Alright people, let's do this one last time.

I've been Spider-Man for so long now, I can't ever imagine my life not being Spider-Man. It basically controls me, I can't even stick a date with a girl without having to take off and save some guy from getting mugged. And if I can't save someone, then my name is slapped on a news article for not being a "true hero", usually the Daily Bugle who still can't cut me a break.

But I'd take that every day for the rest of my life rather than fighting aliens to the death in space, where the fate of the universe was literally in my hands. It's been 6 years since we lost Tony, and I've barley seen any of the Avengers since. And honestly, I'd rather keep it that way, because that means nothings wrong. I get to be the 'friendly neighborhood Spider-Man" and not the "avenger in space Spider-Man". Some of the Avengers I'd once or twice, and only spoke to them when it was "business" talk.. I wonder what they're doing now... I hope it's something nice.

There was one Avenger that stuck out in my mind. I've barley spoken to them, but I wish I got the chance to. I shook my head, not wanting to think about it. I don't even know if I'll see her again, so I can't go there with my thoughts. I sat upright and closed my eyes, letting the wind surrounding the skyscraper I was sitting on blow me off the ledge. I

let myself fall, sighing with relief at the free feeling. My senses told me I was near the ground, sooI reached my arm out and webbed to the nearest building. I opened my eyes as I flung back up into the night sky, and started heading for home.

I woke up in the middle of the night to a bright

light conming from outside. I ran to my apartment window, rubbing my eyes as I pulled on my spider suit. I was probably going to need it. It's honestly a second nature to grab the suit when I wake in the night.

I pulled my mask down just as I stuck my head out of the window, and looked up.

What the heck is that? I need to get it out of the sky... it feels... like I've seen it somewhere before.

I saw what looked ike a shooting star heading right for the far corner of Central Park. I quickly whirled around and grabbed my Iron Spider suit instead, slapping it on my chest as I jumped out of the window to investigate.

I shot myself up into the air, flinging myself

towards the thing that was heading in my direction. I was about to try and land on it when it suddenly curved and started going upwards.

"What the fuc-" I quickly shot more web and

managed to attach myself to it. As I trailed behind I realized this was a person,not just any person but Captain Marvel. And I had a good angle of her ass from here-

I was suddenly cut off as she suddenly stopped and floated upright, sending me crashing into her body, but it felt like I hit a wall.

"Peter Parker?" She asked in amusement as I

dangled beneath her.

Holy crap I can't believe it's her. It's really her.

"O-oh hey, uh..." I quickly webbed myself to the building next to her and clung to the wall with one arm and one foot.

"C-carol, right? Wh-why are you here? Oh! And uh, how have you been?" I asked. I couldn't think straight. Captain Marvel was here. In New York. Right in front of me.

She gave me a smile, I could barley see it through her helmet.

"Good question!" She replied. "I'm on some business with Fury... And I'm good, thank you for asking, Peter. Anyways, gotta go! I'm kinda in a hurry-"

"Wait!" I called, just before she took off.

It had been so long since I had seen another hero, let alone an Avenger.

I froze, not knowing what to answer.

"I uh... um- was wondering how long you'd be in New York?... Maybe we c- could grab a coffee or..I lost my train of thought as she suddenly leaned in towards me, and her helmet retracted showing her gorgeous face and blonde hair.

".. or something" I added, gulping. It suddenly got hard to breath out here.

She smiled at me again, this time I could see it

perfectly, her hair was now shoulder length and cupped her face her perfectly, and her big brown eyes were lit up by moonlight. I was probably staring, but she can't see my eyes through my suit so I didn't bother to stop. This could be the last time I ever see them.

"See you tomorrow, Parker". She gave me a wink,and before I could even process the thought she was gone.

I woke up groggily, feeling a little tired after waking up during the night. I still can't believe I bumped into Carol, what were the chances? I wonder what Fury needs her for. I doubt she'd tell me if I asked. I really need a shower, especially if I'm meeting with Carol later. It's no big deal, it's just as friends...But she's still really hot, and unlike women like MJ, she's a woman of justice, so if anything happened between us... I wouldn't mind. I smirked to myself at the thought of it, and headed

into the bathroom.

The shower was warm and refreshing, and helped me to clear my nerves whenever I thought about Carol. My mind was swimming with questions to ask her, but most of all I was excited to see her. I got out the shower and rubbed my hair dry, and tied the towel around my waist. I reached to open the bathroom door and froze. Somethings not right... My senses were giving me a bad feeling, there was someone here, in my apartment. Maybe I'm being robbed.

Shit, my spider suit is on the floor out there.. I've been busted... I don't know how I'm gonna clear up this one.

I slowly reached to open the door when suddenly it swung open from the other side making me jump back a little. It didn't take me long to realise who was in my apartment.

"Peter?" Carol smirked at me from the doorway.

"Ca-carol! Hi, what are you doing in my

apartment?" I asked nervously, running my fingers through my damp hair in confusion.

How did she know where I live? How did she get in?

"Knocking is too boring" She winked. "I saw you climb through your window last night, so I figured I'd drop in and surprise you."

"Consider me surprised." I answered, laughing

nervously. My eyes widened as I realised I was

wearing nothing besides a towel around my waist.

"Umm. W-well you caught me at a bad time- well not a bad time, but when I asked if you wanted to grab Coffee, I-I didn't think you'd be outside my bathroom door while I sh-showered" I rambled.

Carol laughed and leaned on the doorframe, the sun was shining in from behind her, outlining her hips. She was wearing a cute crop top followed by a denim jacket and black high waisted jeans. And she looked good.

"You don't have your spider suit on anymore, Peter I can see where your eyes are wandering off to" She smirked and shot me a wink.

I felt my cheeks turn scarlet, remembering last

night where I was staring into her eyes thinking she wouldn't catch me.

"Uhh... I need to get changed" I mumbled,

embarrassedly. Carol made no attempt to move from the doorway to my bedroom, and as I slid past her our hips bumped.

"Sorry" I mumbled again.

"Why so nervous, Peter Parker?" Carol chuckles, turning around to face me. "You can fight crime and save the universe from Thanos and you're getting worked up over a woman in your bedroom?"

Okay, I need to focus. C'mon, Peter, you've dealt with way worse than Carol Danvers.

"One, you snuck in and caught me off guard and two, I've had...girls here before." I retorted while looking through my wardrobe for a t-shirt to wear, refusing to make eye contact.

"Do you leave your spider suit out for them to see too? Or is that just for me?" She flirted, gesturing at my blue and red suit on the floor in a pile.

"I didn't know you were coming." I mumbled, still unable to find a suitable t-shirt that didn't smell funky. "You woke me up while you were flying through New York last night."

"Yeah... usually the public don't tend to notice, but Mr. Spidey senses over here ruined that." She replied, sounding amused. Her voice got louder as she spoke, and I sensed she was stood right behind me. My thoughts were racing.

I want her... Surely she wants me too, but I don't know...I don't wanna ruin... whatever the heck this is.

I felt her peering over my shoulder. "Can't find any clean clothes, Parker?"

Don't freeze up, Pete. There's an incredibly hot superhero woman in your bedroom, no big deal. Oh, and you're also wearing nothing but a towel around your waist.

"I uhh... H- how was meeting Fury?"I asked,

changing the subject, still refusing to turn around to face her.

"Hmm, oh it was nothing. Nothing you need to

worry about." She replied softly, her voice making the hairs on the back of my neck prick up.

I gulped and turned around to face her. "Well, i-if you ever need a hand-" I was cut off as she gently cupped my chin.

"Shhh" She cooed. Her big brown eyes were fixed on mine, and I glanced at her pink lips to see her sporting her usual smirk.

Screw it.

I was about to lean in and kiss her but she beat me to it, and I stumbled backwards in shock, my back meeting my wardrobe door.

My eyes fluttered shut as I welcomed the kiss and I wrapped my arms around her, pulling her closer. I pulled away after a minute to take a breath. "Well, this certainly isn't how I thought today was going to go" I breathed.

"You're as cute as when I first saw you." She

giggled, her lips brushed mine as she spoke and it made my knees feel weak. "However, you've gotten older now. Sexier." She added, trailing a finger up my arm, tracing my bicep.

"And you don't look a day older, and your still a glowing angel that's literally and figuratively outta this world!" I replied. Which is true, she looks exactly the same as she did 6 years ago, except her hair has grown back a bit more now. I had a small crush on her then, and I

still do now. If someone told 17 year old me this is where I'd be in 6 years, he'd have a heart attack.

I placed my arms on her shoulders and gently

walked forwards, so she was walking backwards, until her the back of her legs touched the edge of my bed. I leaned in to kiss her again, feeling a lot more confident in myself this time. I demanded dominance over her tongue, as the kiss grew deeper.

Slowly, I ran my hands down her body, stopping at her waist, and pulled her cute shirt over her head and threw it behind me.

Suddenly she spun us around, so it was me that had my back to the bed. She gestured for me and I shivered as she started to leave a trail of kisses down my body, from my neck, all the way down to my crotch.

She unwrapped the towel from my waist and my erection popped up, announcing itself. I saw her look at it and blink, and then she smiled up at me. I watched her every move as her hand moved to my shaft, and she began stroking my dick. I wanted to lie down, but I also wanted to sit watch her pleasure me.

Suddenly she leaned in and licked the tip, making me shiver, and I could feel my arm hairs on ends, my senses were in overdrive. She swirled her tongue around my dick fora couple of moments before taking it in her mouth, and started to bob her head up and down.

"Oh f-fuck" I cursed under my breath.

"Does that feel good, Peter?" She asked.

She knows exactly what she's doing to me.

"Fuck, y-yes it does. Shit, that feels so good." I

replied, knocking my head back as she continued sucking my dick.

Her mouth felt warm around my dick, and

watching her suck me off was one of the hottest things I've ever seen in my entire life.

After a few minutes she stopped and stood up. She unclasped her bra letting it fall revealing her breasts in all their glory and started to unbutton her jeans. I wasted no time helping her pull them down, revealing her smooth long legs, and she was wearing a red thong to match. Her body truly was incredible, and I can't believe she's here, with me.

She sat next to me and kissed me again, and it

Isn't long before I was lying on top of her. Our

kisses grew hungrier by the second, and I wasn't sure how long I could stay patient for.

I caressed her smooth body, going from her

stomach up to her breasts, and began massaging them softly.

She ran her hands up my chest, the tips of her

fingers slightly tickling my muscles, giving me

goosebumps.

"To think, we wouldn't be here if you weren't such a nosey Parker." Carol murmured, smiling up at me.

I chuckled and shook my head. "You should be

quieter next time." I replied. I suddenly reached

into her underwear and began rubbing her clit,

catching her off guard. "But for now, you can be as loud as you'd like." I added, winking at her.

"Shit, Peter!" She moaned, pulling me in to kiss her again. I pushed her underwear to the side, granting me more access, and started rubbing her faster before slipping a finger inside her. She moaned into my mouth and pulled the hair on the back of my head.

All of a sudden she grabbed my dick and started stroking it, letting it brush against her pussy causing me to let out a low groan of pleasure.

After about five minutes, we rolled over so she was on top of me, and she took off her cute underwear in the process. She sat up, giving me a clear view of her amazing body. Both of us were breathing heavily, but far from finished. Her blonde hair was just too short to cover her tits, and I wasn't complaining. I ran my hand down her hourglass figure and rested it at her hip.

She grabbed my dick once more, and aligned her body with it, before sitting and taking my dick inside of her body.

I let out a low sound thatI didn't even know I could make, and I shut my eyes as I adjusted to her tightness around me. Carol slowly began to ride my dick, letting out small moans as each thrust landed.

"Oh Peter..." She moaned, picking up her pace.

Hearing my name rolling off her tongue like that was mesmerising, every little thing she did brought me closer to the edge.

I held her hips and gripped them tightly, and

started to thrust upward, meeting her thrusts

halfway, causing Carol to let out a loud moan. I

knocked my head back and pinched my eyes shut at the pleasure. I've wanted her for so long, I want to enjoy every moment.

"Oh Pete..." Carol moaned. She then dug her nails into my chest as her moans started to get louder.

"Carol... oh fuck, you feel so fucking good." I

groaned, feeling myself getting close.

Suddenly she swatted my hands away from her hips, causing me to stop thrusting upwards. "I can make you cum all on my own." Carol smirked, and shot me a wink.

She suddenly started bouncing on my dick again but faster than before. She reached her hands up and massaged her breasts and moaned softly, knowing what it would do to me. Watching her tits bounce in her hands as she rode me was absolutely mesmerizing.

"Does that feel good, Peter Parker?" She asked, calling me by my full name. Hearing her moan my full name was almost too much, I was so close at this point.

"Oh fuuck... Y-yes, so fucking good." I replied

huskily. I felt my breath starting to grow short, and my orgasm started to build. I could sense she was close too, her moans were growing louder by the second.

"Cum for me, Peter." She whispered, and I couldn't take it anymore.

"Ohh FUCK, Carol... Fuck, fuck, fuck." groaned as I came, and not a second later she hit her orgasm too, calling out my name and our moans filled the room.

Once we came down from our highs, she rolled off and laid next to me. We lay in silence, our heavy breathing being the only noise in the room.

"So..." I breathed, and turned to look at her. "How about that coffee?"