Chronicles of Spider-Man Ch. 03

As he worked on her breasts, he pushed the rest of her undergarment off her hips, and dropped it to the floor. Felicia was naked except for a tiny, black lace thong. The man admired her perfect body; she had a flat stomach and narrow hips, and obviously was in great shape.

He tore a small hole in his mask, and lowered his mouth to her right tit, sucking her entire succulent tit. While he was feeding his oral fixation, he slipped his hand into her lace thong and located her excited clit hidden in a patch of neatly trimmed pubic hair. He traced his fingers over her bare, wet pussy lips, and then slowly pushed two fingers into her soaking, tight hole.

As he drove his fingers in and out of her swollen snatch, he clamped his lips over her excited nipple and bit down with his teeth. She grabbed the back of his head, held him tight to her tit and began to thrust her hips on to his fingers trying to get them deeper into her burning hole.

He moved his mouth from nipple to nipple biting and licking and sucking her aching nipples, driving her mad with his teasing, but her main focus was on the two fingers that were sliding in and out of her cunt at a furious rate. His fingers were slick with the juice pouring out of her hole as they continued to ream her pussy.

Her hips were flipping at his hand, trying to drive his fingers deeper into her famished cunt. She started to shake and tremble as he drove his digits into her gushing snatch, Felicia's vibrating pussy went off as she exploded on his thrusting fingers. She screamed aloud as her lover drove her through her climax.

"Oh, Gawd!" Felicia shouted. "I'm cumming!"

As her orgasm crested, the figure pulled his fingers out of her smoking cunt, and kneeled down in front of her. He pulled her thong down her trembling thighs revealing her small patch of fur and the wet swollen lips of her leaking pussy.

He started to kiss and lick his way from her belly button down between her legs. The smell of her hot pussy was delicious as it filled the air around him. He kissed her inner thighs, slowly working his way up toward her pussy. Her pussy was pink and juicy; he began to lick the wet lips of her cunt.

Slowly, the mysterious man parted her cunt lips with his tongue. Her taste was deep and delicious. As he pushed his tongue deeper into her boiling cunt, she spread her legs slightly and held his head tight against her burning snatch.

"Oh, yeah, baby!" She moaned repeatedly. "Oh, Gawd! Yes, eat me!" The man used his hands to caress her legs and thighs as he licked deep into her cunt. He brought his hands up to her ass and, holding a cheek in each hand, pulled her cunt to his mouth and began sucking her clit.

She raised one leg and wrapped it around his neck pulling him tighter to her creaming fuck hole. He worked her clit with his lips and tongue. He moved his hands from her ass, slid two fingers into her tight pussy, and began to stroke her g-spot.

"Lick me, eat me!" Felicia groaned as she thrust her juicing pussy against his fingers and mouth. "Fuck, yeah!"

"Oh, Gawd!" Felicia staggered backwards against the wall dazed from her over-powering climax. "Fuck, yes! That's it!"

She slowly slid down the wall to the floor. Her breathing was shallow and labored as she tried to catch her wind. She was in another world as she sat there with her eyes closed. The figure stood up and slowly took off his clothes and tossed them on the floor, standing naked except for his mask.

"You got what it takes," Felicia teased him. "I'll give you that."

"Turn around and lean against the wall," he commanded, his voice was muffled beyond possible recognition. Felicia stood frozen in front of him, eyes wide and stuck on his massive manhood. Her hands nervously covered her mouth.

"Wait," She protested. "This is as far as we go!" Her black panties hugged her ass tightly before he slipped his thumbs in the elastic band and peeled them down her long legs, until they rested at her six-inch 'fuck me' boots.

"I told you to fucking turn around!" he ordered again.

Mary Jane considered intervening, but, before she could do anything, Felicia decided to comply. The Cat turned her back to him and slightly leaned forward, bending her torso and wiggling her firm, round ass up. The man approached her from behind and pulled her long hair back, lowering his mouth to hers; her tongue began to welcome his, licking the underside of it as it wedged itself in her mouth.

Her legs were spread and he was between them using his immense prick to rub against the entrance of her pussy. Her full breasts were smashed against the wall and her ankles wrapped loosely around his. She was now trying to suck his tongue into her mouth. Long fingernails ran themselves along the fabric of his mask. His bony hands were pulling her up and down by the waist. Felicia's world began to unravel, the place was spinning.

The Cat's legs stiffened, her stomach grew tight; she released his tongue from her warm mouth and her lips locked on his neck as she gasped for air. She was vaguely aware of her panties dangling on her ankle when his mammoth cock slid along the crack of her ass.

"I'm just gonna rub the head in," he announced; Felicia heard that excuse a million times before, but was somehow unable to do anything to prevent what happened next. The figure leaned against her harder, and her cuntlips started to open under the tremendous pressure of his steel rod of cock. Slowly, the giant head eased past the tight muscles of her pussy and popped inside.

"I-I can't... T-That wasn't our agreement..." The masked man forced head of his cock inside her, and Felicia thought she would lose consciousness; her outstretched palms were flat against the wall. "N-No, it's too big! I-I... Unnnnnngggghhhh!" Although she begged him to stop, her back was arched and her tight ass was jutted outward.

The man held her large breasts rotating her hard nipples between his fingers as he slowly began inching his pole inside her. Her forehead was against the wall and she bit her lip as he continued to grind inch after inch insider her. The Black Cat began rotating her hips with him, wondering when it would end; it seemed to take forever.

"Oh, fuck!" she whimpered.

MJ could see the man's massive balls swelling and tightening; the veins crisscrossed in an angry manner from the mind violation and grew dark purple in color. His heart appeared to be pounding madly; his entire body grew tighter, veins protruded angrily outward from his chest and arms. The huge head started pushing into Felicia's tiny cunt, and MJ could see the hot cat-burglar's sharp intake of breath as it popped into her, followed by the loud cry as his enormous cock breached her cuntlips. Felicia's head rolled back in bliss; her perfectly rounded breasts heaved upward, crushed against the wall.

"Go slow, please," Felicia whimpered, unable to stop the tears rolling from her eyes. "You're too big!" She screamed; her head flew backwards and the fat cock entered her pussy like a burning rod. Her mind was on the verge of black out and reached for happy thoughts to hold upon and keep her conscious. "Please, go slow with that huge thing!"

He ignored her command and pushed his hips forward. MJ could see the walls of the Black Cat's pink vagina spread out painfully. Her back arched and the pretty blue eyes became dilated through fluttering eyelashes. "Oh, fuck!" She wailed. "It's big! Oh, God... OhMyGaawwdd!"

With just the head lodged in her overwhelmed cunt, he started to fuck her, slowly. Moving ever so slowly, he managed to work in the first three inches of his giant cock into her tight, pulsating snatch. Felicia felt like a stuffed turkey on thanksgiving, her tight cunt was stuffed with so much cock she gasped franticly for air. She had been fucked by endowed men before; she even used to consider Flash reasonably big.

But nothing like this; the boy filled her tight pussy with so much cock the outline could be seen through her firm belly. She had never been fucked by such an immense cock; her nerves were on fire, sending impulses throughout her entire body. Her clit was so sensitive a feather could bring her off.

Mary Jane thought it was like a tree trunk was being crammed up the young woman's pussy. The supermodel wondered how that would feel like; she never had anything nearly this big inside of her, ever. The sides of Felicia's pussy looked like they were being stretched beyond its limits. He just continued to slowly stuff cock deep into her wet burning cunt.

"Ahhh! Oh, God! Fuck! Oh, Yes!" She cried as he pushed deeper and deeper. He met the most resistance at six inches, but that wasn't going to stop him. He was going to get all eleven inches crammed up her hot tight cunt if it took all night.

Felicia slid her hand down between her thighs and slowly began to rub her clit. As she worked herself toward an orgasm, her pussy began to relax and the masked man was able to fuck deeper into her tight snatch. The pressure was building both on her clit, as she rubbed it furiously, and deep inside her burning aching cunt, as he continued his assault on her defenseless pussy.

She started to have orgasms every few thrusts as the great head nudged forward deeper inside her stretched channel. Some were small, others mind-numbing; her whole body was shaking and trembling from the strain. Felicia's tight cunt encased his engorged cock so tightly that it seemed like he would split her in half. Her heavy breathing was causing her firm breasts to rise and fall, enticing the man.

He inched a couple more inches into her quivering body, her eyes closed tightly. MJ saw the Black Cat spread her legs completely apart, alleviating some of the pain while allowing the man to sink more of his cock inside her. MJ watched him inch his cock into Felicia's tight pussy. Tears burned the Cat's eyes as she felt him go inch by inch inside her.

The head of his cock made an outline inside the flat of her stomach. She bit the bottom of her lip to keep from screaming, and MJ watched the massive outline of his cock move deeper and deeper inside her twitching belly. Her orgasms cascaded upon one another with each inch he pushed inside her.

He paused, letting Felicia adjust to his immense size, holding her by the hips now. In that position, Mary Jane had a clear view of Felicia's cuntlips stretched around his cock, nearly half of its length still exposed; her clear, sticky wetness oozing out around his prick.

After only a few seconds, the Black Cat groaned deeply and started wiggling her hips slowly from side to side while thrusting herself gently upward, managing to fuck a few more inches of her straining pussy onto his large organ. She could see at least four inches of his hard cock that had not yet entered her and looked in shock.

"I... I can't take any more... AAAAAaaagggh!" She screamed as he pushed his hips forward; another inch of his blood engorged cock prying its way inside her stretched pussy. The mysterious man had worked himself firmly between her stretched out thighs.

"Oh, God! Oh, dear God!" Felicia cried; she used all of her abilities as a former gymnast and spread her long legs straight outward allowing him to push more of his throbbing cock into her. The man looked like he could not take anymore, she was just too fucking tight, and her pussy clung to him like wet leather forcing him to use all of his concentration to keep from cumming. He stared down at hot woman and plunged his hips forward.

"AAAAAaaaggghhh!" Felicia squealed. "Fuck! OhhhhhGawwwwd!"

"Oh, fuck! Yeah," She moaned. "Do me, baby! Give it to me! Fuck my pussy deep!" Felicia pleaded. He sank the rest of his rock-hard, oversized cock into the Cat's drooling pussy in one smooth stroke, until MJ could see her straining cuntlips hitting the broad base of his cock, Felicia groaning in pleasure.

"So deep!" She moaned, her words slightly muffled as her mouth met his neck as he lowered himself onto her. "Oh, yeahhhh! So fuckin' good!"

"That's so deep, baby! God, you big-dicked stud! Do it, baby! Fuck my pussy good! Take it, take my cunt! Fuck me hard!" Felicia's words were abruptly ended as the teen started slamming his hips downward, launching right into a deep, hard fuck-stroke just as she begged, drawing several inches of his thick, long prick out of her stretching cunt and then pounding it fully back into her, the powerful base of his cock smacking wetly into her oozing pussy as she squealed in pleasure.

"Ohhhh!" She groaned loudly as his hands gripped tightly to her slim waist as his dick began to pound her hard.

"Oh, Felicia, your pussy is so fucking good!" He groaned, under his mask, as his dick continued to slam into her hard. "Feels just as MJ's!"

"Oh, fuck! Oh, this is so fucking good! Mmmmmmmm!" She groaned loudly as she pushed herself back onto his rod using her hands and knees for support. "Do me hard! Fuck me just like you fucked that redhead slut!"

"Oh, yeah!" He groaned as he pulled her hard back onto his dick, and reached under her to grab hold of her tits roughly.

"Has the hung mysterious man been fantasying about me?" Mary Jane wondered; it wouldn't be much of a surprise, since most men craved to be with the stunning supermodel.

Mary Jane's knees were bunched together tightly, she could not tear her eyes away from the scene in front of her, and she didn't know if she had to pee or cum. The man said something derogatory to his little fuck toy before slamming his ass downward. Felicia's head flew backward, and, for a moment, MJ thought she was spotted.

Felicia did not see anything, though, as her pupils disappeared in the back of her skull and her mouth opened wide in a breathless scream; the bastard knocked the wind out of her with that fat cock. Mary Jane wasn't sure if it was the sight of Felicia's pretty eyes disappearing or the man's crude comments that made her cream right through her white panties without even touching herself.

"Oh! Ram your big dick into me! OH! UMMM! Yeah!" Felicia groaned loudly as his hands used her tits to pull her back hard on to his invading rod.

The Cat looked like her senses were slipping away, as the dick continuously burying itself within her tight hole brought her closer and closer to her massive orgasm. The words pouring from her mouth came without thought. The thought pushed her closer to the edge.

"Oh, God!" Felicia moaned as the pounding continued. "You're fucking me so good!"

"No kidding," Mary Jane thought, enviously.

The redhead could not remember the last time her husband fucked her like that. Course Peter never really fucked her at all; it was love making, soft and gentle. His battles were out in the field. In bed he was the exact opposite, trying in his own way to separate the violence in his life with his home life.

"I cannot believe you shoved this entire thing inside me!" Felicia cried, referring to the large mushroom head and dark blue veined cock shoved into her.

"Neither can I," Mary Jane silently agreed, completely astonished.

The man grabbed her hips and pulled slowly all the way out. He watched as the lips of her pussy stretched tight like a seal around his giant prick. Then suddenly, he rammed his fat, hard cock back inside her wet sleeve and the head bounced off her cervix.

"Argggh!!" she cried in surprise.

He started to pound her pussy with everything he had. He held on to her waist and drilled eleven inches of iron hard cock into her juicy cunt, repeatedly. She started to cum on the tenth thrust, and her orgasms continued non-stop. He was hitting her in places that no cock had ever been before, nothing compared to such an impaling tool.

He was like a machine. In and out, in and out, as he relentlessly drove his immense cock up her flaming cunt sending her from one cum to another in a long stream of orgasms that never seemed to end.

"Oh, Gawd! Fuck me with your giant cock! Yes!"

He drilled into her time and time, repeatedly. Felicia screamed and still he fucked her tight cunt. She swore at him and still he drilled deep into her inner core. She begged him to stop, but he just went on plunging his giant cock up her creaming pussy. When she begged him to fuck her harder, he grabbed her hair and thrust faster and harder into her hot exploding snatch.

"Oh, yeah, baby! Oh, that's it! Oh, yeah! You're doing me so good! Oh, fuck, your cock feels so good inside me! Just go ahead and ram it right up my pussy! Fuck me hard! Split me open with your big, fat cock!"

As they fucked, he reached under her to grab her swing tits. Taking one in each hand, he used them like handles and pulled her onto his cock as he thrust deep into her molten center. He pinched and twisted her hard swollen nipples. She exploded around his cock, her cunt rippling and clutching at his invading member.

She was exhausted from end to end orgasms, and the relentless pounding of his savage thrusts as he drove his plunging thick monster deep into her seething, churning cunt. But she couldn't stop cumming, somehow he managed to keep her on the edge even when her pussy was creaming and flowing like a faucet. Streams of pussy juice ran down her thighs to her ankles.

His big thrusting cock and large swinging balls were covered with her juice. Still, he continued to nail her with his endless thrusts. But, underneath all the electric currents flowing through and around her, she felt something deep inside progressively gathering; with every thrust of his massive cock that drove up her overworked cunt, the pressure built and built.

He continued to fuck her hard, sending his cock deep into her juicy pussy as he bottomed out on each thrust. He was impaling her on his giant spear with each thrust into her tight, clutching cunt.

"Ram it all the way in, baby!" Felicia gasped, and spread her legs further, as far as she could. "Fuck my pussy deep! Pound that big fat prick all the way in and out!"

Suddenly, the pressure exploded throughout her body in a giant blast of color and light. Her pussy clamped down on his plunging cock like a vise. The entire length of her rippling cunt grabbed at his thrusting prick and tried to milk all the sperm from it. Her sleeve tightened on his iron hard tool as he pushed in and pulled out, demanding his cum. She heard a far off scream of orgasmic ecstasy and slowly realized it was herself crying out in final release.

"Unnngghhh! Your prick is enormous! Oh, I had no idea it could be this good! It feels so good in my pussy! Harder! Fuck my cunt as hard as you can, baby!"

The Black Cat was but a toy in his arms; her juices flowed down her legs as he continued moving her up and down on his ravaging cock. His hips smashed painfully into her buttocks as he slammed her unmercifully against the wall.

Suddenly, he pulled all the way out letting just the head of his magnificent member remain inside the trembling young woman, and then he plunged his entire cock into her. His orgasmic scream was like that of a lion the bellow coming from deep inside his throat. The Cat lifted her head back, the pupils of her eyes disappearing into the back of her head; she bucked, thrust, and rocked in front of him in a screaming, thundering climax that seemed to go on forever.

The man plunged deep into her exploding cunt one final time and began to fire rope after rope of burning hot cum into her climaxing womb. He unleashed what seemed like a gallon of thick sperm into her fertile body. Her face was deeply flushed and her white hair matted to her face in a pool of sweat. His cock twitched and jerked as he held her hips tight allowing every ounce of his sperm to empty inside her.

It was like a geyser going off in her cunt; his cum poured out of him in eruption after eruption coating the inside of her burning snatch and then squeezing out around the base of his rampaging cock as he continued to thrust into her pussy again and again. Their co-mingled juices flowed down her legs in rivers of white sticky strands and pooled on the floor at her feet.