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Johnny didn’t know why he said it. It just slipped out. Ben was razzing him on who he’d slept with to get clear of the nanotech thing, saying he’d probably paid for it since all his other girls were just using him as arm candy, and Johnny—just for Ben’s edification—said that he’d slept with the Black Cat.

And Sue heard. “I thought she was dating Spider-Man.”

Johnny scratched the back of his head. As if Sue didn’t already have a knack for showing up when her brother could be embarrassed, she could turn invisible too. “Well, maybe, I think it’s more they’re just living together, a roommates sort of deal…”

“I thought she was dating Spider-Man,” Sue repeated, her tone brooking no disagreement. “And Spider-Man’s your friend. Why are you cuckolding your friend?”

“Hey, I didn’t do anything with the webhead, I don’t swing that way! I just did the Black Cat. Which Spider-Man was cool with.”

“Uh-huh,” Ben guffawed. “What’d he do, pop some popcorn? Take notes? Admit it, ya just walked into a strip club and went with the first set of panties that was thrown your way.”

“Standards aren’t standards if we abandon them when it’s convenient!” Johnny retorted. 

“You did have sex with her, though, right Johnny?” Sue asked. “I can’t believe I’m saying this, but remember that unless you had sex with her, for the first time,  it won’t shut off the nanotech.”

“Yeah, can’t believe you’re checking up on my sex life either, sis. Trust me, the Cat got laid. Double-laid, even.”

“Lemme guess,” Ben rumbled. “She had a sister who liked to dress up in black leather too. Or an open-minded roommate…”

“As a matter of fact, it was a threesome!” Johnny said as an angry rejoinder. “Don’t be jealous just because the only two things that can get on you at the same time are moss and lichen!”

“With who?” Sue asked. “I’ll have to ask Reed what happens if it was someone you had sex with before—“

“We didn’t do anything!” Johnny protested. “It was me and Spider-Man, nothing gay happened, we were all about Black Cat. Geez, just because a guy gets a nice haircut, everyone thinks he plays for the other team—“

“I don’t think you have a nice haircut!” Ben said.

“It was still more of a threesome than you’ll ever be in!”

“Wait,” Sue said, “you and Spider-Man… shared Black Cat?” Her expression was quizzical. “He always seemed like such a nice boy. Really not the type for anything so… kinky.”

“Oh, man, the guy was a monster! Who would’ve thought it, right, but he showed me a thing or two!”

Ben chuckled.

“To use on the Black Cat!”

Ben and Johnny continued their bickering, but Sue was far more concerned with Spider-Man. He really had struck her as a good kid, almost a younger version of Reed, but really too kind and innocent to want to hang around a rapscallion like Johnny. Him being some kind of kinkster, with similar tastes in women to Johnny, would explain a lot.

And it could be useful. Sue was in a tight spot. Ben and Johnny were single—it was all well and good for them to have a fling. She thought even that the nanotech crisis had been an impetus for Ben to finally consummate things with Alicia. And Reed, well, he had Alyssa Moy, and Sue was confident enough that there was nothing really there to give the two of them her blessing, just this once, in an emergency.

But who could she be with? Her, the First Lady of superheroes? She couldn’t just pick someone up off the street as Johnny had. A scandal like that could shatter the public trust forever, take the FF from beloved icons in the public’s eye to oversexed freaks. And while Namor had often made his interest known, going through with it, consummating his obsessive pursuit of her, would be a slap in Reed’s face and far too much encouragement to the Prince of Atlantis. The cold war between them would heat up; she could see Namor going from suitor to outright stalker.

So… who did that leave?

Spider-Man had always had a crush on her. A woman knew these things. He’d never acted on it, maybe never even realized it, he was so repressed and such a good friend to Johnny. But if he’d come out of his shell to the extent Johnny had said—and he had to have, to keep a woman like the Black Cat happy—well, it wouldn’t do any harm to check. 

Tapping on the microfabric computer in the sleeve of her costume, Sue called up Black Cat’s real name—Felicia Hardy—and her current address. Her segment of the Fantasticar would get her there in no time. And then perhaps Felicia would be as amenable to sharing her boyfriend as she’d been to sharing herself.

***

Parking her vehicle on the rooftop of Felicia’s building, Sue lowered herself down on an invisible forcefield. There was another upside to asking Spider-Man this. If he had already been through it with Johnny, then there’d be no need to explain her request. Sparing herself that much embarrassment had to be good for her health.

Now, which floor was it? Sue asked herself, watching her reflection travel down the one-way glass that windowed the building. She thought she had the right apartment, but how to be sure?

With a wave of her hand, she turned the window invisible. 

Inside, Felicia Hardy was stretched out on a bed, completely nude. Spider-Man was standing beside the bed, in the process of disrobing. Sue started intently at the unexpectedly large bulge that appeared in his underwear as he stepped out of his costume. He quickly stripped off his briefs as well and Sue clasped her hand over her mouth to keep from crying out. 

That was the kind of cock that Reed had to use his power to get. To her admittedly inexperienced eyes, the thick, swollen muscle looked absolutely huge and totally primal. She shuddered violently and stared at it with a mixture of horror and fascination—such that she forgot to maintain her concentration and the wall faded back into view.

Sue realized she had no business doing so, but she was too overcome with curiosity to pass up the temptation. She landed on the room’s balcony and, by turning the lock partially invisible and forming a lockpick out of forcefields, opened the door into the room. Then, herself invisible, she tiptoed down the corridor to the bedroom she had observed earlier. The door was slightly ajar. She heard voices coming through it.

“I hope you’re as good at hiding loot as you think you are,” she heard Spider-Man say.

“Put it in any hole you like, Peter!” Felicia replied with an amused laugh.

Peter—that was Spider-Man’s real name? Sue flushed so hard, she was surprised her cheeks weren’t visible. The invasion of privacy in learning his identity compounded with her shame over her voyeurism. It made it seem so much more awful, what she had done. The Baxter Building had been attacked so many times, her family put in so much danger—was she opening Spider-Man up to the same treatment?

Before she could really start to reconsider, though, Peter knelt astride Felicia’s supine figure, his knees at her waist as he leaned forward on all fours. Sue stared with disbelief, her heart thumping wildly, as she watched Peter gradually lower his body on top of Felicia, permitting his stiff prick to brush against Felicia’s face. To Sue’s continuing and growing shock, Felicia extended her tongue and began licking his prick all over!

“Mmm, Peter, it’s as hard as a brick!” Felicia moaned. “I just love it!”

“It’s going to love you,” Peter told her bluntly. “Open your mouth. You’re overdue to have that pretty face fucked.”

Her heart beating like a hammer, Sue watched with attention so strongly held it was almost horror as Felicia submissively opened her full lips. Peter maneuvered until the oversized bell end of his cock was inside Felicia’s waiting mouth, then he started thrusting his hips forward with growing force. Listening to Felicia’s audible gulps as the thick member pried her lips far apart, Sue could barely believe her eyes. In a few moments, Peter’s massive cock was shoved deep into Felicia’s throat and Sue could see the outright glee in the cat burglar’s eyes over her circumstances.

The open sexuality of it, the ecstatic filthiness of their lust for each other, almost made Sue want to run, but she stood rooted in place to observe what would happen next. After a moment’s pause and some low moans being heard from Felicia, Peter started pumping himself on top of her. Sue stared intently as the thick member moved back and forth in Felicia’s mouth, meeting her throat like a piston. Felicia’s hands were clasped around Peter’s bare hips and she seemed to be encouraging him, although she continually groaned and gulped—making it clear that she was enduring more than a little discomfort.

To Sue’s amazement, the oral coupling seemed to go on and on. Peter gradually increased the tempo until he was pumping furiously back and forth; Sue didn’t see how Felicia could possibly stand such punishing treatment, but from the way her hands clenched on his firm buttocks, she must’ve enjoyed it, wanted him to go deeper, even.

Finally, Peter gave one final vigorous thrust forward. The half-strangled gurgling that came from Felicia’s mouth made it clear what had happened. Sue could see the frothy white cum dripping from the cat burglar’s mouth as the two of them disengaged, only to embrace in a loving, full-body caress that reminded Sue of her own behavior with Reed—although obviously, she’d be wearing a nightie, he’d be wearing pajamas, and they would certainly wash up if they’d just made love…

It seemed impossible these two could be such a committed couple, living together and so obviously fond of each other, while also treating each other so roughly, so lustfully, with such obscene desires. They’d even included Johnny in one of their trysts!

Maybe… maybe she was going about this all wrong. Maybe she didn’t have to plea her case and throw herself on their mercy. Maybe she could offer them a different enticement. 

She was a member of the Fantastic Four, after all, one of the first superheroes since Captain America himself. She’d been to the Negative Zone! Confronted Galactus! Battled Terrax! What was a little sex compared to all that? What was her body, and another person’s body, against all her adventures in time and space? It was really just ridiculous prudery to be so brave and courageous and uncompromising in the face of death, but a pearl-clutching old biddy when it came to skin. And she wasn’t that old.

Drawing her zipper from its conservative seat at her neck down to her waist, making her suit spread open so far it seemed impossible it wouldn’t rip, she opened the door and approached the bed. 

“I knocked,” she said sultrily, “but I guess you didn’t hear me. I can see why.”

No, not that old at all.

Peter pulled away from Felicia and grabbed for the sheets, which only displayed him to her further. His cock was slick with a mixture of Felicia’s saliva and his own cum.

“That looks yummy,” Sue giggled, eyeing it. “Mind if I try some?”

Peter pulled the sheet over his lap, then stopped, holding it there. “Oh, I get it—you have that nanotech problem like Johnny and you need someone to… oh wow… am I the first choice?”

Felicia got up behind Peter, resting her chin on his shoulder. “Don’t jump to conclusions, Spider. Maybe she’s just a big slut.”

“It could be both,” Sue conceded. “There’s only one way to find out. For all of us to find out.”

“So find out,” Felicia challenged her. She bit Peter’s ear. “Fair’s fair. You got to double-team me… now I want to watch you fuck this soccer mom’s brains out.”

Peter turned his head to her, nuzzling his cheek against hers. “Is that what you want?”

Felicia was almost purring. “That’s what I want.”

Peter pulled the sheet aside, displaying his growing hardness, and gestured for Sue to come closer as his lips merged with Felicia’s. Felicia turned her head at the last second, letting Peter suckle at her neck. She watched with growing lust as Sue took Peter’s glistening cock between her lips and slowly licked it clean.

“You taste good,” Sue said, then casually ran her tongue across Peter’s engorged cockhead, down the shaft to his hairy balls.

Peter moaned softly and clutched a pillow in his hands. “You’ve got some competition, Cat,” he teased gently.

“She can’t even get it all by herself,” Felicia said, smiling down at Sue. “These bigger models can be a little hard to handle… unless you know what you’re doing.”

She laid down beside Peter, curling around his side so that her head was in his lap, and she stroked Peter’s thick cock lightly as Sue massaged his bulging scrotum. One woman kissed his bobbing cock tenderly, then the other. Soon they both were hungrily kissing each other, Peter’s rigid cock only sometimes between them.

Felicia took Peter’s cock in her mouth while Sue positioned herself between his legs, her tongue darting over his balls. It was almost more than the hero could take, and he panted in hardening excitement as his manhood was caressed and stoked by two insatiable mouths.

“This is heaven,” he sighed to no one in particular.

As the two women worked him over with their tongues, Peter reached down and stroked their bodies. His supple fingertips caressed Sue’s nipples, while his other hand wandered down Felicia’s back to lovingly squeeze her buttocks. His gentle touch made both women moan.

They worked their way along Peter’s cock as if following the hot blood their ministrations had pulled into it, meeting at the head. Sue smiled innocently at this woman she barely knew, before kissing her sensually on the mouth, her tongue stroking Felicia’s lips. It was shockingly easy, sex with a stranger. She was pleasurably aghast at her own capacity for lust. Perhaps it was just that Felicia brought it out in her, knowing that the white-haired woman wouldn’t judge her, deny her, or do anything but bring her delight.

Peter’s hands collared either of their heads. “What are we going to do?” he asked, holding them in their kiss as he gently thrust his cock into their liplock. “I can’t fuck both of you at once…”

Felicia nuzzled his rocking prick, directing it into Sue’s mouth with a strong drag of her tongue. “Take Sue,” she said, watching curiously as his cock plunged between the other woman’s lips. “I’ve already come and she hasn’t. And she seems nice—I want her to feel your cock inside her. Just fuck her doggy-style, Spider. That way she can eat my cunt… as a thank you for letting her fuck my boyfriend.”

“Sounds good to me,” Sue said with a grin.

They changed positions, Sue kneeling between Felicia’s thighs, Peter on his knees behind Sue’s beautiful ass, helping her push her skinned costume down around her thighs. Her bra was still on, but none of them were particularly concerned with that. Sue turned it invisible anyway, just to be fair.

Peter’s cock just touched Sue’s labia, spread hot and wet with hunger. She groaned loudly as he crammed himself into her tight little pussy, filling her completely, sliding in and out of her with ease. He balanced himself by placing his palms against the small of Sue’s muscular back.

As Peter worked her sex from behind, Sue buried her face in Felicia’s soaked lap. She ran her tongue along the outer lips of her pussy, tasting Felicia’s juices and the viscous cum that could only have been left by Peter earlier. With a passionate moan, she cleaned Felicia’s cunt thoroughly, swallowing every drop.

Felicia moaned softly as Sue stroked her clit with the tip of her tongue. “Do it, slut!” she urged, her hands stroking Sue’s smooth face and short hair. “Make me come! Make me scream like you’ve always wanted!”

Sue worked Felicia’s cunt roughly with her tongue, sliding it across her engorged clit again and again. Had she always wanted this? That was how satisfying it seemed. Like she’d never truly been complete before doing it…

Felicia gasped and grunted as fingers of pleasure raced from her crotch and spread wildly across her entire body. “Unnnggg!” she grunted, her fingers tightly gripping the bedspread. “Jesus fucking Christ! That’s it! That’s what my pussy wants! Lick me clean with that beautiful tongue!”

Peter’s cock grew harder and harder as he watched Sue and Felicia make love before him. It was an incredible sight, and the excitement the two women generated was having a spectacular effect on his prick. Each plunge into Sue’s tight cunt brought him closer to his own orgasm.

“Make Felicia come, Sue,” Peter gasped as he worked his cock deep into the pink recesses of this new conquest’s pussy. He couldn’t believe how tight Sue was. Each thrust sent a shiver of pleasure deep into his balls, and he grimaced with an overwhelming combination of pleasure and lustful pain. So tight was Sue’s pussy that he probably would have cum long ago if he hadn’t shot his wad into Felicia only minutes before.

He felt more and more comfortable with a new woman, with two women, as if it were only his due after so thoroughly pleasuring the nigh-insatiable Felicia Hardy. He enjoyed it, they enjoyed it, Felicia loved it—he should’ve explored the possibilities of this long beforehand. The limits of Felicia’s sexuality seemed almost nonexistent…

“Taste good, Sue?” he gasped, his pace quickening. He couldn’t take his eyes off Felicia, who was squirming with delight beneath Sue’s oral assault. “Cat, giving our guest plenty of refreshments?”

“Mmmm—she’s so good, Spider,” Felicia laughed, “so good! Sue’s got the most talented tongue I’ve ever felt!” Felicia buried her fingers in Sue’s shimmering hair as her lover concentrated on her tingling clit. “That’s it, MILF! That’s the spot! Don’t stop! Just keep going!”

Sue fastened her mouth on Felicia’s pussy, her tongue frantically circling the other woman’s clit. She wanted Felicia to come in her mouth, to know the taste of another woman’s aroused pussy, the taste of her own juices as they gushed out of her. And she wanted Peter to see it all, to get his reward for fucking her so good.

The thought of a man witnessing her dive into shamelessness made her feel wicked and naughty, and she shuddered a bit as Peter’s cock stroked her throbbing clit, drawing slowly in and out of her pussy.

Felicia began to gasp loudly, and she flailed her arms wildly as her orgasm grew and finally exploded inside her cunt. “Ooohhhh!” she shrieked, her eyes clamped shut. “Yes!” She pressed her cunt tight against Sue’s eager mouth as wave after wave of excruciating enjoyment flooded her body.

The combination of Peter’s prick inside her cunt and Felicia’s orgasmic cries send Sue’s pleasure into overdrive. She writhed passionately as Peter quickened his desperate strokes, and when Felicia’s orgasm subsided, she pulled her face from the other woman’s cunt and cried, “Fuck me, Peter! I’m so goddamn horny! Fuck me hard!”

Peter rammed his cock into the young woman with all his might, nearly sending her toppling forward on top of Felicia, who watched the entire scene with a look of complete contentment.

“Yeah!” Sue cried, bucking like a wild animal against Peter’s savage thrusts. “That’s it, fucker! That’s how you make me cum! Don’t you dare stop!”

Peter could feel his balls tighten as he pierced Sue’s glistening pussy again and again, harder and harder. He had never fucked a woman with such intensity before, and sweat poured down his face and back. 

“That’s how she likes it, Peter,” Felicia commented, a fond smile playing on her lips. “Fuck her hard and she’ll be yours for life! Just like I am…”

Whatever restraint he practiced with Felicia out of misplaced concern for her well-being was out the window with Sue. No matter how good a friend she was outside the bedroom, here she was nothing to him but a sexual plaything, one that he knew would enjoy herself more as he used her ever more thoroughly.

Sue suddenly howled with passion as her climax ripped through her cunt and swept over her entire body. Every muscle in her tall body pulled taut as she gasped, and moaned, her back arched and her ass pressed against Peter’s straining prick.

“Unnnng!” she cried. “Oh yesssss!”

It seemed like an eternity before Sue’s orgasm began to subside and her body unwound. She balanced on her hands and knees for a moment, then collapsed on top of Felicia, leaving Peter in mid-thrust, his cock dangling in the air like a third arm.

“We can’t leave him like that. He’s a superhero,” Felicia chuckled as a drop of pre-cum slowly dripped from the tip of Peter’s cock and fell with a plop to the sheet below. “He’ll run off and join the X-Men or something.”

A look of intense frustration was pasted on Peter’s face, and his cock refused to deflate. He desperately wanted to cum, and he didn’t care in whose hole he did it.

“You take his cock. I’ll take his mouth,” Sue suggested, ogling the muscular form of the bronzed man kneeling before them. She loved the sound of those foul words coming in her own voice. She loved even more Felicia’s nod, and Peter’s enthusiastic anticipation.

The women pushed their lover on his back, and Felicia crawled atop his hips, his cock just brushing her labia lips. With a sigh, she lowered herself on top of him until his cock was completely inside her. Closing her eyes, she slowly rocked back and forth, reveling in the sensation of Peter’s cock filling her cunt like never before. Each movement pressed his cock against her clit, making her tremble and moan. She knew it wouldn’t be long before she came again.

As Felicia enjoyed Peter’s cock, Sue positioned herself over his waiting mouth so that she was facing Felicia. She clutched Peter’s face with her muscular thighs and cooed softly as he stroked her aching cunt with the tip of his tongue.

The two women rode their shared paramour like a race horse, coaxing him along by caressing the soft flesh on his stomach, thighs, and balls with their fingernails. Peter writhed beneath them, driven nearly insane by their incessant stroking. His cock hardened and his balls tightened in anticipation of his inevitable orgasm.

As Peter fucked them with his prick and tongue, Sue and Felicia leaned forward and took each other in their arms, holding tight. Their warm breasts pressed tightly together, a sensation that made each of them even hornier, if that were possible.

Felicia took Sue’s face in her palms and kissed her tenderly on the mouth and cheeks. Her tongue tentatively probed the other woman’s lips, and was greeted in kind. Their kiss grew to a fiery intensity as their passion welled, and soon they were caressing each other’s tits in an attempt to make the other climax.

“Make me cum, Peter!” Sue ordered. She pressed her dripping, fragrant pussy against the young man’s face, nearly screaming as his tongue stroked her clit intently.

“That’s it, honey!” Felicia groaned, a light red blush growing across her tits and upper chest. “Do that! Right there! Don’t stop! Don’t fucking stop!”

Peter did as he was told, fucking Sue eagerly with his tongue while forcing his cock deep into Felicia’s waiting pussy. It felt like his prick was being stroked by a tight velvet fist, and he knew it wouldn’t be long.

“I want it, Peter!” Sue hollered, her lust stoked by Felicia’s knowing hands on her tits. “Do it to me! Make me cum!”

A moan escaped Sue’s lips as still another orgasm raced across her arched body. She leaned forward, giving Peter greater access to her clit, and moaned loudly as his talented tongue found its mark.

“Oh God!” she wailed. “I’m… I’m cummiinngggg!”

Felicia could feel Peter’s cock throb between her thighs, and she knew that both of them would be joining Sue any moment. She pressed her thighs hard against Peter’s hips, hastening the orgasm that danced elusively just inside her cunt.

“Harder, Spider!” she encouraged, her body drenched in sweat. “I love your cock inside me, baby! Fill me with your hot jizz! Please fill me up! I want it so bad!”

Peter began to groan loudly, working his cock into Felicia’s dripping, hungry pussy with all the strength he could muster. “I can’t hold back!” he cried urgently. “Jesus, I’m gonna cum! I can feel it!”

“Yes!” Felicia moaned, her body rocking back and forth faster and faster. “Don’t hold back, Spider! Give it to me! Fill me all the way!”

“Do it, Peter!” Sue joined in. She slid off her lover’s face and stroked his moist cheeks and chest with her fingertips. “Give it all to Felicia! Give her a fuck to remember!”

“Aaahhh!” Peter wailed, his pelvis arched high, his cock buried deep inside Felicia’s cunt. “Christ Almighty! I’m cummiiinnnggg!”

The force of Peter’s ejaculation startled Felicia, but the seemingly nonstop pulse of his cock as he emptied himself inside her managed to send her pussy over the edge.

“That’s it, baby!” Felicia gasped, her thighs tight and hard. She balanced herself on Peter’s chest as he fucked her hard and deep, his cum spilling from her gaping cunt and running down his thighs. “Fuck me hard, bastard! Harder! Harder!”

Felicia could barely control herself as a million fingers of pleasure ran across her stomach and legs and chest, torturing her, teasing her. The tiny hairs on her arms stood on end as if electrified, and gooseflesh covered her body as her orgasm raged unabated for nearly a minute.

Exhausted from their workout, Felicia slid forward and laid her head on Peter’s shoulder. He stroked her face and ran his fingers through her light hair, kissing her head as he did so.

Sue joined them, spreading herself at Peter’s side. She ran a soft hand along Felicia’s back and over the soft, gentle curve of her lower back and asscheeks. Her body, slick with a thin layer of sexual perspiration, was warm and comforting.

“I think you’re the best guest we’ve ever had over,” Peter said softly. He stroked Sue’s tanned body absently. “I’ve never had so much fun.”

“It was fun for me, too, Peter,” Sue said. She kissed him softly on the cheek. “Maybe we can do this again sometime.” Then she broke off grinning as Felicia kissed her cheek. “I think there’s going to be a lot of changes for me. A lot different in my life. I’m not going to be satisfied with the same old, same old. I’d like the two of you to be part of the new.”

“Sue Storm,” Felicia said, “we’re always up to be part of the nude.”