13 C13 : Warning Lemon

Nick had teleported them both to his room, where they continue to make out.

As they were kissing they slowly moved over to the edge of Nick's bed, May fell over the beds edge onto the top of the bed and Nick followed after her, hovering over the top of her.

They continue kissing each other passionately on top of the bed, May now had her arms around Nick's back, she was desperately trying to take his clothes off.

Nick also had one of his hands on her back, unzipping her dress.

But it was getting difficult when the zipper got stuck on her behind, when May felt Nick having trouble the the zip she raised her hips from the bed for him to unzip her dress the rest of the way, she used one of her legs to hold onto Nick as he took her dress off her.

May's dress was now off, thrown to the side, she was in her alluring black lingerie, with the thin straps that covered her chest.

She was breathing heavily and her face seemed to have a constant blush on her cheeks.

While all of this was going on Nick was using his bottom hands to undo his belt and strip him of his trousers, his footwear kicked off long ago.

After taking off some of their clothes Nick and May went back to a heated make out session, which lead to them rolling around on the bed to where May was straddling Nick's waist, at that point their lips separated and they each court their breaths.

May was looking down at Nick from where she sat on top of him, her face was still covered in a slight blush that would temp those with the strongest of wills.

Nick was also breathing heavily with lust and he was quickly using all his hands to undo his shirt buttons, not long later his dark blue shirt was on the ground next to May's black dress.

May took her time admiring Nick's body, his ten-pack abs softened and hardened again with Nick's breathing, from his abs to his neck; May's eyes wondered across his body.

If May was guilty of peeping at Nick's body then Nick was just as guilty, he was looking over her body with hungry eyes, ever curve and supple muscle on her stomach didn't escape his heighten sight, 'God, I just love the way her abs make her stomach look chiseled and smooth, a master piece.' Nick thought to himself as he used his bottom hands to stroke her stomach and her full hips.

Nick was just about to start kissing her again when May put her hands on his chest, to try and keep him in place.

"Nick, wait, this isn't right, you are way to young, we can't do this... " May said to Nick as sense returned to her eyes.

"You didn't seem to have a problem with looking at my body in a provocative way and I didn't have a problem with it either, if I did I wouldn't have been teasing you at every chance I got." Nick argued back, as he rested his bottom hands back down on her hips.

"It's still not right, I mean there is a ten year difference between us after all." May said back to Nick, deflating slightly at Nick's displeasure.

"I don't care." Nick said as he forced himself up from the bed, even with May's hands there to stop him, she didn't offer much resistance.

Nick kissed May passionately, forcing so much pleasure on her that she didn't resist the rest of Nick's kisses, even taking the lead again and pushing him back down on the bed again, all reason kicked to the back of her mind.

As the kissing became more intense more articles of clothing became striped off in the heat of passion, May's lingerie had been taken off by Nick's tail as they were kissing, thrown to the side, next to the beds pillow's.

Nick's underwear was taken off by May as she kissed and left hickey's on Nick's abs, the blue skin thin enough that she was able to leave behind red marks.

Now they were both completely naked, and May couldn't stop herself from looking down at Nick's d*ck, she was visibly shocked at what she saw, "H- hey Nick, your hard no right?" She asked her voice shaking.

"Huh, no I'm not hard yet why are you... " Nick said as he looked down at his d*ck and that's when he realised her worry, "Oh, don't worry, it will fit as long as your wet enough."

"I still don't think this will fit and your not even hard yet!" May shouted worried.

"Just let me take over from now." Nick said with a grin.

He then grabbed hold of her and flipped them so that May was beneath him now, May let out a little scream when he did this but it was more in fun then fear.

Nick then began kissing May's neck to get her back onto the mood and to take her mind off of his large d*ck.

From her neck to her breasts and her hardened pink nipples, and then on to her stomach, leaving red marks and hickey's as he went.

Nick was slow and gentle when he worked his way down to her stomach and only rough when he would leave a hickey, this made May feet like electricity was shooting up her spine, and she couldn't help but curl her toes and straighten her legs like she was trying to stretch out her legs.

Her hands were near her head, grasping as the bed sheets, "Urr~." She moaned, "Stop teasing already." She said to Nick whole who had his head between her thighs with his tail was wagging behind him playfully, you could tell he was having fun teasing her to the edge but not so far over that she can get a release.

"Hahaha aright, alright, I'll stop teasing." Nick said right before he put his lips to May's slightly wet pus*y.

He used his top hands to reach around her legs and spread her lips, his bottom hands were rubbing her cl!t while Nick used his tongue to enter May's vagina and stimulate the spots that Nick noticed she liked when he licked them.

May was breathless for first couple seconds that Nick pleasured her, with his extra arms and past dating experience from his last life there wasn't much May could do to resist his skill.

She did eventually get herself back together and when she did she couldn't help but reach out to Nick and grab his head with both of her hands.

Her right hand grabbed a hold of his head and hair but the other just grabbed what ever it could which happened to bit Nick's smooth, black horn.

When Nick felt May grab onto his head and horn he was a light surprised because he didn't sense her but he figured that he didn't because his spider sense didn't see it as a threat.

He was also happy because he was now sure that he was making May feel good, with that motivation he just got more into pleasuring her, moving his fingers faster and also now pinching her cl!t, he also so started moving his tongue faster, making it reach deeper to hit more sensitive spots which brought her to a higher level of ecstasy.

Nick continued to lick her deeper and May tightened up around his tongue when he hit a certain spot, when Nick felt this he didn't stop attacking it making May's breathing increase and her moans becoming uncontrollable.

Her grip on his head and horns became desperate, like a death grip, and she only released him when all strength left her arms from climaxing.

Nick's mouth was still open when May orgasmed, squirting right into the back of Nick's mouth, instead of moving away Nick put his mouth back over her pus*y and drank what May released.

"Your wet enough now, are you ready May?" Nick asked May as he wiped his mouth clean, at the same time May was just regaining her focus from the intense orgasm Nick just gave her.

"Hah, hah, Nick you are a virgin, right?" May asked Nick as she sat herself up.

"Hahaha, I guess you didn't expect that and yes I'm a virgin." Nick replied.

May still had a sceptical look on her face when she heard Nick's answer, but she then looked down and saw Nick's erect d*ck, her face quickly changed to surprise and disbelief.

"Nick, I still don't think it will fit." She said a little panicked at the prospect of Nick's large member entering her.

"Don't worry, the whole length won't be inside you, are you ready?" Nick asked as he used one of his bottom hands to position his member at her entrance, the tip brushing against the the vagina, between the lips.

May bit down on her bottom lip and nodded her head slowly, her hands went up to his neck, "Go slow ok, it's been awhile since I last had sex."

Nick replied with a nod as he slowly pushed his hips forward, his member just as slowly entered her, he met some resistance at the entrance but once it changed to his size he was able to push up to half of his member in to her vagina.

"Hah, your right at my cervix, my deepest part, are you all the way in?" She asked as she looked down at where they were connected and when she saw that a little more then half of his member was still outside she was shocked, 'I'm already full and he still has more then half of his d*ck left to enter.' May thought to herself, shocked to her core.

"Haha, no I guess I'll not all the way, how are you feeling?"

"It's good, just give me some time to get used to it." May said as she moved her hips a little, to try and get more comfortable.

"Urr umm hah." She moaned when she did move, the d*ck inside her rubbed against a sensitive spot which caused a small orgasm.

"You okay?" Nick asked her when he saw the dazed look in her eyes.

"Hah, yeah just getting used to it, hah." May lied.

Nick nodded his head and then lowered himself closer to her so that he could start kissing her again, so that he could take her mind off his d*ck to try and make it easier for her to adjust to his size.

They made out for another couple minutes until May said she was ready for Nick to move.

Nick started off slow and he teased the same spot she enjoyed before and when he could feel her getting more comfortable with him he increased his pace making her breasts bounce with his movement.

Nick kept up his pace for about five minutes and at that point May had been have small orgasm's over and over again, she was now close to having an intense one.

Nick could feel May tighten around him and he knew that she was getting close and so he stopped.

"Huh, Nick, why are you stopping, I was just getting close to a big one." She said frustrated, as she tried to move her hips by herself so that she could get the release she craves.

A cheeky grin spread across Nick's face when he locked eyes with May and when she saw that she had a bad feeling.

Nick pulled his member out of her and grabbed ahold of May's hips with his bottom hands and her shoulders with his top.

He then lifted her up from the bed which earned him a surprised yelp from May and he then turned her around in mid air, she landed back on the bed on her hands and knees, her behind facing Nick.

Nick soon put his member back into May's pus*y and started his quick pace all over again.

"Urr, Nick, I was so close as well." May complained.

"Hahaha, I want this to last and you'll just get tired even quicker if I keep making you orgasm like I am." Nick explained.

"Urr, always the big tease, mmm, you can move quicker if you want." May moaned as she rocked her hips back and forth slightly, trying to bring herself back to orgasm as soon as she could.

Nick laughed happily to himself when he saw this, it felt good for a woman to want you as much as May seemed to want Nick.

Nick answered her request by speeding up his pace and hitting the deepest parts of her pus*y harder.

This brought a surprise gasp from May but her hips didn't stop their shaking.

They continue this pattern for quite awhile, May would get close and then Nick would deny her release, each time May would become even more frustrated but she didn't say otherwise because of the continuous pleasure Nick was bringing her constantly.

But there was a braking point, by the fourth hour of their love make May snapped, "Urr, Nick just let me cum already!"

"That's all I was waiting for." Nick replied with a grin as he suddenly increased his pace and brought her to an intense orgasm that lasted a full forty seconds, it left her twitching in a wet pile on the bed and her eyes were still clouded and unfocused.

Nick left her until she regained her sense's and that's when she said, "That was amazing."

"It's not over yet, I still haven't came." Nick said as he grabbed her hips again, putting his member back into her pus*y.

"Wait! I'm still sensitive! Mmm!" May moaned as Nick entered her again, making her orgasm once more.

Nick didn't stop there, May would be getting very little sleep tonight.

...Next Morning...

The sun was just beginning to shine through the windows, down on to the king sized bed and the two who were sleeping on it.

Nick was hit in the face by the sunlight and he was awoken up by it, when he tried to sit up from the bed he felt something pull at him from his side.

He looked down and he saw May, naked and still asleep with one of her arms around his waist and he could also feel her legs intangled with his.

Nick moved some of her hair off of her face and put it back behind her ear making her moan a little in annoyance.

It was then that Nick's door opened to reveal Peter, his back hunched and his face tired, he most likely pulled an all nighter making the web shooters.

"Oh, hi Nick," Peter said tiredly, he then looked towards Nick's horns and frowned, "What's on your horn?"

"My horn?" Nick said as he lifted one of his hands up to his head, he felt a thin piece of fabric that had gotten court on his horns.

He took it off and saw that it was May's panties, Nick eyes widened in shook when he saw that.

"Huh, isn't that aunt May?" Peter said out loud without much thought, but you could see him putting two and two together.

'Oh no.' Was Nick's immediate thought.