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All characters in this story are over the age of 18.

The fear of how Miles would react plagued Gwen’s thoughts for only a moment. It didn’t take long for her worries to melt away as the kiss between her and Rio Morales deepened. The spunky superhero was leaning back into the sofa as the older woman deepened their embrace. Rio straddled Gwen’s lap and began to grind her hips, rubbing herself feverishly as their moans filled the room. Gwen couldn’t stop her hands from sliding beneath Rio’s shirt, coming up to grope her breasts, eliciting a sweet moan of approval from her.

‘’I think that we both need this,’’ Rio purred.

Gwen gulped as she felt her bulge grow. Rio was bucking her hips faster. The friction was electrifying. Gwen thought that her cock was going to burst out of her pants. Neither would have objected if that happened. Rio showed no hesitation as she began to kiss her way down Gwen’s neck.

As Gwen’s eyes rolled back and chills ran down her spine, one last coherent thought remained…

How did this happen?

Alright, let’s do this one last time.

Gwen had stopped by the Morales house to see Miles. However, he was visiting a friend from college to study. The blonde was greeted warmly by Mile’s mother, Rio. As they hugged, Gwen tried her best to keep her blushes in check. Although, it was probably an open secret to everyone that she fancied the older woman. Yet, Rio treated Gwen as she always did, inviting her with open arms and a bright smile.

‘’You can stay for a bit,’’ Rio said. ‘’You must be tired from all that swinging.’’

Gwen grinned. ‘’Actually, I took the bus.’’

It was just over a year ago when Rio discovered Miles’s secret identity as Spider-Man. It was bound to happen at some point. The threat of multiversal destruction was looming large. But, with the help of Gwen and the other heroes from across the Spider-Verse, Miles was able to save everyone. Well, almost everyone. On occasion, Gwen would catch Rio glancing over at a photo of her late husband, Jefferson. It pained Gwen to think about those weeks after his death. She had never seen Miles so distraught. But, his courage did not waver. He put on the mask and continued to channel his great power responsibly, protecting his city from whatever foe stood in his way. Not wanting Miles to go through the burden alone, Gwen also revealed her identity to Rio. In the grand scheme of things, it wasn’t a life-changing revelation since she was from another universe. But, this place now felt like a second home to Gwen. She visited frequently to see Miles.

However, she had been finding herself coming over in the hopes of seeing more of Rio.

Gwen looked over Rio’s shoulder and noticed that her sofa had been moved and was now lodged awkwardly against the frame of the backdoor. ‘’Doing some house cleaning?’’

‘’I’m trying,’’ she huffed, no longer hiding her exhaustion. ‘’I wanted to ask Miles before he left, but it slipped my mind.’’

‘’I can help,’’ Gwen replied, walking towards the sofa.

‘’Oh, you don’t have to trouble your…’’ Rio’s sentence trailed off as she watched Gwen effortlessly lift it.

‘’Where do you want it?’’ Gwen asked.

Rio laughed. ‘’Against the other wall.’’

‘’Ah, good call,’’ Gwen winked as she marched over to her destination and carefully set the sofa down in place. ‘’You kept getting the sun in your eye every morning in the old place.’’

‘’You noticed too?’’ Rio smiled. She approached Gwen as the superhero made sure that the sofa was angled neatly against the wall. Rio’s eyes trailed up Gwen’s arms, noticing the slight curve of her bicep. The blonde’s build was lean, but not overtly muscular. ‘’I sometimes forget that you can do that. Tell me, how does a spider bite equal super strength?’’

‘’Spider strength can fluctuate anywhere between eight times or nearly 200 times its own body weight. I’m aiming for the latter with some proper training.’’

‘’Oh my, I best be careful the next time I give you a hug.’’

Gwen stroked a loose strand of hair away from her flustered face. ‘’It’s not a big deal. I’m used to it by now.’’

Rio sat on the sofa and gestured for Gwen to do the same. The blonde bashfully glanced at the older woman as she sighed with relief. ‘’I am so glad that you came over. I was afraid that I was going to do my back in. Eso es lo último que necesito antes de volver al trabajo.’’

Taking a moment to think, Gwen smiled. ‘’You shouldn’t overwork yourself, especially when you’re on leave.’’

Rio arched her brow and smiled curiously at Gwen. ‘’Are you learning Spanish?’’

‘’Oh, yeah…it’s nice when I hear you so I thought…’’ More blushes streaked across Gwen’s face as she realized what she said. ‘’I mean, not that it isn’t nice when I hear you, I just meant that I was going to learn. I knew a little already from school, I just wanted to…find more ways to talk…with you.’’

It was impossible not to laugh at Gwen’s endearing stammering. However, it made the blonde recoil slightly, fearing that she had offended Rio. The older woman kept her smile and cupped Gwen’s cheek, forcing them to lock eyes. ‘’That’s very sweet of you.’’

They could almost hear Gwen’s pounding heart. It could easily have been mistaken for her drum kit. Her throat felt tight as she found herself melting against Rio’s gentle touch.

‘’So, do you have a girlfriend yet?’’ Rio asked.

‘’Uh…’’ Gwen gulped. ‘’No…’’

Rio laughed once again. ‘’Don’t be so serious. I was just curious. You’d make that lucky woman very happy.’’

‘’You would too…’’ Gwen blurted out before she could stop herself. ‘’I’m sorry. I wasn’t thinking…’’

‘’It’s okay,’’ Rio replied softly. Her gaze became slightly crestfallen, but she didn’t want to appear dejected with Gwen nearby. The corner of her lip twitched upward and she blinked until the glassy sheen in her eyes faded. ‘’I was actually thinking about getting back into dating.’’

‘’Really?’’

Rio nodded. ‘’Well, I’m considering it. No estoy segura todavia.’’

‘’What are you looking for in a person?’’

The room fell quiet as Rio pondered. She sunk back against the sofa and stared at the ceiling. ‘’I don’t think that I’m ready for a big relationship. I also think it might be too soon for Miles.’’

‘’I’m sure that Miles would understand,’’ Gwen said, taking Rio’s hand. ‘’It’s your decision. I know that opening yourself up after losing someone can be difficult. But, you’ll always have us around to support you.’’

‘’Gracias, Gwen,’’ Rio replied, stroking her thumb over Gwen’s knuckle, sending surges of excitement coursing through the superhero’s body. ‘’Maybe I should start with something casual and fun until I find myself again. A hook-up, as the youth probably say.’’

Gwen wanted to keep the banter light, but the idea that Rio was proposing of having a casual fling with someone made it difficult for her to keep herself composed. ‘’A hook-up?’’

‘’What? You don’t think anyone would want to with me?’’ Rio teased.

‘’No! No, I didn’t mean it like that! Lots of people would, I would…’’

Gwen bit her tongue. Her mouth was running rampant and she had no way of stopping it until it was too late. Her anxiety spiked as she feared that she had crossed a line with her statement. She waited for Rio’s expression to twist with disgust. Yet, Rio didn’t look upon Gwen with shock. Instead, her face seemed to be filled with content as she smiled at the superhero.

‘’It’s about time you said it out loud.’’

Before Gwen realized what was happening, Rio had climbed onto her lap to straddle her and their lips joined in a blissful union.

And that’s how it happened.

I’m sure that you want to see what follows too.

Rio lavished hot kisses and licks across Gwen’s neck. She cupped the blonde’s perky breasts through her shirt. Gwen’s hips bucked wildly, thrusting against Rio as she continued to bestow sensual kisses down the superhero’s body. Rio nibbled on Gwen’s hardened nipples as they poked through her shirt. Her hand grazed downward, dancing over Gwen’s exposed abs as her shirt was hiked up. A slow exhale escaped from the older woman. Her fiery touch on Gwen’s chiselled stomach elicited a chorus of moans from the blonde. Gwen clawed at the arm of the sofa, holding back so that she didn’t crush it when she balled her fist. She felt an uncomfortable tightness taking shape beneath her jeans. Looking down, she saw Rio smirk at her as she lowered herself to the floor and kneel between Gwen’s spread legs.

‘’Dios mio!’’ Rio purred, palming the prominent bulge, earning another sharp moan from Gwen. Her immense size could be felt. Unable to hold herself back, Rio made quick work of Gwen’s jeans. She undid the belt and Gwen raised her hips so that Rio could pull her pants down. Her boxers hadn’t been completely removed. But, they were far enough down to give Rio a provocative peek of Gwen’s cock. Rio licked her lips and kissed the bulge in Gwen’s boxers, her tongue teasing her through the material, lapping up the pre-cum that soaked through the fabric.

‘’Fuck!’’ Gwen gasped.

Rio grinned mischievously. ‘’As much as I want to keep playing with you, I think you’ve waited long enough.’’

Gwen felt her boxers being pulled down. At last, her cock came into view, springing up and landing on her stomach. Rio gazed at the thick shaft in awe. She’d never seen a dick so big. She had suspected that Gwen was packing. Despite the blonde’s best efforts to remain subtle, Rio had spotted her excitement hiding beneath her pants many times in the past. She never brought it up, not wanting to embarrass Gwen by revealing that she had known she always got an erection whenever she was around her. Instead, Rio kept her lips sealed and took the tantalizing thoughts to bed with her. There were many nights over the last few months where she fingered herself whilst thinking about Gwen’s cock.

Her wildest dreams couldn’t compare to the real thing. To say that Gwen was huge would be an understatement.

‘’Deja que mami te cuide, hermosa.’’

Gwen shuddered. When Rio pressed her lips against the tip of her cock, she felt her body quake intensely. The older woman kissed and licked around the head for a short while, lapping up the pre-cum which leaked from the slit, before taking it between her legs. Rio’s tongue circled the shaft as she slowly bobbed her head rapidly, taking more of her shaft into her mouth. She gulped Gwen’s dick down until the tip brushed against the back of her throat. But, that didn’t stop her. She took the shaft down her throat.

‘’Holy shit!’’ Gwen threw her head back with an ecstatic moan, threading her fingers through Rio’s hair, and encouraging her to suck harder and faster.

Gwen’s sizable length caused Rio to choke repeatedly. She feared that this would deter her. Gwen wanted to up the ante. However, she was worried about loosening her restraints. They had just talked about Gwen’s superior strength. She had never received a blowjob before. The furthest she had ever been with a woman was fleeting kisses from curious girls in her high school. The last thing she wanted to do was overwhelm Rio. But, the sensation of her lips wrapped around her cock, wetly sliding up and down, was too great. Gwen thrust her hips, causing Rio to deepthroat her cock. Rio’s eyes widened and she slobbered on Gwen’s cock. Beads of saliva rained down the length.

‘’Sorry…’’ Gwen apologized, on the verge of pulling Rio away so that she could catch her breath. Instead, Rio engulfed Gwen’s dick again and again. She bobbed her head faster than ever before. The sound of her gagging on the shaft reverberated throughout the house.

Gwen felt her lover grin around her cock. After what felt like an eternity, Rio released Gwen, leaving a bridge of saliva from her lips to Gwen’s cock in her wake. ‘’Tan jodidamente Buena!’’

Rio grasped Gwen’s shaft firmly and stroked it. Slick sounds filled the room as she pumped Gwen as fast as possible. Gwen didn’t know how much more of this she could take. Rio brought her head down to Gwen’s balls. She teased Gwen by licking all around before trying to fit both of them in her mouth.

‘’Oh, fuck! Rio, that feels amazing!’’ Gwen cried out.

Rio moaned at the praise, smothering Gwen’s wet testicles against her face. Her feral urges bubbled to the surface. The lewd display was not lost on Gwen. She gripped Rio’s hair tightly and forced her to take her cock back into her mouth. Rio was more than happy to be aggressively face fucked by the superhero. Gwen grunted like an animal in heat, ramming her cock down Rio’s throat with reckless abandon. The pleasure she was experiencing had reached a tipping point. Unable to hold herself back any longer, she pushed her hips forward. Rio suspected that Gwen was reaching her climax and readied herself. As Rio’s mouth latched around the hilt of Gwen’s cock, the blonde felt herself give way.

A guttural growl escaped from Gwen as she pumped her load down Rio’s throat. The thick threads blasted into her mouth, filling it almost instantly. Rio attempted to swallow every drop, but that was a task that proved too difficult for her. However, this was a defeat she was satisfied with, as that meant Gwen was forced to pull away and spray the rest of her load all over her face. Rio felt the hot jets of cum paint her face completely.

She had never received a facial before. She hoped that it wouldn’t be the last time.

Dragging her finger across her face, Rio licked the bountiful seed, delighting in its taste. Gwen watched on slack-jawed at the erotic display. It wasn’t long before her cock returned to full mast, much to Rio’s joy.

‘’¿Te gustaría bajar sobre mí?’’

Gwen didn’t quite catch that. ‘’Down on what?’’

‘’Oh, sorry,’’ Rio smiled. For the first time, Gwen saw a flash of hesitation. ‘’You can go down on me. But, you don’t have to if you don’t want to.’’

Outside of a fight, Gwen’s body had never moved so quickly.

She grabbed Rio by the waist and moved her onto the sofa. The older woman laid on her back, panting with need as she stared up at Gwen and watched her remove the rest of her clothes. Rio was lost for words as she gazed upon the superhero’s magnificent figure. She looked like an angel who had descended from heaven. Her blushes were evident as Gwen bent forward and hooked her fingers into Rio’s pants.

‘’Are these expensive?’’ Gwen asked.

It only took Rio two seconds to realize the implications of Gwen’s question. ‘’No,’’ she lied.

With a violet tug, Gwen ripped Rio’s clothes from her body, leaving the older woman speechless. Her pussy was drenched. Rio had never been this turned on in her life.

Gwen crawled down until her head hovered just above Rio’s soaked entrance. A swift gasp escaped from her as she felt Gwen’s hand force her legs open. Gwen didn’t let her nerves hold her down as she flicked her tongue across Rio’s pussy, teasing her clit. Rio sighed with delight and buried her face against the sofa to suppress her moans.

‘’I want to see your face,’’ Gwen whispered huskily as she lapped up Rio’s juices.

Rio gazed back down and watched Gwen eat her out. She licked her from top to bottom, circling her tongue around the clit before sucking on it gently, eliciting sweet moans of approval from her love. Rio’s hips rolled, causing her to grind against Gwen’s face. She forced her tongue inside the wet entrance, tasting Rio’s essence. Rio cried out breathlessly. Her body was trembling intensely as Gwen fucked her with her tongue. Euphoric bliss shrouded every fragment of Rio’s mind. She rocked against Gwen’s tongue until she suddenly felt a finger slide inside.

‘’¡Joder! ¡Eso se siente tan bien, Gwen!’’ Rio whimpered. ‘’¡No te detengas! Don’t stop! More!’’

Spurred on by Rio’s words, Gwen added another finger and licked her clit faster. All she could think about was Rio’s taste. Gwen had never tasted something so addictive. She wanted to do this every day for the rest of her life.

Rio tried to maintain eye contact. But, the pleasure was too great. Gwen’s tongue and fingers were like magic. She didn’t know if her spider powers had anything to do with it, or if it was just the blonde’s natural talent and eagerness to please. Her moans rang loudly and constantly. Gwen’s stamina was unbreakable. The pleasure escalated until Rio’s cries ascended into full-blown screams. A rush like never before swept over her as she squirted against Gwen’s face. The superhero was startled when she felt the wetness splashing against her chin, but she didn’t stop.

When Rio came down from her high, she saw Gwen’s chin shimmering with her juices.

‘’Oh, I’m sorry, Gwen!’’ Rio panted. ‘’That’s never happened before…’’

‘’Why are you apologizing?’’ Gwen grinned, stroking her cock with her other hand. ‘’That was the reaction I was hoping for.’’

Still dazed by the experience, it took Rio a moment to come back down from her high. She shot Gwen a sly smirk before turning over so that she was now on her hands and knees, with her rear sticking up for Gwen to ogle. ‘’Are you going to fuck me, Gwen?’’

Gwen gulped and quickly got into position. She mounted Rio from behind, rubbing the tip of her cock over the older woman’s pussy. Gwen slowly entered her, sliding her cock down to the base, feeling Rio’s lips stretch around the girth. A simultaneous moan escaped from them. Gwen grabbed Rio by the hips and forced her to move back and forth. Rio’s rear slammed into Gwen again and again, increasing in speed and strength with every impact. Rio’s eyes rolled back as she marvelled at how Gwen’s immense cock felt inside her, filling her completely, causing her to writhe in pleasure as she took her repeatedly. She felt Gwen’s balls bouncing against her as she started to fuck her harder, allowing herself to buck her hips more forcefully.

‘’That’s it, Gwen!’’ Rio encouraged. Her voice had raised an octave as she pushed back and rode her lover’s cock. ‘’Fuck me with your big cock! I want to feel you inside me! I want more! More!’’

Gwen leaned forward until her breasts were squished against Rio’s back. She forced herself onto the older woman, pushing her down against the sofa so that she could pound her more relentlessly.

If Rio wanted more, Gwen wasn’t going to disappoint her.

The powerful, rapid rhythm left Rio a mewling mess. Gwen fucked her like there was no tomorrow. Their bodies had become enveloped in a thin layer of sweat. Yet, Gwen kept going. Her superhuman stamina made it easy for her to thrust her hips swiftly without stopping. She continued to fuck her, even as Rio lost all the feeling in her body. She was more than happy to let Gwen take control. The superhero rammed her cock in and out of her pussy at an incredible pace, as Rio’s cries of ecstasy echoed throughout the entire house.

Gwen had no idea that someone could scream in pleasure so loudly for so long.

‘’Fuck! Fuck! Fuck! Buena! Buena!’’ Rio cried out at the top of her lungs as her body convulsed.

Her pussy clamped around Gwen’s cock, refusing to let her go as Rio’s juices gushed over her yet again. Rio was fucked through her orgasm. Gwen’s climax wasn’t too far away. She cupped Rio’s ass with one hand and reached around to grope her bouncy breasts with the other. Gwen bit her bottom lip as she filled her with wave after wave of cum.

When it became apparent that Rio couldn’t take any more pleasurable torment, despite her eagerness to continue, Gwen wrapped her arms around the older woman and held onto her, giving her all the comfort and aftercare that was needed.

‘’That wasn’t too much, was it?’’ Gwen asked as she peppered kisses along the back of Rio’s neck.

‘’That was amazing,’’ Rio said with a smile ‘’Spectacular.’’

When they looked at their surroundings, she noticed something. The sheer intensity of their fucking had moved the sofa back to where it originally was. They both laughed together, with Rio giving Gwen a coy grin. ‘’You know, I think I might need your help moving the bed upstairs as well.’’

Gwen’s toothy grin warmed Rio’s heart. It was too early to tell if this was going to be the start of a relationship, but this was most certainly the start of something beautiful.

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