After what seemed like forever, Spider-Gwen stopped to take in her surroundings and reorient herself. Sensing it's opportunity, the symbiote leaped onto her costume and bound her in place. Panicking from the sudden impacf, Gwen immediately began struggling, only to tire herself out against the symbiote's titanium like grip. Winded, Gwen could only watch as the symbiote meticulously made it's way up to her neck. She felt the barest edge of it's touch when it suddenly sprang into action, revitalized by the brief contact with her skin. Quickly dissolving her suit the symbiote took it's place, squeezing her breasts and elicting a breathy sigh from her.

"Oooooohh...~"

Continuing on with it's purpose, the symbiote covered the rest of her and began thrusting it's tendrils in every orfice it could find in an attempt to bond faster. Unprepared for the sudden onslaught, Gwen could only grunt in pleasure as she was penatrated in her vagina, anus, and nipples at the same time. Moaning as the symbiote began to focribly bond with every part of her being, Gwen moved a now free hand down to masturbate when she felt a burning sensation in her hands and feet. Looking down, she saw that those extremeties were now clawed. Grinning beneath the mask, she felt the symbiote flood in the the gaps in her teeth, elongating them into fangs while lengthening her tongue. Now nearly mad with the sensation, Gwen began rubbing her mound with her claws, gasping at the sensation. Now on the very edge, Gwen looked at her clawed feet and lifted them up to suck on her toes. Unbeknownst to her, to symbiote had modified them earlier to be much more sensitive, and so the sensation of her long slimy tongue wrapping around her toes finally brought her over the edge.

"AAAAAHHHHHHH!" Cried Gwen as she came before collapsing into a spasming mess, unconcious.