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At night, Tom is wearing a Spider-man costume because he has a power spider by radiation. He goes out and checks all the city if there are any bad people. He claws on the building's wall and somehow his fingers are off. He falls down as webshot to the light pole to swing to the roof of the building. Tom stares at his hands and asks himself why his fingers are off. He tries to claw on the wall again and then he falls down. He wonders why he does that. He decides to go to the ESU Lab to ask Dr. Conner. He keeps webshot to swing for a while until he arrives at the ESU Lab. He is on the window and sees Dr. Conner. Tom knocks the windows and Dr. Conner hears it as he sees the window. He is surprised that Tom is here. He opens the window and Tom goes inside of ESU Lab. Tom asks Dr. Conner why his hands won't stick on the wall and keep coming off. Dr. Conner asks him for permission to use inject to take his blood. Tom is allowed to use the injection for taking out his blood. Dr. Conner did it and put it onto the microscope. He finds out that some cells are mutated. Tom is shocked that he has a mutation. He doesn't know what he is doing. Dr. Conner has an idea that may cure him. Dr. Conner explains to him that using a radiation beam would be helpful. Tom is still wearing spider-man costume and walks into the radiation area. Dr. Conner is working to set up formulas as preparing for curing. Somehow, he must forget to add part of formulas and may add an increased mutation symbol. Then he presses the launch and the radiation start beam into Tom as Spider-man. Tom feels little pressure from the beam. He feels a bit dizzy and tired. Dr. Conner asks him how he is feeling. Tom tells him he feels better. All the sudden, somehow Tom's sides start to hurt and his hands are on his sides. He falls down by his knees. He is shocked and asks Dr. Conner what is it. Dr. Conner has no idea what's going. He checks his formulas and he totally forget to change proper formulas for curing but too late. Tom clenches as he lay on the floor. His sides keep paining and feels something keep building cells inside his sides. At the same time, he starts feeling a bit horny. He doesn't know why he starts horny. His right hand goes on his cock and feels a bit hard. He doesn't know what to do. He screams at Dr. Conner that he can feel horny. Dr. Connor shocks that radiation can affect horny!? Dr. Conner is rushed to find a cure as soon as possible. Tom starts curling himself while keeping paining and his legs try to cover his cock because he doesn't want to show his cock as a little boner. His sides are starting a little bit bulge and at the same time, his cock is growing. He can feel his spandex is stretching from his sides and cock. He feels very pain and horny at the same time. Also he can feel his sides keep growing and his balls are going tight. It means he can't hold back before cum but he still manages to hold. His cock is swelling very hard and his spandex boner is very tight. He sees his boner that may be a little ripped of spandex. Tom is still hugging himself while his sides are still bugling. He notices his spandex of sides are very stretching. His hands are on his sides but the bugles keep upward and downward. All the sudden, his heart beat is faster and his hands are shaking. His breathing is heavy. He notices his boner is wet because his cock is pre-cum! He can feel his sides are going to come out soon. His cock is pulsing as cum soon but his cock keeps growing and tries to push his spandex. Tom has mixed feelings of pain and horniness at the same time. His sides bulging is forcing to push ripping spandex while his cock is forcing too! His eyes are closed and his teethes are clenched. He hugs himself very tight and his cock is leaking. He can't hold back any longer! He screams that his sides come out of 4 extra arms as his hard cock ripped his spandex. He says, "I'm gonna cum! Ahhh Ahhh Ahh!" His cock is shaking and starting strongly cumshot! He feels very good! He can't believe that he has 4 extra arms and his hard cock. Dr. Conner is very shocked and stares at Tom's hard cock. Dr. Connor even gets a hard cock too. Tom doesn't know that Dr. Conner wants to cuddle him with extra 4 arms and a hard cock.