California

The room smells like sex and nothing has happened yet. A turned on Slayer and her geeky friend make for a powerful combination. Nothing is more powerful than a turned on Slayer.

Fred is so sweet and cute. She's like a kid in a candy store when she's about to get laid. Laid only for the second time if you can believe her; and I do. She's nearly skipping home, holding me hand, smiling at me with a big cheesy grin. The glasses she wears accentuates her brown eyes.

"Why didn't you call me earlier, Fred? You're about ready to burst! I could have probably helped you with that."

Fred giggled slightly, a nervous laugh, "Well, I thought you might have somebody else, so I waited. But then I thought it couldn't hurt anything. Besides, Charles and Wesley were starting to annoy me. Always fighting over me, talking like I'm not even there!"

I stroke her forehead as we walk in the front door.

"Faith, what's going on here? Whose luggage is in your room?"

"Oh, Jenny, this is Fred. She's a friend from Los Angeles. She is living with us until further notice. Get over it."

"Hi!" Fred waves as I rush her upstairs.

"Faith! Come here and talk to me about this! It's not nice to spring a roommate on me without telling me first!"

"Can't talk now, horny."

I shut and lock the door behind me. Fred lays out on my bed. Her arms are wide and pull me tight to her. She's as ravenous as I am. Last time she'd barely look at me, but now she has my bottom lip in her mouth, sucking on. Her mouth opens, letting my tongue probe around.

I'm quick to lift off her one piece dress, trying not to break the kiss for too long. And as last time, she's not wearing a bra. This is such a turn on to me, not because of her cute little nipples the same shade as her pussy, but I just know she's a total kinky girl if she'd only get the nerve to talk about it.

As soon as it's off she's at me again. The kisses are both soft and hard and very electric. I'm not even sure how experienced she is, but everything is running on instinct. She even goes so far as to lift my shirt off. Damn, what's gotten into this girl? Whatever it is, I want a double dose of it.

She reaches to take off her glasses, but I stop her.

"I like them better on!"

I unbutton my pants. This she's still a little bit shy and nervous about. I bend over in my thong panties, laying the expensive leather pants neatly on a chair. After what it took to get those, I don't want anything to happen to them. Damn PETA fuckers.

I can feel her staring at my ass and it turns me on. I know she's gonna turn her head the second I turn around, and I'm right. It's kind of fun to watch her, she makes me laugh.

"Why are you laughing at me? Something I did was wrong?"

"Fred, I'm with you. It's okay to look at me. You better believe I looked at every inch of you while I was eating you out last time." I wink at her, she gulp, actually acting surprise!

"C'mon, I'll show you mine if you show me yours. I'll go first."

We take our panties off at the same time, Fred being a bit more modest and slow about it.

"C'mon, Fred. I'm gonna see it anyway, get those fuckin' panties off already!"

I sit on the bed with my legs slightly spread, one leg elevated, the other not. It feels odd doing this. Shouldn't we have done this the first time? I don't care. This kind of show I'm doing for her is turning me on, if the kisses earlier 't 't do enough.

She almost blushes a bit when I spread for her. I throw my head back and close my eyes.

"Your, your, you... I mean, it's so... nice." Fred says, acting sort of stunned. Usually I would give the standard "Don't just stare at it, EAT IT!" line, but this is Fred. I love the little thing, and don't want to scare her away.

Besides, I think the girl got the point of it already. I can feel her warm breath inches from it, then moving north slightly. It's not exactly what I wanted, but she kisses my mouth again. I feel her hands moving down my body. Maybe not the touch of a sexpert, but what she lacks in technique she makes up for in enthusiasm.

Fred would be such a good vampire. The way she kisses and licks my neck erotically. The hairs on the back of neck stand up as she licks down m collarbone.

She's kinda kinky, even if she doesn't mean to be. The way she licks my shoulders. At first I wonder if she's going to trial down the back way, not that I'd be opposed to that, just as long as she doesn't jam any fingers up there when she's eating me out.

She licks down my arm, then back up again, lifting my arm to even lick my arm pits. Not really something I've tried before, but what the hell? I'm very ticklish there, even much more than my stomach. I'm laughing and shaking, Fred seemingly obvlivious to this fact. I don't want to rush her, but I think I might pee myself if she's not too careful.

Thankfully she makes a line right for my chest. I'm sticking mys ous out a bit, hoping she'll ge the hint and start sucking on my... mmmmm, that's the right spot.

My nipples are so hard and swollen. They feel gigantic in her mouth, almost raw. But she knows how to make me come. I can already feel the pressure building in my core like I'm about to explode. Everything in my head is spinning in that delicious way right before a really killer orgasm. She's sucking and kissing and licking at them so soft and sensuously, yet somehow feral and animalistic.

"Oh, GOD, oh FRED! Unnnnnnghhhhh." I hold her head closer to my chest as I feel my first truly great orgasm in a month hit me. But she knows enough not to stop just yet. I'm wondering if she even heard me, or if she's too preoccupied.

Then like a good girl she switches breasts. Damn, I get the feeling when we sleep tonight I'm gonna be her pacifier, not that I care. B fell asleep all the time sucking on my breasts. It was a nice feeling to fall asleep and wake up to.

Right now the only thing I can smell in the room is our arousal. I still can feel my come running down my legs, the soft squishing sounds as Fred fingers, and my muscles clamping down on her fingers.

Her kisses cover my body, stopping at my stomach which is another favorite place of hers to worship. She loves my tummy, everything about it. She way she licks at it, tracing circles in a circular motion right down to the bellybutton, which she lovingly rims. Licking it, tonguing it in and out like a French kiss, kissing it softly with just her lips, sucking on it, you name it, she's doing it. I tremble and moan, knowing what's around the bin. It's like she knows exactly what it takes to make me wait for what I need, then gives it to me when i least expect. She gives me a few more false starts while continuing to lick my bellybutton. She moves her cute thumb onto my clit makes me come again and weaker still in the knees. But she knows enough not to quit.

She moves her face down, rubbing her nose over my clit makes me buck my hips again. She spreads me open and starts eating me out like a pro. Licking my clit at first, then at the soft folds inside me. I know now she isn't shyly closing her eyes or turning her head. I feel her tongue slide over my folds, licking, kissing, worshipping them. She way she's flicking my inner lips with her tongue is a unique sensation that few girls know how to do. Either Fred is lying about her experience or she's been reading a lot.

Lost in the overpowering feeling of oncoming orgasmic rush I come all over her face. I feel ALL my tension draining out of me in the fluids that now are coating her cute face and glasses.

I fall back on the bed, nearly exhausted, she follows, falling into my arms. I hold her close, kissing her face, forgetting I'm all over her. But I don't care, I want to kiss her face, kiss her all over.

"Mmmmmmm, Fred. You know what I needed."

She hugs me tight, tight like she's afraid she's gonna float away and kisses my face.

It's so adorable to see her grab her dress and dry off her glasses. She's licking at the lenses even, the little vixen is hungry for Faith. I can't help but laugh at the scene. She looks up, face red and giggling too.

"I have to see for later, you know..." as if she has to justify anything to me.

"I hope I made you... feel good!" She laughs and rests her head on my should
I
I giggled at her. "It's okay to say 'come,' Fred. I need to teach you how to speak pillow talk. You have such a cute voice. That little twang. You'd sound cute with a filthy mouth."

"But I don't say things like that, usually. I guess I'm just modest."

"A girl who can eat pussy like that can't afford to be modest. C'mon, just say something dirty to me, it turns me on."

"I want you to...ummmm...I want you to..."

"Mow the lawn? Make you breakfast? Wash the windows?"

"No, Faith! I want you to eat...um...I want you to eat..."

"Breakfast with you at McDonalds? They stopped serving breakfast hours ago, baby girl."

"No, silly, you know what I mean!"

My eyes flash with a naughty glimmer. "I don't know what you mean." I say giggling. "Tell me what you want me to do."

"I want you eat my...uh..."

"Casserole you just baked for me? Not what I was thinking of, but I'll take it."

"NO! Faith!" she begins to laugh, "I can't say it."

"Sure you can, just close your eyes, and pretend you're all alone."

"Oh, god, Faith. I want you to eat my.... puh... I want you to eat my pussy!" she says, her voice cracking and going all high pitched.

I shriek with laughter, giving her a huge hug, rubbing her back.

"See! You can do it! Now, just to get you to say it a lot, and without having your voice crack."

"I guess it wasn't so bad, Faith. I mean, you have seen more of me any anybody ever has, so why should it be a big deal for me to say puh...uh, I mean, vagina."

I giggle at her. "Okay, guess I can't expect too much out of you, dirty mouth girl. You're so naughty. I'm gonna turn you into a filthy, raunchy girl by the time this weekend is up."

She hugs me tight, almost as if she's scared. "Well, not too raunchy I hope!"

"Don't worry, we won't do anything I wouldn't do. And besides, if I'm not mistaken, a special somebody has a bit of payback coming!"

"I do?"

I push her on her back, straddling her, my hands gently holding down her shoulders.

"You didn't think I'd let you go hungry after that show, do you? Besides, it looks like Baby Bird said her first naughty word. I have to make sure you REALLY come for me now!"

She squirms beneath with a huge smile on her face. I lift her up in my arms, holding her tight, my head on her chest, hearing her heartbeat quickly in time with me. I cup her ass with one hand while I suck on her nipples. She has her fingers in my hair which feels so good. I love to suck on her little tits. I can almost fit a whole one in my mouth which is a nice change of pace, and Fred seems to like it. I can feel her skin goose pimple and little beads of sweat form on her back.

I love to kiss all over her chest and stomach. She might not have much of a tummy, but like her, I'm all about the tummy worship. I love the way her stomach rippled with ever little peck I give it. And the little gasp she gives when I lick her bellybutton. She's very ticklish and squirmy. It feels so good to have her wriggle her body against mine when I'm kissing her.

She's totally drenched with desire. Her scent is intoxicating like the best perfume, but so much sweeter. The way she's spread wide open, no shame or embarrassment, is such a turn on. Srustrusts me so fully, I'm in control and she's okay with it.

My tongue laps down lower, even running over the thin patch of hair above her cunt. When she feels my tongue run over it, she gives a little grunt like she's embarrassed about something. I think it looks so cute this way, almost like a tiny V pointing down to heaven.

I have no real desire in teasing her tonight, sorry Fred. Not that she minds. The way her body jerks and spasms when my tongue comes into contact with the tiny bud of nerves is so delicious to see. Her cunt is almost breathing. I love to spread her open and lick at her. She's so beautiful. I can't get enough of her, and she can't get enough of me it seems. I don't want her to ever stop. Such sweet nectar, so much sweeter even than B or Red.

"Mmmm, Faith, I want your fingers inside me."

"This might hurt, Baby Bird. You sure?"

"Hold me, it's okay. Just do it."

I hold her close to me, my mouth on hers. I kiss her deeply and passionately, moving my hand between her legs. It feel so good and wet. She feels like fine silk on my fingers. I find her hymen and push in slowly with three fingers, warning her first. I kiss her deeper, letting my tongue massage her tongue. I feel my fingers break the thin membrane and some tears come to her eyes. I kiss her cheeks, licking up the tears. The salty taste is actually kind of nice, but I don't want to be in the habit of kissing them away. She lets out a big sigh, one that sounds almost content.

"Don't fuh, uh, don't finger me too hard yet, Faith. I want to get used to this."

"You okay?"

"Yeah, it just feels, different, kind of sore. But not hurting."

God, I love the way this feels. She's so tight and soft. Much softer than B, and might tighter than Red. I'm so tempted to finger fuck her right now. I can imagine how good her folds would feel gripping and hugging my fingers. I don't rush things though. I keep kissing her, she returns the kisses with some of her own.

"Okay, Faith, go slow!"

I move my fingers out of her for a second, so I can go down on her at the same time. There is a little blood there, but nothing horrible. I lick her clit again, making her sigh. At least I know she's not in too much pain to enjoy this.

"Mmmmm, come on, Faith. I love you."

I kiss and lick her clit, making her wetter so I can finger her with less resistance. I start by sliding one finger inside her. She moans softly, a moan of pleasure. It feels so good to slowly move my finger in and out of her. I can feel her body tensing up and my tongue traces letters of the alphabet over her clit. The way her fingers clamp down on me when she comes makes me feel so wet. I love the way my finger slides in and out of her, penetrating the tight hole. How soft and yielding it is. And knowing it's driving her crazy makes it feel all the better.

I push her further up on the bed and turn her around, so she's not sitting on my face. I want to get every drop of her nectar, missing any would be unthinkable.

"C'mon, Fred. Just grind into me!"

She has so much more confidence now than she did even when we started this. The way she grinds at rubs herself into my face allows me to see deep inside her dark pink core. The beautiful way it breathes and spasms as her orgasm nears. I'm licking and sucking at her clit, making her squirm even more. I love the way a girl feels when she's squirming on my face. Her arching back, the way she runs her fingers through my hair, grinding her cunt into my face harder and harder, fingers scratching at the back of my scalp.

"Uh! Uh! Uh! Uh! Oh, Faith! Ooooooooooooh!"

That was the big one. And again, such a small girl, so much come. All over my face, like a flood. She falls forward, her cunt is still in my face. I push her off, then cuddle up to her again, tickling her, making her laugh.

"Are you okay? You're not hurting now, are you?"

"Mmmm, no, just a little sore. It's so nice, Faith. I love you. That was... so special. Now you've officially taken my virginity!" she giggles, cuddling up to me.

"Wanna get a shower together? It's big enough. Jenny would flip out if we came down stairs with each other's come on our faces."

"Sure! I need some food after this!"

I gasp, looking at the time. "Holy fuck! It's 9 o'clock. I thought we were only here for an hour or so, but it was five!"

"Five hours in Heaven! Faith, can we still get a bite to eat?"

"Don't stress, Baby Bird. I know how to use the microwave. Hope warmed up spaghetti is okay."

"Mmmmm, I love spaghetti! The real stuff, not the veggie sauce crap that Cordelia makes. She's so anal about her weight."

We walk out the room laughing, both naked. Jenny's walking to her room and sees us.

"You guys, be decent for once! And next time be on time for dinner!"

She's shielding her eyes, still trying to get a bit of a peek at us. It's so funny, she's even more shy than Fred was our first night.

"C'mon, Jenny. Join us in the shower. You and I could be Fred's first threesome! Or, or... Fred and I could be your first!" Fred giggles again, so cute, so sexy.

Jenny blushes and shuts her door. I bet you anything she's going to be thinking about that when she's masturbating. Why she doesn't just give into her urge and get it over with already I'll never know.

I turn on the water, letting it heat up to an appropriate temperature.

"Are you and Jenny... you know...?"

"Fuck Buddies?"

"Yeah," Fred says, as if she's worried she's asking too much.

"Naw, I can't even get her to kiss me. We have cuddled before."

"Awwww, you cuddle so nice. She won't let you kiss her?"

"Nope," I'm trying to avoid the conversation, but since Fred doesn't seem to be jealous I'm not worried.

"Well, her loss! You kiss so nice! Mouths and.... other... parts." she says giggling.

I kiss her hard on the mouth, half to get her off the subject, and half because she's so adorable I can't help myself.

"And your kisses taste so sweet. Like honey!"

"Actually, that's probably you," I say, trying not to giggle.

"You mean, my..."

I nod my head.

"Oh, I'm tasting... my...self." At first she looks like she's about to spit it out, but she just blushes again and gets in the shower with me.

"Better take off your glasses, unless you want to wash them as well."

Fred gently places them on the sink, right beside Jenny's razor, the one that is still probably full of my pubes.

I grab her around the waist and pull her into the shower. She gasps and laughs, I tickle her. God, I love how she laughs. How Willow could ever molest such a cute girl is beyond me. But I bet red is paying now. No sex from Blondie would be hell on earth for me too. Why am I thinking of her when I have Fred?

Fred is so cute, trying to fight to get out of grasp, giggling, squirming, all ticklish like, rubbing her sweet ass against my mound. I let her out of my arms, she turns around giving me another hug.

It's fun to work the shampoo into her hair while she's washing my tits with her soapy hands. I'm still shampooing her long, flowing hair while she's on her knees in front of me. The water beats down on her hard while she spreads my lips open. Oh god... my clit is kind of sore from all the fucking we've done tonight, but raw in a good way. It doesn't take long for me to come, and come I do. I feel so great as I go weak in the knees. Of course I got most of it on Fred's face and some in her hair.

"Don't worry, Faith, I hear it's good for my hair."

Awwwww, so cute.

"Want a second helping? You should rinse and repeat, you know."

Fred looks up at me again with that adorable face. Of course, part of me was only kidding, but here we.... oh.... go...... ahhhhh....... again! Christ! What a machine my little Fred is.

I stand her up now and bow in front of her. Worshipping at her altar. She's so much more inexperienced than I am, which is such a turn on. I know that I'm the only person who has ever made her REALLY come. And the girl is so beautiful. I love to admire the dark pink folds while I'm licking her. It's a special prize that she's only given to me. I used to think that whole "wait until you find somebody you truly love before you fuck 'em" thing was a load of shit. But now that somebody has actually done this for me kind of makes me wish I'd waited, at least until I had met B.

After Fred says she's had enough, I do finally let her go. I was gonna see how many times I could make her come before she passes out, but no luck. I give her a little slap on the ass as she's exiting the shower to dry off.

Next we're in the kitchen trying to find a snack to eat. This isn't always easy if you know Jenny. She has a ton of these shitty Lean Cuisine meals in the freezer, none of which actually taste good, even with a shaker full of salt. Fred doesn't seem to mind, taking the meat loaf and mashed potatoes one to the microwave. Given how I've not felt this good in months, I take the glazed chicken dinner.

So this might not be as good as spaghetti and meat balls, but who cares? Tomorrow is another day for me and Fred to play. If I wasn't so fucking exhausted tonight, I t eat eat her out on the table here.

Did I mention we're both in our underwear?

"You think that girl at the library today is going to dump Willow?"

"Why do you ask?"

"Oh, sorry, Faith. I just hate to see her hurt."

"It sounds like somebody has a crush."

"No! No I don't! I'm with you this weekend, and you alone. Please Faith..."

"Calm down, Baby Bird. I was going to say you have great eyes. I like her too. Too bad Willow turned out to be such a fuckin' nut."

Fred nods her head. Go can can't get the idea of Blondie out of my mind. I feel bad about it, really I do, but the lovely image of Tara spread wide in front of my face is turning me on. *sigh* Maybe I'm not cut out for this love this after all. And after fully deflowering Fred, too...

I look at Fred, she's so cute waiting in front of the microwave, giggling at odd moments when the food under the cellophane pops. Should I be honest with her? It would have been better if we had a better meal to talk over, for starters

"Fred?"

She looks up from her meal, a fork full of meat loaf and whipped potatoes.

"Yeah, Faith?"

"I want to ask you something, but you're gonna hate me."

"I can't hate you, Faith. What is it?"

I sigh, take a deep breath, then just blurt it out.

"I'd like Tara, you know, the blonde girl, to join us this weekend. You're a great lover, and you made me come so much, and she..."

Fred gave out a little squeal after swallowing her food.

"Oh, Faith! I was thinking the same thing, but didn't want to offend YOU! You think she'll say yes?"

"Fuck yes! After living with Willow for so long you know she'll want to stay with us for a bit. And besides, I can be very convincing when it comes to the bedroom." I lick my lips suggestively, imagining it's licking Tara.

"This could be so much fun. I've always..."

She stops, and I raise my eye brow, waiting for her to finish her sentence.

"You've always what?" I say, with a wicked grin.

"Wanted, you know... two girls... to.... you know..."

"Fuck you?"

She nods her head, face turning red.

"What other kinky fantasies do you have running around in that genius head of yours?"

She turns almost purple, stammering around.

"I can't say. Faith, I said the 'p' word tonight, that's a lot for me!"

"Well, okay, Baby Bird. But we gotta get you talking before Tara gets here. We're gonna let you live them all out."

Fred happily ate her meal happily, acting like this was some small victory. I guess it is in a way. A victory for me, too. Who knew the little vixen wanted to share?

Way I look at it, with this three way relationship, there is no losing. Tara gets both of us, and I get two of the cutest girls in the world. I smile internally, knowing that no matter what Jenny does, she can't bring me down any longer. Even when Fred isn't around, I'll still have Tara. And since I'm restricted to visiting LA, Tara can sometimes go up there and make Fred happy.

Okay, so she isn't ours yet, but she will be, mark my words, she will be.