Matters of the Mind(M'Gann M'orzz/Miss Martian and Queen Bee)

A bound Queen Bee could do nothing but watch, as her exact double was on her knees and deep throating Spider-Man's big fat cock. Oh, Queen Bee wished it was actually her and not that infernal Martian, shape-shifted. The loud slurping drove Queen Bee completely wild as she deep-throated Spider-Man's cock with ease.

Oh, Queen Bee could do it better and much more efficiently. She was confident of that one. The loud slurping followed with more pleasure driving into her. Miss Martian's naughty eyes locked onto Queen Bee, before she pulled up.

"Fuck my fat tits," "Queen Bee" moaned. "They're made only to drain big studs like you. I'm such a slut that I need to be covered with your cum."

Queen Bee could not deny she had similar thoughts and feelings before. Spider-Man grabbed the tits of her double and pushed his cock between her glorious tits. The heat of the moment sent a pleasurable jolt through her body. Spider-Man thrusted deep between her cleavage.

"You sure are. And you deserve to be covered in my spunk, don't you?"

"Cover me in your spider spunk! Just as a spider man can!"

Spider-Man grabbed the tits of the shape-shifting martian and unloaded on her, with a creamy shower. The web slinger's balls tightened and released, spilling so much seed onto her. The web slinger groaned when he covered "Queen Bee" with his thick, juicy cum. Her tits wrung out every last drop, in front of her tits. The web slinger just caressed and milked her tits while she milked the cum out of his prick.

"Queen Bee" tilted back her head and moaned. Oh, M'gann had a blast and she enjoyed watching Queen Bee squirm in her bindings. She cupped up her breasts and sensually licked them clean, humming when she kissed and licked every drop of seed from them.

"Perfect," she gasped.

The shape shifter rose and spread her legs for Spider-Man. With each hand placed on either side of Queen Bee. And Miss Martian's breath just blasting Queen Bee's hot clit. Spider-Man rolled his hands down her body, and came close to touching Queen Bee. As close as one could come to touching someone, without really touching them. Queen Bee's hips rolled back and she let out a very intense moan when he touched her body.

"Fuck," Queen Bee moaned for him.

The touching only increased, before Spider-Man slid his cock deep into her double. He stretched her in such a way, that made her lose it completely. Queen Bee wanted that big fat cock driving into her body. And that Martian bitch was receiving the cock that should have been hers by divine right.

The deep thrusts buried more of Spider-Man down inside of Queen Bee's hot body. The web slinger tightened his grip around her and rocked her entire body. Her tightness gobbled his length up and released him. Spider-Man slid his hands down her body and cupped her round tit, before pulling back. Spider-Man almost forgot M'Gann was posing as Queen Bee, that was how convincing she was. Even her pussy was the right amount of tightness. Ass completely perfect, tits impeccable, M'gann went all out in providing an authentic reputation. If Spider-Man did not know better, he was fucking the real deal.

Although he could see the real deal right next to him, sexually tortured. Queen Bee's body shined with sweat.

"Pretty soon, you're going to break her."

"And pretty sure, you're going to break me. Keep ramming that cock into me and stretching out my tight cunt. Show that slut exactly what you would do to her."

Spider-Man plowed the kinky shapeshifter for everything she was worth. Those tight pussy strokes, drove Spider-Man deep inside of her. She tightened and grabbed him, releasing his cock. Spider-Man's fluid, hard pumps drove himself deeper inside of her tight pussy and he rode her to a finish.

M'gann could feel it, feel it building up inside of her. Her pussy hungrily squeezed Spider-Man's cock and released him, moaning when he buried his length inside of her. Spider-Man thrust down inside of her and rocked her tight. The web slinger shoved his big cock inside of her and made her climax hard for him.

Spider-Man's balls churned as he plowed the replicated woman with everything he had. The web slinger grabbed ahold of her and rocked her tight, hungry cunt. Each plowing thrust bottomed his prick inside of her pussy and reduced her into a spurting, hot mess. Her pussy squeezed and released him, milking him hard.

"Keep going," Spider-Man growled in her ear. "Cum for me."

Queen Bee came from the visual of Spider-Man fucking her duplicate. And she could see the pleasure screwed up in her own identical face. How the Martian managed to keep that form despite the rough fucking Spider-Man gave her, impressed Queen Bee. she was not going to lie.

Spider-Man deepened his thrusts down into her body and released her. "Queen Bee" kept gobbling his cock down into her wet cunt and releasing him. The long hard pounding followed with Spider-Man slapping his balls against her thighs and tracing fingers down her body.

"Time to feed this slutty pussy everything it ever wanted."

The web slinger grunted and burst down into the shapeshifter's hungry cunt. Miss Martian squeezed and released him, sending a flood of seed down into her hot body. The web slinger just pushed down into her and enjoyed releasing the hot cum down into her.

"YES!"

Both Queen Bees moaned in unison. M'gann attacked the pleasure centers of Queen Bee's brain and made her weak in the knees. Spider-Man drove his prick down inside of her and made sure she climaxed hard for him in the process. Miss Martian milked him hard and made Peter just empty his load down into her fine body.

The moment Spider-Man pulled out, he moved over and pushed his cock against Queen Bee's face. He rubbed it against her beautiful face until he got completely hard. His balls slapped against her chin when she sucked it. The submissive woman moaned when she could smell the Martian scent on his balls combined with his own musk.

The next thing Queen Bee knew, Spider-Man and Miss Martian walked her over to the bed. The quivering woman let out another gasp when the two climbed over to her. Their hands were all over her body and touching her in all of the right places. Queen Bee thought she would black out from way too much pleasure.

"Eat me!"

Miss Martian commanded it and Queen Bee accepted it. Her mouth edged into the identical woman's pussy and she got to slurp and savor the gift of Spider-Man.

The real gift though ground up against Queen Bee's entrance. Those sticky hands groped her breasts. Each breath allowed her to absorb more and more of Miss Martian's pussy.

Spider-Man grabbed ahold of Queen Bee and with one deep impressive plunge, he buried his big cock down inside of her tightness. The heat of her body just squeezed him when Spider-Man drove himself down inside of her. Oh, yes, this felt amazing, feeling her pussy just grab ahold of him like this. It boosted the pleasure through his loins, when he drove himself down inside of her.

So amazing, so spectacular, and so wonderful, Queen Bee hardly could resist what Spider-Man had to give her. His balls slapped her vigorously when he slid into her. Spider-Man pinned her body down and filled up her pussy with multiple hard thrusts.

The web slinger grunted when he pushed into the pussy of the original Queen Bee. Watching an identical copy grind her pussy across another woman's face most certainly hit all of Spider-Man's buttons. He grabbed a hold of Queen Bee and filled her up from above, shoving his impressive length down into her warm snatch.

"Feels so good. You did a good job of replicating the experience."

Miss Martian just smiled, pleased that her work was appreciated. The tongue danced down into her pussy and reduced her into a dripping, quivering mess. Every second drove her to sheer pleasurable madness. The louds lurping followed with Miss Martian just exploding all over Queen Bee's face. Orgasm, sweet release, followed with Miss Martian spilling her juices all over the place.

She crawled back, shifting back into her most preferred form, and watched the show. Watched Spider-Man take control and use Queen Bee's tight pussy for relief and release. M'gann slowly rubbed her pussy and fingered it in time for Spider-Man thrusting into Queen Bee. Those hands were all over Queen Bee and she had been reduced into a mewling wreck. Pleasure only had been enhanced with Spider-Man thrusting deep inside of her body.

"Breed her!"

"YES, BREED ME!"

Spider-Man thrust down into the dark-skinned woman, who looked extremely hot for him. The web slinger plunged his impressive length down inside of her and rocked her for a good long minute before spilling his seed into her body. She cranked his cock and devoured him to the last drop.

The ultimate gift of a creampie stuffed Queen Bee. Her hips rocked back and forth as he emptied the contents of his balls down into her steaming hot cunt, revelling in the pleasure he offered her in the aftermath.

The moment Spider-Man pulled out of her, Miss Martian crawled over.

"And I think she knows her place. As I know mine."

She kissed his twitching cock and smiled when pleasuring him. Spider-Man leaned back and enjoyed the show.

End.