Tomboy Makeover Pt 02

Thank you for all the positive response to the original, it inspired me to write this. Hopefully it makes for a decent continuation.

Also, thanks to LaRascasse for helping me with this.

Alex ended up sticking her head under the shower to clean off and rubbed her hair into a mess of damp spikes with a towel before hesitating at the door. Now that she thought about it, walking around totally naked in someone else's apartment felt weird, but wrapping herself in a towel to go straight back into the bedroom was pointless. She settled for covering herself with her hands as she walked down the hall, hearing much louder moans than before.

Victoria was bouncing on top of her girlfriend, the glistening strap-on disappearing inside her each time their bodies met with a slap. She was red-faced and panting, one hand propping her up over Sophia's chest while the other worked furiously between her legs, rubbing her clit and drawing out ragged moans.

Alex found her own fingers starting to move as she watched, her previously satisfied arousal flaring once more. She was usually something of a one and done girl, but after two mindblowing orgasms she was hungry for more. They were just too damn hot to watch.

"Fuck-" Victoria gasped, going rigid as her fingers curled into Sophia's skin. She shivered, her hips dropping into one more thrust, then let out a heavy breath, breaking into a smile. She shifted to let the strap-on slip out of her and leaned down to meet her girlfriend's lips, lingering as one kiss blurred into another until Sophia caught sight of Alex standing in the doorway and gently pushed her away.

"Don't be a stranger, Alex. Come cuddle."

Victoria looked over, a blissful smile on her face. "Yeah, you big horny hunk. Come here."

Blushing, Alex wiped her hand on her thigh and moved to lay on her side next to them, finding herself immediately accepted into the warm embrace as two arms wrapped around her. She could feel their breath on her skin as they all snuggled together, taking a break from pleasure.

Eventually, Sophia murmured, "So, Alex..."

"Yeah?"

"Have you ever used a strap-on before?"

"I haven't," Alex said, aware that this was leading into to something.

"I figured. But, well, Victoria has this fantasy..."

"Soph," Victoria protested.

"I have a few too," Sophia admitted. "To be honest, we've both really been hoping that something like this would happen."

"God, don't tell her that," Victoria groaned, rolling off Sophia's chest to lay side by side.

"It's okay," Alex said, resting her arm across both their stomachs. "It doesn't bother me."

Sophia smiled, kissing the side of her girlfriend's head and turning to peck Alex on the cheek. "None of it's bad. We've just kind of been... daydreaming."

"Uh. Yeah." That significant pause and the look in Sophia's eyes told Alex this was the kind 'daydreaming' you did with a hand between your legs, and she remembered her own shameful masturbation fantasies. The thought of them doing the same with her made her swallow hard. "I've... been thinking about this too."

Victoria perked up, half-sitting up to look at Alex. "Oh? Anything in particular?"

"Down, girl," Sophia said, laughing as she pushed her girlfriend back to the bed. "You can share if you want, Alex, but don't feel like you have to."

"Well..." Alex blushed. "It was mostly just about... this, happening at all. I don't know if there was anything specific. But, uh, what about you two? I'm guessing it involves me and a strap-on?"

"Yeah," Victoria said, staring up at the ceiling. "It's just your whole tomboy thing, and the muscles... I thought - well,

we

thought - that you'd be super hot with a strap-on, being all rough and dominant."

"Oh," Alex said, unsure. She'd never really thought about

wearing

a strap-on, much less using it to be dominant. "I'm... not against it, I just haven't... I don't know what I'd be doing."

"That's alright," Sophia murmured. "We're not expecting you to be an expert, but if it sounds like any fun..."

Alex hesitated for a moment, trying to picture it. Victoria underneath her, moaning her name and clutching at the bed as she pounded into her... It sounded hot as hell. She had been happy to let them take charge and direct everything so far, but she didn't want to stay passive forever...

"I'll give it a shot," she said, and Sophia broke into a smile.

"Okay. No pressure." She undid the harness around her hips and pushed herself upright. "Let me get this on you."

Alex held still as Sophia put the strap-on on her and sat up when she was finished, staring at the length now jutting out from her crotch. It was still slick with Victoria's juices. She wiggled her hips and watched the dildo sway, feeling the unfamiliar weight.

"So..."

"Come over here," Victoria said, patting her legs, and Alex shuffled over to straddle her. "It's pretty easy once you get the hang of it. I'm warmed up already, but... play with me for a bit." She reached up to hold Alex's shoulders, pulling her down into a kiss as the strap-on pressed up between their stomachs. Victoria smiled against her mouth, breaking away to murmur, "Hah, you taste like Sophie."

Alex met her lips again as she felt up her friend's curves, enjoying the contrast of Victoria's smooth, warm skin against her roughened hands. Her breasts, though only average, were much larger than Alex's and a lot of fun to toy with. She wasn't entirely sure what to do with another woman, so she just did what she liked done to herself, squeezing the soft flesh, teasing her nipples into stiffness and rolling them between her fingers. That seemed to do the trick; Victoria let out little gasps and moans until she finally pushed Alex away.

"That's- That's good. You can fuck me now."

"Okay..." She sat back, gingerly taking hold of the slippery shaft attached to her. Victoria spread her legs a little more, allowing the head to be pressed into her folds and reaching down to help a hesitant Alex push it deeper. Focused on each other as their bodies joined, they were only vaguely aware of Sophia scooting off the bed.

"Mmm, fuck..." Victoria groaned, breathing faster. "Yeah... Lean over me, keep your knees like that." Alex did so, bringing their faces close together again. "Now, nice and slow, rock your hips- ooh, that's it. You've got the idea. Get comfortable with moving like this. Don't be afraid to get rougher, just work your way into it."

Alex slowly thrust into her, feeling her friend's warm breath on her skin as she found a rhythm in the unfamiliar movement. It wasn't that hard. She just had to concentrate, which became increasingly difficult as Victoria got worked up underneath her, squirming and panting, biting her lip, fingers digging into the bed as juices dripped down her inner thigh.

"I know you're not doing it on purpose," Victoria breathed, "but this is teasing the fuck out of me. Can you go faster, please?"

That kind of plea was hard to ignore, especially with Victoria's flushed, desperate face inches from hers. She met her friend's lips in another brief kiss, starting to pump her hips in earnest. The way the strap-on sat low on her crotch meant that it was grinding against her clit with each thrust, giving her little sparks of pleasure in return for her efforts. More than that, it made her feel good to hear Victoria moan, to return the favor that had sent her into ecstasy; then she pulled back a bit too far and the strap-on slipped out entirely, sliding along her friend's stomach. Alex froze, embarrassed, and Victoria giggled, reaching up to ruffle her damp hair.

"It happens to everyone. Just put it back in, you're doing good."

"Yeah, you're a fast learner," Sophia said, returning to the bed. Alex glanced over to see her wearing another strap-on and carrying a bottle of lube. "I can't wait for my turn."

"What's that for?" Alex asked, eyeing the dildo as she guided her own strap-on back into her friend's folds. Victoria looked to her girlfriend and let out a small noise, her cheeks turning pink from more than arousal.

"Soph..."

"Vicky really wants to be double-teamed," Sophia said, grinning. "I'll let you have your fun first, though."

Surprised but liking the sound of that, Alex turned back to Victoria and started to work back into the rapid rhythm that had her gasping, her fingers curling into the covers on either side of her head. Sophia traced her hands over her friend's strong back, kissing her shoulders and biceps, caressing Alex's tight, hot body as her girlfriend was pounded.

"Ff-fu-huck, Alex, you really- got- the hang of this... Can you- grab my wrists, please?"

Pausing for a moment, Alex shifted her hands to pin Victoria's wrists to the bed. "Like this?"

"God, yes, don't let go..." Victoria writhed, trying to escape and finding she was helpless under Alex's muscular frame. She stared up at her friend, hair disheveled and her eyes bright. "You're so- fucking strong... I can't... oh, just fuck me!"

Alex continued to pump her hips at the fast pace, both massively turned on and a little amused. She never would have guessed that her friend had this kind of submissive side, and she never would have guessed that she would be totally, one-hundred percent into the feeling of control it gave her. The way she was able to so easily overpower Victoria meant she could do anything she wanted... The idea was intoxicating.

Victoria was flushed and squirming, drawing in ragged breaths and letting them out as desperate moans as she was pushed towards climax. It was incredibly sexy to see every bit of her composure stripped away as their bodies grew hot against each other, effort making their skin sticky with sweat. Alex was surprised to feel Sophia's soft hand slip between the two of them and glanced down to see her rubbing Victoria's clit, making her girlfriend cry out and go tense. It was suddenly hard to keep thrusting into her, but when Alex slowed down Victoria frantically shook her head, begging, "Please please please please-" She fought past her friend's tightness, fucking her through her orgasm and sending her flying into another, her back arching off the bed as Sophia kept stroking her clit.

Finally, Victoria slumped down, panting hard, wearing a goofy smile with her eyes closed in bliss. Alex gently pulled out and lay alongside her, putting an arm across her stomach and receiving a kiss as Victoria turned to face her.

"That was... fucking great... and thanks, Soph..."

"Glad," Alex mumbled. She was hot and sweaty, surprisingly tired after the unusual exertion, and the ignored need between her legs was becoming harder to block out. The strap-on rubbing against her clit felt good but ultimately unsatisfying, and after working so hard to give Victoria an orgasm she wanted to come again. Victoria propped herself upon shaky arms, pushing Alex to lay on her back and setting a knee on either side of her thighs.

"I know I'm being selfish, but you don't have to do anything. Just take a breather while Sophie, uh..."

"Fucks her ass," Sophia said helpfully, lubing up her strap-on. Victoria, already pink after her orgasms, went red.

"Soph!"

"What?" she asked, grinning. "It's true. It's not my fault you're embarrassed you love it."

Alex laughed, resting her hands on Victoria's hips. "I'm not judging. This is hot."

"Sure," Victoria muttered, but a smile tugged at her lips. She sucked in a sharp breath when Sophia slipped a lubed finger inside her, stretching her open for the much thicker shaft she was wearing. She added a second finger and began to gently thrust both, not satisfied with her preparation until Victoria was biting her lip and ever so slightly grinding into Alex's strap-on.

"I think you're ready..."

"Yeah," Victoria breathed. She shifted forward and lowered herself onto Alex, once more bringing taking the strap-on to the hilt and shivering with excitement as her girlfriend lined up the second one behind her. Sophia kissed her neck, carefully pushing into her and forcing out a whined, "Fuck..."

"Relax, Vic," Sophia murmured. "Gotta relax for me..."

"Trying," Victoria gasped, her head falling back. "It's- a lot more than I thought-"

"Want me to stop?"

"God no..."

Alex rubbed her friend's sides as Sophia gradually worked the strap-on deeper, filling her up until they were all pressed together. Victoria quivered in between them, leaned forward and clutching at Alex's biceps as her body struggled to adjust. Sophia began to rock into her with tiny movements, only able to move the strap-on an inch or so before she pulled out entirely and applied a fresh coat of lube.

"Fuck..." Victoria groaned as she was penetrated again, but this time there was no pain in it. Taking short, shallow breaths, she began to rock her hips into Alex, fucking herself on the strap-on while her girlfriend began a slow pattern of thrusts. Sophia slipped a hand around her to rub between Victoria's legs, drawing out little gasps and moans and kissing the back of her girlfriend's neck every time their bodies joined.

True to Victoria's word, Alex didn't have to do a thing. She could simply enjoy the show, watching her friend's expressions as she was impaled from both sides. The issue of being unable to reach down and touch her throbbing clit was becoming more and more frustrating, but Victoria was loving it so much that she didn't really mind. It was unbelievably hot to see her friend losing herself to the pleasure, falling apart as her fantasy came to fruition.

Victoria's orgasm came quickly and with little warning; one moment she was bouncing on the strap-on, the next she was collapsing forwards and moaning into Alex's ear, digging her fingers into her friend's shoulders while her girlfriend continued to fuck her from behind. Victoria could hardly breathe, but she feverishly humped Alex, moaning, begging for more. Alex tried to thrust into her from below, doing her best to help her towards a second climax and enjoying the sight of Sophia over Victoria's shoulder.

Victoria almost screamed when she came again, drawing red lines in Alex's skin with her fingernails as her body went rigid. This time, Sophia gradually slowed down, drawing out her girlfriend's pleasure and until Victoria was just limp and trembling on top of Alex. She carefully pulled out and rubbed over Victoria's back as Alex held her close, stroking her hair. The strap-on was tossed off the bed as Sophia lay down next to them, putting an arm around both.

"I don't think I've ever seen you come so hard," she murmured, pulling a strand of hair away from her girlfriend's sticky forehead. "You really liked that, huh?"

Victoria made a noise that might have been a "Yes..."

"Mm." Sophia kissed her. "How are you doing, Alex?"

"I'm good," she said, and admitted, "I'm really ready to go again, though."

Sophia gave a soft giggle. "I guessed. Since you've been so patient... is there anything in particular you want to do? Any fantasies you want to try for real?"

"Well..." Alex's cheeks grew hot, and she felt ridiculous.

How am I embarrassed about

anything

after all this?

"I, uh, kind of wondered what it would be like to scissor..." More correctly, she had humped her pillow into a half-dozen orgasms while imagining Sophia or Victoria grinding against her, but she wasn't going to admit that much.

"Alright," Sophia said, breaking into a grin. "Want to use any toys?"

"Um..." Toys hadn't figured into her fantasies at all. After a moment, she shook her head.

"Okay. I like it that way too, it just takes more work." Sophia gave her girlfriend a gentle push. "Scoot, Vicky. My turn."

"Mm," Victoria mumbled, rolling off Alex and letting the strap-on slip out of her. Sophia undid the harness and tugged the straps out from underneath her friend, carelessly throwing it over the edge of the bed. She lifted Alex's leg over her own, aligning their slick, swollen heats against one another and beginning to rock forward, pushing their crotches together.

"You can let me do the work or we both can," Sophia said, starting to breath a little harder. "Whatever you want..."

Alex tried to match to motion of Sophia's hips, propping herself up on her arms and humping forward, but following a rhythm with two people was trickier than she realized. Eventually, she just lay back and let Sophia set the pace, both of them moaning softly as their clits ground against each other's soft folds. While it wasn't as intense as some of the things they'd done so far, it felt

good,

and Alex didn't mind the slower buildup of pleasure when she was pretty sure that this was the last sex of the night. She wanted it to last, to savor this wonderful moment where her friend humped her crotch with nothing but bliss on her face.

Of course, she didn't complain when Victoria pressed up against her side and ran a hand across her body, teasing her sensitive chest before sliding down to give her clit a much more regular, firm touch that had her gasping. Sophia smiled, teasing her nipple with one hand and working the other between her legs to make herself moan as she continued to grind their bodies together. The pace became faster, almost frantic, losing the steady rhythm as they both neared their peaks. Alex took short breaths, playing with her breasts while her friends made her feel so, so fucking good, building that hot tension in her belly for the third time.

Sophia came first, rubbing her clit furiously and crying out as she bucked forwards, her stomach flexing with each wave of pleasure. Her orgasm covered Alex's folds and her girlfriend's hand in her juices, but Victoria kept moving her fingers in rapid circles, sending Alex over the edge and into quivering bliss. Her legs wrapped around Sophia, holding her close as her thighs tensed and twitched. The world was empty except for her pleasure until gradually, the high began to fade away.

Alex struggled to catch her breath, heartbeat gradually winding down from a purr. She had never been totally exhausted by sex before, but it felt like she'd just gotten done with a full-body workout, complete with the sense of tired satisfaction. Quietly, Sophia moved to lay on the other side of Alex, surrounding her with warm, naked bodies. They snuggled into her chest and ran their hands over her body, occasionally kissing her cheeks.

There had been... a lot firsts tonight. Her first time with a woman. Her first time with

two

women. Her first time in a threesome. Her first time going down on a woman, or having a woman go down on her. Her first time using a strap-on. Her first time scissoring.

Her first and hopefully not last time falling asleep in the arms of her friends, happy and content.