She grabbed a handful of his hair and pulled him to her crotch. She tried fight back a moan but they slipped out making Peter smirk. He pushed his fingers into her, sucking sweetly on her swollen clit. Maria gritted her teeth and her body tensed as her orgasm shook her body. Maria's toes curled and her eyes rolled to the back of her head. Peter lapped up the juices gushing from her and rose from his position with a smile.

Maria sighed as her orgasm subsided, "That was amazing." Peter shrugged, "I had a lot of practice." Maria smirked and pulled down his tights, allowing his member to spring out. She began to stroke it, licking the precum that oozed out. Peter groaned in pleasure when the beautiful woman slid his rod into her mouth. Maria bobbed her head along his length, sucking gingerly. She fondled his hung balls as her cheeks hollowed around his shaft.

Peter tried his hardest to look at her but the sensation was too much and he closed his eyes. Soon, he felt a tingling in his loins, "Maria, I'm..." Before he could even finish his sentence, Peter exploded inside of her velvety mouth. He sat back on the couch, "Whoa, I've never gotten a blow job like that." Maria smirked as she licked her lips, "I've got lots more experience than your little harem girls." She climbed on top of him and aligned his member with her pussy.

She slowly lowered herself down, his rod stretching her cunt. Both of them moaned loudly during entry. Peter grabbed her hips and thrusted upwards into her slightly loose vag. Maria whimpered softly with every thrust, her hips gyrating with the rhythm. Peter had a devious idea, a smirk grew on his face. Peter grabbed her hips and pounded her sopping pussy with his superhuman strength and speed. His bulbous head struck her cervix. Maria cried out, her moans could be heard from down the hall.

She looked at Peter with lustful eyes, "Don't do that." Peter laughed, "Sorry, I just had to." He pumped into her less rough, cupping her tight ass cheeks. Maria kissed him passionately, sucking on his tongue vigorously. She wrapped her legs around his waist and hugged him tightly, "Ah... Spider-Man! Oh fuck... I'm cumming!" Peter grunted in pleasure and spewed his hot seed deep inside of her. Maria let out a loud howl and shook uncontrollably. They both collapsed in each other's arms, gasping for air.

"Now THAT was amazing," Peter said breathlessly. Maria kissed him one last time, "Thanks Spidey, we should do this again sometime." She got up and put on her uniform, "Now c'mon, I have to get you registered." After a few personal questions and DNA samples, Peter was finally in the Avengers database. "Welcome to the Avengers Mr. Parker," Maria said cheerfully as she shook his hand.

Suddenly, Peter's communicator went off. He looked at it to see Ava in her White Tiger costume, "What's wrong?" Ava ran and his behind a car, "It's The Goblin and Doc Oc, they're rampaging out here, We need you!" Peter nodded, "I'm on my way." He ran out of the main tech room and down the hall. "Good luck," Maria called after him.

~~~ New York City ~~~

Sam fired an energy blast at The Goblin but was shot away. Danny ran to his aid while Ava and Luke fought off Octavious. "Where is the Spider," Goblin growled at the heroes. "Looking for me," Peter said as he swung into the fight. He flipped over Doctor Octopus and kicked The Goblin in his face, knocking him over. Peter shot webs at Octopus' arms making them stick together.

The Goblin got up and fired his laser at Peter who easily dodged it. Octavius freed his robotic arms and attacked the wall crawler. Peter flipped and jumped away from the tentacles while also dodging The Goblin's energy blasts. Ava turned to her teammates, "We have to help Spidey!" They all ran to help Peter, making Octavius smirk. He pressed a button on his vest and suddenly a swarm of Octobots charged at the heroes.

Peter growled at the villains and slung a fire hydrate at The Goblin. It hit him square in the head, disabling him. Peter charged at Octavius and shot a flurry of web bullets at the doctor. Octavius' arms jammed from the webs allowing Peter to initiate a brutal attack on him. Peter punched him with all his might until the villain could hardly stand.

Suddenly, police cars begin to appear at the battle. One of them opened and Captain Stacy stepped out of it. He spotted Peter and frantically tried to get his attention. Peter swung over towards him, "Hello Captain." George looked at him, "What's the situation?"

"The Goblin and Doc are rampaging, I think they're trying to get to me. Either way, it's gonna get messy so I need you to get the civilians out of here, my team will help you," Peter explained. George nodded and began to give the other officers orders. Peter felt his spider sense acting and instinctively grabbed Captain Stacy out of the way. A car barely missed them as Peter moved. Octopus picked up another one and flung it at Peter.

Peter stopped it with massive web. He turned to George, "What are you waiting for!?" George nodded and began to escort people away from the battle. Peter leaped to a wall near Octopus, "C'mon Otto, you seem a little sluggish today!" Octavius growled and began to climb up the wall towards Peter. Peter climbed higher, dodging the attacks directed at him.

Otto's tentacles stabbed the walls of the building, making chunks of brick fall. George looked at the direction of the fight and gasped when he saw a little boy near the falling debris. He ran toward the boy, trying to get him. Octavius ripped a massive chunk of the wall off, letting it fall right towards the boy. "Mr. Stacy look out," Peter cried. George leaped out towards the boy and pushed him out of the way of the rubble.

Peter jumped down off of the building and ran to the pile of rubble. He threw bricks off of the pile and gasped when he saw George's body underneath. He pulled the older man's body up, "Mr. Stacy, Mr. Stacy, please wake up!" George coughed weakly, "S-Spider-Man, no... P-Peter." Peter's eyes widened when George said his name, "You know who I am?" George smiled, "Wearing a mask and expecting no one to recognize your voice only works on television."

Peter checked the man's pulse, which was slowing down drastically. "P-Peter..." George gasped. Peter leaned in close, "Yes, what is it?" George smiled, "Take care of Gwen, I can see she loves you very much and you love her, you'll do her right." Peter's eyes began to water, "Don't talk like that, you're gonna make it, I know you will." George smiled grew wider, tears fell from his eyes, "Tell Gwen I love her." And with a final sigh, George closed his eyes and died.

Peter sat there speechless, his mask wet from his own tears. He hugged the body tightly and sobbed loudly. His teammates looked on in shock and sorrow as Peter weeped in the middle of the street. The Goblin smirked as he saw Peter's sorrowful wails. He turned to Octavius, "Let's go, that's enough for today." He got on his glider and flew away with Octavius not far behind him.

~~~ Later At The Parker Residence ~~~

Peter sat in the living room, his eyes red from crying. He looked up when Gwen walked into the house with a smile on her face. Her smile faded when she saw his red eyes, "What's wrong?" He patted the seat next to him on the couch, "You're gonna have to sit down." Gwen sat down next to him and nervously shifted.

Peter took a deep breath, "Earlier today, I was fighting The Goblin and Doctor Octopus. They ganged up on me and I was outnumbered. Your father came to the battle and helped me with the evacuating. Unfortunately, some debris was falling and a little boy was in danger, so he tried to save him. He did but something happened." Gwen chuckled nervously, "What are you trying to say?" Peter began to cry again, "He died trying to save the boy."

Gwen's heart stopped, her body froze from shock. Immediately, she broke down and began to sob, even harder than Peter did in the street. Peter pulled her in and hugged her tightly as she continued to cry. After a little more than an hour, Gwen started to calm down. "Gwen, I'm sorry, I couldn't save him," Peter said sadly.

Gwen hugged him tightly, "It's not your fault, I know you would've done everything you could." Peter and Gwen sat there in silence, both of them trying to calm down. "Peter, I can't stay home by myself, can I please stay over," Gwen asked him. Peter kissed the top of her head, "Of course you can."

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