Hanging By a Strand (Gwen Stacy/Spider-Woman).

Fancy Dan didn't look so fancy after getting knocked over by a swinging kick. The heroine dressed in white and black dropped down and nailed one of her adversaries in the fact with one more shot with good measure. She smiled and raised a hand into the air in triumph.

"Hey, watch your backside, Spider-Woman!"

Ox rushed towards Spider-Woman from behind. Her male counterpart, dressed in blue and red, took Ox down. He flipped over onto the ground and smashed down. Spider-Man flipped over the top of his head and nailed Ox with more punches, before landing on top of him with both feet being drilled into the back of his head.

"Isn't that what you're for?" she asked in a very cheeky tone.

Spider-Man, better known as Peter Parker, had been fighting some of the most colorful villains in the city for years. Everyone knew the Spider-Man backstory, it was a tale worthy of Shakespeare, boy visits exhibit, gets bitten by genetically altered spider, and gains super powers. He learns an unfortunate lesson about power and responsibility, when his uncle dies.

"Very funny."

The story continued when he found out he wasn't the only who had been bitten by the spider. A classmate of his, Gwen Stacy, who worked at as an intern at OsCorp, also got bit by a spider, and had been in the hospital for several months, lapsing in and out of a coma, until a scientist named Nathaniel Essex captured her and experimented on her, until Spider-Man and his new friends, the X-Men, saved the day.

Now, the mental exposition had been wrapped up, it was time to wrap up Fancy Dan, the lady's man, and leave him stuffed in a garbage can, along with Ox and Montana. The three of them had collectively been known as the Enforcers.

"I thought I'm hilarious actually," Spider-Woman said. "And you're not too bad yourself when you're motivated enough…..so….guess these losers are wrapped up."

Spider-Woman checked her work and moved to the exit. The heroine looked over her shoulder.

"Race you back."

Gwen latched a line of webbing to the building across the street and started to swing. Peter moved on for to go after her, flying after her as she laughed.

"Can't keep up with me? The girl who spent nine months in a coma cause she had an allergic reaction to a spider bite?"

"You just had a head start, I'll get you!" Peter yelled.

"Catch me, and you can do anything you want to with me!"

They played this game before, with varying results between the two of them. There were times where Peter caught up to Gwen and there were times where Gwen managed to slip away at Peter, leaving him hanging. Really bad spider pun was totally kind of intended as well.

Spider-Man moved around to try and catch her. He took a short cut and saw Gwen swinging closer towards him. All he had to do was move in and he would have her.

'Got to make my move.'

Spider-Woman kept moving across the city and thought she just lost Spider-Man.

"Hey, going my way?"

Gwen had been surprised, her spider sense didn't work on Peter for some reason. This Spider Sense thing not working worked nicely the other way around when Gwen could get the drop on him. She had been caught to Peter, and the two of them swung onto the building.

Peter wrapped his arms around Gwen. Her curvy body pressed against his. Peter tried to resist the temptation to run his hands down to her round ass, which was the perfect shape. He caught himself lagging behind just to watch it when she swung through New York.

"Looks like I got you, Gwendolyn."

Gwen shuddered and tried to play it cool even though Peter had her in close. They were on a rooftop, with no witnesses. Peter backed her up against the wall. She had no desire to fight this. Gwen tugged the bottom of her mask and pulled it up, to show Peter she was smiling.

"Well, you've got me, or do you?" Gwen asked. "After all, who has who is a matter of perspective."

Gwen reached in and gripped the bottom of Peter's mask and pulled it off to reveal his mouth. She smiled and leaned in closer to Peter to kiss him. Peter returned the kiss without any protests. The two of them engaged in a heavy make-out session the roof.

A few spurts of webbing, and Peter pulled away, to see his arms and legs were hooked against a wall. Gwen stepped back from him with a smile.

"Like I said, it really is a matter of perspective who has who."

Peter decided to enlighten her on one very obvious fact. "You do realize I can get out of this at any time?"

"Maybe," Gwen said in a sweet voice. "But, we both know you want to see how this plays out as much as the next person?"

Gwen started to rub Peter's crotch through his pants. He groaned and also grew when her soft fingers rubbed against his bulging pants. Gwen's fingers rubbed against Peter and smiled when she kept rubbing him, teasing him.

"That looks pretty tight," Gwen said. "I think your web shooter might discharge in there. It's going to be pretty messy if it does."

Peter convinced himself he would let Gwen have her fun for a little bit. It wasn't like he wasn't going to have any fun either. Gwen grabbed the bottom half of Peter's uniform bottoms and slid them down to his ankles. His throbbing cock pushed out.

Gwen smiled and gripped him before stroking him. The spider themed heroine had a mischievous smile on her face when rubbing on Peter's cock, feeling it stretch in her. The blood rose to him and made him really hard. Gwen stepped towards him and mounted him before grinding up against him.

The young man could feel Gwen's warm thighs rubbing against him. He tried to regain control. All he wanted to do was taking her and make sure she felt every inch of him inside of her.

Gwen turned around and grinded her ass against Peter. She knew full well how many men looked at her ass, and couldn't wait to have Peter get thrilled with her.

"I bet you'd like this, wouldn't you?" Gwen asked. "I'm running out of webbing, I think I should make some more."

Gwen dropped down to one knee and engulfed Peter's cock inside her mouth. She looked up with a naughty expression in her eyes and sucked on him hard.

One of Peter's hands burst free and grabbed the back of Gwen's hair to guide his cock inside of her wet, moist mouth. Gwen engulfed Peter's throbbing prick inside of her mouth and suckled him hard.

Gwen now increased the suction on his cock. Her hands rubbed against his thighs and fondled his balls. Gwen made sure to show Peter walls weren't the only surface she could stick to, by playing with his balls. They swelled up free with the essence she had craved.

Biology gave Gwen an insight of how much she wanted this. Spider powers or not, she would have wanted this eventually. Her mouth wrapped tightly around Peter's massive tool and she sucked him hard. She wanted more of this.

"Keep sucking," Peter said.

Peter worked himself into her mouth with gentle rocking down in her throat. His balls came very close to wanting the release this young man craved very much. He held the back of Gwen's head and started to pump his way further into her throat.

Gwen brought her hot lips around Peter and continued to suck him harder and faster. She wanted this pleasure even more. The warm fluids would soon burst out and flood the back of her throat. Gwen came down onto him, working down onto him.

Peter's balls released and sent their juices into her. He grunted and fired inside Gwen.

The pheromones from their mutual arousal caused both of them to grow numb with pleasure. Gwen pulled herself up and Peter freed himself. He shoved her against the wall, and started to pull her top off.

Her round breasts came freely. So perky, and so squeezable, and Peter had to squeeze it. He stuck Gwen's nipple in between two fingers and pulled her nipple, twisting it harder. He pushed those fingers against Gwen, making her nipple grow harder.

Peter's free cock slapped Gwen's bare stomach which had been freed. The cool flesh of her belly ground against Peter's cock. He wanted to be inside her in the worst way possible, but knew he just had to hold himself back. Good things came to those who waited, after all.

"I need you inside me, now."

Peter pulled Gwen's pants down. Her round ass bounced out. Peter turned Gwen around and webbed her hands against the wall and spread her legs. This juicy, perfect ass was out in the open and Peter could do any number of things to it. All he could do was grab her ass and squeeze it. Gwen's moaning showed him how much she enjoyed Peter playing with her ass.

"You've been a very bad girl, Ms. Stacy."

"Oh, and what do you do to bad girls, Mr. Parker?" Gwen asked saucily.

Peter smiled and squeezed her ass. He didn't know how long it would take before he would lose it and slip inside her. His throbbing cock brushed against Gwen's molten hot slit in addition to running a finger up and down her ass. His finger rubbed against her and he slapped hr.

Gwen thought she would lose it if Peter didn't make his move. Fortunately, she didn't have to wait too long to find out. Peter gripped onto her tightly by the hips and pushed his throbbing cock against her entrance.

The scream coming from her encouraged Peter to just bury himself further with a few more thrusts. Gwen encouraged him to bury inside her. His throbbing balls slapped against her wet cunt.

Gwen closed her eyes. Peter's sticky fingers ran down her front and gripped her nipples. He showed how much they could pleasure them. Gwen experienced the lovely feeling of a hard throbbing cock being pushed between her thighs. Every time Peter slammed into her, she tingled with pleasure. Peter ran his fingers back and cupped her breasts, squeezing them.

"More, faster, more, more," Gwen begged him.

Peter wasn't going to hold back, not even for a second. He kept rocking inside her.

"Do, I need to web your mouth shut so the entire city doesn't hear you scream?"

Gwen bit down on her lip trying to hold back her inhibitions for a moment. Peter's roaming hands cupped her flesh and kept working into her. She hit a peak and fell down to Earth every time Peter buried his length inside her. Those balls nailed Gwen hard.

Every time Peter entered this blonde goddess, he could feel something about to burst. Hands greedily gripped Gwen when he brought her up against the wall on the roof top. Gwen spread herself wide for him, wanting more of Peter inside her.

The climax came and hit Gwen very hard. Her wet walls clenched Peter when he held on for a deep thrust. The thrusts got deeper and her pleasure accelerated. Peter's hands rubbed down her body and caused the right pleasure points to be hit.

"Peter, right there," Gwen moaned.

Peter smiled and leaned in to catch Gwen's sensitive spot. He worked her into a fever. Her tight body wrapped around Peter and brought him beyond the edge.

"We're getting close, almost there, are you ready?"

Gwen answered with a nod. She was beyond ready to receive Peter's throbbing hard cock inside her body and his cum. Her body sized up around him. The tingling showed her Peter was close and she already had been launched beyond.

She milked Peter dry when he shoved himself into her. Peter's balls slapped against her and started to shoot the cum inside her. Gwen worked back and forth down him, making sure all of his cum spilled into her insides.

Peter shuddered in response. Her warm, wet, pussy milked Peter completely dry. He continued to keep those hands firmly locked on Gwen and rock inside her. Another burst of cum fired inside her.

Seconds later, Peter pulled out of Gwen. She pulled herself off of the wall, and bit down on her lip. Gwen reached down to catch a strand of cum on her mouth. She slowly slipped a finger between her lips to taste the combined juices. The sultry look on her masked face made Peter smile.

Gwen grabbed Peter's stiff cock and slowly backed off the edge of the building. Peter was surprised when she slipped back and hung over the side of the building, swinging back and forth by a web line.

Peter saw her hanging upside down, her pussy bared for him.

"Come on, haven't you thought about what it might be like to fuck hundreds of feet above the city?"

To be honest, Peter did think about it, although he wondered if there was going to be a risk to it. Regardless he swung down and positioned himself. Gwen swung towards him and wrapped her legs around his body. The web lines connected their position from the building. Peter hung straight while Gwen wrapped her legs around him and pulled herself close towards him.

Gwen's adrenaline started to pump the more she hung above the pavement. Her lover's hard manhood was about ready to slip inside of her. She closed her eyes and the two of the them met together, swinging back and forth when they used the fiction to pleasure each other. Peter held onto Gwen and pulled her closer into him.

"Hit me, right there," Gwen begged him.

Peter felt the warmth wrap around him. The more than swung, the more intense this little coupling had become. Gwen's breasts kept smacking him the face. He managed to catch them with his free hand and fondled them which caused Gwen to give a pleasurable shriek the more Peter pleasured her.

Gwen closed her eyes. Her juices dripped down Peter's tool when the penetration grew even deeper. Thrusting back and forth against each other made this encounter heat up. Speaking of heating up, Gwen's dripping hot pussy grabbed Peter's hard rod and pushed it further inside her. The two of them connected with each other, swinging back and forth in mid-air when they gained an insane amount of momentum against one and another.

"Yes, this is so good, more, deeper, harder, please!" Gwen begged Peter.

Peter held Gwen in tight to him and pushed his hard rod inside her perfect body. Her wet center drew him in, sucking his hard cock inside of her. The web line remained steady, very strong. Gwen's mask almost slipped, but she pushed it back up.

The two squeezed against each other, their lips entangled with each other. Peter didn't know what was more insane, the fact someone might look up or the fact he was excited about the thought of someone looking up. He pushed deeper inside Gwen, spreading out her warm thighs.

Gwen took Peter's hard cock inside of her again. They were so high above the ground, it was amazing. She turned herself and practically used the momentum of the air to ride Peter. Her hips crashed down against Peter's when the two of them continued to speed up.

Peter groaned when feeling the squeeze of Gwen's pussy.

"You're so insatiable, you know that."

"Yep, but that's why you like it."

Gwen squeezed him hard with her hips and rocked back against the building. Peter held her against the building and started to ease against her. Gwen's back pressed against the cold steel of the building which allowed Peter the perfect opening to thrust inside her.

So many times, Gwen came, and she couldn't get enough. She needed more, wanted more, and would get more. Peter filled and expanded her so many times it was like a drug. He was her drug, and Gwen needed to get a fix regularly.

Peter could feel a jolt for a second and almost had his heart jump. He gripped Gwen as hard as possible to hold onto them.

"Keep it up."

Gwen leaned towards him and bit down on Peter's ear lobe, giving it a playful lick. Her hands ran down his muscular back and she encouraged him to bury inside her.

Peter thought Gwen would be the death of him someday. What a death it would be though with Peter rocking away at Gwen. Her tight wet walls closed around Peter and engulfed him. Her hot, wet cunt squeezed him with multiple thrusts working her into submission.

"Yeah, right there, please," Gwen begged him. "My pussy wants you….it wants you so bad."

Peter brought his hard rod inside her with another hard thrust. His balls slapped against Gwen and he pulled out of her. He did it a couple more times before slowing down at least for a moment.

Gwen could feel her lust burning for him, the need to be filled with Peter. He kept on going, keep on scratching those itches. And he continued to fulfill her burning lust. The strand started to give when and Gwen whipped behind her to latch onto the building.

Peter thought they were living dangerously right now. Gwen's strong thighs wrapped around Peter when he dangled up. She engulfed his hard rod with her heat and pounded him, trying to work Peter up to an orgasm. Peter held onto her, clutching her breasts.

"I don't think….are you sure….."

Gwen made him question her sanity, not for the first time. Her walls closed around Peter and buried down onto him. This was so hot, getting ridden in mid air. Peter's feet stuck to the building to give him some more levity. The two of them kept rocking back and forth in an attempt to bring each other to a state of fulfillment.

Peter could feel himself reaching the edge. And he knew Gwen could feel him. Her inner walls stretched around him. The two spiders fulfilled a need whilst making love in mid-air. Peter dangled before her thighs and could feel himself throb.

'Just no one look up, and we'll be good.'

He pushed deeper inside Gwen with a few long thrusts. Gwen felt him inside and she squeezed him. She grabbed onto Peter's arm just in case her legs slipped loose. It would be going out with a bang, but she would like to keep Peter around for various reasons.

The force of Peter's orgasm came full force and splattered inside of Gwen. Gwen worked her hips up and down of Peter's tool to milk his orgasm all the way until completion.

Peter closed his eyes and the tight constriction of her inner thigh muscles milking Peter down to the very last drop made him feel so good. Their shared orgasm latest a long time and they wished it could last longer when holding each other through shared release.

The two of them rested for a minute. The sound of police cars nearby made them wonder if their little show attracted the wrong kind of attention.

Thankfully, they went the other direction, but better safe than sorry after all. Peter's head slid off of Gwen's breast when she nudged him.

"That was amazing."

"You can say that again."

The two spiders swung up to the roof and found the tattered articles of their clothing on the roof top.

"Make sure you get everything, unless you want your sticky clothes on Ebay tomorrow," Gwen said. She looked over and smiled. "So, my place or yours?"

"Yours is closer.

They were only catching their breath when swinging off towards Gwen's place.