Changes Ch 08 3

I've sat on this for the longest time. I don't think I can do a better job. I now know how incredibly challenging it is to write a love scene! So much respect for all the incredible writers on Literotica.

Thank you for your patience and encouragement. I really hope you enjoy this chapter. Please let me know what you think. All your comments and mails mean a lot.

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Heather stirred awake, aware of the warm body nestled against her. She moved closer, wanting more contact and it was then that she felt Vanessa's bare bums against her thighs. A soft moan escaped her as she pressed up against Vanessa's back, burying her face in her hair. What a thing to wake up to, she thought, not even trying to help the smile she knew she had broken into.

She went over what had happened earlier in the morning. How she'd made herself cum with Vanessa's voice in her ear. Oh she'd sucked on Vanessa's nipple. The memory was enough to make her pulse quicken. It had been incredible.

How long had they been asleep? She reached for her phone to check the time. 11:20 AM. It didn't matter. There was nowhere else she'd rather be, nothing she'd rather be doing. She snuggled back up against Vanessa, brushing her thighs against the warm curve of her ass. Letting her hands wander down, she stroked the smooth skin, squeezing it gently. She couldn't help but moan at how good it felt. God she wanted to kiss it. Such soft skin against her lips. Heather slithered down until she was face first with Vanessa's ass. She planted a kiss on the small of her back, letting her lips trail the buxom rise of her ass. With her hand she kneaded the soft skin of one cheek while she planted soft kisses on the other.

"Mmmm..."

Heather heard Vanessa sigh as she stirred awake.

"Ohh...oh honey," Vanessa moaned, turning over onto her front, to give Heather better access.

Heather cupped a cheek with each hand, her mouth lavishing attention on the small of her back, her tongue tracing the gentle swell there, dipping briefly into the crevice between the cheeks before moving on the other one.

"Heather, fuck! Oh honey, what are you doing?"

"Want me to stop?" Heather managed, tracing her way back, this time deliberately wiggling her tongue over Vanessa's tail bone.

"Ahh god!" Vanessa exclaimed. "Oh please Heather, come up here. Need to see you."

Heather slithered back up, her lips seeking out Vanessa's and kissing her. "Good morning," she whispered against Vanessa's lips.

"Is it still morning?"

"Mhm, we still have a few minutes of morning," Heather giggled.

"Way to wake me up," Vanessa said as she stretched, wrapping her arms around Heather.

"I'm learning from the best," Heather said, relishing the feel of Vanessa's bare thighs against hers. "Actually, I take that back."

"What? Why?"

"Weren't you the one who pinned me down and tickled me half to death?" she asked playfully, nuzzling the warm neck on offer.

Vanessa chuckled, "Was I? I don't think so."

"Oh really?" Heather whispered.

"Mhm."

"Okay then, let me refresh your memory." In a swift motion she straddled Vanessa and pinned her arms down. She leaned forward and looked right into her eyes, matching the fire in them with her own. "Does this ring a bell?" she whispered, her mouth an inch away from Vanessa's.

Vanessa moaned, reaching up to kiss Heather. Heather moved away, a wry smile tugging at her lips. "Un uh. Tell me, Vanessa. Does this remind you of something?" she asked, not letting go of the arms she had pinned against the bed.

Vanessa was breathing hard by now. "Yes," she whispered, reaching up for a kiss only to be denied again. "You're sexy when you're in charge," she said with a smile. "Are you going to tickle me?"

Heather continued to bore into Vanessa's eyes. "No. I have other things in mind. But first, I want my shirt back."

"What?"

"My shirt. You're wearing it. I want it back," Heather said, slowly.

"Oh. Well, you'll have to let go of my arms for that."

Heather released her arms and sidled down to free the t-shirt from under her. "Sit up," she instructed and Vanessa obliged, not breaking eye contact. Her hands settled on Heather's hips, spanning to touch as much of her as she could.

Heather was quick to wrap her fingers around Vanessa's wrist. "No Vanessa. Hands to yourself," she whispered, placing her hands back on the bed.

"Why?"

Heather, still straddling Vanessa, now around her thighs, reached out and stroked her cheek before whispering, "Because I said so." Then, her gaze gentler, "You want to kiss me?" she asked softly.

Vanessa nodded, tilting her head back and reaching up for Heather's lips again. This time, Heather met her halfway and moaned at the contact.

She wrapped her legs around Vanessa's middle, one hand buried in her hair, the other at Vanessa's side, the t shirt bunched up in it. Heather plundered Vanessa's mouth, not letting her pull away until she'd had her fill. When she finally let Vanessa go, they were both out of breath. Her hand still in Vanessa's hair, she gently tugged, making her neck easily accessible to her mouth. She dove in, kissing and nipping the sensitive skin

"Oh god, Heather, unhh."

Heather found a delectable spot and settled there, sucking the skin into her mouth, her tongue caressing it occasionally to soothe the bothered flesh.

Vanessa growled, unable to keep her hands to herself, she reached around to squeeze Heather's panty clad ass. Her fingers made their way under the elastic, stroking.

"Vanessa," Heather murmured against her neck. "You need to listen to me."

She hesitated for a second, but then moved her hands away.

Heather smiled into Vanessa's neck, thrilled at the prospect of being in charge. She looked up, and met Vanessa's burning gaze. "Good," she said, kissing her jaw.

"You have no idea what you're doing to me," Vanessa said, her eyes betraying her struggle.

For a second Heather softened. "C'mere," she said, pulling Vanessa in for a gentle kiss. "Do you like it?"

"What?"

"What I'm doing to you," Heather asked, trying not to smile.

Vanessa chuckled, fighting the urge to hold Heather, "I haven't quite made my mind up about it."

"Well, you better get used to it."

"Oh really. Gonna have your way with me, are ya?"

"Yes. Yes, I am," she said, her words punctuated by kisses. "For now," she added, "Honey, I want my shirt back."

Vanessa smiled into the intermittent, teasing kisses. "Call me honey again."

"My shirt first."

Okay, but, then I'd be naked."

"Mhm," Heather hummed, bunching the corners of the shirt in her fists.

"Is that what you want? Me naked?" Vanessa teased.

"Yes Vanessa. That's exactly what I want." Heather pulled the shirt up Vanessa's torso. "Hands," she said, indicating that Vanessa should raise her hands to let Heather pull off the shirt. Vanessa obliged, her eyes ablaze, not leaving Heather's. In one swift motion Heather had the only piece of clothing covering Vanessa, off.

Heart hammering, she still held Vanessa's gaze, savouring the moment.

"What do you intend to do now?" Vanessa whispered, breathing hard, her voice hoarse.

Heather leaned in, her lips brushing against Vanessa's, "Feast on you, honey," she said in a voice so unlike hers before she pulled back and for the first time laid her eyes on Vanessa's naked body.

"Oh." Her mouth hung open as she took in the gorgeous woman in front of her. The length of her neck, with a hint of pink where Heather had spent so much time just a few minutes ago. Her incredibly sexy collar bones, how the muscles of her shoulders bunched as she rested her weight on her arms, patiently letting Heather explore with her eyes. Heather scanned lower, the expanse of her chest, smooth, begging to be licked and oh god, her breasts, caramel, tipped with dark brown nipples. Heather recalled what it had felt like to feel them in her hand, the nipple in her mouth as she came last night and she couldn't help the moan that escaped her.

She moved her gaze lower, to where she could see the ridges of Vanessa's ribs and her taut mid riff. She reached out without meaning to, her fingers grazing the ribs, making Vanessa's muscles convulse in response.

She dragged her eyes up to meet Vanessa's again. "You're" she cleared her throat. "You're beautiful," she whispered.

Vanessa managed a smile, her breathing laboured.

"Lie down," she instructed, gently applying pressure to Vanessa's shoulder.

Vanessa yielded, letting herself fall back on the bed.

My god, Heather thought. I have her in my bed. How is this happening? She laid both her hands flat on Vanessa's tummy, needing the contact to reassure herself. She could feel the muscles rippling under her fingers as Vanessa tensed up, before relaxing. She moved her hands to Vanessa's sides, firmly stroking the length of her, from her underarms to her hips, where Heather's own legs straddled her and back again. She felt the gentle swell of the side of her breasts, the gentle curve where her waist dipped and then the gradual flare of her hips. It was so different, so very different from the contours of men she had been with, yet in a way, so familiar. As she explored and drank in Vanessa's body shamelessly, in the back of her mind she did hear the soft sighs from somewhere in the distance. What got her attention was when Vanessa gently thrust her hip into Heather.

"Ohh," Heather exclaimed, surprised at the zing it sent through her. She tore her gaze away from Vanessa's body to meet her eye before looking down to where their bodies met. She was straddling Vanessa just below her mound, stray strands of Vanessa's pubic hair where visible where the shirt Heather was wearing flopped on her skin. Suddenly she was aware of the heat of Vanessa against her own mound. Looking back up into Vanessa's face, she rocked her hips and gently ground down.

"Ungh," Vanessa moaned, her face scrunching up at the unexpected pleasure as her own hips lifted up in response. "Fuck, Heather," she whispered.

Heather anchored herself, by holding onto Vanessa's sides, "Look at me," she said, before grinding down again and was met by a more insistent response from Vanessa. Again, she ground down and this time, before Vanessa could respond, Heather lifted herself off a couple of inches, resulting in Vanessa humping air.

She growled in frustration, displeasure evident on her face.

"Oh Vanessa," Heather whispered before leaning over to kiss her. Vanessa roughly claimed her lips, conveying her need. She let Vanessa have her way for just a minute before pulling away. Vanessa's moan of protest quickly turned into one of pleasure as Heather shifted her attention to her neck.

"I think I may have given you a hickey earlier," she said, not stopping to look up.

"Don't care," Vanessa exhaled. "Just don't stop."

Heather giggled, her tongue fiddling with a sensitive earlobe. "What if someone asks you how you got it?"

"I'll make sure to spare no detail in my answer," Vanessa grunted making Heather giggle again.

She sucked in a earlobe, her hands reveling in the curves Vanessa's body offered. Heather moved lower, her own pulse racing as she felt the thudding of Vanessa's heart. Teeth grazed across her collarbone, her tongue gently swirling on the tender skin at the base of her neck. Her hands circled around Vanessa's breasts, preparing them for the onslaught of her approaching mouth. She looked up at Vanessa's face and was struck by the desire she saw. All Heather wanted to do was give her as much pleasure as she possibly could.

"You're beautiful," she whispered against the top of Vanessa's breasts, before holding her gaze as she stuck her tongue out and flicked it against a puckered, taut nipple.

"Fuck!" Vanessa exclaimed. "Please."

Heather didn't torture her anymore, she swirled her tongue around her nipple a couple of time, before stabbing it with her pointy tongue. Vanessa was almost bucking against her, her hands tight fists, holding onto the crumpled sheets for dear life.

She sucked the nipple into her mouth, lashing her tongue over it, her fingers, finding the other nipple and rolling it between them.

"Oh my god, Heather. Ohhh... Yes!"

Heather moved her mouth to the other nipple and her fingers taking her place on this one. She looked up to see Vanessa, holding her head up, looking at her. "You like what you see?" she whispered, before sucking in the nipple into her mouth again.

Vanessa hissed at how intense it felt. "I'm afraid it won't be real if I don't look."

Heather smiled. "I'm here, get used to it." She moved to kiss Vanessa and added, "But, by all means, feel free to watch all you want."

Heather was amazed at how bold she was, exploring the taut belly, the undersides of those lovely breasts, and the adorable bellybutton which she didn't fail to dip her tongue into several times during her exploration. She wanted to take her time, but she knew it was driving Vanessa crazy. There'll be plenty more time to explore, she told herself.

Every time she looked up, Vanessa was unfailingly watching her, her eyes hooded, her lips parted. There was a deep glow in her cheeks and her chest had a sheen from how much Heather was working her. Seeing Vanessa respond this way to her touch emboldened Heather.

She travelled lower, leaving soft kisses on her lower belly. She could see faint stretch marks, no doubt from carrying Jules and it made her smile. As she got closer to the patch of dark, neatly trimmed pubic hair, Heather suddenly became aware of the heady smell of Vanessa's pussy. It was so different from her own, and right then, she realized that she was in alien territory.

She felt her confidence slipping. She was not sure of how to go about this anymore. Heather looked up at Vanessa and her uncertainty must have been plainly visible.

"Heather," Vanessa whispered, sitting up. "Hey, you ok?"

Heather nodded, "Yes, I just... I don't know what will make you feel good," she murmured, blushing.

Vanessa smiled, "Look at me," she whispered, "You don't have to do this if you're not sure."

"What? No! I want to. I just... what if I don't do it right?"

Vanessa nodded. "Honey, it's your first time. Just, just do what feels right. Trust me, mine pretty much likes what yours likes."

"Really?"

"Yes! You'll see, it's really not that different."

Heather leaned in and kissed Vanessa, nervous.

"And honey, just have fun okay? And stop if you don't like it. I mean it."

In her head, Heather scoffed. "Not like it?" she thought to herself. "I'm worried you won't like what I do." And then aloud, she said, "Will you tell me if something doesn't feel good? Will you tell me what to do?"

Vanessa nodded, a gentle smile on her face. "Yes, I'll tell, ya. Not always in words though," she grinned, before kissing Heather again.

"Ok, now, go back down," she said, pushing Vanessa back into the bed, enamoured by how her breasts jiggled. Inwardly she moaned at the desire it sparked in her, suddenly hyper aware of how her panties were stuck to her pussy. Heather shook it off and directed her full attention to the little triangle in front of her. She hadn't really taken a moment to look at it. She ran her fingers through it, making Vanessa jump. She pushed Vanessa's legs open, giving her one last look before settling down between them.

Heather instinctively stroked Vanessa's thighs as she visually took in the wet, glistening pussy. She noticed that her lips were bare, soft, glistening folds peeking out from between them. She place her thumbs on either side of the plump lips and pulled them apart to reveal the deep pink of Vanessa's pussy. Her curiosity was piqued. She could see her little clit peering out from under the hood, the flaps of her inner fold, which she couldn't wait to suck into her mouth and the darker pink of the entrance of her pussy. It was anatomically different from hers but nothing unfamiliar. She should know her way around this one, she thought.

Heather let go and looked up at Vanessa. "You're beautiful," she said.

"Yea? Wanna show me how beautiful?" she whispered, making Heather smile.

"With pleasure," she said before coming face to face with Vanessa's pussy again. She took a deep breath, inhaling her musky smell before lightly kissing her inner thigh.

Vanessa whimpered.

God she loved how this felt. She was the cause of the slight quiver in those strong thighs. She moved closer, swiping her tongue where her thighs ended. A deep groan escaped Vanessa. Heather kissed and ran her tongue around the outside of her pussy lips, feeling the slight prickliness of the shave before drawing them apart again. She had to remind herself not to draw this out. "Next time, you can take all the time you want," she told herself. For now, she wanted to give.

Heather ran her tongue along Vanessa's slit, not delving deep. "Hmm, that was pleasant," she thought, sampling the slightly musky taste. Her next swipe was bolder. She drew her tongue across the length of her pussy, ending with a flick across her clit.

Vanessa cried out and Heather repeated her action a couple of more times, causing a violent shudder.

Heather sucked in the inner folds, coating them with her saliva. She spent some time licking around the folds and Vanessa let her explore before whispering, "Higher, please."

Heather immediately complied. She knew all too well the frustration of an enthusiastic lover ignoring her clit.

She pried her pussy lips open before planting a tiny kiss on the exposed clit. With her tongue she licked around the clit, not sure how sensitive Vanessa was to direct contact. She drew circles with her tongue with an occasional flick across the sensitive nub.

"Oh fuck, Heather, yes!" Vanessa moaned, her hands flying to the back of Heather's head. "Yes, yes, oh god."

Heather was aware of Heather's thighs framing her face, occasionally quivering against her cheek or her arm. The feel of neatly trimmed pubic her against her nose, prickly, all so different from lovers she'd had before.

Heather flicked her tongue side to side across Vanessa's clit, her tongue firm and pointed. Vanessa's movements against her mouth coated her chin in her juices. She wanted to dip her tongue in, to be consumed by her taste, her smell. But again, this was about Vanessa. She focused on Vanessa's pleasure, spending time on spots that drew the loudest moans. Before long, Vanessa was thrusting her hips against the mouth that pleasured her.

Sensing the urgency in Vanessa's movements, Heather wrapped her lips around Vanessa and sucked her in, lashing her with her tongue. Vanessa's hips bucked, "Ah yes," she growled, thrusting into Heather's mouth. "Just like that honey," she moaned, her hands holding Heather's head in place. "Yes, oh god, yes fuck don't fucking stop!"

Heather wanted to look at Vanessa, see her face, the pleasure in her eyes. But she dare not stop. She moved her eyes up, hoping to catch Vanessa's. But her eyes were shut, her face scrunched up, her lips apart. She was doing this to her, giving her pleasure.

She could feel the quiver in Vanessa's thighs, the tensing of her abdomen and Heather prepared to hold on for dear life, her hands ready to hold Vanessa in place as she continued to suck and lick without losing her rhythm. She could sense how close Vanessa was and she would do all she could to get her there. There was silence for a few seconds as Vanessa held her breath.

"Oh god, Heather you're gonna make me cum so fucking... Fuck YES!"

Vanessa's thighs clamped down against her head, her hands tightened their grip on her hair as her hips bucked wildly. Heather was prepared. She made sure her mouth was firmly planted on her clit and she lashed it without skipping a beat, slowing down once she felt Vanessa slacken.