Bladewolf101: The sequel will have Peter will the Avengers ladies. The sequel after that will have the DC ladies.

Mr. Unknow: There will be a sequel to this story.

Ryan L. Spradling: You'll have to read the story.

Disclaimer: Spider-Man and X-Men characters seen, used, or mentioned are all owned by Marvel.

Chapter 12: Payback

Jameson: Welcome ladies and gentlemen to Just The Facts with your host J. Jonah Jameson. Well everyone our moment of peace has finally ended as that wall-crawling menace Spider-Man has finally appeared. For a few weeks now Spider-Man as well as the Scarlet Witch and the female members of the X-Men have been gone for some time. The Avengers and the X-Men say that they were trapped in a remote area by the mutant terrorist named Mystique. It wasn't until a week ago that Avengers and X-Men went to find their lost teammates and Spider-Man. So yeah, Spider-Man is back and you all know what that means... he's gonna terrorize New York! Hold on gotta caller. Hello caller, what do you think about this catastrophe?

Caller: Honestly I think it's good that Spider-Man is back. Did you not see when the Sinister Six went out on a rampage and the Avengers couldn't stop them at first? I mean they stripped Tigra naked in public! I think it's good that he's back so that he can take care of all the villains plaguing the streets.

Jameson: Sir those villains would have caused problems with or without the Web-Head! The only difference is that the Web-Head would have made a bad situation worse like he always does.

Caller: Well until that happens, I say I'm glad he's back.

Jameson: Fine, but don't say I didn't warn you when something happens and Spider-Man is in the middle of it!

It had a week since everyone returned from the Savage Land and right now everyone is relaxing themselves and just being thankful that they are all back home.

When everyone returned the first thing they all did was reach the nearest shower. First reason was that they wanted to get rid of the awful smell on all of them. The second reason was because Logan can smell the sex on all of them.

During that week, the Avengers informed Peter about the Kraven clone and noted that Xraven had the same powers as the original X-Men. Peter explained that years ago the Kraven attacked him and the X-Men believing that he was a mutant and after Kraven committed suicide years he found files connected to Mister Sinister around the time of the Morlock Massacre that the X-Men tried to stop.

Steve and Tony told everyone that they looked into Mister Sinister's whereabouts but nothing came up. They know that he's still out there and they will stop him one day. Everyone agreed to keep a close eye out for Sinister if he ever came back but until then everyone focused on being back.


In another area Mystique was enjoying her time being free having escaped from the SHIELD prison. She realized that the heroes would be looking for her so she went to an area where she will be safe. The place where she was staying in was Las Angeles, California.

Currently she was at a bar where she was receiving her drink from the bartender. Soon enough, an old man sat next to her as she was drinking her drink. "You tried to send us away Raven", the old man said causing Raven to look at him.

"What was that?" Raven questioned.

"You tried to send us away to Sinister and thought that you would get away with it didn't you?" the old man said with a smile. At this Raven realized that the old man wasn't himself and pulled out some money and placed it on the counter before leaving.

"I gotta get the fuck outta here", Raven said to herself.

"There's no escape Raven! We're going to get you!" a man yelled out from across the street.

"Leave me alone!" Raven yelled as she began running as fast as she can. As she was running several people continued to talk cryptically to her causing her only to run into a dead end. She looked around frantically as she knew that someone was stalking her. "Where are you?!"

"Here", a voice whispered. Raven turned around only to be knocked out with a kick to the face. Soon enough three figures appeared and took Raven

with Peter

Peter was currently in his apartment laying on his bed. While Peter was trapped in the Savage Land with the X-ladies, his Aunt May paid his rent so he could continue to stay there. May explained that while he was gone Cap had contacted her about what happened to him and reassured her that they would find him and their allies. Deciding to stay hopeful she paid for his rent believing that he would return. Peter was grateful that May did this for him and told her that he was alright.

Peter was reading a book when he got a knock on his door. When he opened it he was met by Kitty Pryde. "Hey Kitty, it's been a while", Peter said.

"Indeed it is", Kitty said as she hugged him. She let go of him and led him into the living room. Peter went to close the door but it was stopped and opened back. Soon enough Kitty and Peter sat on the couch. "I came back to talk about something important".

"What's it about?" Peter said as he sat down with her.

"It's about us", a voice came from the doorway. Peter looked to see Jean and Betsy appearing with a large shaking box. "We've been thinking about you a lot recently and we really enjoyed our time being with you", Jean said.

"So we thought that maybe we could ask you if you wanted to be in a relationship with the three of us", Betsy said.

"Wait you want me to be with all of you?" Peter asked.

"Of course, although we technically wanted the other girls to join in but they sadly had to decline", Kitty said.

"What's going on with them?" Peter said.

"Since Rogue can touch now she and Remy are together again, Wanda and Lorna said they needed some time from dating, Scott asked Emma out, Laura said that Logan is being protective of her so she couldn't join in, Theresa was going to be busy with X-Factor, and Ororo said that she was going to be held up being a teacher", Jean said.

"They did say that they'll miss being with you Peter", Betsy said.

"I understand", Peter said.

"So what do you say Peter, do you want to try dating three women at the same time?" Jean asked.

"I'll be honest, this seems a bit weird but if you three want to give it a try, I won't deny any of you", Peter said. Kitty, Betsy, and Jean all hugged Peter and kissed. The box behind the three continued to shake causing Peter to question what was inside it. "What's inside the box?"

"Oh we're so glad you asked", Betsy said walked over to the box. "Jean, Kitty, and I decided to get back out at the one person how caused all of this is in the first place". Soon enough, Betsy opened the box to reveal a naked Mystique with a gag over her mouth and had various writings all over her body including "cum dumpster" and "insert cock here" with an arrow pointing to her ass and vagina.

"She brought this on herself for what she did", Kitty said. "Before we give this new relationship a try how about you show Mystique how you helped us in the Savage Land".

"You sure about this?" Peter asked as Kitty grabbed Mystique and pulled her over to Peter.

"Of course we are", Jean said. "After all Mystique is kinda pint up and need to relax". Jean proceeded to remove the gag from Mystique's mouth. "Isn't that right Mystique?"

"I'm going to kill you all when I get out of here", Mystique glared at them all. Soon enough Betsy spanked her hard. "Gaaahhhh!"

"Oh relax, you're gonna enjoy it", Betsy said as she forced Mystique on to the bed with her legs spread out. Betsy got over her and held Mystique's legs apart for Peter. "Well Peter, she's waiting. Why don't you give a kiss in this area". Betsy began rubbing Mystique's pussy as a gesture for inviting Peter. "See, she's all wet".

"Alright then", Peter said before going down on Mystique. Peter began eating her out as much as he could causing Mystique to moan in ecstasy.

"Don't think this changes anything", Mystique said.

"Oh trust us, this was to get you wetter than before", Betsy said. Peter continued using his tongue to lick Mystique's wet womanhood when Betsy spoke. "I think that's enough Peter. Since you started to pleasure her, I think she should pleasure you back". With that Peter stopped and took off his pants revealing his cock. Mystique's eyes widened at this and felt a bit of dread. While Mystique has had many many lovers in the past, they were never as big as Peter was.

"Oh no", Mystique said to herself.

"Yeah we had to take that inside of us", Jean said. "And soon enough it'll be your turn".

"You're enjoying this aren't you?"

"Of course we are", Jean said before using her powers to force Mystique into taking Peter cock in her mouth. Peter groaned while Mystique's eyes began to tear up as she took his full length. Jean and Betsy helped bob her head back and forth while making her take every bit of Peter's cock into her mouth.

After a while they stopped and Mystique separated from Peter and began coughing. "Alright, no more, please", Mystique pleaded.

"Sorry but it appears that Peter isn't satisfied with you yet", Kitty said as she helped keep Mystique in place. Soon enough Peter lined himself up with Mystique's pussy and began to slowly enter her.

"No please anything but that-AAAAAAAAAAH!" Mystique yelled before she could finish as she felt Peter's long cock inside of her.

Peter began thrusting into her as Mystique was being held back by Betsy. To Peter's surprise she was really tight and had to thrust all the way into her. This action caused Mystique to yell yet again as she felt every inch of him inside of her.

"What are you doing?" Mystique asked.

"Sorry but you're too tight. I needed to open you up a bit", Peter said as he continued fucking her. Peter began thrusting into her as much as he could to the point where Mystique was cumming as hard as she was.

"You are so much trouble Spider", Mystique said.

"I know I am", Peter said before leaning down to kiss her while he continued to fuck her as hard as he could. Peter was thrusting as much into her that soon enough he was going to cum.

"Wait Peter, don't cum inside of her", Betsy said. "Cum on her face". Peter pulled himself out of her before cumming all over Mystique's face much to her irritation.

"I. Hate. All. Of. You", Mystique said as she began trying to wipe his semen off of her face.

"Feeling's mutual", Kitty said.

"And if you ever try that crap that you pulled ever again, it'll be much worse than what happened today", Jean threatened with her red hair starting to flow upwards as if they were turning into fire. Soon enough Jean grabbed Mystique by the side of her head with Mystique's eyes rolling into the back of head before she passed out.

"What did you do?"

"I wiped er memories of what just happened so that she won't have a reason to come after us", Jean said. "We'll clean her off and drop her somewhere else later".

"Well looks like we're in the clear for now", Peter said.

"You're not done just yet Mr. Parker", Jean said as she, Kitty, and Betsy were all completely naked in front him. Soon enough the three jumped on to him.

It's been a few hours since they started and right now Peter was laying in his bed with Jean, Kitty, and Betsy all over him and completely naked. "So I guess we're going to be doing this for a while huh?" Peter asked.

"Well why not? What person wouldn't want to lay with someone as big and amazing as you?" Kitty asked with smile.

"Besides, it's not just about the sex but you're also inhumanly sweet towards us", Betsy said.

"So believe us we're going to be milking you for everything that you've got", Jean said before she planted a kiss on Peter's head.

"Well I do what I care to pleasure you all", Peter said. This caused all three girls hugged him. This was going to be an interesting relationship.

Savage Land

Back in the Savage Land, Shanna was laying down in her home where she was accompanied by Zabu. She was looking up and remembering her talk with Peter before having sex with him. 'I honestly should've just told him the truth. I was never affected but a Hentai Plant at all', Shanna thought to herself. 'I only hope that Peter can come back so he can see the bundle of joy that I'll have months from now'.

Soon enough she looked over to Zabu and smiled before speaking. "Guess what Zabu", Shanna said. Zabu looked at Shanna with a confused look on his face. Shanna smiled as she placed a hand on her stomach. "We're gonna have a new friend join us".


The invisible person arrived at a base where the person de-cloaks. The person reveals herself to be a woman with six arms (two normal arms and four extra robotic arms) and wore a metal helmet. "Here you go sir. This is the data about the Hentai Plant that Mister Sinister create", the woman said.

"Good, good!" a creature cheered gleefully as he sat in his chairs. "It might take a while but we will soon create new Hentai Plants. Once they are created and ready to be used, we will have them work against the heroes!"

"I should point out that the women of the X-Men have already been exposed to it's effects", the woman said.

"True, true, but you know what they say Spiral; when one door closes, another one opens!" the creature said. "If we can't use the X-Men's women, then we'll just use the Avenger's women for an all new adult program for the populace! This new show will be a hit!" The creature in the chair spun around, laughing to himself, revealing himself to be Mojo and apparently he has plans with the women of the Avengers as images of Carol, Jess, Natasha, Jen, and others appeared.

Not even close to... THE END!