Spider-Man sat across from Yelena in the pool, still feeling a bit awkward yet slightly relaxed while being in his underwear underneath the warm and soothing water.
Once he finally got the answers he needed, there was no need to stay there any longer.
He cleared his throat before stretching. "Well… thank you very much, Yelena…"
Spider-Man got up to get out of the pool. "I must get going now."
"Go?" Yelena asked, making Spider-Man turn to her.
"Why go now?…" Yelena asked again while slowly walking towards him in the water.
She slowly reached a hand up to his masked cheek. "You can stay a little longer if you want…"
Spider-Man slightly widened his lenses before quickly composing himself. "I… appreciate the gesture. But even if I wanted to stay, I can't."
Yelena titled her head. "Says who?"
"As far as I remember, you don't answer to the chief. You don't answer to Metzger. And unlike me, you don't answer to the guys at the top… you're your own boss." Yelena reminded.
She slowly slid her hand down to his left pectoral. "I'm sure a few more minutes of relaxation wouldn't hurt…"
Spider-Man slightly gulped. "Yelena… you know I can't do that…"
"Can't? Or don't want to?" Yelena asked while stopping her hand at his pec.
"You can leave anytime you want to… nobody is forcing you to leave. So…" Yelena said before slowly lifting the bottom of his mask with her right hand.
Yelena leaned and whispered against his mouth. "Why not make the best of a little break?…"
The Russian assassin then stuck her tongue out and slowly ran it from Spider-Man's bottom to upper lip, causing the arachnid hero to freeze right where he stood.
Yelena slowly opened her eyes while holding onto his cheek and chest. "Would you like that?…"
Spider-Man looked at her. He couldn't lie. He REALLY wanted some action right now…
But his heart still ached for MJ. He still felt emotionally crushed that the woman he loved has completely forgotten about him. He still carried the burden of being a lone hero.
Spider-Man slowly reached up to hold her hand on his cheek. "It's… not that I don't want to, Yelena… it's just that…"
He slowly turned his head to the side, not being able to continue the sentence while feeling slightly ashamed.
"Hey, look at me…" Yelena pulled his chin, making him face her again.
"I get it. Whatever it is you have going on, must feel like a ton of bricks resting upon your shoulders… well, more than that since I know a ton of bricks is nothing for you." Yelena slightly joked at the end.
However, she continued. "The point is… sharing a bit of intimacy wouldn't hurt so much either. Trust me, I've been on my own for a long time with nothing but my own self wallowing pity party along with heavy doses of whisky."
She slowly wrapped her left arm around his shoulder while still cupping his cheek with her right hand. "But then… I met my friends. My family… and I realized I don't have to be alone anymore."
Spider-Man narrowed his eyes at her. "That's the problem, Yelena… I have no one…"
Yelena shook her head. "I don't know about the man… but the spider has plenty. You have DeWolff. You have Castle, as morbid as it sounds."
"And you have me… for the very short moments we get to share." Yelena reminded him as she pointed at herself.
"I'm not telling you that all of your problems mean nothing or trying to dictate what goes on in your personal life… but wouldn't a little bit of relaxation help?" Yelena asked while rubbing his cheek.
"I can sense the heavy pressure and frustration you must be feeling right now… and of what service would I be as the new Black Widow if I can't help a fellow spider out?" Yelena playfully asked.
Spider-Man thought about it. She sort of had a point. Peter had no one. But Spider-Man had plenty of support.
And right now, only Spider-Man was here.
However, one small problem remained.
"Thank you, Yelena… I really appreciate it…" Spider-Man thanked with a small smile.
"I just… you know…" Spider-Man tried to say while awkwardly rubbing the back of his neck.
Yelena narrowed her eyes for a second before widening them in realization. "Wait… you're a virgin?"
Spider-Man didn't say anything, which pretty much said everything.
Yelena let out a small laughter in disbelief. "This is very amusing. THE amazing Spider-Man. Mr. Key of the City. Is a virgin!"
Spider-Man narrowed his lenses at her. "It's not funny."
Yelena laughed and covered her mouth with her left hand. "Sorry, but… it kind of is. Not in the mocking sense, but…"
She uncovered her mouth and smiled at him. "It's actually adorable."
Spider-Man widened one lens. "Is it?…"
Yelena nodded. "Well, yeah. I mean I sort of expected that you would have at least some experience considering how much everyone loves you."
Spider-Man shook his head. "Well, I'm not like that. Sorry to say."
"Your friend down there says otherwise." Yelena glanced down at the water.
Spider-Man widened his lenses and barely realized the situation he'd been in this entire time.
Yelena tilted her head at him. "I was starting to wonder how you got to that point so fast."
Spider-Man sighed. "Like I said… I've never done this before."
Yelena nodded. "Well, that's even better…"
She then wrapped her arms around his shoulder and pressed him against the small pool wall behind him as she pressed herself against him.
"I get to have the Spider's virginity…" Yelena whispered against his mouth before slowly pressing her lips against him.
Spider-Man widened his lenses again as Yelena kissed him gently but passionately while having her arms around his shoulders. This had been the first time in a long time he'd ever received any sort of affection.
Yelena reached down to take his wrists and placed his hands on her hips so he could hold her hips before slowly going back to wrap her arms around his neck.
At this point, Spider-Man made his choice.
He closed his eyes underneath his mask and gently kissed her back while wrapping his arms around her waist to fully press her against him.
Spider-Man and Yelena made out gently and slowly before the kiss became much more passionate.
Yelena pressed her tongue against his lips, asking for entry. Spider-Man let her in, allowing Yelena to wrestle his tongue for dominance. Spider-Man groaned against the kiss as Yelena cupped his cheeks and asserted her dominance in the kiss.
Peter and MJ used to practice moments like these before, but never went above as they both agreed to wait until they were older.
However, that moment was gone now and MJ was not going to wait for him anymore.
So might as well try it now.
Yelena deepened the kiss even more while cupping his cheeks and lifting her left leg up to his hip. Spider-Man hesitantly reached down to hold her leg against his hip while kissing her back with the same amount of force.
Yelena slowly pulled away while still having her mouth close to his and smirked at him. "You know, for someone without experience. You seem to know what you're doing."
Spider-Man smirked back at her. "I'm not THAT oblivious, Yelena."
Yelena giggled. "Well then… small potato."
She slowly traced her left finger down to his chest. "Would you… like me to teach… you… about big potato stuff?"
Spider-Man couldn't help but snicker. "I'm sorry. That analogy is just really funny."
"Spider." Yelena narrowed her eyes.
Spider-Man immediately composed himself. "Oh, um… yeah. I-I would like to learn…"
"Big potato… stuff." Spider-Man awkwardly finished.
Yelena smirked again. "Good."
She went down to press a small kiss on his neck while holding his chest, making Spider-Man gasp and tense up at the action.
Yelena chuckled. "This is amazing. I get to teach THE Spider-Man about sex… talk about Avengers perks."
"I mean… yay?" Spider-Man jokingly lifted his fist up.
She gently laughed before slowly laying gentle kisses on his neck while holding his chest. Spider-Man closed his eyes and bit his lip while Yelena got to work.
She pressed herself more against his body while rubbing her hands up and down his pecs and abdominals, really loving how his toned body felt against her touch, as she continued to lay kisses on his neck.
"Hmm… you're so toned, Spider. I love it." Yelena whispered against his neck while reaching down to kiss his chest.
"I'm… glad you do." Spider-Man slightly panted while laying back on the pool wall.
Yelena looked up and smirked. "You can feel me too, you know?"
She then grabbed his wrists and lowered them down to her ass, making Spider-Man widen his lenses at the touch.
"How does it feel?" Yelena playfully asked while rubbing his chin and holding his chest.
"Um… firm? Smooth?" Spider-Man nervously stammered.
Yelena giggled. "I'm glad you enjoy it."
She then reached up to slowly lick his neck all the way up to his chin, making Spider-Man gasp and close his eyes while laying his head back, uncontrollably granting Yelena more access.
"Do you enjoy this, Spider? How I manage to make your thoughts and worries go away with my touch?" Yelena whispered and moaned against his mouth.
Spider-Man nodded with his eyes closed. "A-Ah huh…"
Yelena smirked before laying one last kiss on his neck. "Then you're sure going to love this."
Spider-Man then opened his eyes to see Yelena wink at him before slowly sinking her head under the water. Spider-Man couldn't see her completely, but he could vaguely see her figure underneath the water as she ran her hands down his abdomen.
Spider-Man wondered what she was up to before she pulled the front of his boxers down and freed his long hard member.
He widened his lenses for a second before letting out a sharp gasp in immense pleasure once he felt Yelena slipping his cock into her mouth.
Yelena wasted no time in getting to work as she slowly bobbed her head up and down Spider-Man's cock while rubbing his base that she couldn't put in her mouth.
Spider-Man slowly relaxed and settled back against the pool wall while Yelena slowly sucked and rubbed him off underwater.
He closed his eyes and slowly panted, really enjoying the work that Yelena was doing on him. Yelena then grabbed his hands and laid them on her head, wanting him to grab her hair and pull her in.
Spider-Man got the hint and gently grasped her blonde locks while slowly pulling her down on his cock every time she went up, making her go faster and deeper.
He couldn't lie. He DID have this sort of fantasy before. Getting to score with one of the Avengers ladies. He sorta had a small crush on Captain Marvel when they first met in the battle at the facility.
But Yelena? The new Black Widow? She was something else.
His thoughts were interrupted when Yelena then deep throated him while holding his thighs, making Spider-Man gasp and lay his head back while accidentally thrusting his hips up, making his cock sink further into Yelena's throat.
She held onto him, wanting to have all of him inside her while she gargled on his cock and held his hips.
Then, Spider-Man felt his stomach tightening as the feeling went down to his length while his cock started throbbing in Yelena's mouth.
"Y-Yelena! I'm going to!" Spider-Man exclaimed tried to push her off, even though she couldn't hear him.
However, Yelena pushed his hands aside and grabbed his hips to pull him even deeper, wanting absolutely every drop of his seed.
Not being able to hold it any longer, Spider-Man grunted as he unleashed a huge burst of semen into Yelena's mouth as he threw his head back and gritted his teeth while grunting in pleasure.
Yelena gagged underwater and felt his cock burst in her throat, but she still held onto him and remained in place, letting his cock shoot all of his load deep inside her mouth.
After a few seconds, Spider-Man relaxed and let out a sigh in relief. Yelena slowly pulled him out, making him shudder at the feeling before she surfaced out of the water.
"Woah… you were holding a lot more than I expected." Yelena slightly coughed while wiping her wet her to the back of her head.
Spider-Man slightly panted. "S-Sorry, it's just been a-"
"No, don't apologize. I'm glad all of this was for me and that I got to make you feel that good. It honestly aroused me so much." Yelena reassured while licking her lips.
"You really taste so good…." Yelena said with a smirk while getting close to him again.
Spider-Man nervously smiled. "Thanks… and you managed to hold your breath for much longer than I thought…"
Yelena giggled. "I've had some really good training and plenty of similar experiences."
"Now…" Yelena said while wrapping her arms around his neck.
"Let's get to the main event, shall we?" Yelena asked with a smirk.
Spider-Man looked down at her and gulped. "Uh… okay."
Yelena raised a brow. "Seriously, Spider? You're about to lose your virginity to a beautiful Russian assassin, who just so happens to be an Avenger, and all you have to say is 'okay'?"
Spider-Man shrugged and let out a half crooked smile. "Well… sorry. It's jus that… it's my first time and everything so it's a mix of emotions? You know?"
Yelena looked at him for a second before letting out a small genuine laughter. "I suppose that's understandable."
Yelena then reached down to hold his still hard cock and rub it against her bare pussy. Spider-Man groaned and closed his eyes as Yelena rubbed his tip against her entrance.
"If that's how you feel about the bare feeling, I cannot wait to see you react when you're fully inside me." Yelena joked as she lifted her left leg up to his hip.
Spider-Man sighed in pleasure as he reached down to grab her leg. "I mean… does this give you pleasure?"
Yelena bit her lip and nodded. "It does… now hold me."
She lifted her other leg to his waist, making Spider-Man hold both her legs around him. Yelena then had one arm around his neck as she used her other hand to push the tip inside her before she slowly pressed herself against him, making him enter her pussy.
Spider-Man gritted his eyes and bit his lip in pain as her extremely tight walls clenched onto his cock. "O-Ow! Yelena…"
Yelena halted and looked up at her with a raised brow again. "Seriously, Spider? You can handle getting dropped from a building but you can't handle a woman's vagina?"
"I'm still sensitive down there, you know?" Spider-Man replied while gripping her legs and gritting his teeth in pain.
Yelena slightly laughed before letting him go and wrapping her arms around his neck as she had him half way inside.
"It's okay, Spider. Just breath and let me know when you're ready once you're fully in." Yelena whispered against his mouth.
"Thanks…" Spider-Man replied.
Yelena then slowly continued press her hip down on him to push him inside her, making him wince a bit louder in pain as his cock continue to penetrate her massively tight caverns.
Once he was fully in, Yelena stopped as she had her arms around his neck and her legs around his waist while Spider-Man gripped her legs from the initially uncomfortable feeling.
A few seconds later, Spider-Man felt her walls slowly loosening up and his cock having more space to breathe.
"Alright… I think I'm good now." Spider-Man said.
"Good… now hold on tight. It's gonna be a bumpy ride." Yelena joked with a smirk before she slowly started lifting her hips.
Yelena lifted and lowered her hips up and down onto Spider-Man, making him slowly enter and exit her pussy with gentle delicacy as she held him close and had her chest pressed against his.
Spider-Man felt much more at ease. He was starting to slowly enjoy himself as Yelena lifted herself up and down his cock. Each thrust making her walls embrace him in a warm hold that felt incredibly pleasurable.
"Woah… Yelena…" Spider-Man groaned as he held her legs around him.
"Yes?… What is it?…" Yelena slightly moaned as she continued to ride him and hold his neck.
"You… feel amazing…" Spider-Man groaned as he ran his hands up and down her legs.
Yelena giggled and moaned. "Funny… I was thinking the same thing about you…"
Spider-Man and Yelena moaned and groaned in pleasure as Yelena proceeded to gently increase her speed and momentum in her thrusts against him.
Spider-Man gritted his teeth as his cock was buried deep inside her and Yelena arched her back as his tip bit against her g-spot.
"Y-Yelena!" Spider-Man groaned as he reached up to grab her ass.
"Oh, yes! Spider! Grab my ass! Grab it hard! I know you want to!" Yelena moaned aloud while reaching her hands up to hold his head.
Spider-Man grabbed her ass tightly and spread her ass cheeks open every time she went down on his cock, making Yelena gaps and moan at how amazing his hands felt.
"Hmm… Spider… you love my ass… don't you?" Yelena teased while gently slowing down her thrusts.
"Y-Yes… yes, I do…" Spider-Man grunted as he rubbed and squeezed her ass cheeks while she continued to ride him.
"Well…" Yelena said before getting off him.
Spider-Man was caught by surprise. "H-Huh? Hey! I thought-"
Yelena then got him off the wall as she took his place and placed her hands on the edges of the pool and had her back facing Spider-Man as he stood behind her.
Yelena smirked and turned her back to him while arching her ass for him. "Why don't I give you a better view?"
Spider-Man gasped as she was fully offering herself to him. He couldn't see her bare nude body, but the water gave a pretty good idea of her figure.
He then broke free for a second before smirking and going to hold her hips.
"Don't mind if I do…" Spider-Man whispered against her ear while placing his chin on her left shoulder and slowly entering her pussy from behind.
Yelena gasped and arched her back, extending her ass more to him. "Hm, yes! That's more like it! I like the Spider! But I want the Man to come out!"
Spider-Man then slowly and gently started fucking Yelena while holding her hips, groaning and grunting every time he managed to hit her insides.
Yelena bit her lip in pleasure, gripping the edge of the pull as she had her ass pressed against Spider-Man's hips, giving him all the space he needed so he could fuck her.
She turned her head to him. "Come on, Spider! Fuck me! Fuck me like the true hero you are! Take this pussy like a man! You are Mr. Key To The City, aren't you!"
That caused Spider-Man to snap as he then thrusted even faster and harder against Yelena while gripping her hips. "And the key to this pussy, that's for sure!"
Yelena let out a sharp gasp as Spider-Man's cock continued to assault her g-spot. "Oh, yes! Like that! Oh, harder! More!"
"Careful what you wish for!" Spider-Man said as he continued to fuck her even more faster and harder.
Yelena laid her head on the edge of the pool while holding onto it as Spider-Man fucked her hard and relentlessly, really losing himself into her pussy.
Spider-Man groaned and gritted his teeth as Yelena's ass clapped underneath the water against his hips, causing small waves to splash against his abdomen while he gripped her waist.
For the first time in a long time, Spider-Man was relaxed.
He really loved how Yelena's pussy squeezed him in a loving and gentle manner, making him feel way more comfortable and happy than he ever could have imagined.
His thoughts were soon interrupted as his cock started throbbing inside her pussy as he gripped her hips and lost himself within his hard and fast thrusts.
Spider-Man panted while fucking her. "Y-Yelena! I'm going to-"
Yelena nodded and bit her lip. "Go ahead! I'm infertile! Cum inside me, Spider! I want that hot and sexy cum deep inside my pussy! I want you to shoot your spider webs inside me! Do it, Spider-Man!"
"UGH, YELENA!" Spider-Man grunted as he thrusted one last time into her and finally achieved his climax.
Spider-Man's cock shot another huge fountain of cum deep inside Yelena's pussy, flooding her entire womb and surpassing her cervix as he gripped her hips.
Yelena fully lost herself as well as she clenched tightly onto his cock and released a huge wave of her juices. Each one splashing onto his cock as it clashed with his cum.
Spider-Man and Yelena grunted and moaned as their orgasms slowly died down and their bodies began to ease up from the massive explosion they just had within each other.
"Wow.. Yelena…" Spider-Man grunted as he leaned down on her and pressed his chin back on her left shoulder.
Yelena turned to him and smirked. "Did I… rock your world?…"
Spider-Man slightly laughed and nodded while holding her hips. "You sure did… how are you so good at this?"
Yelena smirked and pecked his lips. "Let's just say I have a talent for lifting up the spirit of cute and broken boys…"
Spider-Man nodded and nervously bit his lip. "Right…"
She held his hands around her waist as his cum continued to flow inside her. "I take it you won't stay and cuddle for a bit?"
Spider-Man shook his head. "As much as I'd like to. I can't."
He slowly pulled out of her, making him shudder as his cock was now out of her and was now embraced by the hot water of the pool.
Yelena moaned and bit her lip as she felt her exit him and some of his cum oozing out into the water. "That's fine…"
She slowly turned and smirked at him as she had her arms crossed on the edge of the pool. "Maybe next time. When you have more free time…"
Spider-Man gulped as he slowly made his way out of the pool. "Maybe…. But I almost never have free time… so I don't know…"
"Oh, don't be such a downer, Spider. I just took your virginity. At the very least give me some comfort." Yelena poured her lip.
Spider-Man gently walked in his boxers to the stall where he left his suit. "You're right… I'm sorry. I'll try to repay the favor one day… I promise."
Yelena then smiled happily. "Don't see it as returning a favor. More like… wanting to reciprocate the same kind of kindness."
She then winked at Spider-Man, making him blush underneath his mask.
"Right… well. I have to go now. Thank you, Yelena. For your help and for the… big potato stuff. I really needed it." Spider-Man thanked as he put on his suit.
Yelena shook her head and smirked. "No, thank YOU, Spider. Nobody else can say they got to rock THE Spider-Man's world for the first time except me."
Spider-Man now had his suit on and awkwardly nodded. "Right…"
He turned to leave before halting at the door and turning around to face her with narrowed lenses. "You just wanted an excuse to see me in underwear, didn't you?"
Yelena giggled while slyly covering her mouth. "Maybe? Maybe not? Who knows?"
She looked up at him while leaning her chin on her palm. "And what if I did?…"
Spider-Man looked at her for a second before finally turning to leave. "I'll see you later, Yelena."
"Bye, Spider. You know where to find me if you need any more relief." Yelena seductively waved as Spider-Man finally exited the tub room.
Yelena dreamingly sighed as she leaned her chin on her palm. "That is two virginities I managed to take from depressed and self isolated but incredibly sexy boys."
She turned around and leaned back against the wall while closing her eyes. "Bob… looks like you got some competition."
The End