Peter waked up and the second he woke up, he felt a curvy body pressed up against him. His mind had been distracted from remembering exactly how he got here in bed with Carol Danvers. His hands roamed and touched her breasts in his sleep. Peter tried to discreetly pull them away in the middle of sleep. It took him a moment to realize the tent he pitched in his pants and where it was pushing.
'Oh, this could get awkward pretty soon.'
He remembered the day before, a battle against the Vulture, who upgraded his tech, and gave Peter the hell of a runaround. Including Peter nearly taking a nasty spill into the concrete from several stories above, which would have been one of the most awful things he could imagine. Thankfully, Carol plucked him from the sky, and saved them. Peter's injuries were strong, but the two of them teamed up and took down the Vulture.
Carol returned Peter to her apartment to patch him up, and they must have fallen asleep. Peter didn't quite remember how he ended up with Carol's bed, and his body pressed against her firm body. He tried to completely pull away from her.
A nice hand grabbed Peter by the shoulder. Carol turned over her shoulder, eyes opening with a smile on her face.
"Good morning," Carol said.
"Good morning," Peter said.
Carol shifted a little bit. It was obvious Peter got excited during the course of the night, but she didn't say anything, at least not now. "How are you feeling?"
"I'm feeling fine."
A mischievous thought entered Carol's mind. "Are you sure? Don't you feel a little stiff after last night?"
Carol rolled away from Peter. She wore a nightshirt which flipped up to show her panties. Her black panties covered her firm ass and made something rise form Peter.
"Um….."
The blonde woman decided to take the plunge and see what happened. To be honest, she had her eye on Peter for a long time. Sure, he was younger than her by about five or six years, or so, but still, the men closer to her age did not light Carol's world on fire.
Carol pulled back the covers and saw Peter wearing nothing but a pair of boxer shorts from the waist up. She leaned in and put a hand on the side of Peter's face.
"Sorry about that," Peter said.
Carol leaned closer towards him. Her breath was in his face. "No problem, it happens. It's perfectly normal, and trust me, I'm flattered."
She cupped Peter's face with one hand and kissed him. Peter had been shocked at this hot, older woman kissing him, but he returned the kiss. Carol's hand drifted down Peter.
Her hand slowly reached the area towards Peter's crotch. She cupped him and squeezed Peter a few seconds later. His bulge throbbed in his pants. Carol rubbed through his pants and rolled him down. His hard cock popped out for the air.
"Carol," Peter said.
"Just relax, you deserve some fun after all you've been through," Carol said. "And I think it's a shame a guy doesn't get nearly the respect you deserved."
Peter laid back on the bed to allow Carol to kiss his body. Her warm lips coursed all the way down his body, and reached the area of his crotch. Her warm mouth approached closer towards him. Peter's massive rod stretched further and came very close to reaching the edge of her lips. Carol gripped his length and squeezed it hard. His cock swelled in her hand.
Carol leaned forward, heart beating in response. Her mouth reached the edge of Peter's cock. It touched her lips and Carol swirled her tongue around him. She brushed her tongue around him, encircling his entire length with her tongue.
"Damn, Carol."
"Let's see how much better I can make you feel."
Carol reached on the underside of her shirt and pulled it up. Her bra clad breasts had been exposed for Peter. Carol reached behind her and pulled her bra strap off. Her round, juicy breasts came out. They were beautiful pillowy goodness, well beyond DD-Cups, resting high on her chest. They were large and firm. Peter looked at those juicy nipples and his blood boiled.
"Don't worry, baby, I'll take really good care of you," Carol said.
Her breasts encircled Peter's throbbing hard cock. Carol slid all the way down to the base of his cock and squeezed him. Peter grabbed Carol's breasts and squeezed it.
She gasped at the sensation of Peter's hands squeezing her breasts. His long, throbbing hard cock pushed between her breasts. Carol rose all the way up and brought herself down.
Peter entered pure, glorious heaven. His fingers pushed against Carol's nipples. The manhood worked deep inside of her. Carol's warm breasts encased him.
"I love your breasts," Peter said. "They're so soft, and nice…and very big."
"I know, I know you love them, I can feel how much you love them, baby," Carol said. "And I know you like your big cock squeezed between my big tits. Do you feel how much this is…do you feel how good it is?"
Carol slid her breasts down to the base of Peter's cock and reached underneath to squeeze Peter's balls. She squeezed Peter a couple times and weighed the glorious weight inside of her balls. She stroked him a couple of times.
The grip around Peter had been released. Carol smiled and kissed the head of his cock, swirling her tongue around him. She pulled up and watched Peter twitch.
The sensation of her mouth around him made Peter almost burst inside of her mouth. Carol stroked him from the base all the way to the head of his cock. She squeezed him hard and pushed deep around her mouth. Carol slurped him extremely hard and sucked him for a couple more minutes.
"Want a taste?"
Carol slid her panties off and exposed her beautiful, shaven pussy. She stood up on the bed, her pussy lowering towards Peter. He reached up to grab her.
The moist womanhood of the Kree-empowered superheroine pushed over Peter's mouth. He nibbled on her lower lips. He was doing something right given how much the older woman moaned around him. Peter shifted his tongue in her inner lips, and swirled around him.
Carol wrapped her hand around the base of Peter's cock and jerked him. She bounced up and down on Peter's face. His hands grabbed her ass which sent sparks of pleasure spreading through her body. His tongue touched every part of the inside of her.
She reached up and cupped her breasts with her hands. Carol squeezed her breasts, threw her head back and gave a passionate moan. He really touched every part on the inside of her.
Peter drank up the juices dripping down from between Carol's legs. He rubbed her from behind with Peter sending his tongue deeper inside of her. Peter licked her insides, hungrily munching on her pussy. Carol shifted her womanhood down onto him.
"Mmm, Peter, it's so good, I can't wait to have this nice big cock inside of my warm wet pussy."
He throbbed in her hand. Carol rubbed him, careful not to bring him too soon. She gripped the base of his cock lightly. The warm tongue of the busty blonde sucked Peter.
She squirted her juices all over his face. Carol bucked her hips down onto him and ground down onto him.
Peter fell back on the bed, watching Carol's firm ass pull away from him. He gave it a parting squeeze and spank. Carol turned around with a sultry smile on her face.
"I want you so bad."
"I do too," Carol said. "But, good things come to those who wait."
Carol climbed on top of Peter and mounted his hips. Her womanhood touched the edge of his throbbing cock. Her slit dragged down the manhood and shoved a little bit of him inside of her. Her pussy lips came close to pushing into her.
Peter closed his eyes, feeling Carol's hands gripping his face by the side. She kissed Peter furiously, madly, passionately. Her mouth slurped the edge of Peter's mouth and sucked him. Carol leaned closer towards him and kissed him hard on the edge of the mouth. Her tongue touched the edge of Peter's mouth and went inside of his mouth.
The moment their loins connected, pure electricity flowed through the bodies of the both of the soon to be lowers. Carol wrapped a hand around Peter's hard cock and guided it towards her.
The warm, lustful grip of Carol ensnared Peter all of the way. The two powerful lovers.
"Don't hold back."
Peter smiled, he was glad she didn't hold back. His fingers pushed against her. His hips bucked and slammed his hard manhood into her wet pussy. Carol gripped him and rubbed her womanhood down onto him. Peter reached up and cupped Carol's firm breasts. He grabbed them, released them.
The sensations rushing through Carol's body made her feel really good. Peter plowed his manhood deep inside of her body. He rose almost all the way out of her and stuck his cock inside her warm depths. The smoldering womanhood took Peter inside of her. Carol rose up and pushed deep inside of her with a few more shoves.
"Yes, yes, Peter, please," Carol mewled in pleasure. Her nails dug into his back. "Take them, squeeze them, use them any way you want."
Peter leaned into her chest and lavished it. Those nipples stuck inside of Peter's mouth when he stuck them in and released them. He sucked and licked Carol's aching nipples. Carol pushed more of her womanhood down onto Peter's hard manhood with a few more pushes.
"Mmm, baby, harder," Carol breathed. "Pound my pussy, pound it very hard!"
Peter held onto her with a few more thrusts, working her body. Her hips clamped down onto Peter and released it. Carol clenched around him a few times and released it. She wanted every inch of his love organ into her.
The pleasure coursing through the body of Peter made him feel excitement. Her hips clenched onto him.
"Does it feel good?" Carol asked.
"Good?" Peter asked. "It feels marvelous!"
Carol seductively sucked his fingers after they had been pulled from her breasts. It was a good thing he was a good lay, otherwise she would have been annoyed by such a pun. Her hips clamped around Peter's and milked him. She took him deep inside of her body.
The rush of pleasure coursed through Carol's body. She slammed down onto him and rode out her orgasm. Her body shook in pleasure.
Peter didn't know how much it was better. The blonde goddess rose up and down onto him. His hands found her breasts again. The more he squeezed them, the more Carol brought herself down onto him. She slowed down her tempo just enough to ensure Peter didn't cum too soon.
He put his hand on the back of Carol's neck and rubbed it. She threw her head back and moaned. Peter touched a very sensitive spot on the back of her neck. Coupled with his fingers pushing against Carol's nipples, she panted and moaned in pleasure.
"Fuck," Carol said. "You're so amazing."
The beautiful superheroine guided Peter's head deep into her cleavage. His hands pushed around Carol's breasts and he lavished on her. Carol's fingers pushed deep against the back of his head.
Peter lavished her breasts the more she rode down into him. Her breasts pushed against his face. A brief moment to come up with air followed with Peter shoving his face back between Carol's glorious chest mountains. Her womanhood slid down onto him.
"Yes, it's so amazing, better than amazing, it's so great," Carol panted. "Are you going to cum for me…"
The sticky fingers gripping her nipples and the sides of her breasts sent a series of miniature orgasms over Carol's being. These little orgasms all lead up to the big one.
"Getting close."
Carol smiled and felt Peter's engorged organ thrusting into her. He brought so much pleasure through her body, it was time for her to bring pleasure. Carol pumped her warm love box down his organ. She needed to give him the best orgasm of his life and drain those balls until they were fucked raw. Carol slipped down on Peter's hard cock.
The web slinger leaned back for a second and then buried his face back into Carol's breasts one more time. His hands touched her ass as well, when it had been brought down onto Peter. The moist center squeezed and released Peter a few more times.
He splattered inside of her womanhood. Peter unleashed a steady supply of wet cum into her body. He shoved more of his rod inside of her with every second of the way.
"Mmm," Carol said.
Carol pulled away from Peter on the bed. The marvelous heroine spanked her rear. She dragged her finger into her mouth and sucked it. Carol pushed her finger into her asshole and fingered herself, making sure her eyes were Peter.
"I know your eyes and hands won't leave it…but do you think your cock can handle it?" Carol asked.
"You want me…"
Carol pushed herself onto Peter's hand, and took his fingers into her mouth. She lustfully sucked them. Carol's ass grinded on Peter's hard cock when it brushed against her tight, back entrance.
"I want you to fuck my ass and fuck it hard."
Peter's cock strengthened to full strength. Carol's lubricated hole pushed against his cock, and slowly slipped it inside of her. The unbelievable tightness of Carol's ass made Peter almost come undone. He managed to hold it together when he guided himself inside of her. His fingers touched her clit and had been rewarded with moans of pleasure.
Carol bit down on her lip. So much cock extended her tight asshole and made her feel marvelous, no pun intended. Okay, maybe a little bit of a pun intended. Peter's strong hands held onto Carol's hips. He shifted inside of her with his balls pushing deep against her. He bounced back and forth against her.
The two of them met together. Peter steadied himself with a bit of momentum to go into her back entrance. His fingers touched the side of Carol's hips and she worked down onto him. Carol's breasts bounced each time she came down onto his cock. He touched, squeezed, fondled, twisted those juicy nipples. Hunger spread over Carol's tight ass a few seconds later.
"Mmmm, right there, right in my ass!"
Peter could feel the lust burning through her. His hands cupped and released her breasts several times before moving down. He kissed the side of Carol's neck and she gave him a dirty smile. She turned her head so her lustful expression reflected in the mirror right where Peter could feel it.
The sensation of his hard balls slapping against her ass made him want this even more. Carol was one of the most beautiful women he knew, and that was saying something, given he knew a lot of beautiful women. He lived his dream and the dream of many others by slamming her ass. He lavished further attention on her, squeezing Carol's firm ass and giving it a nice little spank. He pushed deep into her with a fluid series of pumps.
The feeling of having Carol's tight ass squeezing down on Peter almost made him come undone at him. Peter squeezed her all of the way.
"Feel my wet pussy," Carol said. "How wet I am with your cock in my ass?"
"Very wet."
Peter rubbed his fingers over Carol. He clenched her clit and squeezed her. The nerve endings came over her body. Carol shifted her ass down onto him with a few fluid pumps.
"Going to make you cum soon, you can't hold out forever," Carol said. "Feel how nice….this is a booty that can stop traffic, isn't it?"
She did have a nice, round, perfectly firm butt. Peter's hands quested on it when he drilled his rod inside of it. Carol lusted for him and the sensation of his balls ached even harder. He knew she was right, and he knew there wasn't much longer. He enjoyed every single moment of her ass.
The Kree empowered heroine's lust levels increased. She needed to do this more often, Peter touched her in all of the right spots. He gave her enough of a taste to set Carol's pleasure levels to a new degree. His fingers touched Carol's nipples and squeezed them very hard. Carol's mouth dripped with drool. Her hunger increased.
"Getting close."
His balls throbbed and the sensation of a good release brought a pleasurable sensation through Peter's body. He injected his burning hot seed inside of Carol's taboo hole.
Carol rubbed herself raw at the feeling of this man, this beautiful, strong, man, pounding her ass into submission and filling him with his seed. Both of her holes were dribbling now, and the fact Peter made her feel this good turned her on any more.
"Oh, you're a keeper," Carol breathed.
"Good to see you think so."
Peter's balls strained and released a thick load of cum inside of her. This little encounter would not be a one-time event and Peter was perfectly happy, beyond perfectly happy in fact. He filled Carol's warm hole with his seed, dribbling inside of her back entrance.
"Yes, I do."
He finished up in her ass and left both of them with the sweet pleasure of a release. Carol rubbed herself through the last few seconds of an orgasm before coming back down to Earth.
The two of them settled down on the bed. Carol sat herself over, and draped her head lazily on Peter's shoulder. She closed her eyes, thinking this would be the beginning of a very fulfilling relationship.
"Well, I should get almost killed by the Vulture more often," Peter said. "If it leads to this."
"Oh, I think you don't have to go that drastic to get my attention."
Carol gave Peter a very passionate kiss, and the two hot blooded heroes decided to go for one more round with each other on this very marvelous morning.
End.