Work Text:
She’d been feeling pretty distracted lately.
It wasn’t a big deal most of the time, she was more or less still able to handle the same workload as usual and it wasn’t impacting her interactions with her friends and acquaintances too much, but it was noticeable. Especially when she was alone.
It was, of course, Magia Baiser’s fault. Which of her problems weren’t, honestly, it was like the damned perv had wormed her way into her every waking moment at this point.
...and many of her non-waking moments, unfortunately.
Kaoruko bounced her leg, chewing on the inside of her cheek as she stared down at her notebook. She really wasn’t getting anywhere with her studying today, what a pain. It’d be easier to just cram it into her time between classes at this point, at least there she had enough background noises to help keep her distracted from her unwelcome wandering thoughts.
At the least, there was no point in trying at the moment. For some reason Baiser was always on her mind more than usual when she got home for the day, even before her most recent interactions with the villain. She wasn’t sure why, there wasn’t any connection there that she could see and it hadn’t really been a problem before so she’d never felt much of a need to look into it.
It’d probably ease up by dinner time. Or it used to at least, before her traitorous imagination had taken to daydreaming about things that it definitely shouldn’t be about the villainous girl. Maybe she’d be lucky today and things would go back to normal, it was worth a shot.
She just had to find something to distract herself for a few hours, then she could have dinner and maybe hang out with her mom afterwards while she studied. That’d keep her mind going in a normal direction, she was sure.
Distracting herself from thoughts of Baiser meant leaving the house. She’d come to the unfortunate conclusion that it simply wasn’t going to happen if she stayed home, at least over the last couple days. Her stupid brain wouldn’t stop using any empty moment to think about how nice the villain’s lips had felt against hers, or how weirdly cute it had been when she was flushed with embarrassment, or how it’d felt when she'd grabbed the gal by the-
She let out an irritated noise as she forcefully got to her feet, using the aggressive motions to banish the wayward thoughts as she made her way out the door.
Thankfully, once she was outside there was already enough going on at any given moment that she could keep herself on track just paying attention to the world around her. No more room for weird thoughts about an evil lesbian, she didn’t need them.
It was... what exactly was she planning to do now that she’d left home? Something to keep her mind occupied that didn't require much effort, so... shopping, she guessed. Or window shopping, mostly. She wasn’t trying to blow all her hard earned cash, not with all the bullshit she had to put up with while earning it, but there might be something worth getting around somewhere.
Maybe the local mall would work? There were a few stores there that she liked, particularly when she was feeling in a more alternative mood for clothes. It was also only about ten minutes away by train, so it wasn’t too far.
A short wait and a train ride later, she was stepping out onto the sidewalk in front of the mall. It was a pretty obnoxious building from the outside if she were honest, with a lot of eye-catching advertisements and somewhat inconsistent architecture design due to a few of the chain stores attached to the thing.
It was a little better once she was on the inside though, somewhat fewer advertisements due to the more limited space of the interior and the fact that most stores only wanted advertisements to their own store on their space. Still a lot, but not quite as obnoxious to the senses.
There was also air conditioning, which was nice.
Not too many people were around, as usual for a Tuesday afternoon. Enough people around that it was active, but nowhere near enough to really be busy. It was markedly different from before she'd moved, back home a place like this would've been bustling every day of the week the whole time it was open. She certainly couldn’t complain about it though, it made her walk through the mall a whole lot faster and less annoying when fewer people were around. No real surprise, but she wasn’t seeing anyone she recognized among the groups of mall-goers.
Just person after unremarkable person, no one of any interest to her as she headed to her shop of choice. The whole way there she saw no one interesting, until she was right outside of it and finally saw someone she knew, standing before the alt fashion store in deep contemplation as if the entryway were some gateway of opportunity. Her hands worried at the hems of her long sleeves, the cloth covering so much of her skin and looking so plain that the vast majority of the store’s usual customers would never be caught dead in her clothes. She looked out of place, like she didn’t belong, even just standing on the threshold. And yet...
The idea of it was almost tantalizing. She certainly had the right coloration for it, with pale skin and rich plum hair. Some dark eyeliner and eyeshadow would really make her amber irises stand out even more than her naturally dark lashes already did. She knew from that time at the beach that the girl even had the figure to pull off the more daring styles available within the store. For some reason leather and corsets came to mind in particular…
“Hey Utena, tryin’ a new style?” The corners of her mouth twitched up in amusement as the girl nearly jumped out of her skin at the sudden presence at her side.
“I-I, um- I was thinking about it?” The gal seemed to relax a little bit as she realized who Kaoruko was, though she still seemed a little flushed and nervous. Come to think of it, she didn’t think the two of them had ever interacted one on one like this, there’d always been someone or another from their respective friend circles around to act as a buffer of sorts. Utena seemed about as contemplative as she felt, and after a moment she spoke again. “Um, you know about this stuff right? I don’t really know where to even start.”
She shrugged. “I know a thing or two. Why, wantin’ me to play dress up with ya?” This time, a full blown smug grin spread across her lips as the expected blush blossomed on the gal’s face. She was pretty fun to tease, might be worth doing more... It’d be sure to piss off melon-head too if she ever did it in earshot of the dumbass, which was a fine bonus.
“If- If you don’t mind, I could use the help...” Utena was eying the store again, almost intimidated.
“Sure, why not? Ain’t gonna say no to a free show.” And with that she headed on inside, not even needing to look to know the effect that particular line probably had.
Sure enough, by the time the gal caught up to her on the inside of the store, she was still looking pretty embarrassed even as her yellow eyes traced along the racks of clothes and accessories with clear interest. She was looking everywhere, from the pants and skirts and shorts to the shirts and blouses and dresses to the belts and piercings and necklaces, to say nothing of the many other options available. It sort of reminded her of a child in a candy store, the way Utena’s eyes were darting around at every option available with open excitement.
It was a little surprising, honestly. She’d half expected the girl’s interest to wane once they were actually inside and could see all the options, damn near all of which were considerably more revealing than the average outfit Utena wore.
“So what kinda look were ya thinkin’?”
“I- Well, I was sort of thinking you could pick, maybe? I don’t really know what would work for me and you seem good at this kind of thing, so...”
“Liked some of my fits, did ya?” Kaoruko had never really caught the other girl looking, but the renewed bashfulness told her she’d guessed right. “Nothin’ wrong with that, I’m sure I could find a thing or three that’d suit you.”
And she definitely could, probably a lot more than three if she were honest, one dress in particular had already caught her eye...
Utena’s day - last several days really - was not going at all like she’d expected it to. It had started off sinfully enough, with her getting distracted regularly in the middle of class by truly vivid fantasies and memories of her last couple encounters with one Magia Sulfur. The way the magical girl had manhandled her, forcing her - her, Magia Baiser! - into submission not once but twice in a row, the feeling of those hands on her horns, the taste of that great sin on her lips, it was all scandalous and unforgettable.
It was also unacceptable! That wasn’t heroic behavior, the heroine wasn’t supposed to seduce the villainess - never mind how well it was working - and Utena had no idea what to do about it! She should punish Sulfur in some way probably but she didn’t even feel ready to see Sulfur without turning into a mess, much less to do anything that might qualify as a punishment.
And what would a punishment even mean? If she did anything that she normally did it would probably just feel like a continuation of what Sulfur had started, like she was just having sex with the magical girl instead of engaging in an act of villainy. It might even just encourage the heroine to double down again or something, it certainly hadn’t worked when she’d tried to push back in that first incident.
That line of thought only led back to another fantasy of what might happen, of course, and then back to how the dynamic was unacceptable, and then back again, and so on and so forth all throughout her day as she tried and failed to come up with a solution that had even a chance of working.
So once school had ended and she’d changed into casual clothes, she wandered out on her own - most of her friends were busy, and Kiwi had taken to outright avoidance in the days since she’d figured out the gist of what had happened in the second Sulfur encounter from Utena’s nearly catatonic embarrassment in the aftermath - in an attempt to clear her head a bit.
It hadn’t worked as well as she’d hoped, but at least the walk was enjoyable and at some point she ended up in the mall, staring at a store full of fashion closer to what she wore as Baiser than anything she’d ever worn as herself.
And then her heart had practically jumped into her throat as what she first thought was Sulfur - but had actually been Kaoruko - suddenly spoke up at her side.
The following half hour was just as difficult to handle - possibly more - as the rest of her day, as she struggled to figure out whether the blonde was flirting with her or just teasing or something in between as she was led around the store and shown a variety of clothes that Kaoruko thought might look good on her.
A black dress with spaghetti straps that looked like it would start at her breasts and end halfway down her thighs. “This one’s nice, maybe with a corset and leggings? Or maybe stockings.”
A skirt that she was convinced would end even higher up her legs than the dress would. “Ya could probably make somethin’ like this work yknow, if you're bold enough.”
A cropped shirt that would probably only reach a little below her breasts. “Something like this would work, you’ve got the waist for it, maybe with those pants over there... And you could wear an undershirt if you’re feelin’ shy.”
On and on it went, with the blonde seeming to get more amusement out of the whole thing the more flustered that Utena became. Leggings and stockings and shorts and belts and accessories and lingerie. At one point she even saw Kaoruko eying a collar as if to suggest-
'That'd look good on her… What the hell?' Well, it was true, it was just… Why was she so quick to think like that? She and Utena had barely even talked before today, why was she so comfortable teasing the girl and imagining her in shit like a fuckin' collar all of a sudden?
That didn't make it an uninteresting prospect to imagine, of course. She was sure the girl would turn bright red on the spot if a collar was even suggested, if one was put around her neck she might faint outright.
Which definitely shouldn't be tempting her as much as it was.
This was all Baiser's fault somehow, she was sure of it. That stupid villainess had pushed her mind so firmly into the gutter that she just couldn't get it back where it belonged. Fuck, she wanted to beat that gal's stupid pretty face in for all this.
But for now, just turn away and go look at something else. It wasn't like it was hard to find things the purple headed girl would look good wearing in a store like the one they were in.
Actually, they'd probably already gotten enough to work with for now.
She turned back to face the other girl whose arms were full with various suggestions she'd given, some in more than one size, and gestured towards the back of the store.
"Think that's probably enough for now, better try those on and see if ya like any before you've got so many in your arms you can't move."
Utena nodded. "O-Okay."
…
The gal wasn't moving.
"Is somethin' wrong?"
"I was, um, waiting for you to lead the way?" Her cheeks were red.
"Ya want me to go with you?" If that was what she wanted, then that meant…
Utena nodded, struggling to meet her eyes. She seemed very flustered about the whole thing which, fuck, was probably because of all the teasing that Kaoruko had been doing.
She knew she'd said she wouldn't mind a 'free show', but she hadn't really meant it. She was definitely not in the right headspace to be watching a cute classmate try out a daring new look, but she'd also unfortunately dug this particular hole nice and deep for herself. She'd already been teasing the whole time they'd been in the store and had definitely given the implication that she was interested, if she backed out now she'd just look like a coward on top of the fact that it'd leave the gal without anyone to provide feedback on the outfits.
"Alright then." Kaoruko led the way with all the stubbornness of a girl who was in too deep and didn't know how to quit. She was going to make a damned fool of herself, she was sure of it.
But she led the way straight to a little back area where the changing rooms were tucked away anyway, taking a seat in one of the slightly uncomfortable chairs in the little area between the actual changing stalls and the rest of the store.
It wasn't the first time she'd been back in this part of the store, but it felt a little strange to settle in to wait as the other girl disappear into one of the dressing rooms. It wasn't even the first time she'd gone clothes shopping with other girls, even one on one, so why was it that this particular time felt so charged?
She couldn't remember ever feeling quite like she was towards the gal, even that time at the beach she'd just felt a sort of passing appreciation of the girl's figure that'd been easy to ignore and be normal about. It certainly hadn't been anything like today.
Fuck, it was probably cause she'd already been so worked up wasn't it? Stupid fuckin' Baiser. She never should have done any of the shit she'd done recently, everything was so fucked up in her head now.
"S-so, um…"
Kaoruko looked up at the sound of the quiet voice, and promptly froze like a deer in headlights halfway to the girl's face as she instead stared at an exposed strip of pale skin between a crop top she'd suggested and cargo pants she'd suggested. A cute belly button peeked out just over where a belt held the pants up at Utena's waist, and the smooth skin continued up from there to just before where the swell of the girl's breasts began.
It took what she was hoping was only a second or two for her to realize she was acting like a perv who'd just seen their first bare shoulder in real life, and she forced her eyes to continue their path up to the other gal's blushing face.
"It's a good look on ya, very…" She noticed that Utena was also wearing a pair of short arm-warmers as she glanced over the outfit again, knowing exactly why she hadn't caught that particular detail before. "Very stylish."
Utena gave her a grateful smile that she kinda felt she didn't deserve. "O-okay, I'll go try on the next one then."
And then as the gal turned away Kaoruko caught a glimpse of her smile widening, a fang peeking out from behind her lips as she went. It was almost as if something else had peeked out of the meek girl for just a moment, something predatory and dangerous, but that didn't make any sense.
She was probably just imagining it.
The next few outfits continued in more or less the same direction, with Kaoruko cursing herself internally at all the suggestions she'd made and wishing that she'd gone in a more conservative direction if that was even possible in the store they were in, until finally they were on what she was pretty sure was the last of the fits she'd suggested.
Unfortunately that particular fit included a black dress and corset that had her eyes lingering in all the wrong places; The modestly sized yet generously exposed cleavage at the low neckline of the dress, the strikingly slim waist that the corset accentuated, the slightly sheer black cloth of the stockings and the tiny glimpse of pale thigh that she caught when the gal turned to show her the backside of the dress. And she was so absorbed in admiring the backside in that dress that it took her more than a moment to register when that backside started walking away from her.
It took a few more moments for her to realize that she hadn't even given a verbal opinion on the outfit, and had instead simply stared in what was probably a very embarrassing way for both of them.
'Fuck…' This was gonna be awkward, wasn't it? She was pretty sure Utena hadn't agreed to this whole thing with the idea that Kaoruko would stare at her like a piece of meat anywhere in her mind.
"Kaoruko?" Her eyes snapped back up at the sound of the voice, following it to its source where Utena's reddened face was peeking out the door of the dressing room stall. "Um, could you come help me with something?"
"Oh, uh, sure. Zipper stuck or somethin'?" Did that dress even have a zipper?
Yellow eyes glanced towards the store proper for a moment, then Utena nodded and her head disappeared back inside the stall.
Alright, well, she could help with that. She could even be normal about it, maybe make up for the staring a bit. Just be respectful, open the door, step inside and…
"…mii?" She let out, freezing up.
Utena reached past her almost casually, carefully closing the door and bringing Kaoruko a lot closer to the sight that had made her freeze up in the process. There had clearly not been an issue with a zipper, there were no zippers involved in what little clothing the dark haired girl was wearing. There certainly wasn't a zipper on the black bra that her face was now inches away from, it was the hooks in the back that kept the soft-looking mounds of pale flesh in place beneath the fabric of the lingerie.
The supposedly shy girl shifted away from her now that the door was closed, the deep red of her face at least supporting that theory along with the way her hands clasped and fiddled nervously in front of her, but the rest of Kaoruko's view was telling a very different story.
"S-so, um, what do you think? Does… does it look good?" The nerves in her voice also supported the shy theory, along with the attempt to frame this as just another part of what they'd already been doing rather than… something else.
She swallowed. "Well I, t-that is… yes…?" That last word came out breathy and quiet as her eyes helplessly trailed a path down the other girl's stomach, past her hands and the garter belt beneath them, down to a scandalously small pair of black panties that she'd jokingly suggested entirely to tease the timid girl. Framed between a pair of garter straps that led to the dark stockings she'd been eying earlier, it was a tantalizing view.
And then it became an obstructed view as Utena stepped closer to her again, making her heart race as slim arms draped loosely over her shoulders and pink lips moved right by her face until, "You really shouldn't tease like that, you know. A girl might get the wrong idea…" The words came softly from the other girl's lips into her ear, sending a shiver tingling down her spine.
"The… The wrong idea?" It was a struggle to even get the words out.
"Mhm… And staring like that, someone who didn't know better might have thought you were having inappropriate thoughts about me…" Kaoruko's breath caught in her throat as those last few words were punctuated with the feeling of fingers trailing teasingly up the line of her spine through the fabric of her shirt.
She felt like some sort of prey animal backed into a corner by a predator, except the predator was about the last person she ever would have expected. How was Utena even comfortable doing something like this? It didn't fit with what she knew of her at all, like a switch had flipped all of a sudden and she'd become a different person entirely.
"No response, hm?~ Maybe you were thinking something dirty…" Utena's voice was low and smooth, laced with a sort of teasing amusement that, again, she never would have expected from her.
"I-I, uh…" There really wasn't any point in denying it, was there? She had been staring at the other girl in a way that was decidedly not pure, and there was no doubt in her mind about how obvious it had been. There was no way the usually timid girl would have felt confident enough to a step like this otherwise.
"Perhaps something to do with this?" Utena pulled back just enough that they were face to face as she pulled her hands back with her, and heat flooded Kaoruko's cheeks with the sensation of smooth leather wrapping around the back and sides of her neck. The sensation of leather rubbing against skin followed as the collar was pulled back and forth, back and forth, as if teasing that it wasn't quite buckled yet.
"I didn't-" The collar tightened around her neck, delicate hands sliding the tongue of the accessory through the loop and pulling it snug.
"Yes you did, I did too after I caught you looking." Utena took a moment to look Kaoruko up and down with a devilish smile and a deep flush on her cheeks. "And I was right; You do look cute in a collar."
What the fuck, what was going on? How was this Utena? This was… Kaoruko had no idea how she was supposed to respond to this, to being put in a collar by a scantily clad supposedly shy girl while pressed against the door of a changing room. It just was not a situation that she was at all prepared for, this was more something she'd have expected from fucking Baiser of all people than from Utena.
That wasn't necessarily to say that she wasn't enjoying it; The change from the usual timidness of the girl was both shocking and fascinating, and she couldn't help but want to see more. But how?
At least if it were Baiser she'd know how to respond. Get angry, turn the tables in whatever way she could, preferably violently. It'd be simple, easy, a dance she'd done a hundred times. It was also pretty much the only experience she really had to draw from, but most of that experience was not applicable to what was going on.
The violent options obviously had to be discarded, which just left…
Her hands, which had been hanging limply at her sides, moved up to grasp at the soft skin of Utena's waist.
And a strangely familiar noise escaped the golden-eyed girl's lips.
"Did you just squeak?" The familiar question was punctuated by a squeeze of the blonde girl's hands, and another squeak involuntarily left Utena's lips. A smile crossed the shorter girl's face at the sound. "That's cute…"
Kaoruko stepped further into her space somehow, their chests pressing together as the blonde pressured her into stepping back, then again, and again. This wasn't how this was supposed to go, she was supposed to be in control, she was Magia Baiser. She was supposed to be turning the tables on the other girl after all the teasing she'd been put through, not the other way around! Kaoruko was just a pretty schoolgirl, she shouldn't be able to force her up against the wall and…
Another noise escaped her lips as Kaoruko squeezed again, her thumbs pressing into her skin on either side of her navel. "Like a squeak toy…"
"I-I'm not-!" A hand covered her mouth, interrupting her denial.
"Not so loud, we're in public remember?" The blonde hissed, and after a moment Utena nodded and the hand was pulled away. "Also, you definitely are."
She flushed, ready to deny it again, but before she could even open her mouth a soft pair of lips had leaned forward to capture her own and all the fight in her melted away as she leaned into the touch.
The way their lips melded together was easy, comfortable, like they'd done it before even though she knew they hadn't. The deceptively strong hands traveling down her sides brought a sense of deja vu with each touch, like she should know them instinctively even though they'd never once touched her the way that they were. It didn't make sense and yet it felt right, it ignited something in her. Curiosity maybe, but more than that a deep seated lust and almost hunger for the girl that was touching her.
So when Kaoruko pulled away, confusion mixed with the signs of arousal all over her pretty face, Utena wasted no time in taking advantage of the other girl's sudden hesitance to grab her by the collar and pull her back in.
Whatever conflict the blonde had been feeling in that moment seemed to melt away as their lips touched once again, her mouth opening almost eagerly as Utena pressed her tongue forward to deepen the kiss. Kaoruko's tongue felt small against her own, easily subdued as she explored the warmth of the girl who was usually so in control.
A brash and standoffish girl, and yet her body responded so eagerly as Utena's hands explored down her sides and dipped under the hem of her shirt to trace up the lean flesh of her abdomen. So strong, and yet so soft under her fingers. Firm, and yet with a pleasant give that made the blonde moan into her mouth as her fingers pressed in and dragged upwards to her ribs.
Then a shiver as she traced gently over those ribs and her fingers came in contact with more soft cloth. For a time she satisfied herself following along the boundary of where that cloth met skin, focusing instead back on fully dominating and filling as much of the other girl's mouth with her tongue as she could until finally her fingers met at the middle of Kaoruko's back and she came to a conclusion.
A sports bra. Fitting for a girl as athletic as Kaoruko, and yet it almost seemed redundant with how… modestly proportioned the girl was. It was almost- No, it was cute, she wondered if the blonde was embarrassed by her petite body. How red would she get if… Well, she had to find out.
So she hooked her fingers under the cloth of the bra and lifted up, pulling her lips away from the other girl's in the same motion and smiling to herself as the shorter girl's arms raised almost automatically to let her pull the bra and the shirt off all at once. For just a few moments Utena was able to admire the still dazed girl's exposed chest. Those small breasts, A-cups perhaps or maybe just barely reaching into B-cup territory, so cute and so very soft looking. That slender waist, so delicate and just begging to be marked with pretty little bruises. The clear line between the two, an imprint in the skin of where the bra she'd just pulled away had once been. And to top it all off a black collar resting wrapped around the neck was the only article of 'clothing' present above the girl's waist, adding a sort of lewd implication that she was some sort of pet rather than the bold and proud girl that she'd always been…
And then already flushed cheeks reddened further and arms pulled up to cover those adorable boobs, the embarrassment at the sudden exposure and staring clear all over the blonde's face, but that wouldn't do. Utena's hands grasped Kaoruko's thin wrists and slowly pulled them to the side to admire her prize once more.
"So slim… and so beautiful…" She murmured, her gaze trailing openly over the other girl's lithe form, imagining all the wonderful and terrible things she'd like to do to it.
"So you're a perv." Kaoruko responded, but there was no real bite in the words. Somehow it almost felt right that the shy gal was a pervert behind closed doors, and the way that those gold eyes were looking at her made her feel more treasured than objectified. Like she was a favored present that had just been unwrapped for the first time and Utena simply couldn't wait to play with her.
And fuck did she want to be played with at the moment after how the gal had been treating her so far, even as another part of her brain was going on about how this was a terrible idea and she shouldn't be letting herself get stripped and felt up in a public changing room and about a hundred other objections that were landing flatly in the mind of a very pent up and turned on girl.
Really, she'd had Baiser eating her out in front of an abandoned church only days earlier. There was no way this could possibly get worse than that.
Anything was a step up from that right train wreck, but especially a cute gal like Utena.
Hungry eyes finally dragged themselves back up her form as if the other girl had to forcefully pull them away - and wasn't that flattering all on its own - and then Utena finally responded to her little jab as if she'd only just processed it.
"I'm certainly not the only one." She said, and Kaoruko really couldn't deny that. It was only minutes earlier that she'd been staring down the purple-haired girl's body herself like a starving animal presented with fresh meat.
She certainly wasn't making any effort that went contrary to that claim as Utena used the grip she already had on Kaoruko's arms to pull them towards herself, guiding them around and leading them right to the clasp of the black bra that blocked her own view of the taller girl's assets. With a cooperative motion of her hands, the clasp was undone and a further hasty motion pulled the bra down to reveal a pair of symmetrical and wonderfully shaped breasts.
They were also at least twice as big as hers were and a quick glance downward confirmed that-
A quiet giggle interrupted her comparison and she felt herself flush with indignation, opening her mouth to defend her wounded pride only to have her lips abruptly stolen by the very girl who'd just laughed at her self-consciousness. The feeling of that girl's tongue curling in her mouth drove the previous line of thought from her brain, leaving her focused on struggling to keep up with the dance of wet tongues happening within her lips as she wondered when the hell Utena had learned how to kiss so well. She had no idea how the gal was doing it, but it felt like her tongue had to be thrice as big as her own even though there was no way that could possibly be true.
Then Utena pulled her close and their breasts pressed together, the difference in size no longer seeming like much of an issue as the sensitive contact drew a series of muffled moans from between their joined lips, more escaping between gasps for air as hands trailed down her back and slipped beneath the waistband of her pants to grab a nice handful of what lay beneath.
And she just let it all happen, let the dominant - apparently, who would have guessed that? - girl pull her legs up to hold her as they made out until Utena slid carefully down the wall to sit amidst the pile of clothes on the floor. Let the dark haired girl fondle her breast with one hand and fiddle with her belt buckle with the other, lifted her hips up out of the way when the larger girl started working her pants down her legs, enjoyed the feeling of hands exploring up the sensitive skin of her calves and thighs. For once there was no reason to fight, no enemy there for her to resist, and she could finally just let go and allow a pretty girl have her way with her for a little bit.
The hands exploring her bare skin moved with an almost reverent care, feather light brushes against her skin accompanied by gentle presses down the lengths of her lean muscles to tease little noises from her lips, a louder gasp escaping her when lips and teeth planted a love bite on the side of her neck.
And then that mouth pulled away and brought a quiet murmur to her ear, sending a quiet thrill shooting through her. "Now, now… Stay quiet for me, won't you?"
Ah, that was right, she wasn't supposed to be making noise. She nodded lightly, then immediately failed in that request as that mouth brought teeth to her earlobe and forced a helpless moan out of her as the other girl teased the sensitive flesh.
"Mm, that won't do… Let's try this." Utena shifted her slightly in her arms, and suddenly she was face to areola with the taller girl's left breast, a flush slowly rising through her face as she finally realized exactly how she was positioned, the way that she was cradled in the other gal's lap. "Go on, it'll help keep you quiet..."
'Fuck, she's a real pervert isn't she?' Kaoruko thought to herself with a face bright red from a mixture of shame, embarrassment, and far more arousal than she was willing to admit to. She wanted to protest the mere concept of what was being suggested, she was not into being breastfed like a goddamn baby even a little bit. It was degrading and humiliating and she wasn't gonna let it happen for a third fuckin' time.
A set of fingertips trailed down her stomach, sending shivers through her body as they drew closer and closer to her pelvis, and the protest that Kaoruko had prepared died on her lips as she closed her mouth shut to stifle a moan that wanted to escape her throat. The fingers veered off course for a moment, trailing teasingly down and then back up her inner thigh in a way that had her covering her mouth with her hand.
And then finally, finally, that touch trailed back up and over the thin layer of cloth that covered her most sensitive area… Trailing over and around, teasing her but never quite going where she now desperately wanted it to be, her hips shifting up to press herself insistently against the avoidant fingers, but they just wouldn't…
They wouldn't…
Her eyes turned back to look at it, the cause of her torment. She… Fuck, did she really want-?
'Fuck it,' she finally leaned in and wrapped her lips around the nipple, giving in to the pervert's silent demand and getting her reward as fingertips slipped under the waistband of her panties.
It wasn't like she'd never been subjected to worse.
'Such a good girl,' Utena thought to herself, but didn't say aloud as she stared with a perverse grin down at the petite blonde, the sensation of the usually proud girl suckling on her breast only serving to add to the pleasure she'd gotten out of pushing her into that position in the first place.
How very lewd that position was, a sort of perverse parody of a child nursing at her mother's teat, cradled almost lovingly in the arms of a girl larger yet younger than herself.
And it was simply sinful how responsive the girl was. The way her breath hitched and her hips rose to meet her when Utena finally reached beneath soaked panties and touched the pads of her fingers to the prize that rested beneath. The deep red of her face that contrasted so vibrantly with the golden blonde of her hair. How her eyes were squeezed shut as if to avoid seeing what she was allowing herself to be subjected to even as her mouth oh so eagerly performed its role.
The sight, the feel of it was almost enough to make her want to keep her. To grab the girl by the collar and drag her through a portal to Nacht Base, to pin her down or tie her up and finally drag all those muffled noises out into the open where she could fully appreciate them. To break the blonde girl's pride until she was nothing but a willing and eager recipient of Utena's fantasies. She wasn't a magical girl after all, there would be no shame in breaking her, but…
It was just a fantasy, if one that made her breaths quicken and warmth flood her core as she worked her fingers against a hardened clit.
A low whine came from the other girl as her fingers slipped away, rubbing lightly against wet folds as she went until finally she pressed her middle finger against and then slowly inside the heat of the girl now shuddering in her arms. Ever so slowly it sunk in, the hot inner walls seeming to cling tightly to her finger throughout the movement until she came to a stop knuckle deep in Kaoruko's sex.
She paused for the moment as the smaller girl's arms wrapped tightly around her, waiting until those arms loosened and she knew the other girl was ready.
Then her finger pulled most of the way back out and pressed back in, taking a slow pace as she carefully worked the blonde's insides. She wasn't in any particular hurry, if anything the more slowly she took things the longer she could enjoy the feeling of the soft lips around her nipple, the tongue licking and circling the nub at its center, the simmering heat that their shared actions were building up inside of her slowly pushing her to want more…
Finally she paused with just the tip of her finger inside, before adding her ring finger and ever so slowly pushing her fingers back inside of the petite girl. Even after the effort she'd put in to loosen the girl up she still felt maddeningly tight with an additional digit inserted, like her body was trying fruitlessly to milk Utena's fingers dry.
Even still, her fingers were more than able to push their way deep inside the other girl, the slow penetration causing lean arms to tighten once more around her waist as Kaoruko adjusted. While she waited Utena softly combed her fingers through the blonde's silky hair, almost like the sort a princess might have in a fairy tale. It didn't really suit the brash way that the girl normally acted, she mused, but it certainly suited the adorable role that she'd pushed the blonde into. A little princess in her arms…
As she resumed the slow and patient motions of her fingers, she continued to admire the softly blushing face of the now much more relaxed and comfortable blonde girl. The slow pace had given her time to adjust, perhaps, and now she seemed as content as could be.
Her body, too, seemed far more relaxed and comfortable. She'd loosened up somewhat, no longer quite so clingingly tight against the motions of Utena's fingers, and she was so wet that even with how tight she still was it provided very little resistance to the invading digits. Her body seemed to welcome Utena in, legs spreading almost subconsciously to allow her hand space to work as she ever so slowly drove up the pace.
It was at once too short and too long before her fingers were pumping in and out of her little plaything, working her like a sort of instrument that responded with hips bucking against her hand and breaths tickling her breast rather than music. She wanted to savor the experience and yet she wanted to reach that grand finale, to feel and to see the pretty girl she was ravishing in the throes of ultimate passion.
She could tell that that finale was approaching. In the way the blonde was almost desperately moving against her fingers, in how her lean arms tightened once again around her waist as Utena shifted her fingers to press insistently against a little spot she'd found within her little toy as she played with her, in how the suction on her breast had grown almost painful in its intensity. It was growing difficult to keep her own voice silent, the passion and arousal clouding her mind in concert with the pleasure she was receiving.
Then a spike of pain joined the pleasure she was feeling, and she had to bite her lip to keep from making a noise as the blonde bit into the skin around her nipple, the girls whole body beginning to tense as her walls tightened around Utena's fingers in the moments before she reached release.
One lustful thought returned to her in that final moment, and she leaned her mouth close to Kaoruko's ear.
"That's a good little princess…"
Silky smooth, that single sentence entered her ear as little more than a whisper and brought with it a veritable flood of emotion that pierced through the haze of arousal like a shot to her heart. Shame, embarrassment, shock, disgust, and far more directed at how she was letting herself be treated, but one thing still overwhelmed all of that with ease.
Even as self loathing ate her up on the inside, a wave of pleasure rushed through her body and washed away any ability she might have had to think clearly. Her limbs were weak, her core shaking and clenching as the fingers inside of her continued pressing in insistently, rubbing and pressing at the inside of her overstimulated sex even as the palm they were attached to rubbed against the outside of it with the same motions.
The world seemed to melt around her into an indecipherable mix of emotion and sensation, lust and pleasure warring against shame and self-consciousness as she came undone at the whim of this massive fucking pervert.
For a time nothing seemed to make sense and everything was mixed up. The girl holding her was at once the kind and shy yet very perverted girl that she clearly was and someone else that she hated to even think of at a time like this one, the villainess that mocked and haunted her dreams. She was at once deeply cherished and possessively controlled, her body gently loved and harshly assaulted. She was safe and in extreme danger, content and afraid.
And then the world slowly returned to her with the sensation of warm fingers combing comfortingly through her hair, her breaths coming heavily at first before they began to slow and feeling hot against her face as they bounced off of the soft body of the girl holding her. Her whole body was filled with a bone deep exhaustion and an even deeper satisfaction, like the built up tension of the last few days or more had drained out all at once and she was left with nothing but a blissful afterglow.
It was wonderful for several long seconds, before reality started to set in and she remembered exactly how she'd reached that afterglow with a slowly reddening face.
The girl above her had similarly flushed cheeks, but even at a glance she could see that the emotions behind the blush that the unfortunately cute girl was wearing were very different from the embarrassment and shame that was coloring her own cheeks. The cause was the same set of events, but the teasing way that the other girl's finger was now trailing down the skin over her throat indicated something far more shameless, a fingernail slipping under and then scratching lightly along the collar that she was only now remembering was still wrapped around her neck.
A toothy grin spread across that pretty face, sharper and wider and more predatory than anything that should have been possible on the face of a wallflower, and then the finger tracing along Kaoruko's neck hooked under her collar and pulled her back in.
Part of her wanted to protest, of course. The way that the gal was treating her and had treated her was not at all what she'd signed up for… but that part of her was drowned out nearly immediately when her lips pressed against the soft skin between Utena's breasts, a pair of guiding hands taking her on an unfairly tempting path down over the other girl's ribs to her smooth stomach.
And that was where she found what she had signed up for, a sharp intake of breath coming from the gold eyed girl as she kissed the center of her stomach, just above where the garter belt still partially covered the shy girl's navel. A quiet gasp followed when she pulled the piece of lingerie out of the way, leaning in to nip and bite at the pale skin around Utena's belly button.
The hands that had been guiding her downwards moved away, and a glance upwards as she sucked at the skin below the other girl's navel treated her to the sight of a very flushed Utena, her hands firmly covering her mouth as she looked nervously at the door…
"…ought I heard something." There was a familiar voice outside, one that Kaoruko was sure she'd heard somewhere before.
"You're just trying to get out of it. I won that bet fair and square, you know." That voice, she definitely knew. It was very distinctive, and if that was her then the other one was definitely…
"Whatever. I'll try this stupid thing on, but I really meant it. I'm sure I heard something." Anemo Nemo's voice responded, followed by some indecipherable grumbling as her footsteps moved closer, and suddenly Utena's nervousness made quite a lot of sense. It was like a splash of cold water to her too, an abrupt reminder that she was in a very public place doing very private things to one of her classmates where anyone they might know might accidentally find them and people they both knew were now right outside.
Only days earlier that would have been the end of it. Months earlier and she'd have never gone even half as far as she already had. Now though, after how far Utena had pushed things and embarrassed her already?
She moved away from the other girl for a moment, her eyes trailing a path down from the little marks she'd left on Utena's skin down to where a pair of very soaked black panties - those were definitely going to have to be bought at this point - were framed on either side by the straps of the garter belt, the view just as tantalizing and tempting as it had been minutes or hours earlier.
And really Utena deserved a little torment for how she'd treated Kaoruko earlier, unfortunately mind-blowing orgasm or no. Even if they got caught it'd be a hell of a lot more embarrassing for the violette than it was for her, so…
Kaoruko leaned back in, brushed the little black pair of panties to the side with her thumb, and pressed lips to wet lower lips. At the contact Utena stiffened and her eyes widened, her hands visibly tightening over her mouth, but she made no attempt to stop her as she leaned further into the fresh point of contact.
She tasted sweet, with maybe a touch of tang to it. Thankfully nowhere near enough to bother her and certainly not enough to stop her from exploring, first around the edges as she slowly worked her way around the sensitive folds of the girl who'd had her wrapped around her fingers only minutes earlier. And now here she was, trying desperately to keep quiet as her friends lingered just outside their little dressing room.
There was a quiet noise as the door to one of the other dressing rooms closed, and she could barely make out the sound of shifting cloth and quiet grumbling as the blue haired girl in the next room changed into whatever outfit she'd been apparently forced into as the result of a lost bet.
Why was what she was doing to Utena so hot when her friend was literally on the other side of a very thin wall from them? It was making her feel like a fuckin' hypocrite for how she'd gotten on Sayo for her public masochistic streak, among other things.
But that didn't change the fact that seeing the shy gal squirm as she teased her with her tongue was doing things to her. It was like a hunger, gnawing away at her from the inside, begging her to pin the other girl up against the wall and go at her with her mouth and her hands until the poor gal couldn't string enough thought together to keep her mouth shut. To leave more marks all over that perfect skin, little lingering tokens of their tryst for the dark haired girl to hide and blush over. The feeling was almost like a sort of sexual version of the rush she got during a good fight, and she'd never been any good at resisting that.
For hardly a moment a part of her wondered if this was how Baiser felt all those times, before she forcefully pushed the thought out of her head. She didn't want that particular pervert in there at all, certainly not at the moment.
So her hands tightened around soft thighs, which had moved to rest over her shoulders at some point, and she finally dragged her tongue up the length of Utena's slit to meet the hardened nub that hid near the top, teasing and circling around it with the tip of her tongue as she saw and felt the reaction of the girl she was getting a taste of.
The sparse muscles of her abdomen flexing and shifting with each motion of her hips against Kaoruko's mouth, the way her thighs briefly tried to squeeze in as the tongue against her flattened out and ran up and then back down before focusing back in around her clit, the sheer heat and wetness of her that only seemed to grow with every second, wide teary eyes over a deep flush and clamped hands. Every little reaction only spurred her on further, made her want more.
She moved down, tongue tracing along wet lips, before she pulled weakly rolling hips even closer to herself and finally pressed her tongue deep down into the other girl's warmth. Almost immediately the soft thighs on her shoulders opened up as wide as they could, as if to welcome in her invading tongue and urge her to press in deeper. As she enthusiastically moved to follow that welcome, she heard voices begin to speak outside the room again.
"Well, here it is… You happy?" Nemo sounded unenthused and at least a little embarrassed about whatever outfit she'd been forced into trying on.
Matama on the other hand seemed thrilled. "Happy? It's perfect! We gotta buy it, then you can wear it around when you're-"
"I am not doing that." Nemo interrupted.
"But you'd make such a cute maid…" Matama whined back.
At the word maid, Utena's head abruptly darted to the left to look at the door. Which she couldn't really blame her for to be fair, even if she wasn't personally attracted to the shark toothed girl the idea of her in a maid outfit was fascinating in just how unfitting it was. It was almost like how dressing Baiser up in Utena's usual wardrobe would be, interesting in just how much of a mismatch it was. Or Baiser in a maid dress…
Why the fuck did Baiser keep coming to mind?
Almost angrily, she leaned back in, her nose touching and rubbing against Utena's clit as she pressed her tongue back in as far as she could push it. The sweet taste of the violette flooded her mouth as the girl let out a squeak at the sudden invasion, before Utena once again covered her mouth with both hands.
"Did you hear that?" Utena hardly even seemed to notice as Nemo spoke, already too lost in sensation as the blonde between her legs brought a hand to join her mouth, fingers moving to stimulate her button as a tongue explored her insides. It was a wonder that she'd even remembered to cover her mouth, really.
"Huh?" Matama sounded distracted, probably by her girlfriend in a maid outfit.
"I thought I heard- Stop staring like that!" Now Nemo sounded really embarrassed.
"Well you said you weren't gonna buy it, so…" As entertaining as the arguing of the old married couple was, she started tuning them out in favor of focusing back in all the way on the girl she was busy eating out.
Utena's hips were moving almost helplessly now, pushing herself up against Kaoruko's face in what could only be a desperate search for more stimulation. Even with her mouth covered, her breaths were coming fast and heavily enough that each one was clearly audible in the small room, though probably not enough that they'd be audible outside of it and strangely she didn't much care if they were.
All put together it was clear that the dark haired girl was very close and wanted nothing more than to be pushed over the edge, and who was she to deny the gal that?
She moved her lips up to wrap around Utena's clit, her tongue meeting the sensitive bundle of nerves once again while a pair of fingers slipped inside the other girl's entrance to replace her tongue. The gal's hips ground needily against her pistoning fingers, her breaths coming harder and heavier until she needed to move her hands and breathe through her mouth, until finally it all came to a crescendo and she could feel as Utena tightened around her fingers, muscles spasming slightly in her grasp, a rush of wetness on her lips and hand.
A bone deep sense of satisfaction ran through her as Utena finally found release under her fingers and her lips, the sound of the shy gal's unrestrained moan like music to her ears. It was almost akin to the euphoria she got after winning a good fight, only better.
And then a sudden exclamation came from just outside the changing room.
"Baiser?!"
There was surprise in Nemo's voice, shock, but no uncertainty.
And just like that, the world seemed to fall out from under her.
"…a dressing room? Who does that?!"
She was feeling amazing as she finally began to recover from the earth shattering orgasm that the blonde girl had pushed her into, even if from the sound of it that orgasm had gotten them found out.
"Well, her obviously." Nemo snarked.
It could've been worse, she supposed. It wasn't like those two didn't already know what kind of pervert she was. They hadn't known she was here, so they could have done something stupid like…
Matama was saying something outside the room, but it didn't even register.
Her eyes were locked on Kaoruko still frozen in place between her legs, and what she saw there had stopped her thoughts right in their tracks. Overwhelming shock, disbelief, recognition, slowly melting into something deeply upset between anger and sadness, betrayal. She knew who she was.
That was… What did she even do about that? A classmate knowing who she was, what options did she even have? It was… She needed time, time to think, time to figure it out, it was coming too slowly with her brain still struggling to get back into gear, she needed-
In the same moment that the idea came to her she implemented it, and just as she could see the shock and disbelief fully melt into full blown rage in the blonde girl's eyes, Kaoruko fell through the floor into a yawning black portal and Utena fell in after her.