Spider-Gwen had been in the midst of a leisurely patrol around Manhattan when the reality bending tug of the Necropolis had snatched her up and whisked her away. It had been shaping up to be a relatively lovely day, no sign of major crimes, no super villains wreaking havoc in the city. It was the sort of relaxing afternoon she’d needed more than she’d realized. Figures, she thought as she was flung into the air above the Necropolis, dropping swiftly towards the streets below. This is why I can’t have nice things. She twisted her body around into a more aerodynamic pose, extending an arm and letting loose a length of webbing to snare a nearby ledge, transforming her fall into a graceful swing. Gwen rode out the swing, using it to propel her up and onto a nearby rooftop. “Alright,” she muttered to herself, eyes scanning across the cityscape, noticing the spots of devastation and abandonment, a few shuffling forms down below that didn’t look the least bit healthy. “What have I been pulled into this time?”

On a rooftop not far from where Gwen landed, the Wings of Death slurped Renamon’s leg into its beaked snout and swallowed down the final morsel left of the fox-girl. The massive monster’s keen eyes had spotted Gwen upon her arrival into the Necropolis, had traced her movements as she’d swung to safety. With its previous victim thoroughly raped, torn to pieces, and eaten, the winged nightmare was eager for something fresh. Stretching its large wings wide, the creature pushed off of the rooftop and took flight, coasting in relative silence towards the unaware young woman crouched nearby.

Gwen faced away from the Wings, visually unaware of the behemoth’s swift approach. It wasn’t until the creature got closer that the unnerving tingle at the back of her brain kicked into gear, warning her of impending danger. She acted without thought, instincts forcing her to leap from the ledge moments before the Wings’ claws could clench around her petite frame. Gwen let herself freefall for a couple seconds, putting some fast distance between herself and the aerial predator before firing off a web to swing away. She turned her head back, getting a glimpse of the monster from over her shoulder. That thing’s as ugly as it is mean looking, she thought. Like some jerk took the Vulture and the Lizard and mashed them together. This place just keeps getting better.

It didn’t take a genius to figure out – whatever the creature was – it wasn’t friendly. Gwen swung faster, putting on as much speed as she could safely handle and zig-zagging from one side of the street to the next. The tingle of her spider-sense persisted, a constant reminder that the monster was still behind her and gaining. Launching herself into a somersault, Gwen fired a length of webbing to the side, swinging down a side street. She hurried down the next block and turned down another street, hoping to lose the creature with her greater agility. But despite the Wings’ size, it proved to be shockingly maneuverable. The streets it couldn’t fit its bulk down, it simply flew higher – over the rooftops. Gwen pushed herself harder, feeling the sweat soaking into her suit. After several more fast turns and quick swings that very nearly left her splattered against a wall or two, she felt the tingling in her head recede.

Gwen didn’t allow herself to slow much, but she did take a moment to glance behind to confirm the monster was no longer pursuing her. Maybe it decided to find some easier prey, she thought. Her spider-sense returned, screaming in her head, so suddenly it drew a gasp from the heroine. The Wings dropped in front of her, terrifyingly close. Gwen’s head swam with dizziness as she reacted, shifting her momentum in an attempt to swing back the way she’d come. The movements were hasty and sloppy, not fast enough to avoid the powerful swipe of one of the creature’s wings. Gwen let out a yelp as the tension of her webbing vanished, the sturdy substance easily cut by the monster’s strength. She found herself dropping into another freefall, the last thing she needed with the Wings right on top of her. Extending her arm, she pressed her fingers against the trigger for her web spinner. A short spurt of webbing erupted from the nozzle before it went dry. Gwen quickly extended her other arm and tried again. Not so much as a drizzle. The spinners were empty.

The momentum of Gwen’s swing shot her forward and downward. Her shoulder clipped the wall of the building to her right, hard enough to draw a cry of pain from her as the limb nearly dislocated. She made a grab for the wall but bounced far enough out from it that the solid surface was quickly out of her reach. She fell, managing to pull herself into an upright position just before her feet hit the rooftop of the short office complex below her. She crumpled forward, rolling roughly several feet towards the ledge before coming to a stop. Her knees throbbed from the impact, various hot patches across her body telling her where she’d scrapped through her suit. Her right arm hurt the worst. She could move it, but each shift she made sent jolts of pain through her badly bruised shoulder and into her chest.

Gwen managed to get to her feet, limping and aching but alive. She fought to push down the pain flowing through her, knowing she wasn’t safe. Get inside, she thought, hastily putting together some kind of plan. It’s too big to follow me inside. It might be able to rip the building apart to get to me, but I’ll deal with that when it happens. She lifted her head, looking for an access door leading into the building she’d unceremoniously landed on. She spotted one on the side furthest from her and let out a groan, moving towards the escape route with as much speed as she could muster. The adrenaline pumping through her veins helped. The sudden jolt of fear that followed the blazing spider-sense helped even more. With no time to confirm where the Wings were attacking from – behind her, definitely, beyond that, who knew? – Gwen trusted her instincts and dodged the impending attack.

In the short period of time the Wings had been chasing Gwen, it had noticed her uncanny ability to anticipate its strikes. It expected her dodge. And being wounded, Gwen’s defensive leap wasn’t nearly as fast or graceful as she needed it to be. The Wings’ tail whipped around, razor-sharp tip curling to meet the young woman. It happened fast. The tail slashed through Gwen’s neck, sending her head spinning away from her body. Instead of landing on her feet, Gwen’s legs gave out, forcing her body into an abrupt flop to the rooftop where it lay mostly still, pumping out heavy spurts of hot blood and giving off the occasionally hard jerk. Gwen’s head landed and rolled a foot or so before coming to rest on her neatly severed neck, still-living eyes aimed back at the rest of her and the approaching behemoth.

The Wings landed over Gwen’s headless corpse, scooping the twitching flesh into its claws. It carefully cut and peeled away her suit, exposing her petite, athletic figure. Gwen’s stay in the Necropolis had been a short one. She’d not glimpsed what the corrupted city’s monstrous denizens were truly capable of. But trapped in her dying head, she was forced to watch with sickened horror as she was treated to the dark purpose of the living nightmare courtesy of the Wings stripping her body and stuffing its oversized, stiffening member into her hairless cunt. As her vision faded, Gwen’s final thought was a simple one. Why?

The Wings offered her no answer, cramming several more thick inches into her widely stretched pussy, forcing her slender belly to distend around the rigid tip of his member. One claw gripped the body around the waist, thumb digging into the soft mound of her left tit, as he yanked her back and forth along half of his punishing length. The flow of blood from her neck slackened as he drew back, shot forth as he plunged inwards. As his strokes grew more violent, the dead woman’s esophagus bulged to allow the expulsion of chunks of crushed organ meat. Her limbs flopped limply beneath her, swaying back and forth in time with the Wings’ fuck-thrusts. Gwen’s ribs snapped under the growing strength of the monster’s grip, her blood and the thing’s pre-cum effectively lubing up her tight hole as the Wings jerked her body faster.

Ramming Gwen’s corpse towards its crotch, the Wings let out a sharp cry of triumphant release. A geyser of jizz rocketed from her torn neck, arching through the air and splattering messily across the rooftop. Gwen’s face – fully slackened into death – received a warm bath of cum, her features becoming fully obscured from the thick goo. The Wings pulled her body upwards, holding her against its chest as its seed drizzled from her neck and flowed over her perky tits and down her smooth backside. By the time the Wings pried her tight, dead cunt off of its softening member, Gwen’s body was a thoroughly cum-glazed treat. Stretching its maw open wide, it rammed her bloody, cum-oozing neck inside. The hard beak snapped shut, slicing and tearing through meat and bone to gulp down the first satisfying chunk of its catch.

Sharp snaps and wet tearing filled the air as the Wings enjoyed its meal, stuffing more and more of Gwen’s body down its gullet. The masticated remains of Gwen’s carcass slid down the creature’s throat, plopping messily into its stomach where the mostly digested remnants of Renamon resided. Slurping up tangles of guts, the Wings hefted Gwen’s pert ass into its mouth. Its beak closed more gently over the smooth cheeks of her posterior, tilting its head back to gulp down her flopping legs. It took some effort. With only Gwen’s bare feet protruding, the monster took a break, leaving her soles and toes pointed towards the sky for several long moments before working up the strength to finish swallowing the last of its meal. The bulge of her legs against the Wings’ throat tapered off as her feet slid down the creature’s gullet. Stretching the strain from its jaw, the Wings released a satisfied belch.

The Wings squatted on its hind legs, resting as the bulky meal settled in its stomach. Its attention was drawn to the only piece of Gwen left behind. Her jizz-covered head stirred its lust enough to draw the Wings back to a semi-erect state. Trudging across the rooftop, the creature scooped up the young woman’s head. The piece was small, her esophagus impossibly tight compared to the girth of its cockhead, but the Wings’ determination allowed it to force the head onto the tip of its dick. The sexual relief was pleasant but minimal. The creature was more interested in showing off its latest catch, even as its mind turned towards future fuck-meals. It recalled the group it had attacked not so long ago. The fox-girl had been a pleasant catch, but she was long gone. The creature recalled the one who’d managed to hurt it, a desire for some form of twisted revenge stirring in its brain. The Wings took flight, heading in the direction it recalled Alice’s group heading towards. The recent conquest and meal had been nice, but the Wings – like every other nightmare lurking in the Necropolis – was forever hungry, forever horny.