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Chapter Two

As a certified science nerd, Peter Parker had spent a great deal of time contemplating the female breast in all its varieties– big, small, rounded, pointy. He liked them all.  He had, however, never seen a bare breast in real life, nor touched one, though he had felt them press against his body when getting the occasional hug– from his Aunt May.

Squeamish even about pulling up pictures on the Internet, Peter had mostly spent his time looking at the women in comic books, which served for him as a kind of somewhat innocent form of pornography, and he had formed crushes over the years on Scarlet Witch, Black Widow and, though he generally disdained DC, Wonder Woman. If any of his comic nerd friends question that last choice, he had a short and irrefutable: look at her costume.

And so, having so far been deprived any real experience with a woman’s breast, and now with the new weight on his chest serving as a constant reminder that he had boobs, it can be no wonder that he made his way to one of his rooftop hangouts, where he had been careful to make sure there were no security cameras, and he had stripped off his hoodie and shirt, and then sat there staring down at the milky white breasts jutting from his chest, his trembling hands poised to cop a feel.  From himself.

“It just seems wrong,” he whispered, and yet, staring down at his breasts, the pink nipples, he found his curiosity overwhelming his inherent prudishness, and he slowly, gently placed his palms over his nipples, cupped the soft, pliant flesh, and squeezed.

“Yikes!” He pulled his tingling hands away as his nipples stiffened. They were so soft! And yet, he’d been distracted from really paying attention to just how good it was to hold a breast in his hands by the tingly thrill of feeling his breasts being fondled.

He cupped his breasts from beneath now, lifted and ran a thumb gingerly over his now hard nipple. “Okay. Oh, boy.” His cheeks grew hot as his body trembled with delight at the double-pleasure of once more experiencing what it was like to touch and be touched. Breasts were much more pliant than he had realized, and he began to experiment, pushing them together, squeezing them, running his fingers along the soft outer curves, grabbing both nipples and moving his hands in a circular motion… “mmmmmm….” He closed his eyes and bit his lip.  It was– incredible.



“You need a hand with those?” He heard a woman say from behind him.

Peter screeched and threw his arms over his breasts, turning to see, “Black Cat!”

“Don’t stop on my account,” Black Cat said, sauntering over, a big, amused grin on her face. “I was enjoying the show.”

Peter turned deep red.  He couldn’t believe she’d seen him playing with his boobs. He couldn’t believe she’d seen his boobs. “Don’t look!” He said, turning his back to her, grabbing his t-shirt and pulling it on.

“But, you’re so cute!” Black Cat said, amused, loving his embarrassment. “You’re just like a girl.” She could only imagine how humiliating it must be for a boy to find himself with his own breasts, especially a pair as magnificent as Peter’s.

“What are you even doing here?” Peter said, keeping his arms crossed over his chest, which, truly, the t-shirt did very little to hide.

“You’re all over the news,” Black Cat said, holding out her phone so he could see a picture of himself from earlier in the day with his new figure. “I had to see for myself.”

Peter found his hoodie and pulled it on, zipped it up.

“You’re so bashful!” Black Cat said. “Trust me. You have nothing to be ashamed about. You’ve got an incredible rack. I’m jealous.”

“Just give it a rest,” Peter said, blushing even more furiously. It was so weird to have her talking about his rack. “Shouldn’t you be off stealing some earrings or something?”

Black Cat was finding herself extremely turned on by the sight of Peter Parker with that small waist, the swelling of his chest, and even more by how much he was acting like a bashful school girl. She’d always found gender fluidity exciting, and she surprised herself a little by suddenly stepping forward and kissing Peter on the mouth while letting one hand slide up his ribcage and giving his tit a squeeze.

Peter’s eyes went wide.  It was his first kiss, his first time getting felt up, and it felt good.  The feelings scared him; Black Cat scared him, and even though part of him wanted to dig his hands into her long hair and kiss her right back he pushed away. “What are you doing?” He said.

“I just find you impossible to resist,” Black Cat said, pleased with herself, with his reaction.

“I better go,” Peter said, retreating, terrified, turned on, terrified because he was turned on. He pulled on his mask, Stopped. “Don’t tell anyone!” He said.

“It’s our little secret, honey,” Black Cat said as Peter turned and ran, jumping from building to building. “You’re gonna need a bra!” Black Cat yelled after him.

“Shut up!” Peter yelled back.

Black Cat sat down and crossed her legs, running a hand through her long, white hair. The kiss had been incredible, and she was only half joking about Peter needing a bra now. He’d figure it out eventually. In the meantime, she decided to make Spider Man her girlfriend. It would be so much fun!

Peter made the long journey back to Queens, eventually switching back into his costume and running and webbing his way along until he finally crept through his bedroom window, trying to move as stealthily as possible, not wanting to deal with Aunt May, who had no doubt seen the news.  He just wanted to clean up, find some way to hide these balloons and get over to Mary Jane’s house.  He wouldn’t cancel. The chance to spend time with the prettiest girl in school was just too good an opportunity to pass up.

He heard the staircase creak.  Footsteps in the hall. A shadow pauses outside his door. No… no… no… he thought, freezing, holding his breath.. Keep walking… keep walk-

Knock. Knock.”Peter?” It was Aunt May.

Peter hung his head. “I– ah– I’m in the middle of something.”

“Peter,” Aunt May said, and there was a tone in her voice, like the one she’d used when he’d been little and his pet goldfish had died. ‘I saw– on the news.”

“Okay. Yeah. I really don’t want to talk right now.”

“But, we need to talk about– your, um, puppies.”

Peter covered his face.  The thought of having a heart to heart with Aunt May about his puppies? He was a boy! What was there even to say about – them?  But, he knew better than to try and put it off. When Aunt May was concerned, she was concerned.

Deciding he might as well face the music and still weaning that way too tight t-shirt, he straightened his back against the new weight, went and opened the door. “Hey, Aunt May,” he said.

In what Peter was learning to expect, he eyes dropped from his face down to his boobs. “Oh, my,” Aunt May said.  “You’re going to need a bra.”

“Why does everyone keep telling me that?” Peter said, dropping his head, horrified his Aunt was talking to him about bras now.

“Because it’s true.” Aunt May came into Peter’s room and said, “I know this is awkward, and it’s awkward for me, but– well, what happened?”

Aunt May sat Peter down, put an arm over his shoulder and began to talk about his changing body.  He blacked out. Can we blame him? No teen–age boy is prepared to deal with his beloved Aunt talking to him about his budding breasts. One good thing did, however, come from all this, as Aunt May knew just how to help Peter hide his new assets from Mary Jane. “Back in high-school I played Rosalind in ‘As You Like It,’” May explained as she got ready to bind Peter’s breasts with a roll of gauze. She disguises herself as a man.”

“Promise not to look,” Peter said as he pulled his t-shirt off, his back to Aunt May.

“Of course not,” Aunt May said, wrapping the gauze around Peter’s chest. “Just be careful.  If you make a sudden movement that pulls the clip out, you’ll bust right out of  this bandage.”

Great, Peter thought. Another thing to worry about. Or, two things, actually.  “Thanks, Aunt May,” he said, giving her a quick kiss on the cheek.
“Gotta go!”

He raced down the stairs and out the door, not wanting to be late for his meeting with Mary Jane.

“Oh, my,” Aunt May said to herself as she went to make a cup of tea. “They grow up so fast!”

The study session with Mary Jane started out well.  They sat down at the kitchen table, Math books out.  Mary Jane looked great. She  had such a pretty face, a beautiful voice. Peter forgot all about his troubles, even with the pressure from the bandage around his chest making his ribs ache. “The trick,” Peter explained, “is to remember F.O.I.L.”

“Foil?” Mary Jane said, batting her long, curly eyelashes.

“First, outside, inside— last… Peter’s voice cracked, the last word coming out of his mouth as a high-pitched squeak, like an anime mouse.  His eyes went wide and he put his hand to  his throat.  HHe’d felt the same weird tingling as when the other changes occurred.  No.

Mary Jane tilted  her head to the side. “You okay?”

“Yeah, I just…” the words came out in that same high-pitched, little mouse voice. Peter cleared his throat.  Not now!

“Are you messing with me?” Mary Jane asked.

“Something in my throat,” Peter said, trying to speak in a lower register, but sounding like a little girl trying to imitate a man. “I’ll get some water.”

“Whatever,” Mary Jane said.

As Peter stood, he felt a tingly around his hips, and terrified at what was coming, he jerked  his arms down.  The clip on his bandage popped, and he felt the bandage unspooling, his breasts spilling out, stretching out the front of his t-shirt even as his hips spread and rounded beneath his slender waist. Peter squeaked, trying to cover his body, blushing in shame as Mary Jane put a hand to her mouth and gasped, “Peter?”

“I have to go!” Peter said, grabbing his math book and hugging it to his chest as he ran for the door.

“It’s okay,” Mary Jane called after him, seeing that he had a full, plump heart-shaped ass just like a girl. “Peter, it’s okay!”

“Sorry!” Peter called, cringing at the sound of his voice, the jiggling of his body. He couldn’t believe Mary Jane had seen him like this, heard him like this. He didn't run home, but to a nearby park which was, at this hour, deserted.  Standing under the light of a streetlamp Looking up to the sky, he screamed, "Why?"

From a house that bordered the park, a voice called back, "Why not?"



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