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That morning, Lily Hollister had woken up early.

Four o’clock, well south of the usually noonish wake-up call of the idle rich. Her fingers brushed over her body, lightly touching the acres of bare skin inside her thin tanktop, her boxer shorts… her legs went forever before getting to the socks she wore like a mocking talisman of modesty. ‘For warmth.’

Her breasts, lush and barely deterred by the scant covering of the tank, rose and fell rapidly with excitement. Her sweat seemed particularly heavy on them, as warm and as slick as bourbon going down her throat. She pricked up her ears. Complete silence beyond the ceiling. She stared at the plaster nooks and crannies, imaging she could stare right through them. Up to the next penthouse in the hotel. Where Harry Osborn slept.

Lily tried to ignore the lascivious feeling of the sweat rolling down her body, too warm, too slick, tingling where cold air met her flesh now that her comforter no longer covered her. She stripped off her tank. Stepped out of her boxers. Her skin ached in throbbing torment, but it was something, it was wonderful.

When was the last time, she thought frantically. When was the last time I had a man?

Her father, so conservative, caring about both appearances and technicalities. She hadn’t dared stay over at Harry’s for longer than an hour, not while her father was running for office. And Harry, all too willing to go along with it. Be proper, be righteous, be straight edge. God, she wished she’d met him while he was on drugs. He’d had to have been a little fun back then, right?

Now he’d moved out of his father’s manor, into a penthouse inside her very building. No one would ever know, could possibly know. It was one little elevator ride. They could even take the stairs!

He was practically living with them, goddammit! Ate breakfast with them, lunch with them, dinner with them. Watched movies with them. Part of the family. (Brother and sister, ha ha.) Until it was time to go to bed. Then he was banished. Up into their penthouse’s attic, like some obscene secret.

She was still sweating. She wasn’t cooling down… still burning up, she wondered if it was something she’d taken, the medicine… no, she’d felt so good… and it felt good too, the sweat, the cool air, suddenly it was a steady stream from the air vent, heaven, tingling electrically on her moist flesh, her bleeding pores…

Every minute she spent with Harry she was hypnotized by the bulge in his tight pants. It wouldn’t be so bad, she knew, if she could just touch it. Find out what it tasted like. Ram it deep into her madly sucking cunt, every burning inch!

She was waiting for embarrassment to strike, at her thoughts, at her nakedness, but none came. Maybe the drugs, maybe not. She’d felt euphoria when she’d first… experimented… but that had faded. Maybe this was just her.

She got out of bed. She was panting. She was naked. Some of the euphoria came back, a sliver of it, being naked in the middle of her room, even at night, even alone. Someone could walk in on her, her father could check on her, he’d used to do that when she was a little girl and she didn’t think he’d ever stopped…

Her burning skin shivered with fear and excitement. She padded to the bedroom door. Opened it a few inches. Peered out into the darkness of the living room. No one. Nothing. The silent visages of the chairs and couches that had held her, her family, her father’s people, Harry. Now empty. Ghosts.

But she could still see Harry sprawled out on that couch, his powerful young body displayed to her. The line of his cock visible down his pant leg. Sweet. Young. Lily thought feverishly about it, as she hadn’t dared that evening, in the presence of her father. Now she wished she had stared. God, it could’ve gone into her so deep, still could…

Moving in a daze, she walked down the entry hallway to the elevator. Pressed the call button. There could’ve been someone in the car when it arrived, but there wasn’t. She stepped inside. With trembling fingers, she pressed the button for Harry’s floor. The elevator lurched into motion. She squeezed her fingers into her sweaty palms. How long had her urges been bottled up? Harry. Of only she could feel him in her eager fingers just once…

The doors slid open. She walked out into Harry’s penthouse. She’d never been in it at night. Never alone. Never naked. She walked through the clean, modern space, the shuttered windows throwing pale light on her naked body. The air here seemed cooler, more thrilling than that of her own apartment. The floor was electric. Every step was swollen, voluptuous, thrilling. She found herself at the door to his bedroom. The one door she’d never been through, daddy wouldn’t approve, Mr. Osborn wouldn’t approve…

She opened it. Didn’t see anything but the bed, but Harry. Carpet now under her feet. She was walking; took her a half-second to realize it. You can still stop, you can still stop she told herself frantically. But she didn’t listen. With firm fingers, she reached down and flung back the sheet.

“Harry…” she muttered lustfully. His cock dangled thickly over his balls, a battering ram poised to break down a door. Lily dropped to her knees. She paused for a moment, wondering what she was telling herself now, but there was nothing to think, just things to do. She hefted his cock in her hands—it was warm. Her fist jerked; he stiffened quickly. Harry murmured sleepily and a moment later his eyes opened, widened as he stared down at his fiancé.

“Christ, Lily! What are you doing?” he blurted out before looking around frantically, automatically worrying someone would see—

“We’re alone,” Lily said, her voice a gasp.

His cock was getting rock-hard, pulsating with raw sex. She’d never fucked him, but she knew he had gallons of thick boiling cum just waiting for her, that he could spurt out load after load. Her mind whirled around the thought.

“Do you have any idea what it’s like?” she whispered urgently. “Being a healthy woman, a sexual woman? Wanting it, night after night, dreaming about a beautiful man like you—and I have you. I have you, but I don’t have you!” She stroked his meat lovingly with every word. “Is it like that for you, Harry? Are you going crazy too?”

Harry gazed down at her, his cock pounding wildly in her hand, shocked, startled, and finally, curious. “Okay, Lily,” he said hoarsely…

***

Peter closed his eyes for a moment, but still heard Karla moan. He opened them. Stifled a giggle at the sight of her masturbating. It was just too shocking not to be funny. There was her hand on her sex, a deep moan coming out of her throat. And now Peter was staring, mesmerized. How hard he found it to believe that she was actually doing it… stretched out on the couch with her legs spread wide, her hand massaging her cunt.

“There’s nothing wrong with self-pleasure,” Karla sighed. “I’m sure even a man of your attractiveness doesn’t always find his wife in the mood. Even if you did, indulging yourself has its own thrill. We all do it. So why should it be a secret thing, a taboo thing?”

He shouldn’t even be watching this. Gwen would kill him. But it had been Gwen’s idea to see Karla. Maybe there was something to all this…

Peter fixed his eyes on the movement of Karla’s fingers. There was something thrilling about following it, watching her fuck herself. Fingering her labia, pulling and tugging at the engorged lips as if purposely showing Peter her glistening inner flesh. Her eyes were closed tightly, lips drawn back in a tight grimace of pleasure.

Peter found himself enthralled by the sight of her sex. He watched as Karla thrashed on the couch, feasting on the sight of Karla’s finger strumming her clit.

“My lord. Oh, my lord!” A loud moan came from Karla’s throat. “There’s something… so much better about it when you’re being watched. When it’s shared. It’s very freeing.”

“I don’t think it’s possible for you to feel any freer.”

Karla pushed two fingers inside herself, fucking her cunt with rapid piston-like motions of her hand. Peter saw the glistening juices that coated her fingers. Pumping her fingers in and out of her cunt, Karla arched her back and mewled with delight. She trembled with passion, her jaw hanging slack. Her body quaked as she worked herself nearer and nearer to a climax.

“Wouldn’t you like to be this free?” Karla asked. “To be able to give of yourself like this, share yourself like this?”

“With Gwen, yes. I don’t think… other people are…”

“If you don’t want to share yourself with Mary Jane, why do you think about her so much? Why are you so drawn to the idea? Does it feel familiar?”

“Familiar?”

Her fingers were moving rapidly now, her body heaving with the pleasure she triggered in herself. Peter gazed with fascination at the motion of Karla’s hand as she rubbed her clit, fingered her pussy. He was so enthralled, he forgot even to castigate himself for becoming so involved.

“Like your movies,” Karla continued between moans. “You share a close, trusting friendship with Mary Jane, and through acting, you continually draw that friendship into an intimate, passionate relationship.”

Peter stared at the cream oozing from Karla. “That’s just an act. We’re only friends. Nothing more.”

A deep guttural groan suddenly came from Karla as she heaved herself off the couch, all but shoulder blades and toes, and....

“Oh, I’m coming! Good lord, I’m coming!”

And Peter thought of how Mary Jane would look, sound, if she were subject to the same rapture. The same rapture she acted out so effortlessly when she was with him.

Even having come, Karla felt her cunt throbbing. She stared at Peter’s crotch. As she’d hoped, the sexual talk was giving him a magnificent hard-on.

“I can’t help noticing that you’re getting an erection right now, Peter. Does that happen frequently?”

“Yes.”

“And it feels good when your cock gets big and stiff, doesn’t it?”

“Yes.”

Karla stood up, looking completely unabashed at her disheveled semi-nudity. “Show it to me.”

Peter stared at her, as unreadable as his mask.

“I think my counseling would be more valuable to you if I could see and examine your cock. I need to know if there’s anything wrong with it.”

Peter stood up, leering knowingly at the blonde as he opened his belt and pulled down his zipper. He stepped out of his shoes, let his pants drop to his ankles, stepping out of them. Naked from the waist down.

“Oh my, Peter. Oh my!”

His cock was enormous. It stood out like a baseball bat, nine inches long, proportionally thick, so stiff that it was bucking uncontrollably up and down. Karla’s mouth watered as she ogled the fat, meaty cockhead, imagining how it would swell just before it shot a big load down some lucky cocksucker’s throat. Down her throat.

“I’d better take a closer look, Peter.”

Karla stood up, her pussy throbbing with the motion, clenching as she walked around the coffee table to kneel before Peter. She suppressed a groan as the mammoth cock neared her face, pulsing and bucking right in front of her. She wrapped her hand around the base, ran her fingers over the shaft. Drops of precum dotted the head.

“It looks very healthy,” she said breathlessly. “And does it feel good when I touch it like that?”

“Yeah.”

Karla tightened her grip, jacking the big cock up and down, slow and hard. She stared at the cockhead in front of her face, watching its slit open up to bead with more droplets of precum.

“Is this how you touch your cock when you jack off, Peter?”

“Yes, I mean, no…”

“Show me, then. Show me how you jerk off.”

“I can’t, Mary Jane… I mean, Gwen…”

“Don’t you crave intimacy, Peter? Don’t you want to jerk off? Don’t I make you want to jerk off?”

“It’s not that…” Peter looked at her. As if of their own accord, his eyes traced over her body. Her damp fingers glinted like precious metal. “I just think it would feel a lot better if you sucked on it… Karla.”

“Seeing your reaction might prove very therapeutic…”

By now a great deal of sticky, milky precum had emerged from Peter’s slit, dribbling down his shaft and over Karla’s rubbing fingers. Karla moved her hand to his cockhead and squeezed it, coating her palm with his spunk. It was warm, viscous. She wanted to lick it off her fingers like honey. She slid her fist to the root of his cock and held it in place, pressed her lips to the tip of his cock. It tasted good. It tasted very good. So did his precum.

Karla could already picture herself eagerly gulping down his load once she’d made him come. Gradually she parted her lips, taking in inch after inch of his huge, throbbing prick. She closed her eyes, focusing on the taste, the feel of his cock in her mouth.

Peter looked down at her, stunned by the sight of her inhaling his manhood. Karla stopped, her lips stretched to the breaking point around his aching thickness. Then she sucked hard. Peter shuddered with pleasure, clutching her head with both hands.

“Harder!” he panted. “Do it harder!”

Karla pictured Mary Jane on her knees like this, hungrily devouring the tasty stiffness of Peter’s member. It was an arousing thought, a thought just for her pussy. She would have to make sure to ask Peter for details of how he’d imagined fucking his co-star.

“Do it really hard!” Peter said. “Shit, you suck my cock so good…”

She started jerking on his cock as she sucked it, whipping her experienced right hand up and down his meat. The slurping sound of her cocksucking grew louder, evidence of how she was enjoying sucking his cock more and more. Hot precum pulsed out of his cockhead, oozing onto her tongue. Karla gulped it down, sucking and slurping, her belly rumbling as she imagined a full load sluggishly traveling down her throat.

After a minute of tireless hard, wet sucking, Peter’s cock had grown as hard as iron. He groaned as he stood over her, wincing and pulling her hair, holding back on the verge of flooding her tonsils with cum.

Karla’s cheeks puffed out and then caved in, sucking cock as hard as she could. Her fist was a blur as it whipped up and down his prick, wildly jacking his copious precum into her mouth. Peter moaned, jabbing himself deep into her throat, his shaft throbbing violently on the roof of her mouth. Ready to burst.

“Suck my cock, Karla, suck my big fucking cock!” Peter gasped suddenly. “Here it comes…!”

An incredible geyser of cum blasted out of his, spurting into the back of Karla’s throat. She sputtered, then was forced to swallow as rope after rope of hot, tasty cum followed the first burst. Karla whimpered, flaring her nostrils to breathe around Peter’s erupting prick as he came endlessly. The cum just kept spraying out of his cockhead, shooting down her throat, filling her stomach with cream. Karla clung ecstatically to the firing prick, gulping and gagging, determined to nurse every drop of cum from Peter’s balls if it killed her.

At last his orgasm subsided. Karla took his big, dripping cock out of her mouth. It was still stiff. She stared at it intensely, her pussy tingling. How good it would be to have that cock go off again, but this time between her legs, into her womb…

“That was very therapeutic, Peter. I think we’re making real progress,” Karla said huskily. “You certainly weren’t lying when you said you orgasmed with excessive amounts of ejaculate. But I can’t help noticing your cock is still extremely erect. Do you often need to cum twice in a row? Is the stiffness tense, stressful, even painful?”

“Yeah,” Peter sighed. “It’s like it doesn’t want to go down. Gwen usually finishes me off with her hand after I’ve cum in her once. She has to use both or they’ll cramp up. It’s a little depressing.”

“Both hands? Do you need to cum once after the initial ejaculation, or multiple times?”

“Three, the last time. Sometimes even more than that. Otherwise it won’t go down.”

“Should go down,” Karla muttered. “Should definitely go down…” She cleared her throat and raised her voice to an incongruously crisp, professional cadence. “And what happens with Mary Jane? In your erotic dreams? Are there multiple ejaculations there or one…” Her voice lowered again, “big one…”

“She lets me fuck her face, her pussy, her ass. And I come on all of her. I come everywhere. That’s before I soften at all.”

Karla giggled. “Is that a promise or a threat?”

“Depends on how you want to take it, I guess.”

Karla’s eyes dropped. “There are so many ways I want to take it… let’s try another exercise, Peter.” Once again she spoke with the brisk, clipped vocabulary of a highly-trained professional. “I want you to fuck me, right here on the floor, and you think about Ms. Watson while you’re doing it. Can you do that for me, Peter? To me?”

“Yeah.”

“Alright, Peter. Let me just take off my clothes.”

Karla rose to her feet, never taking her eyes off Peter’s enormous cock. She loved the way it looked with her saliva smeared all over it. She stripped naked fast, eager to find out what effect the unveiling of her slender, sensual body would have on Peter’s cock.

Peter clenched his teeth staring at her, his prick pulsing harder than ever. She was sleek and lithe all over, but her breasts were larger than he had thought, sweet handfuls like dollops of honey poured atop her slender chest. Not as large or as firm as Mary Jane’s, but lovely all the same, something rich and decadent in how they sat perkily on her body, so pert it was as if they were in a state of eternal excitement.

Were it not for her position as an eminent psychologist and her status as a human, Karla would have spent much more time teasing men with the exact size of her chest instead of hiding it. As a teen, she had enjoyed doing her errands in a tight T-shirt, no bra, letting men, women watch her sumptuous tits jiggle against the fabric with next to no provocation. And now Peter was ogling her breasts, just like they all did.

Karla stretched out on the floor, wiggling her tight little ass into place. She stared hungrily at Peter’s immense cock as she spread her sleek thighs high and wide. “Go ahead, Peter. Get on top of me. Fuck my cunt like it’s got red hair.”

Peter dropped to his knees before her, his mammoth prick jerking and twitching over her belly as he shuffled between her legs. He held his cock in his hand, questingly working his hand over it, drops of precum falling from the head. Karla moaned as she felt them stingingly hit her inner thighs. Then he fit the engorged cockhead to her tight, wet pussy. Karla looked down, eagerly watching his cock as disappeared inside her, thrillingly opening her up no matter how tightly her pussy clenched.

“Is my cunt tight enough for you, Peter? Do you like fucking my pussy as much as you like fucking Mary Jane?”

Peter didn’t answer. He held himself on straight arms above her, his shirt hanging over his heaving chest, his ass flexing as he fucked his long shaft deeper into her pussy. Karla gasped with pleasure, feeling his battering ram prick plow relentlessly into her. He was really stretching her now. Giving her a work-out like she hadn’t had in ages. She writhed and rocked at the same time, rutting against him, helping Peter bury his cock completely in her spasming, clasping slit.

“It feels so good, Peter! Fuck it deep into me, honey, fuck me like you fuck your slut actress! I need a good hard fucking too!”

Peter could hold himself up no longer. He sprawled on top of her, crushing her tits under his chest, his hands only holding her in place by clawing into her hips. He only wanted her to keep still as he fucked into her, hard and fast, banging her blushing little ass against the floor, drilling her tight sex with long, skewering strokes of his cock. Karla cried out as she was fucked again and again, Peter ruthlessly filling her, his breath hot and tight against her breasts. He cared about nothing but entering her, deeper, fuller, tighter.

“Is this how you fuck Mary Jane, Peter? Oh, fuck, my pussy’s so wet! Harder now! Harder! Feels so fucking good!”

She raised her legs as high as she could, wrapping her ankles around his flexing back, completely opening her hole to his maddening thrusts. Peter grimaced as she took him deeper, experiencing the delicious, quivering tightness in the furthest reaches of her cunt. Faster and faster he rammed himself into her, the floorboards creaking underneath as he reamed her cunt out completely with each stroke.

“You like fucking, don’t you Peter? That’s why you fucked Mary Jane! Isn’t it! You just wanted a nice tight pussy to fuck! Isn’t that right!?

Peter just kept on grunting and fucking, jamming his stiff prick into her. Karla rocked to meet his strokes, shuddering every time his stiff cock entered her, filled her. She was nothing to him but a recipient of his lust, nothing but a reminder of Mary Jane.

“Does Mary Jane like the way you fuck her as much as I do? It’s nice to have a slut who loves getting fucked, isn’t it? You don’t have to beg and plead for Gwen’s permission when your dick gets hard. You just pull Mary Jane into a dark corner and fuck her brains out!” Karla shuddered with sudden ecstasy; she could feel her own juices running down the crack of her ass, wetly tickling her anus. “And she loves it! She loves being your horny bitch!”

Karla tightened the muscles of her sex, making her narrow channel grip and milk Peter’s pounding cock. By now he was fucking her as hard as he could, panting hoarsely against her neck, violently aroused by both her tightly gripping pussy and the obscene things she had said about fucking Mary Jane.

Karla could feel the walls of her pussy quivering uncontrollably now, tightening relentlessly on Peter’s cock. It was time to stop teasing Peter and claim her reward in full. “My pussy’s so wet now, Peter! Fuck my cunt, fuck it hard!”

Peter fucked her so hard that the hardwood cracked underneath her, unknowing and uncaring that he was now using his superstrength to fuck her and Karla was taking it without pain or complaint. He rammed his hips down, pounding his gigantic prick into her gushing pussy. And Karla humped frantically to counter him, her breasts jiggling under his chest, hard nipples clawing at his pecs. Her pussy sucked and throbbed and she knew she was on the verge, knew she was going to come hard.

“Fuck my horny! Little! Pussy!” she squealed. “I’m coming, Peter! Coming!”

Her climax was full and powerful, pounding through her naked body, making her cunt ripple energetically around the filling length of Peter’s manhood. Peter kept ramming into her as fast as he could, his shaft at total stiffness inside her body. Then he rammed himself in to the hilt and Karla knew he was coming too.

“Mary Jane!”

The second load of white, potent cum shot from him, spouting and steaming torrentially inside of her. Karla shuddered with shocked awareness of the full volume of his cum, feeling all of it blast into her pussy, washing the shuddering walls of her sex with soothing jism.

“That’s good, Peter. Get it all out. Give it all to me.”

She rocked, wiggling and flexing her inner muscles, clenching her pussy around his powering cock, helping him fire off every drop. Then at last their shared finish was over. Peter groaned and peeled himself off of her body, his cock pulling out of her cunt in a wetly sucking way. Karla felt wet, swollen, a puddle leaking down from her slit to spread its warmth down her ass.

Karla straightened her glasses. “I think your one problem is that you’re so horny, Mr. Parker,” she said, not missing a beat as she spoke as evenly as she would give a seminar. “I know just how to help you. Whenever you need a hot, dirty fuck, don’t even bother with your wife. Just visit me and come inside me again. I won’t mind at all. I’ll like it.”

***

Lily kicked her heels at Harry’s ass, spurring him on, demanding that he keep thrusting, keep forcing his hard cock into her needing, clutching pussy.

“Oh, honey!” she gasped, rubbing her breasts against his hairy chest. It felt good just to be saying those things, to hear the lust in her voice, to be gasping. “Darling, darling! Make me come!”

Harry grunted like a bull, his eyes closed—he was so loud during sex, that surprised her, he was quiet most of the time—she licked the sweat dripping from his nose—his cock turned to diamond inside her, started to flex, he growled—collapsed on top of her, his seed shooting into her lust-pained cunt.

Lily squirmed madly under him, rubbing her clit up against whatever hardness she could find, trying desperately to bring herself off. As his climax burned out, his cock softened, Lily crushed herself furiously against him. Digging her fingernails into his back, tightening her arms and legs, kissing him, trying to keep him inside her, keep him hard. She needed him hard to come, needed to come, needed to come so bad…

As she felt the last slugs of cum move inside her, painfully slow, Harry wrenched himself out of her embrace, rolled off her, almost violent in his flight away. He was in motion, staggering toward the bathroom without so much as a thank you. Lily saw her clawmarks on his back as he disappeared.

“Damn you!” she whimpered under her breath, loud enough to vent her frustration, maybe loud enough for him to hear, who cared?

From inside the bathroom came the sound of the shower running. Lily pictured the water running down Harry’s body, it caressing him instead of her—she ran a hand down her body. It came to rest idly upon the slight prominence of her pubic mound. Her fingers leafed through the dark curls of her pubic hair; contact between her fingertips and the warm, moist flesh was slow, invigorating. It reminded Lily of how close she’d come. How close she still was.

She remembered how he’d swelled inside her, a flowering orchid, and she thought they were together, their mutual passion about to break them both. Only… it made her sick to think about it… his hard-on, so carefully nurtured, had burst, spewing his cum in one pathetic place. Not where she wanted it. On her face. Her tits. Her ass. Just in her pussy, and just before she was done.

She really ought to go back. There was no need to be in Harry’s room. Not while he slept.

But her hand was still clutching her sex and she couldn’t bear letting go. Instead, she tightened her grip. Felt her cunt swell slightly in her cupped hand. It felt good. As good as ever. Lately, she’d masturbated so much. How else was she supposed to release the need she felt? No other way except the medicine, and that was…

Harry was no help. How could he be so caught up in being proper that he would neglect the woman he loved him. Didn’t he see what it was doing to her? Couldn’t he guess? She’d thrown herself at him and still, it was obvious she hadn’t captured his interest.

Well… if he didn’t want her…

***

Peter wasn’t sure what had happened as he let Rhino drive him home. Being with Karla—cheating on his wife—had felt like another of his dreams. And yet, at the same time, realer than real. It had felt intense, potent, while the rest of his life was hopelessly distant. All but Mary Jane.

This had felt, in a weird way, like connecting with her. Admitting his feelings, getting them off his chest, had been a relief that went hand in hand with making Karla take his cum inside and out. He felt free, true, like someone had finally yelled cut and he’d stopped playing a character.

Someone laughed. Peter was actually shocked to realize it wasn’t him. He looked up through the sunroof and froze. Someone was flying by, riding one of Oscorp’s gliders, done up in green like Crusher Hogan, laughing louder as he veered away with a trail of jet exhaust behind him like he was going to order New York to surrender Dorothy.

The good feeling vanished, replaced by the most knotted, immense variety yet of the fear that’d been choking him.

Someone knew his secret.

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