Chapter Text
Ever since he was bitten by that spider, Peter Parker only ever had more new problems. Twelve years old, orphaned, lost his uncle. And now, on top of everything, he fights criminals and supervillains every night. Although, that last one was his own choice. As Peter was getting dressed, he brought out his costume from under his mattress. He inspected it for rips and holes every day.
“Thank god.” He sighed. “I did not want to have to patch this up again so soon.”
He dropped the costume onto the bed and stripped out of his pajamas, then dropped his underwear. Like usual, Peter was rock hard when he woke up. It was happening more and more recently. And he could swear his cock was getting harder somehow. He touched it, ran a finger down the length of it. It was almost painful how hard he was. Peter took a breath. Then he grabbed his cock. His hand was so soft and warm against his dick. As soon as he started to move his hand, he heard someone walking towards his door.
“You ready for school, Peter?”
“May!” Peter shouted. He turned to his costume, she was already almost at the door. “Hold on!” He lunged for the costume, grabbed it, and just as Aunt May opened the door he shoved it back under the mattress. He turned around just as May stepped into the room.
“Peter, you- OH!” She jumped at the sight of him naked, but she made no move to avert her gaze.
“May!” Peter was shocked that May didn’t look away. For a moment they stood there, silent, May gawking at him. It felt like ages, but it was likely only a few seconds before Peter finally covered himself up. “I- I’m changing!”
“Sorry Peter.” May finally turned away. But not far enough away that she couldn’t get hints of him in her peripheral vision. “Just making sure you’re ready for school.”
“Yeah, totally.” He said, scrambling to get dressed. “Just… finishing up getting dressed.”
“Y’know, Peter…” She spoke slowly in the way she always did when she wanted to have a serious talk with him. “These kinds of things are normal for a boy your age.”
“Huh?” He stopped with his shirt halfway on.
“Its nothing to be ashamed of, and I don’t think any less of you for it. No matter how embarrassing it might be to get caught with your pants down. Or… off.”
“Oh you think I was… I mean I…” He couldn’t very well tell her he was hiding his superhero costume. And technically, just barely, she was right about what he was doing. “I… didn’t hear you coming to the door. Sorry.”
“Tell you what. Starting now, I will allow you to lock this door.”
“Really?”
“I think you’ve earned the right to a little bit of privacy. And if you are responsible with it and you’re not doing anything… unsafe. Then we won’t have any problems.”
“Unsafe?” Peter stepped towards his bed, trying to cover his mattress. “W-what would I be doing in here that’s unsafe?”
“I just don’t want you bringing girls home and hiding them in your room.”
“Oh, okay.” He sighed. “Wait, what, no, I don’t even know any girls.”
“Good. I should be the only lady allowed in your room.” Peter felt a wave of something come over him when May said that. “I trust you, Peter. And I love you.” She walked over to him and hugged him. She held him close. “You’ve grown so much. But you’re still my little boy, Peter.”
Peter wanted to stand here and feel Aunt May’s love forever. But the feeling of his hard cock pressing into her leg was really ruining the mood. May either didn’t notice or didn’t mind, but he still pulled away from the hug.
“I gotta hurry or I’ll miss the bus.”
“Have a good day, Peter!”
Peter hated school. It was boring, he was constantly bullied, and most importantly, it got in the way of what he wished he was doing all day long. As soon as the bell rang at the end of the day he ran out of the school, hardly hiding his incredible speed. He made his way to an alley, stripped out of his clothes, and put his costume on. He leapt onto a wall, climbed up to the roof, and jumped off into a swing.
“WOOOHOOO!!!”
That first swing every day was still magical to him. Most days are uneventful, a few muggings here and there. But the real excitement starts when the sun goes down. Criminals of every kind came out of their hiding places, and Peter would be there to help people every time. Usually he would follow sirens or calls for help, but when an alarm went off from a museum, Peter was glad to not have to do much searching for the bad guys.
Dropping in through the skylight the robbers came in through, he webbed up a few of the thugs who were on their own. Eventually the only ones left were too close together to be sneaky. He jumped onto one of the crooks, landing and throwing him into his friend. Both of them slumped into a pile.
“Its him!”
“Spider-Man!”
“Aw, always nice to meet the fans.” One of them rushed him. Peter jumped over him, spinning into a kick as he passed over his head. “Sorry, no autographs tonight.”
He felt that familiar intense chill at the base of his skull. He knew he was fast enough to not get hit, but seeing someone aim a gun at him and pull the trigger was something he was never going to get used to. He ducked and dodged a few shots before shooting a web at the gun. With a hard yank, the gun was smacked into the side of the man’s head before falling to the floor.
“Leave the flash photography to the professionals.” He looked up into a corner of the ceiling. “Speaking of…” He said to himself. With a quick look he saw the camera still set up and recording in a web. “Alright, ready for your closeup?”
Spider-Man waited for the last robber to lunge at him with a knife. He slid between the man’s legs, jumped into the air behind him, pulled him into the air with a web, kicked him into a wall, then webbed him to the wall 20 feet off the ground.
“Oh I hope I got that shot. I bet it looked so cool!”
“I think you look ridiculous.”
Peter spun around, ready for a fight. He was surprised to see a woman standing beside an empty display case. She was wearing a skintight black leather bodysuit. It was unzipped almost down to her navel. More of her breasts were visible than covered. White fur puffed out from around the collar and off her forearms. Beautiful long white hair, and a black domino mask on her face. And in one hand, she held some kind of gemstone the size of a grapefruit.
“Who are you?”
“I go by Black Cat. But I can think of a few things I want you to call me.” She said with a wink.
“P- put that back!”
“Do people usually listen when you talk all tough like that?” She chuckled. Her deep, sultry voice made Peter hesitate. He tried not to move, tried not to show his cards. But when he saw her look down and saw her smile widen, he knew he was caught red handed. “Is that a web shooter in your pocket? Or are you just happy to see me?”
Peter didn’t have to look down to see how hard he was. With the way she was talking, the way her tits were spilling out of her suit, the way she was looking at him. The way she didn’t seem bothered at all that his boner was embarrassingly visible through his spandex suit. He felt like he was going insane.
Stay focused, Parker. he thought. Don’t let her get in your head. Or in your pants. Although, it wouldn’t be the worst-
“Well, I hope you have fun dealing with that. Buh-bye, Spider-Boy.” She repelled up a line up to the same skylight and ran off after blowing a kiss. After he was done daydreaming, Peter swung up to the roof and ran after her.
“You won’t catch me, Spider-Boy!” Black Cat called out as she jumped between rooftops.
“Its Spider-MAN!” Peter tried to web her legs together, but she easily dodged it.
“Oh I’ve seen enough to know otherwise, little guy.”
Peter couldn’t tell if this lady had any superpowers, but she sure moved like she did. Dodging his webs, making jumps that he wouldn’t have guessed a normal human could make. He’d gone toe to toe with superillains before, but none of them gave him as good a chase as Black Cat. If he didn’t think of some way to catch her soon, she was going to get away.
“Just give me the gem!” Peter shouted, barely close enough for Cat to hear him. “You can go, I just want to put the big rock back!”
“Ha!” She turned to him, running backwards for a moment. “Over my dead bo-”
As if in reply to her taunt, Black Cat tripped over the ledge of the rooftop she was on. Peter watched her fall over the edge. They were at least ten stories up. Superpowers or not, even he might not walk away from that fall. For just a moment, just a split second, he considered letting her fall. The problem solves itself. But he couldn’t. Letting that woman die wouldn’t make Uncle Ben proud.
Peter moved faster than he thought he could. He dove over the side of the building. When he shot a web down to catch her she didn’t dodge. Spider-Man pulled himself down to catch her. Once she was in his arms, feet away from hitting the pavement, he swung them back up into the air. Black Cat and Spider-Man held tight to each other as they made it back up to an empty rooftop. They rolled over each other, stopping with Cat on top of him.
“You… why did you catch me?”
“Just… what I do.” Peter saw the look on her face, genuine confusion. Curiosity. “I can let you fall next time if you want.”
Black Cat wasn’t moving to get off of him. And when Peter tried to move, he realized why. His cock was still rock hard. Harder than before, because now it was pressed into Black Cat’s crotch as she straddled him. He watched her expression turn salacious. She leaned in close to him and pressed herself down onto him. She felt him twitch against her and she giggled.
“My hero.” Cat placed a gentle kiss on his cheek. “How ever could I replay you for saving my life?” She slowly began to grind her hips into him. “Please allow me to show you my…” She slid her hips down off his cock, reaching a hand down to grope him through his costume. “gratitude.”
Spider-Man froze. Fear, excitement, anxiety, sheer arousal, and a healthy dose of Spidey Sense. It all hit him at once, he wanted to run and fight and give in all at the same time. It all canceled out in his head, leading to Spider-Man not moving a muscle as Black Cat fondled his cock.
“How old are you anyway, Spider-Man?” He didn’t answer. Just quick sharp breaths as his cock throbbed against the movement of her hand over his costume. “Don’t be shy now. I already know you’re on the inexperienced side. But I wanna know just how bad I’m being with you right now.” She moved her hand and went back to straddling him.
“I… I can’t…” He strained to speak without moaning. “… secret… identity.” The warmth of her pussy against him, even through his costume and her suit, was unbearable.
“Oh, come on.” She laughed. “I don’t want your address and social security.” She reached for her bodysuit. “I just want to know how young you are before I make you cum.” She pulled on either half of it, the leather sliding dangerously close to her nipples. Even with his mask on, she could feel his eyes locked on to her tits.
“T… tw…”
“Oh, wow.” She paused for a second. Peter was suddenly worried she would get off him. But the surprise on her face gave way to a hunger in her eyes. “Say it all for me.”
“I’m… twelve.” Peter felt shame wash over him.
“Say it again.” She rocked her hips.
“Gah! I’m twelve years old.”
“God. Way to break my record.” She laughed again. “Don’t you worry.” Cat pulled open the bodysuit.
Peter almost came at just the sight of her tits. The only time he’d seen a woman shirtless before now was accidentally walking in on his Aunt May changing. This was no passing glance before turning away. She reveled in showing off for him.
“I bet your face looks adorable right about now.” Cat squished her tits together. “Wanna touch ‘em?” Spider-Man’s hands shot up to her tits. He was grabbing handfuls of her before she even finished her sentence. “Oh! Excited little thing, aren’t you?”
Black Cat started grinding into him again. She was moaning for him now too. She loved the way he groped her tits. So eager, so enthusiastic.
“Fuck, that feels good.” Cat said. “I love having my tits played with.”
“I… like playing with them.” He felt his face go as red as his mask when he said it.
“And you’re doing such a good job too.” She leaned down to kiss him on his mask again. “Have you ever cum before, little boy?”
“I… yes.”
“Good. I want you to cum for me.” She grabbed both his hands and pinned them to the rooftop. Her tits were hanging down right over his face. “Make a mess in your cute little costume for me.”
“I’m… I’m gonna…”
“Come on, little boy.” She was kissing his face over and over. “Cum for me.” She could hear his breath start to hitch. “That’s it. Cum for me. Cum for me.”
Peter bucked his hips up into her. Black Cat had forgotten that this little boy, in fact, had super strength. She had to hold onto him so she didn’t get thrown off a roof again. Spider-Man tried to keep himself quiet as he came. He felt the mess in his costume, felt Black Cat’s body against his as an orgasm shot through his body like lightning. He felt his cum soaking into his costume, and his body finally started to relax. Cat stayed on top of him as he came to rest. She leaned down again, kissing him and pressing her tits into him.
“You’re one lucky little kid.” She got up off of him and tucked her tits back into her costume. “Well, its a school night. You should get home before your bedtime, ey Spider? See you next time.”
Black Cat blew Spider-Man a kiss, then laughed one last time as she dove off the rooftop. Peter was shaking. From the cold, from the pleasurable aftershocks rolling through him, from the pure shock of what just happened to him. He looked down at his crotch. The fabric was stained for sure. The whole situation was crazy. Whatever just happened, it was wrong. He was only twelve, and Cat is clearly a grown woman. Very clearly. Peter wondered how consensual it was. He had super strength, he could have thrown her off of him whenever he wanted. He almost did, while cumming and thrusting his hips into hers.
Whatever this was, he was tired. Mind and body. The swing home was a daze. He fell into his window and peeled the costume off. He had one spare suit, made in case a bad guy tore one up. Not exactly the contingency he planned for. But it would give him time to clean the suit before those embarrassing stains became permanent. He tossed the costume into a pile of dirty clothes. His underwear was also stained. He sighed, reaching down to pull those off next, when the door opened.
“Peter? You’re making a lot of noi- oh.” Aunt May, barging in again. He should have heard her, but his mind was somewhere else. Peter was so tired he didn’t even bother hiding his sorry state. “You… made a mess, huh?” She tried to sound casual, but it came out as trite. “Hey, its okay. Normal for boys your age, remember?”
Peter didn’t answer. Just sat on his bed in a heap.
“I love you Peter. Goodnight.”
“May.”
“Hm?” She stayed standing in the doorway.
“So… this kind of… thing…” He gestured downward. “Its… supposed to… feel good. Right?”
“Oh, Peter.” May took a step inside. “Yes. It is supposed to feel good.”
“And its… okay to like it?” Peter couldn’t look away from her. “To like how it feels? That doesn’t make me some kind of creep, does it?”
“Oh, of course not.” She stepped all the way into the room again. “Listen, this kind of thing… sexual things, that is… as long as you are having fun and nobody is getting hurt or taken advantage of, then everything is totally okay.”
“Even if-”
“Peter.” She sat on his bed next to him. “Did something happen?” She placed a hand on his thigh. “Because if someone did something to you-”
“No. No.” He thought for a moment. “Not really… to me. More…. with me? I guess?”
“Oh, my baby boy.” She caressed his thigh. “I can’t say I’m surprised.” She cleared her throat. “I mean, you’ve always been a fast learner.” She laughed nervously. “Okay, important question time. Did you want to do what you did?”
“I… yes. I think so, at least.”
“These things can be complicated. Its okay not to have a solid answer. You don’t have to give me any details, but who was this person you did it with?”
“Who? I mean… I don’t… not that I don’t know, but… I just…”
“Look. You’re young. Probably too young to start having sex. But, here we are. So I just need to make sure you’re not doing it with people you shouldn’t be doing it with.”
“Like… who?”
“Well, for starters, pretty much any adult.” Peter looked away. “I was hoping this wasn’t the case. Peter, if someone took advantage of you, then you should-”
“I helped her.” He interrupted. “I helped her with something. She was… gonna get hurt. And I helped. She wanted to thank me, I guess.” Not technically a lie.
“Oh. Well. I was worried it was a teacher from your school or something.” She breathed a sigh of relief. “I guess if it was just some… kind stranger, there’s nothing we could do to go after her for it. And… This might be embarrassing, but I need you to tell me what you two did.”
“What? Why?”
“Well, depending on what she did… some things are more… its hard to explain why, but trust me. I need to know. To make sure you were safe.”
“Okay.” Peter wanted to scoot away from her. Or maybe scoot towards her. Neither of those options seemed smart. “She… I was laying down. And she was on top of me. Like, sitting on me. And she… moved herself. Back and forth. On me. Until I…”
“Okay. That’s… wait. So you were wearing that underwear when it happened?” He nodded. “Your clothes were still on?” He nodded. “Were hers?”
“She was… she took her shirt off.” Technically a lie. “But her… pants were still on.”
“Oh. So you didn’t… Okay. I was worried.”
“Worried?”
“Well…” She cleared her throat again. “That kind of thing, your first time having real sex, it should be special. Not with some stranger.”
“Oh. I guess you’re right.”
“Peter. Be honest with me. Are you okay with what happened with this woman?”
“Yes. I am.” He answered quicker than he thought he would.
“Okay.” She caressed his thigh again. “I trust you, Peter. You’ve had to do a lot of growing up since…” she turned to a picture on Peter’s desk. “… since Ben passed. I miss him every day. But every day, I’m also happy that I still have you with me, Peter.”
“Me too, May.”
They hugged. Peter should have felt nervous and awkward. Almost naked, hugging May, talking to her about sex. But he felt safe. Warm. Like Black Cat was warm. He shook the thought from his mind and let go of May.
“I’m going to bed now. You should too.” She stood up. “You’re getting home so late these days. I get lonely, y’know.” They both laughed.
“Goodnight, May. I love you.”
“I love you too.”
May left. Peter changed his underwear, then got into his pajamas. His bed never felt more comfortable. He felt himself drifting off to sleep. But one thing stuck in his mind. Something May said.
Pretty much any adult? What were the exceptions, he wondered. Maybe Black Cat was one of them. It wasn’t exactly normal circumstances that led to what happened on that rooftop. Who could have possibly guessed that a simple museum robbery would lead to a dramatic chase, then to an even more dramatic rescue, then to one of the most exciting-
“The museum!” Peter shot up in his bed. “The gem!” he slapped his palms to his face. “She got away with it!” He flopped back onto his pillow. “Way to go, Spidey.”
- - - - -
“You couldn’t have given me a warning?” Black Cat found the address she was given. An abandoned warehouse just outside the city.
“I told you exactly what would happen.” A woman’s voice came from the darkness.
“You said there would be some “effects” from your little trick.” She leaned on a crate. “Not that I would want to throw myself at this little boy. Who would have guessed the big bad Spider-Man was only in middle school. Here’s the stone, by the way.” Black Cat dropped the gemstone onto the crate.
“The gem is useless.” The woman said. “Tell me. Do you make a habit of making twelve year old boy’s cum in their pants on an exposed rooftop in the middle of the city?”
“Well. Not all at once, no.”
“So there was something… drawing you to the boy tonight.”
“Well he did save my life. I thought he deserved a proper reward.”
“You know what I am asking, Miss Hardy.” Cat tensed up. “Did you have any sexual feelings for him, or any other young boys, before tonight.”
“No.” She answered curtly. “I’m not too picky about a boy’s age, but not like this. Not like tonight. Not like with him.” She took a step back, hoping she was moving further away from the strange woman. “Did you… do something to me?”
“Not directly, but yes. It would be more apt to say I did something to Spider-Man, and then he had this affect on you. Just as I was hoping.”
“So I was, what, a guinea pig?”
“And what a good pig you were.” A bag was tossed Cat’s way. She flinched as it landed at her feet. It fell partially open, showing a pile of large bills spilling from it. “Your second reward of the night. You should be grateful.”
“I’m sure.” Cat picked up the bag. “Been a displeasure doing business with you.”
“All evidence to the contrary.”
Black Cat scoffed at her as she picked up the bag of cash. She left the warehouse.
“Its working.” The woman said to herself. “And they say magic is unpredictable. Unruly. They lack my commitment. And my vision.”
She was looking at a screen. Then two. Then four. A dozen. Views of Midtown Middle. Of a now-empty rooftop . Of a quiet house in Queens.
“Soon. Very soon. Spider-Man will not just be defeated.” She leaned in close to the screen. Staring into the window of the house. “He will be mine.”