-With MJ-

"Hey Carnage..." She spoked softly while stroking the red alien on her skin. "Yes?" It used it telepathy. "Gwen is going to come over kay? I want to just talk to her normally so no "we". I then want her to enter my bedroom so you can show yourself. All I want you to do is just pretend that you are walking out of the bathroom and greet her unexpectedly. She will be so surprise I have a Symbiote with me hehe." She explained the instruction and hugged herself. "Mkay!" Carnage responded in a cute manner.

-with Gwen-

"Oh it's already 6 o'clock. I guess I better go visit MJ" she changed out of her sleepwear into her usual SpiderWoman hoodie with a pair of tight blue jeans. She hurried outside her apartment and waved at a Taxi. "Wer ya headin?" She hustled inside of the yellow car and spill MJ's address. The driver took off quickly as he drives through the busy street of New York. Gwen watched the blinking lights and bright billboard on the building change but soon arrived at her destination. "Thah will be 10 bucks." She handed him the money and walked inside the apartment. She used the elevator to get to the top floor where MJ's room is. She walked to her door and give it a good knock. "Anyone there?" "Just a moment!" Mary Jane ran to unlock her door. "Gwen! I didn't expect you to arrive this early!" She greeted her old friend. "I didn't expect myself to come this early either haha." She laughed at her own joke. "Well come in, I have the coffee ready." The two girl walked in as MJ closed and lock the door behind them. Gwen modestly sat down on MJ soft couch. "So... What is it that you want to show me so badly?" "It's in my room, wanna come in?" She waved her hand over to her own room. "Okay? I swear if this is a prank. Wait... What the why is my spider sense going off?" A female looking Carnage walked out the restroom and saw Gwen. "Oh Gwen! Hi!" She-Carnage waved peacefully. "C-carnage?! What are you doing here?" She step back in her battle stance and ready herself. "Woah woah woah let's not get feisty here! Gwen, this is not the Carnage you use to know. She's not dangerous, she wouldn't harm anything." MJ tried to stop the tense feeling. "M-MJ? Why is that thing in your room?" "Like I said, she's my friend. I freaked out like you did at first but she didn't do anything to harm me. I even let her bond with me once." "Y-you... Are... Carnage? MJ why would you let such thing bond with you?" She question the redhead. "As I said, she's harmless. It was Cletus that drives her crazy! He then rejected her because she didn't have enough power to offer so she went searching for a suitable host." She sat down on the edge of her bed, trying to act casual between the two. "F-fine. If you say that SHE is harmless. Then I guess I have to trust you." Gwen felt the tension dropped. "H-hey! Why don't you two get to know each other! Ha ha!" She brought them out to the living room again. Gwen walked next to MJ and whispered in her ear. "Psst! Hey! Um... H-how are you so comfortable bonding with her? Does it not hurt or anything like that?" MJ put her mouth next to Gwen ear. "W-well.... I don't really know. No one will know until they try. It feel really good." "Are you out of your mind!? That feel good?" Gwen start to blush. "I mean yeah? You have to try on a Symbiote some day. Or do you want to try becoming She-Carnage?" She hooked her arm around Gwen's shoulder as they sat down. Meanwhile, Carnage searched the fridge for chocolate. "She's menacing as freak! If she were to look a bit less... Intimidating I would..." Gwen shrugged nervously. "Well that's easily fixed. Hey Carnage! Can you try to match a normal spider being suit?" Carnage stood in front of them as her teeth sunk into her face. Her claws retract as they turn into fingers and toe. Her sharp edged teardrop eye formed neatly into a bubble-like shape. A void black spider symbol take place in the middle of her chest. "Well Gwen... You know the deal!" She laughed "w-what deal?" She stuttered "You promise to give Carnage a try if she was less menacing, so there you go!" "I-I did? But I don't know how I feel about this... Bonding with my arch nemesis. Do I have to strip though?" She talked nervously. "I mean... You could wear your clothes. But to have the full effect, you should go all the way." MJ got closer to Gwen. "You do want to wear her do you... You don't have to lie." "F-fine! I'll be fully naked for you okay? Just d-don't watch me strip...." She wrap her arm around her breast. "Nope! Too late! I'm stripping you right here!" MJ grab the zipper of Gwen hoodie and pulled it down, revealing her minty bra. In one swift movement, she pulled the whole hoodie off of Gwen's body. Then she reached down for her jeans. She sexily unbutton it as Gwen struggled under her. She forced Gwen out of the jeans and hopped on her again. MJ wrapped her arm behind Gwen as she reached for her bra. "MJ! W-what are yo- kya!" She squeaked as the bra snapped behind her. It flung off her breast onto the ground. MJ then stood Gwen up and got behind her. Her hand neared Gwen's panties as she slowly slipped them off her legs. "MJ please! What are you doing?" "Nothing. I just want to see you scared." She laugh it off as if it was a joke. "Well warn me next time!" Gwen approached Carnage and inspect her. "H-how do I get in yo-what the?" Carnage then somehow took her own head off like a mask. Gwen look at the hole in the neck and wondered how she would get in until it's back opened up. "Well that makes it a whole lot easier." She dragged her legs inside of the Carnage suit and felt it was too big. "Hey MJ! I don't think it will fit me. It's a bit... Big..." "Don't worry, just climb in and I'll give you the next instruction." She insert her leg inside the living costume and felt it tightened around her. She proceed with her other leg and found that it does the same thing. Carnage straighten her arm out for easier access. "Thanks I guess..." She shoved her arm inside the glove and felt Carnage bond with her like a second skin. She repeat the same step with her left arm and straighten her back. Carnage latched on to her breast and belly as she pushed herself in. She grabbed Carnage head and put it over her just like a mask and looked in a mirror. "Wow! I look really amazing. MJ look at me!" "Oh Gwen! You look better than ever!" She commented. "Well... I suppose I should take it off now." Gwen reached behind her, about to pull the mask off as it melded together with the suit. "What the? Oh no!" Carnage melded the split together, closing up the exit. "MJ w-what is going Aaaah! OOOH hhnggh M-MJ help me! It's inside me! It's inside my-my pus-AAAAAH!"