Gwen & Felicia Pt. 2

A/N: Just a reminder, new chapter here officially means new chapter over on the P atreon now, where my patrons are currently voting on the future direction of this story!

-x-X-x-

Looking between the two girls, Peter is well aware that this situation is one of his own making. And on the one hand, that's a good thing… great even! A potential threesome with two absolutely spectacular babes? Sure, sign Peter up! But at the same time, he feels like he's been leading Felicia on a little… or at least not being as direct with her as he clearly needs to be.

With a sigh, Peter shakes his head and makes his decision.

"No, Felicia. I'm not… no one in my life is going to be my 'best girl', I think. I just… I have too many women vying for my attention at this point to play favorites."

That takes both girls aback, even Gwen pulling away from him ever so slightly in order to give him a look of consternation and confusion. Felicia pouts mightily, seeming lost. Peter can only shrug helplessly, spreading his arms apart as he tries to explain.

"I may or may not have had sex with, uh… eight or so women in the past month? And the two of you are counted amongst that number to be clear, but… I feel like I need to come clean here so that everyone can temper their expectations."

For a moment, both Gwen and Felicia continue to stare at her. Then, Gwen bursts out into laughter, shaking her head. Muttering under her breath, Peter's pretty sure only he hears her next words.

"Holy fuck… you're so much like my Peter and at the same time you're so… different. It's incredible…"

Giving her a side eye, Peter doesn't comment. Instead, he waits for Felicia's answer. Finally, the teenage cat burglar seems to process what he's saying. With a heavy sigh, she rolls her eyes… and removes her wig, tossing back her natural white hair as she groans.

"Fine! But Lunch Period is only so long, so I want some loving before it ends you filthy man-whore~"

Dropping down to her knees before him, the white-haired beauty begins to pull open Peter's pants and extract his cock, licking her lips like a kitty after her cream as she does so. Of course, she stops dead in her tracks when Gwen unthinkingly blurts out the following…

"Oh fuck, you're Black Cat! How did I not get that before now?!"

Whipping her head around, Felicia looks up at Gwen in disbelief, while Peter just facepalms.

"Gwen, if you're going to say stuff like that…"

Realizing what she's done, Gwen blushes crimson… and after a moment drops down to her knees right alongside Felicia, offering the other girl a hand to shake.

"Hey, Hardy? Let's start over okay. I'm Gwendolyn Stacey… also known as the superheroine Spider-Woman."

Recognition flashes through Felicia's eyes as she slowly reaches out with her free hand (the hand not currently stroking Peter's dick) and shakes.

"I heard about you these last couple nights. Still though…"

The question heavy in the air, how did Gwen figure out who she was, is easy enough to discern. Looking sheepish, Gwen lets out a laugh even as she too reaches out and grabs Peter's cock, the two women giving him a double-fisted handjob now as they converse.

"Right, so like I was telling Peter here, I'm some sort of dimensional refugee. In my own universe I was Ghost Spider, Peter wasn't Spider-Man… and you were a fair bit older but still Black Cat I'm pretty sure. I'd recognize that white hair anywhere. Anyways, we clashed a few times, but I never got close enough to your alternate self to know your true identity. Still, when you took off your wig… well, it was kind of obvious, especially with you gravitating towards this universe's original Spider-Person so damn hard."

Felicia slowly blinks as she assimilates everything Gwen just said, processing the other girl's words while sliding her palm up and down Peter's throbbing cock. Glancing up at him as if to check how he's taking all of this, or maybe to see if he believes any of it, Peter can only shrug and nod, making it clear he's taking Gwen at her word.

Seeing that, Felicia swallows hard and licks her lips.

"W-Well… that's certainly something. I, uh… I guess we've got a common goal here, right? Knock Peter's socks off in his first ever threesome!"

Gwen cheers at that, before both look up at him… only to develop matching deadpan stares at his wince.

"Well, actually…"

"Oh c'mon! With who, you man-whore?!"

Despite asking such a thing, Felicia nevertheless begins taking him into her mouth as she looks up at expectantly, waiting for him to explain. Peter groans at first from the feel of the cat burglar's lips and tongue around his cockhead, while Gwen dips lower to run her own tongue along the rest of his length and across his balls.

"W-Well you see… first there were the two AI, Friday and Karen. Friday is Toni Stark's current Administrative AI and a good friend, while Karen is the AI that's usually in charge of my Iron Spider suit. Though they're now sharing the load, so to speak…"

Felicia's tongue lashes across his cockhead a bit more intensely and so it falls to Gwen to pull back and lift an eyebrow at him questioningly.

"First?"

Peter flushes and nods.

"Y-yeah. Second threesome was… well, Toni and Pepper wanted to celebrate my birthday a little early. So, they, uh… presented themselves to me while wearing giant red bows… and nothing else."

THAT gets Felicia off of his cock with a pop, her look incredulous as she stares up at him, gobsmacked.

"Wait, you had a threesome with THE Toni Stark and THE Pepper Potts?! What the actual fuck, Peter? Can you BE more of a hunky Chad?"

He's not sure how to respond to that. Luckily, it doesn't seem like Felicia wants him to, because she immediately returns to attacking his cock with her mouth and tongue. There's a certain desperation to the effort at this point that has him groaning and throwing his head back from the sheer enjoyment of the act. Her tongue swirls around his cock and her lips slide down his length, eventually forcing Gwen to move her own mouth fully to his balls as Felicia starts to gag on his dick, deep-throating him right then and there in the abandoned classroom.

"Glughk! Glughk! Glughk!"

It feels really good, admittedly. The amount of effort the two girls are putting in… it's clearly because they're both feeling a little insecure after finding out that their competition are a pair of Artificial Intelligences and two of the wealthiest and smartest women on the planet. But still, Peter can't help but enjoy their mouths, until finally he lets out a low groan.

"I'm getting close you two…"

Without missing a beat, almost eerie with how in-sync they are, the two girls pull back and end up kneeling side by side, their cheeks practically pressed flush against one another as they take turns stroking his cock and fondling his balls. Both of them open their mouths wide and loll out their tongues invitingly and staring down at them… Peter can't hold back a moment longer.

With a loud groan, he cums all over Felicia and Gwen's faces, coating their expectant cheeks in his seed, covering them from their foreheads to their chins. They take it happily, and before he's even fully recovered, the two have stood up, turned around, and promptly bent themselves over a pair of desks at the front of the room for him.

When Peter manages to get his wits about him, both Felicia and Gwen are already waiting, their skirts flipped up and their panties pulled down, showing off pale thighs and gorgeous creamy buttocks, as well as their puffy slits, each set of pussy lips perfectly framed by their fit bodies.

"Come on, Peter. Don't dally now. I don't care if you fucked the Queen of England and her granddaughter, I want that fucking cock inside of me before Lunch Period ends…"

Jeez, she'd come to terms with everything pretty fast, hadn't she? But then, Felicia always was quick to accept what she couldn't change, he supposed. Either way, her teasing prompts a bit of retaliation… in the form of him moving behind Gwen first and sinking his cock into the pert blonde instead of the white-haired professional thief right beside her.

As Gwen gasps and moans in obvious and blatant enjoyment, Felicia pouts mightily. Peter silences any would be protests by reaching over and sticking three fingers in her drooling quim however, using a bit of his enhanced strength to really plunge those digits in and out of Felicia's cunt as he fucks Gwen from behind. This causes wanton moans to leave the white-haired girl's lips as well, and both of them are reduced to moaning, mewling puddles of pleasure under Peter's efforts.

He gives it his all and then some, fucking Gwen hard and fast without an ounce of hesitation. He's not holding back anymore. He's resolved to stop running from his passions, to stop hiding from his desires. And right now, what he desires is to fuck these two girls silly before Lunch ends and they get found out. As such, he keeps one eye on the clock while jackhammering in and out of Gwen's pussy, and after some thought, suddenly pulls free of her gripping cunt walls and transitions over to Felicia.

The surprise shift catches both girls off guard and their moans grow even louder as they have to cling to the jolting, bouncing school desks they're bent over for support. His fingers enter Gwen's cunt instead and his cock plows Felicia now, even as he keeps up the pace with both of them, aiming to rail them senseless and pound them each into the desks.

Their wanton cries are like music to Peter's ears if he's being perfectly honest. He just can't get enough of how needy they sound, nor how deliriously happy they sound. Forget all of the day's revelations for the moment. He would figure out how to get a handle on Gwen's multiverse reveal a little while later. He would get a handle on Felicia's insecurities and possessiveness later as well.

For right now, in this moment, he fucks back and forth between his two girls, pounding into one for a few minutes and then transitioning over to the other. He makes sure both Felicia and Gwen get their rightful turns, that they both get a good long plowing by his cock. Then, as he sees the clock on the wall getting closer and closer to the end, Peter finally lets himself tip over the edge… all over both of their upturned asses.

Spurting his seed upon their pale posteriors, Peter groans in obvious enjoyment as he paints them even whiter then they both already are with his jizz. In response, both Felicia and Gwen jolt from the sticky hot sensation suddenly coating their buttocks. But then, what did they expect? For him to cum inside? Which would he have chosen, in that situation? More so, Peter couldn't help himself. He had wanted to mark them both in some way… and so he did.

"Sheesh, Peter… you really made a mess of us, didn't you?"

Straightening up, Gwen pouts through the cum still covering her face. Felicia soon does the same, both of them looking down at the mess he'd made of them. Feeling a little sheepish, but also fulfilled in a way he hadn't before, Peter can't help but be satisfied by what he's done to both women. They look good, covered in his jizz. They'd look even better if they were naked and covered in his cum all day long and-

Shaking his head free of such thoughts, even if the mental image WAS incredibly hot, Peter scratches the back of his head.

"Yeah, sorry about that. We've uh… we've got ten minutes until Lunch ends. So, let's get you both cleaned up, alright?"

He's all too ready to do it too, ready to help them get some wet wipes or something and clean the jizz off of them. His jizz, his mess after all. But instead, Felicia and Gwen share a meaningful glance before turning back to him and shaking their heads in unison.

"Actually, why don't you get back to the table in the Cafeteria. Let Ned and MJ know we'll be around shortly."

"That's right, Felicia and I have some things to discuss still in private, away from prying eyes."

"Yep. Don't worry, we'll clean up each other. You don't need to stress anything."

"Bye Peter. See you soon~"

Peter can't help but be baffled as he's all but shooed away from the classroom by the very two girls he just came on not once, but twice. Seriously? They didn't want his help at all? Unable to resist lingering, Peter watches for just a moment as the door begins to swing shut behind him. The last thing he sees before it closes completely, the blinds on the door's window already pulled shut, is Gwen and Felicia taking out their phones and beginning to pose as they join together for a very, VERY intimate embrace and kiss.

Peter can only blush at the sight, and later that day, when he's heading home from school, he blushes even harder at receiving a video of the two of them cleaning one another off with their mouths and tongues. They certainly helped each other out… but Peter himself was left with a serious erection.

Luckily, he always had Friday and Karen willing and eager to help him with such a thing… but jeez, just what had he signed up for with Felicia and Gwen? What sort of monster duo had he unleashed upon not just the world, but himself, by making sure they made up and treated one another as equals? Somehow, he couldn't help but feel like the decision was going to come back to haunt him… in a good way.

-x-X-x-

Toni hums as she looks over her guest list for Peter's party. There's no denying that this has to be BIG. It's Peter's Birthday after all, but more than that, he'd categorically refused to take credit for saving the world, or even letting them have a celebration in his honor about that minor factoid. Really, the boy was humble to a fault most of the time. If there was one thing Toni wanted to pass onto him, it was just a little bit of her immense ego. Just a tad.

But regardless, Peter's Birthday Party was going to be a veritable list of who's who, of heroes and more importantly than that, heroines. The world was a big place and had only been growing bigger in recent years. Thanos' attack alone had unearthed a truly impressive amount of superpowered people who were inclined to step up to the plate and help protect the world when the going got rough.

At the end of the day, the Avengers weren't alone anymore, and as happy as Toni was about that fact, there was also the simple fact that she wanted to set Peter up with someone special on his birthday, someone new. Her and Pepper had had fun with him, and would likely continue having fun with him, but now that they'd given themselves to the young man a week early because Toni couldn't contain herself, she needed another gift. And what better gift then a beautiful babe to introduce Peter to for the express purposes of hoping he'd get his dick wet with them?

There were tons of women who were already going to be at Peter's party, but who was Toni going to invite specifically to try and get Peter and them alone together? There were honestly too many options to count, but Toni wanted to pick just one and had narrowed her choices down to a handful.

First, there was Carol Danvers. The heroine known as Captain Marvel had apparently been operating for a long time, longer than pretty much any of them and on a galactic scale at that. But she acted a little strangely around Peter, from what Toni had seen. It was almost like her confidence and arrogance was all just a display put on to keep her from getting hurt again… something Toni could actually relate to. But around Peter, Carol's defenses slowly began to come down.

Part of that might have had to do with their interaction during the final battle against Thanos. When Carol had tried to take the gauntlet from Peter so they could continue to play keep away from Thanos, Peter had taken one look at the field of battle and decided it was too late for that. He'd jammed the gauntlet onto his arm right there in front of the heroine, and Carol's shout of 'No!' had actually been what alerted most of the battlefield to his actions.

Peter was lucky to be alive… and Carol had been eerily focused on the young man ever since. Not that Toni had much room to talk she supposed, given what she'd done with her young protégé at this point. Still, was it better to nip things in the bud now? Arrange for Carol and Peter to be alone together, and see sparks fly?

Or should she avoid putting them together and instead turn to one of her other options?

There was Dr. Susan Storm, out of the Baxter Building. The Fantastic Four were a relatively new superhero group… and one that was currently suffering from a bit of a breakup, mostly due to Susan dumping Reed Richards for putting his work above their relationship in a rather public and final manner. With Susan had gone her brother, Johnny Storm, while Reed had got to keep the big lunk of rock known as Ben Grimm in the 'divorce'.

A vivacious, gorgeous blonde like Susan would be perfect for Peter… but admittedly, Toni knew a lot less about her than most of the others.

However, not nearly as little as she knew about one of her other options. Jean Grey, from the Xavier Institute for Gifted Youngsters. A beautiful red head… and an incredibly powerful superheroine, with some serious telekinesis from what Toni had seen. She was a mutant, and apparently all of the Xavier Institute kids were.

They'd only revealed themselves in the battle against Thanos, but they'd nevertheless been instrumental in fighting off the Mad Titan. Given the sheer amount of discrimination and prejudice that people faced for everything from their gender to their skin color in America every single day, Toni couldn't really blame the X-men, as they were calling themselves, for staying hidden for so long.

Now that they were out in the open though, the hatred was already starting to pile in despite their stellar debut and despite people like Toni herself backing them up for their heroics. Perhaps Jean and Peter would be a good fit… and perhaps seeing that would help more people come around to the X-men's side.

Of course, maybe Toni was going about this all wrong. Maybe she should be looking for someone closer to Peter's age? Shuri, Princess of Wakanda and said to be in training to be the next Black Panther as her brother took on more and more duties as King, would be attending the birthday party as a matter of course.

Perhaps Toni should be focusing her efforts there, in making sure Peter and Shuri got all the alone time the two young people might need in order to see if there was any sort of… spark?

Admittedly, all of these people would be getting invitations to the party. But Toni wanted to make sure she picked the right woman to be Peter's secondary birthday present. She wanted to make sure this was a birthday to remember…

Hell, if she thought she could get away with it, she'd try for all of them! But that... that wouldn't work, right? There was no way that all four very different women would possibly be interested in a fivesome with the Birthday Boy... right?

-x-X-x-

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