Felicia Hardy was a stunning woman in her early 20s, with bright white hair, and a body to die for. 

In this new reality Franklin had crafted, Felicia's relationship with Peter and Spider-Man had to be re-arranged. She was a rich girl who's family had been friends with the Parkers at some point Because of this she'd babysat Peter and MJ when they were younger, before Mary Jane's music career.

When teenage peter had become Spidey, he'd opened up to only MJ and Felicia about his secret identity. She still teased him by calling him Itsy Bitsy Spider as a nickname even out of costume.

When they'd subsequently met during her own nocturnal activities as the thief Black Cat, Peter had found it impossible to turn his close friend over to the police. As long as Spidey was the hero that caught her, Felicia could be assured of getting away with the loot.

"A hot morally ambiguous babysitter, very nice Petey. Very nice."

"She can't see me in here Aunt Crystal! it's too embarrassing."

"Precious baby, you've got nothing to be ashamed of!" Crystal hugged Peter deep into her cleavage. She waved and called out "Miss Hardy! Felicia!"

Felicia looked up to see the whorish girl across the room, holding the boy to her ridiculous bosom. She was wearing a black dress, which showed a lot of leg, and hugged the curves of her breasts and ass very well. She'd thought it a little risque given where she'd chosen to come shopping today, but then she liked to live dangerously and was more than capable of handling herself.

Against Crystal's outfit however you would be forgiven for mistaking The Black Cat for a nun.

"Say hello to your friend, Petey!" urged Crystal.

Peter turned around to face his old sitter, face glowing red.

"Well if it ain't little Peter Parker!" Felicia exclaimed. "Wouldn't expect to find you in such a shop as this. With such a... whorish looking companion."

"thank you!" giggled Crystal. "I'm Petey and MJ's aunty Crystal, I don't think we've met, but Peter's told me about you, Felicia."

"I don't remember you having ANOTHER aunt, Peter?" Felicia looked down at Pete.

"She's more of a f-friend of the family."

"A friend with benefits!" Crystal added, leaning over  the boy and rubbing her hands over his chest. "So what brings you to this fine establishment, Felicia?"

Felicia blushed, suddenly remembering where she was, standing in front of someone she almost considered a younger brother, next to rows of vibrators.

"Ohh, look. your babysitter's shy too, Petey! What is it, sweetheart? Need a new vibrator? I bet you have a really pretty little pussy."

"I think that's not really your business, whore. Why have you brought Peter in here?"

"Oh we're shopping for some toys of our own. Course, I don't need a vibrator myself, I've got something soooo much better."

"Does aunt May know about this, peter?" Felicia continued to dismiss Crystal's lurid conversation.

"Please don't tell anybody about this Felicia! I didn't want to come here but MJ and Franklin and Crystal made me!" Peter spurted out.

"He's just so adorable isn't he?" said Crystal in a voice that suggested she was talking about a faithful puppy. "Oh I bet you've fantasised about having a taste of this sweet boy, haven't you Felicia?

It was strange. Felicia had never had feelings for Peter especially. There was something about his more confident alter ego that made her interested but right now she was experiencing something new. Maybe it was the surroundings, making her view Peter in a new light. This bright seemingly innocent young man. She wanted to teach him things, make him feel new sensations. She wanted him. Maybe it was the surroundings. And maybe it was Crystal and her new borrowed powers changing her mind.

She became aware of her pussy getting damp.

"Come on Felicia, come take care of Peter." Crystal taunted her more.

Felicia dropped to her knees and started to crawl over to Peter. Her big tits hung down, giving a view of her cleavage that had Peter's pants getting tight.

Felicia felt the strangest sensation of her mouth being empty in a way she only ever felt between her legs. Of a need to fill her mouth with something...

On her hands and knees she pawed at Peter's crotch now. Mewling like her alter ego's namesake.

Peter had had dreams like this. ones that made his sheets dirty. "Felicia are... are you okay?"

"Oh Itsy bitsy Spider, I'm gonna take care of you" she purred. "I'm going to make you feel so good..." Felicia delicately took hold of Peter's zipper, pulling it down slowly, before reaching into his fly  and pulling out his stiff cock. Her lipstick coated lips wrapped around the member and both parties moaned in satisfaction.

Crystal tightened the harness of the strap-on she'd picked out and flicked the dildo, making it bounce on her crotch. "That's it kitty, you get the cream..." She stroked Felicia's long white hair.