into a wicked smile. She leaned in, her breath hot against his ear. "Because I'm not done with you yet."
Before Miles could respond, Felicia did two back-flips. She bent her ass over, her hands gripping the ledge as she looked back at him over her shoulder. Her catsuit was not yet yanked down.
"Fuck, that ass…"
Felicia Hardy's physique was built like a sprinter-gymnast hybrid. If she'd gone Olympic, she wouldn't have been in one event—she'd dominate the 100m dash, vault, and parkour sprinting, if that were a thing. Her lower body, especially, was the kind built from years of plyometric training and acrobatic movement. Rounded, high-set, and compact, they weren't exaggerated but proportioned for speed, spring, and sudden shifts of direction. She didn't just look fast—she was fast.
'Bro, how did Pete pick MJ over this?'
Then again, he was dating Hailey who also couldn't compare…
The curve of Black Cat's buttocks was perfect, each cheek round and firm, and Miles couldn't resist the urge to grab them. Cock bobbing, he walked over and his hands squeezed her ass. He squeezed and then smacked her ass. Nothing.
God dammit, the tactical armour. It was stopping her ass from jiggling.
Felicia giggled. He kept smacking her ass, even as her hips wiggling. "Be a big boy and rip this costume, will you? It's supposed to be bulletproof but with your kind of super strength…" She winked. "I'm sure you're like Peter."
Miles liked being compared to Peter, sort. There wasn't this need to outcompete him. He was his mentor. The guy who taught him everything. So with his fingers, he ripped her catsuit apart and exposed her ass and her dripping cunt.
After that—smack! Miles grinned. Felicia's booty had that mild amount of jiggle and that light amount of muscle. It was toned but good god could it jiggle when it needed to.
"Ooh, look at that. Good boy~!" Felicia's voice was full of need. "Take me. I want to feel that big cock of yours inside me."
No man needed to be told twice. Young or old, black or white, Felicia Hardy was a fucking bombshell. Completely nude in front of him, the young buck lined up his cock with her entrance. The tip pressed against her opening, and Felicia let out a gasp as he pushed inside her. It was only the entrance but—
'J-Jesus!'
She was tight, so fucking tight, and Miles groaned as he felt her walls clench around him. Only his cockhead was inside so far too.
"Mmm, good~!" Felicia smiled, her nails scraping against the ledge. Then he went deeper. Her glorious green eyes rolled back. She was a sexy woman with a rocking hot hourglass figure, big tits and all, and an equally lewd face. Heart-shaped lips, thin eyebrows, and every other womanly feature that made a man turn.
It wasn't only about tits or ass. Felicia Hardy was sexy in every measure of the word.
"Oh my God, Miles…"
Even her voice, salacious and drawn-out. It was like she was meant to provoke big cocks. Tonight, it was Miles Morales' big black cock that she was provoking and he had plenty of cock to spare. He went deeper. He struggled a little since he was an amateur. However…
"S-so thick! Goddd, this is good! I missed this!"
Miles managed to ask with his Spider-Man cockiness, "A cock?"
"T-that's right!" Seven inches. Felicia was fucking arching. "Dildos can't possibly compare to a real man's cock! Especially…" She looked over at him, smirking. "Spider-Man's cock."
She spoke it so gently. So kindly.
Miles pulled back and slammed into her. Felicia went wide-eyed and let out a proper, shriekish moan. The kind he heard in porn. Miles' blood rushed. Holy fuck, he was actually doing this! He was fucking Black Cat, Peter's ex! He was fucking a hot, older woman!
He slammed again and Felicia gasped out, "G-good! That's good, Miles! That's it!"
He kept slamming into her. "S-so tight!"
"That's a real woman's pussy!" Felicia said between heaves. "And this—nngggh! Gah! This is a real cock! The only cock that matters! Spider-Man's cock!"
Fuck, fuck, fuck! He pounded away, acting on pure instinct. What else could a former virgin do? Felicia giggled and moaned and was almost on her way to her first orgasm. Miles was clumsy but…
"If this! Cock! Doesn't! Hit! Differently!" She grinned and her gorgeous emerald eyes almost rolled back. Saliva was leaking from the corner of her lips. "Goddd! I'm gonna cum! So soon! So soon!"
"G-good! Spider-Cock!" How the fuck did Pete fuck this bitch! She was so tight! Inhumanely tight!? "A-are you sure you don't have powers? Maybe you were bitten by a black cat or something?"
She threw her head back, moaning, and then laughed. "Pete said the same thing—"
CLAP—!
Something happened. Something that spawned from the depths of Miles' heart, that spread to his fingertips and his toes. He knew what this was. It was a sensation that he felt all the time when he was crime fighting.
Ooh, and Felicia! Felicia didn't expect it! It got a strong reaction out of her. The confident woman actually dropped her head forward, hair falling messily. "Hnnggh! Ngggh! C-cumming!" She said it a tad nervously, like she didn't expect. Like she didn't expect this virgin to be this good. She expected to dominate.
When Miles realized that, he smirked. Every thrust, after reaction, he was learning. He was like Peter in a lot of ways: with super powers, a keen mind, and a corny sense of humour. But there was something else.
Bio-electricity. He fueled himself with a healthy amounts of black bioelectricity and then whammed into her. Her pussy was lit up. Her walls felt....fuck, there was no way to describe it! Hot? Elated? It didn't make sense, it was different from a vibrating dildo or a hot dick. It was spicy, almost. It...
"W-what are you doing!? Nggghh! I-it's, ngggh!" Felica wasn't orgasming again, it was simply that the first orgasm was being stretched out. Her pussy didn't stop clamping down on him. It…it didn't make sense. She had full control of herself. She was a trained athlete. She didn't keep up with the old Spider-Man by just batting her eyelashes. She had skill even Kraven would be jealous of.
"What's wrong? Thought you'd just dominate?"
CLAP—! CLAP—! CLAP—! Three thrusts led to another orgasm, a long-minute long, toe-curling electric experience.
"How good is it, huh? Tell me!"
"I-it's—ngggh! It's like nothing I've fucked before!"
Her tits bounced with every thrust. Miles couldn't help but reach forward and grab them, his hands kneading her soft flesh as he fucked her harder. His thrusts were short, planted on top of her as she was, but holy fuck did it feel right.
Not to mention:
CLAP—! CLAP—! CLAP—! CLAP—! CLAP—! CLAP—! CLAP—!
Those bioelectric thrusts made up for the short, rapid thrusts. In some ways, this was better. The bioelectricity lit up her cunt for longer and added more pleasure.
"Fuck, fuck, fuck…!" Felicia swore and cursed. She was losing it. No, no, no, she was getting more passionate. Her pussy clenching around his cock and she pushed back against him. Again and again, her jiggly booty clapped back.
It shouldn't have been possible. He was pinching her tits and fucking her silly with his big cock and yet…
"That's it, Miles! That's it! Mmmph, use your cock!" She was so wet, her juices dripping down her thighs as he pounded into her. "Fuuuuck! T-this is how you fuck a woman! This is it! This is itttt!"
She orgasmed, back to back, each a minute long. Each tightening and causing Miles to grunt and groan.
"B-Black Cat!"
"Miles! Miiiiles!" she gasped, her voice shaking. "You're so fucking big. Oh my God…!"
How many minutes had it been? Fifteen now? Miles could feel the pressure building in his balls, the sensation of her tight pussy milking his cock making it hard to hold back. He stood up straight, grabbed her hips, and slammed into her with more force.
"YESSSSSS! I'M CUMMIIING!"
Felicia let out a scream like no other as she came. This was it. This was what she had been seeking. A real cock. A good cock.
Miles grunted and decided to bust too. He kept thrusting, his cock twitching as he emptied himself into her. Felicia's body shuddered with another orgasm and she collapsed against the ledge. Meanwhile, Miles pumped her womb white with his cum. Whether it was the healing factor or the bioelectricity jolting her inside, but his cum overflowed and leaked from the corners of her pussylips.
"F-fuck, I've never nutted this much before…"
Miles pulled out and it was a nasty and loud affair. There was so much cock and so much cum. The pure white baby batter was vicious and his and Miles hardly recognized it. Hearing her moan and whimper and shake, Miles asked himself, 'Did I really do all this?'
To Black Cat? To Peter's ex? To this hot older lady?
He did. Suddenly, his cock swelled with pride. It was a dark python of incredible length and girth and with cum dripping from the end. Cum that had just been inside the legendary Black Cat. Miles had jerked off to pictures of her years ago.
And now…
Now it was reality.
Felicia exhaled and without moving, she craned her head over to him. "You're not done yet, are you?" There was a darkness in her voice and in her green eyes. "Let's see how many times I can make you cum before you let me escape."
"Escape?"
Felicia's grin faltered for a split second as Miles' hands shot out, gripping her ass with a strength that made her gasp. She could feel the heat of his cock pressed up between her booty cheeks, still rock-hard despite the three explosive releases he'd already had.
His hands groped her tits through the thin fabric of her suit. She could feel his fingers digging into her nipples, his palms cupping the weight of her breasts.
'Mmm, he's strong,' she thought, biting her lip as he leaned over her, his chest pressing against her back. 'Just like Pete...!'
"You're not going anywhere," Miles growled and he retreated to smack her ass. "I'm going to fuck you until you're a slobbering mess, Felicia."
"Mm, big talk for a boy."
Miles smiled. "A boy that made your orgasm fifteen times? I bet Peter never did that."
"Ooh, look at that. Trying to one up your own master?"
Felicia could feel the tip of his cock pressing against her entrance, and she arched her back instinctively, pushing her ass out towards him.
"I got bioelectricity, invisibility, and a bigger cock, so yeah."
"Mmm, someone is getting full of himself," Felicia teased, though her voice trembled slightly. She wasn't expecting this. This arrogance to blossom.
Felicia liked it.
"Let's see if you can take it," Miles said, and without waiting for a reply, he slammed into her.
Felicia's mouth flew open in a silent scream as he filled her completely. 'Holy shit.' It was like he had suddenly perfected the bioelectricity-BBC combination. In that one thrust, Felicia orgasmed in a way that threw her back in time. She saw white, she saw her father, and then she saw Peter.
How long had it been? Miles' cock was massive, stretching her in ways she hadn't been stretched in a long time. She felt every inch as he buried himself deep inside her, his hips pressing against her ass. He didn't move yet. He was waiting for her orgasm and gushing pussy to stop.
"F-fuck!" Felicia gasped, her nails scraping against the rooftop as she tried to steady herself. "You're… you're fucking amazing! Nngggh, j-just what is this!?"
Miles didn't respond. Instead, he pulled back and thrust into her again. A big black ten inch cock and bioelectricity that affected every inch of her pussy. There was nothing like it. This…this was new. This was different.
On top of that, he fucked her with a rhythm that left her breathless. Miles was superhuman, so on top of everything, he fucked faster and harder than a normal woman like her could sometimes keep up with. Felicia could feel her breasts jiggling in the most delicious way.
CLAP—! CLAP—! CLAP—! CLAP—! CLAP—! CLAP—! CLAP—!
SCHLAP—! SCHLAP—! SCHLAP—! SCHLAP—! SCHLAP—! SCHLAP—!
"Just like that! Ngggh, don't stop! Don't stopppp! Don't stop making me cuuummm!"
Grinning, Miles leaned over and groped her tits. Felicia had always known she had a killer pair of tits, but the way Miles was groping them, massaging them, it was like he was obsessed.
"Deeper! Deeper! DEEPER!" She grinned. This…this was something else. Every thrust, every time he pressed his pelvis to her booty cheeks, streaks of black and white lightning burst out. The heat and the ferocity of it all…
It was like an old beast was awakening inside her. A primal side of her that just wanted dick and nothing more.
"Fuck me, fuck me! Pound me harder! DO IT!!! I'M GOING TO FUCK YOU UNTIL I GET EVERY LAST DROP OUT OF YOU!!"
The night of New York could not hear her. Not when it was night and this busy. But it was happening. Spider-Man and Black Cat were back.
The black stud didn't slow down. If anything, he sped up, his cock slamming into her over and over again. Felicia could feel herself getting tighter, her own pussy betraying her as she got lost in the sensation. She'd always been in control before, always the one calling the shots, but now… now she was completely at his mercy.
"You like that, huh?" Miles said. His hands left her tits, sliding down to her hips as he pulled her back onto his cock with every thrust. "You like being fucked like this?"
"Y-yes!" Felicia grinned, looking back and instinctively pushing back against him. "Fuck, yes! Don't stop!"
Miles didn't. He kept going, his cock pounding into her with a ferocity that left her gasping for air. See, these orgasms, they just stacked up! They kept crossing over and intersecting one another. It was different! They were long and she'd never felt like this before.
"I'm… I'm gonna cum again!" she screamed, her voice echoing across the rooftops. "Miles, I'm—ah! CUMMIIING AGAIIIN~! OH-MY-FUCKING-GOD!"
Her orgasm hit her harder than any before her because Miles amped up his bioelectricity. She could feel herself clenching around him, her walls tightening as waves of pleasure crashed over her. But Miles didn't stop. He kept fucking her, his cock plunging into her again and again as she rode out her orgasm.
It was a miracle her legs hadn't dropped.
"Miles! Miles! Your cock! Your big cocckkk!" Felicia cried, her voice breaking. "Please! Dear! Baby! I… I can't… ah!"
This amount of bioelectricity was dangerous. She came again, her body convulsing as another orgasm ripped through her.
"You can!"
Felicia couldn't even respond. Her mind was a blur of pleasure, her body completely under his control. She could feel herself cumming again, her screams filling the night air as she lost herself in the sensation of his cock pounding into her.
"I'm gonna cum! I'm gonna do it inside!"
Did she respond? No, because she couldn't. Hearing her gasp and moan and then whimper—yep, that was it. He won. He dominated. That was all it took. With a loud groan, Miles came, his cock pulsing inside her as he filled her with his cum. Felicia could feel it, hot and thick, and she came again.
Balls-deep, Miles Morales and his seed made a deep, deep journey inside her. Conjoining with the other creampie, it became a mess at their feet. A pool of cum that was not going to go away unless a janitor came.
For a moment, neither of them moved. Miles stayed buried inside her, his hands still gripping her ass cheeks. His black balls were aggressively pressed to her pale booty. It was sexy. It was hot. For Miles…
"Perfect…"
He sighed in relief.
Felicia could feel her legs shaking.
Miles pulled out of her. A loud schliiick ensued and Felicia whimpered from every withdrawn inch. "Godd…!"
Cum burst out from her pussy like a damn. Slow like jello and endless like a river. It was a sight to behold. Felicia Hardy, the Black Cat, her pussy stretched and filled with his seed. Not Peter's, his.
The big black cock remained rock hard—a verifiable shock as Felicia turned herself around to face him. Felicia's green eyes widened as she saw the look in his eyes, the hunger that hadn't faded.
"We're not done yet."
Felicia's heart skipped a beat as he pushed her against the ledge, his cock pressing against her ruined hole once again.
"Miles," Felicia said, smirking and trembling. "You… you can't be serious."
But the look in his eyes told her he was. And as he lined up his cock while they were face to face, Felicia knew she was in for a long night.
"What's the matter, Black Cat?" Miles taunted, rubbing his black cock up and down her pussy and stomach. "Thought you could just tease me and runoff like you do with Peter?"
Felicia's eyes narrowed at the mention of Peter, but there was a flicker of something else in her gaze. Curiosity, maybe. Or something darker. She licked her lips and wrapped her arms around his neck. He wasn't much taller than her, if at all.
"Oh, honey, don't insult the original."
"I'm not. Just saying—around these parts, they call me the Ultimate Spider-Man."
"The Ultimate Spider-Man? Oh my…"
Miles' smirk deepened, and he grabbed her wrists, pinning them above her head with one hand.
"I think I'll have to teach Spider-Man's protege why he can't quite keep up with the big leagues."
Miles' gaze flicked down to her flooding cunt. Plenty of his cum had already made its mark. He raised a brow. "I sincerely doubt that."
***
The morning light crept over the city. Five hours had gone by. Pussy juice and manly snow-like baby batter was strewn across the makeshift battlefield. Miles Morales and Felicia Hardy. The Ultimate Spider-Man and the Black Cat.
"Pheeeew!"
Who came out on top in this duel?
"Not bad at all, Spider-Boy."
Miles Morales lay sprawled on the rooftop, his body utterly spent. His once massive cock, which had been a source of awe and envy just hours ago, now looked downright pitiful—tiny, shriveled, and resting limply against his thigh. His balls, drained to emptiness, hung like deflated sacks, hollowed out by the relentless fucking Felicia had subjected him to. His chest rose and fell in shallow breaths, his muscles twitching with exhaustion. He felt like a shell, a shadow of the virile black man who had dominated the night.
Felicia was already dressed, albeit her black catsuit was unzipped just enough to tease a glimpse of her massive tits. They heaved with every breath, their weight pulling the fabric of her suit taut. She smirked down at him. Her hands casually rested on her hips, her stance confident and relaxed, as if the night had been nothing more than a casual stroll in the park.
"Well, well, look at you. All tuckered out. Who would've thought the Ultimate Spider-Man," she cackled at the nickname, "would be brought to his knees by a little old me?"
Miles groaned, his head lolling to the side as he tried to muster the energy to speak. "You… you're a fucking demon," he managed, his voice hoarse. "How the hell are you still standing?"
Her laughter was light and melodic. "Years of practice, sweetheart. I told you, you're not the Spider-Man I've fucked." She crouched down beside him, her huge tits practically spilling out of her catsuit as she leaned closer. Her fingers brushed against his cheek, her touch teasingly soft. "Though I'll admit, you're definitely… memorable. That cock of yours? Honey, I don't think I'll ever forget it."
Miles' face reddened up despite his exhaustion. "Yeah, well… I guess I'll take that as a compliment. But, uh…"
Felicia immediately understood. "Men," she giggled. "You want to know if you're actually better than Pete or if I'm just jibing with you?"
"Y-yeah."
"Peter…" Felicia smiled and stroked Miles' former BBC. It was what? Four inches now? Usually, when it was flaccid, it was closer to seven. In her hands, it looked big-ish. The contrast of their skin tones certainly benefited Miles. The white woman's grip suddenly loosened and her stroke went past his tip. Then slowed as she reached his hypothetical erection in the air.
She stopped where his proud ten inches would have stood if she hadn't emptied his balls. Miles didn't know what to expect.
'Come on, come on…!'
Was he bigger? He had to be, right?
One inch.
Miles' heart sank.
Two inches.
Three inches.
'No fucking way…'
Four inches.
"Petey was much bigger than you."
Okay. Okay, fuck. So he was trying to be all arrogant and all badass when he wasn't even the biggest she fucked? "C-come on, at least I got girth, right?"
Felicia gave him a certain smile. A certain look. She called out his name in a sing-song, "Miles~!" Her grip hadn't loosened for no reason. "You know I love your cock."
"Yeah…"
She was speaking slowly, like comforting a young boy. "But like I said, you're Spider-Boy, not Spider-Man. You're probably closer to Pete flaccid than hard."
A spear to the heart.
"I-I mean, I fucked you pretty fast—"
"You didn't. Not compared to him. Why do you think I'm standing here? He pounded my pussy like no else did. I benefited from it. Built up lots of stamina." She emphasized that word with a smile and for a reason. Even with his healing factor and his super strength and speed and whatnot, she tired him out. Felicia Hardy, the Black Cat, the normal human. She beat him, a bonafide superhero who had stopped a nuke from destroying Harlem and defeated Venom.
Black Cat did that.
"Um…er…" This was a matter of pride! Mentor be damned. "What about the bioelectricity?"
"Certainly new. But, fun fact, women will always prefer a bigger, longer, thicker cock over the shorter one. Oh, and he was amazing at eating me out. And pacing. You were kinda just…." She jerked her other hand off several times, hard, like she was fucking or something. "All passion, no patience."
"You make him sound like he was perfect," Miles grumbled, like a disgruntled loser.
"Miles Morales, there's nothing to be ashamed of. You were certainly spectacular." Cue the giggle, a sploch of cum leaking through her pussy, and an instinctive grab and stroke of Miles' softie. Felicia was getting hot just thinking about the original Spidey. "And if there's one thing he and you shared, it's not lasting the first time around."
"Huh?"
"Yep! First couple times, he could never last though. A couple of times, he busted in his suit. Actually, no, wait, he'd bust whenever I'd grind up against him. He really, really struggled, you know? So in that regard, I suppose you had him beat. You only came after I lightly touched."
"S-seriously? T-the Amazing Spider-Man nutted in his suit? On the job?"
"Oh yes. Although…it may have to do with the fact that his balls were twice as heavy as yours."
Miles did a double-take. "T-t-twice!?"
"Mmm, I know. I didn't expect a bigger cock but I was pretty disappointed to see you didn't have the same kind of baby batter. His loads were just…" Miles wasn't sure how to feel about a woman sighing and fantasizing about another man. He knew her ex was a big deal, but he didn't expect her to moan his name when she told him. "God, Miles. I loved him so much. He ruined me for every other man. I couldn't stay with my girlfriend. Forget the size and the dildos, she was a woman and she still couldn't eat me out as well as he could."
Miles couldn't stop imagining it. Her bent over, being opened wider than he ever could. The sounds she must've made. The face she probably gave him that he had never seen. That Peter had to pull out halfway through because she was shaking too much. Quietly, Miles asked her, "Seriously?"
"I remember the days when he was angry. He didn't ask. He just held my wrists and used me." A shuddering sigh. "I used to beg him to slow down, but he'd just grab my hair and fuck deeper." She moaned his name while telling him that. Not loud. Just under her breath. But it hit Miles Morales like a brick. He was jealous.
"Maybe it's just nostalgia—"
"It wasn't. Miles, honey, when we first fucked in my apartment, we emptied a fifty-piece box of condoms." H-huh? What!? "How many times did you bust?" she asked, letting go of his cock at long last.
"I-I don't know, twenty-three? Or something…?"
"Sixteen, babe."
So not even a third. Great, just great.
"I still have the box, you know. One of my greatest treasures." Felica sighed like she was a woman waiting for her man to come from the war. "When it comes down to it…he was beyond amazing. No offence, but your silly little thing could never make you feel the same things he said." A pause. "Oops."
Little thing.
"Little thing...?"
The proud BBC wilted and shriveled further. Felicia cooed and caressed his sack.
"Aww, it's okay, Little Miles! You did your best."
The so-called Ultimate Spider-Man did not want to be comforted. Not like this.
"Let me put it this way: if it was Pete instead of you, I'd be face flat on his bed, my eyes rolled back and his balls emptying inside me. And trust me, unlike you, his balls don't stay empty for long."
Maaaan. Miles tried to sit up, but his arms gave out almost immediately, and he collapsed back onto the rooftop with a groan.
"That's what happens when you fuck like a spider," Felicia teased, her fingers trailing down his chest. "But don't worry, you'll recover. Eventually." She stood up, hands on her hips again. "I'd stick around to nurse you back to health, but I've got loot to pawn. Deadlines, you know?"
Miles groaned again, his eyes fluttering shut. His dick was dead. "You're seriously just gonna leave me here?"
"Oh, don't be so dramatic. You had your fun, I had mine. And trust me, Miles, I had a lot of fun. But all good things must come to an end." She walked backwards and blew him a kiss. "Until next time, sweetheart. Maybe I'll look you up after you graduate college. Two years, right? I'll mark my calendar. Assuming Pete hasn't left MJ anyway."
Miles opened his mouth to protest, but before he could say anything, she was gone, leaping off the rooftop with the grace of a cat. Her laughter echoed through the morning air, a final taunt to the black stud before she disappeared into the city.
Miles lay there, his balls aching and his mind reeling. He couldn't believe what had just happened. He'd been so confident, so sure of himself, and yet here he was, utterly and completely destroyed. Felicia had taken everything he had to give—and then some—and she'd done it with a smirk on her face.
"Hey," he let out a weak chuckle and patted his sack, "at least I got to fuck Black Cat. Good job, Miles Junior."