After my first rated M Spider-Man story did so well, I would do another one but this time, Spider-Man will be with another woman that it will be Yuri Watanabe. Yes, this is a M rated SpiderCop story. This is my take on how their final conversation should of went but it becomes more. Contains LEMON!

Isn't related to my SpiderSable story and I've picked a suit that wasn't in the PS4 game. Remember the cartoon Spider-Man Unlimited? That's the suit that Peter will be using in this story.

I don't own Marvel, Spider-Man or any of its characters. So just enjoy it.

NYPD, Chinatown precinct:

Spider-Man was standing on the roof on the same police precinct that he first met his partner and best friend: Yuri Watanabe but after she commited murder and was now off the grid, Peter didn't know what to do anymore. He understood her actions but wished that he could've helped more. What didn't help was that Peter had fallen in love with Yuri, he didn't care that she was older than him as he thought always was that age was just a number.

In an abandoned warehouse:

Yuri was hiding away trying to figure out her next steps but instead, her mind was drawn back to thinking out her former webbed partner. She had started thinking about him for the past 2 years but it had got to the point that she would have dirty dreams about them together.

"Maybe I should call him." Yuri thought as she wanted him but what she didn't count on was that he felt the same for her.

Alia's Investigations:

Pete had unmasked and was laying down on the roof of Alias Investigations, he was thinking what to do now: MJ had left and was now in Symkaria, Harry was somewhere, Yuri was…. That name made a small bulge pop up in the bottom half of Spider suit, Peter couldn't believe that Yuri's name turned him on or was it more along the lines of the figure that did that? Peter got up and put his back on, it was about to cover his mouth when his phone rang and he got a surprise when he saw who was calling him.

"Yuri? Where are you?" Pete asked, he wanted to know where she was so that he could see her. "I miss you." That last bit slipped out which made his face blush.

"I'm at one of Fisk's warehouses, the same one you and Officer Davis checked out." Yuri said then hung up. Peter could tell with the tone of voice that Yuri was teasing him and with that, Spider-Man swung towards Yuri's location.

Fisk's warehouse:

Peter had gotten inside the warehouse thanks to a rooftop air vent but now he had to search for Yuri. He looked around but then he heard footsteps on the top floor, he shot two webs up and shot up to see Yuri Watanabe sat on a crate and only bit of clothing off was her black leather jacket as it was down on the floor.

"So, this is where you've been hiding out?" Spidey asked, he was concerned about Yuri as the pair had grown close over the past eight and a half years. "I thought you weren't going to contact me again." Yuri looked down at the ground then shook her head.

"I told you a secret, would you let me go?" Yuri asked, that made Peter feel confused. He wanted to do the right thing and turn Yuri in but then, he understood how she felt: getting revenge on someone who took away someone important to you. "Two years ago, I had started developing feelings for you but never said as…" Yuri's sentence was cut short when Spidey lifted his mask up to reveal his mouth then kissed Yuri, the kiss then become more passionate as the two fell on to the floor.

"I thought I would have to keep my feelings a secret," Peter said, Yuri smiled then looked down at her thighs to see a bulge rubbing against her. "Oh, sorry about that." Yuri pushed the webhead off her then climbed on top of him.

"What's to feel sorry about?" Yuri asked seductively, her hands rubbed over his bulge until the suit somehow opened a section of itself to reveal Spider-Man huge hard cock. As Yuri wrapped her hand around it, she slowly began to stroke it and she could hear the webhead moaning. "You know, I've always dreamed of this." Yuri said but then she went quiet, Spider-Man looked up and saw why she was quiet: Yuri was sucking his cock!

"Oh god!" Spidey shouted, he was loving every second of this and so was Yuri as she sucking faster and deeper. Moments later, Spider-Man blew his load inside her mouth and Yuri swallowed the entire load. "Holy Cow! That was amazing," Spidey sighed as he watched Yuri stand up but she got surprised when she heard four webshots and tied her to the wall. "I think it's time to return the favour."Spidey walked over and undid her shirt and revealed a black laced bra. Spidey ripped the webs off her then Yuri flew her shirt on the floor then took off her bra.

"How about I get undressed and you get that big boy nice and hard again?" Suggested Yuri, Peter did exactly that as he sat down and watched Yuri undressed. She took off her trousers and was about to take her black laced panties off when she felt something rubbing against her pussy, she underneath her to see that the webhead had moved her panties to the side and was now licking her soaking wet pussy. "Fuck! You know how to please a woman, don't you?" Spidey didn't answer as he was busy licking and now Yuri was speechless as now all her words were now moans.

"Now, how about we have some proper fun?" Spidey suggested. He stood up and pushed Yuri over to crate and watched her bend over, the former captain spreaded her ass to indicate that she wanted to be fucked in her ass but instead she felt his enormous cock go inside her pussy which made her moan. "Fuck! Your pussy is so tight!" Spider-Man moaned, Yuri was playing with her boobs as she was loving being fucking by the man she had dirty fantasies about.

"Turn me over, I want to look at you while you pound me!" Yuri screamed in pleasure, Spidey rolled her over and fucked her more. Yuri pulled his head down and the two started french kissing while Peter was still fucking her, they loved the feeling of being with each other while for Yuri, she loved the feeling of Spider-Man being inside her.

"Now, your turn." Spidey said as he pulled out and laid down on the floor, his cock was dripping wet as Yuri sat down on it and it slid into her pussy. The sex went on for a while until Yuri screamed in pleasure as squirted over the hero's cock, Peter still hadn't come yet which impressed the former police captain.

"Fuck! I've never came that hard before," She got up but instead of walking away, Yuri moved a little forward then lowered herself again so that Peter's hard cock was now inside her ass. "I want to fuck me until you blow your load anywhere on me." Yuri commanded and Spidey being a clown he is, saluted then started to fuck Yuri's ass.

"Your ass is so much more tighter than your pussy, Yuri!" Shouted Spidey, he fucked her even faster and deeper and Yuri screamed so loud that if she had sound powers, she could've shattered the windows in the warehouse.

It didn't take too long for Spider-Man to get close to cumming, Yuri could feel it in her ass so she tightened her ass to make it as if the hero had choice to cum inside her ass. Under his mask, Peter was breathing heavily as his balls had gotten swollen and his huge spider dick was throbbing.

"Yuri, I'm going to cum!" Spider-Man shouted but that didn't bother Yuri, she wanted him to cum so badly. Seconds later, Spider-Man had blown a massive load of cum inside Yuri's ass and as she slowly stood up, Yuri felt both her ass hurt due to the size of the spider's manhood and pleasure as she had never felt this good before.

"That felt amazing for me," Yuri sang as she bent over to get her panties and put them back on. She was just about to get her bra when she saw Spider-Man wiping his dick with a piece of tissue. "Here. let me clean that." Yuri got on her knees and started sucking Spider-Man's cock clean which the hero enjoyed.

"Thanks for that," Spider-Man thanked his one-time lover. "Now, get dressed." Yuri was surprised with that statement then guessed why he said that.

"You're taking me in, aren't you?" Yuri asked as she did up the belt on her trousers and slipped on her shoes. She watched as the area where the spider's cock was now covered over with the suit.

"No, I'm getting you out of the city. I'm not doing this so you don't tell anyone," Spider-Man said which made Yuri smile. "I'm doing this cause I know how it feels." Yuri done up her shirt but left the top three undone so she could flash her "goods" off at the webhead.

"Shall we?" Yuri asked and Spidey nodded. They swung away towards the nearest bridge so that Yuri could sat a new life but now, the two had a new memory of their final time together. Their final goodbye with love included.

That was my attempt at a SpiderCop rated M story and I hoped you enjoy it. For me, it does feel weird writing these as I've never written M rated stories and this is my second one. I may do more but I want to see how this one does first.

This is Batcat, signing in.