So Pretty
by Twinkledru J.

Willow has never liked kissing girls when they have lipgloss on. She's also never really liked kissing anyone when she has it on, either. It feels weird, slippery, and she always imagines that that makeup taste is lingering in her throat and has to drink lots and lots of water to get rid of it.

But Wesley's lips, slicked in gloss that smells and tastes like strawberry candies, his lips that sparkle and shine like something not real under the streetlights -- who could resist that? She has to pull him down, because she and Fred put him in stiletto heels. They're fabulous shoes, but they're pointy-toed with stiletto heels, so he veritably towers over the two of them. Willow has to pull him down, and she takes his lower lip between her teeth and slides her tongue along it, over and over and over until the gloss must be all gone, because his lip is lip-textured again (albeit a little softer).

"You two look so pretty," Fred says softly, sliding her arms around Willow's waist and nuzzling at her throat. Willow releases Wesley's lip, and he kisses her temple.

"We do, don't we?" he asks, his voice dark and low and his words more hot breeze on Willow's ear instead of registering as any real words. She shudders, because it feels like warm breath on her very brain. "We really do."

"So pretty," Fred muses further, and her breasts are pressing into Willow's back as she slide's her hands down Wesley's jacket. Willow can feel Fred's nipples against her back, even through bra and dress and Willow's blouse.

"My apartment isn't far from here," Wesley says, straightening finally and not wobbling at all -- he's better in heels than Willow is, and she's been practicing for years. His hair is damp with sweat. They all are, but Wes the most, and his eyeliner is running. "Shall we -- "

"Oh, we shall," Fred agrees quickly, and presses a hard kiss against Willow's mouth, even as she drags her along with Wesley.

"We definitely shall," Willow adds.

As soon as the three of them are inside his apartment, Wesley pushes Willow against the door, or, rather, against Fred against the door. He still towers over them, because he hasn't taken off his shoes.

Fred is doing that nuzzling thing against Willow's throat again, but this time there are hands involved, nimble girl-hands under the peasant blouse Willow wore and over her lacy black bra, nimble girl- fingers tracing Willow's breasts from memory through the lace. She feels Fred's own breasts, sort of squashed against her back. Fred's hands are on her stomach, trapped between Willow's soft belly and Wesley's abs as Willow unbuttons the black shirt they put him in.

Wesley's legs don't know what to do, and he's not so steady on his feet anymore. He's trying to move his knees wider apart, to be able to brace himself and press harder against Willow, but the skirt he's wearing won't let him do that. He wobbles a little for the first time since he put the shoes on hours ago, and in balancing he inadvertently grinds his hips against Willow's and she gets the truly strange sensation of hard, hard heat through a leather miniskirt. She realizes that there's still gloss on Wesley's upper lip and stands on her toes to suck at that one, too. Wesley grunts softly at this and presses against her harder.

There was a satin camisole underneath the shirt Wes wore, silver satin that Willow slides her hand along. There are sweaty spots, damp satin-stains where her hands slow when she slides them along, but her hands don't linger long anywhere. Even in the darkness, the satin gleams weakly like something magickal.

Wesley reaches down for the shoes finally, and Fred pulls away from Willow long enough to say "No!"

"No?" Wesley repeats, incredulous. "Fred, I -- "

"They're -- they're -- "

"They're really sexy," Willow says.

"Exactly," Fred agrees. "Thank you."

Wesley looks at the two women, and his lips are slightly swollen from Willow-suckage, and shakes his head. "But this skirt -- "

"You can figure out how to get a skirt off, can't you?" Willow, who has stepped out of her own pants with minimal difficulty, asks.

"You never took Lilah's skirt off in all the time you were boning her?" Fred adds, and Willow double-takes at that.

"Lilah? Lilah who -- "

"Lilah who," Fred confirms, and Wesley mainly just looks irritated.

"Well, I think you two have effectively killed the mood here," he says.

"Oh, no, no no no," Willow says quickly, and turns around to kiss Fred, pushing the other woman against the door and Fred whimpers happily in a way that makes Willow feel like her body is hollow and filling with warm sticky gooey honey and like Fred is the one filling her up. She kisses Fred harder to test that theory, and sure enough, she fills even more rapidly and has to part Fred's lips with her tongue and try to spill some into the other woman.

"See?" Willow asks, not bothering to look at Wesley as she pulls her lips away from Fred's. Fred gasps for breath as Willow finds the zipper at the back of Fred's pale blue dress and the dress pools at their feet while Willow is busily kissing the tops of Fred's breasts. "See?" she adds, smelling Fredsweat and perfume and Fred. "The mood is alive and well."

"I see," Wesley agrees, from much closer now, and Fred moans as Wes slides an arm between her and the door. Willow pauses long enough to notice that the panties he's wearing match the camisole, silver satin, but also that there is a certain feature that's definitely not feminine to them. She'd thought it would look weird, but instead it's just hot. "I stand corrected," he adds, kissing Fred's throat and unhooking her bra for Willow. Willow notices that he's obliged, and managed to wriggle out of the skirt without taking off

the shoes. She kind of wishes she'd seen that, but Fredbreasts are worth missing Wesley-induced giggles.

"Can you two shut up?" Fred asks faintly, and Willow smiles, kissing the smooth sweaty spot between Fred's breasts, sees at the top of her vision that Wesley is smiling as he drags his tongue along Fred's throat.

"Yes, ma'am," Willow says cheerfully, and slides her left hand up Fred's thigh and her right hand up Wesley's, which is smooth and hard with muscle under skin (she and Fred made him shave his legs, because he was going to do this right, damnit) as her tongue darts out at one of Fred's nipples. Fred moans, and Willow's left hand brushes soft dark moist curls before she traces a knuckle along Fred's labia. A quick glance tells her that one of Wes's hands is covering one of Fred's breasts, groping and pinching and tugging and Willow appreciates how he's trapped one of Fred's thighs in between his own, because it means that when she slides two of her fingers into Fred, the resulting buck of Fred's hips doesn't throw Willow off at all. She likes how her hand fits, how she can slide her first two fingers into Fred and set a good pace and use her thumb to trace circles and tap out Morse code signals on Fred's clit at the same time.

Hey, these things are important.

"God, you two are beautiful," Wesley moans. Willow smiles, and her hand leaves his thigh and tentatively brushes against that hard heat through soft smooth silver satin, and is definitely encouraged when she hears Wesley moan.

"How did Lilah do it?" she asks softly, kissing Fred's belly and moving her hand harder against the other woman. Fred is panting, and Wesley's hand leaves Fred's breasts and unhooks Willow's bra, shoves the bit of lace out of the way and his fingers begin tracing her nipples.

"She didn't use her hands so much," Wesley says matter-of-factly, kissing Fred's throat again and Fred is writhing as much as she can, her motion restricted by Wesley's thighs. She tightens around Willow's fingers, squeezing hot and tight and wet, and this only prompts Willow to go faster. "But," he adds, "when she did, she was none too gentle about it."

Willow smiles further, and grasps the satin-covered heat without much grace. Wes groans against Fred's skin, and his thumb drags down Willow's breast. "Yes," he manages. "Quite a bit like that."

Fred comes then, comes with a yelping noise and Wesley kisses her as she shudders around Willow's hand. Fred is wire-tense and shuddering and just as suddenly, she sags against them, and one of her hands plays through Willow's hair as Willow smiles up at her.

"I'm so glad you two are getting along," Fred says with a happy lazy kitten smile on her face.

"Me, too," Wesley and Willow say in unison. At Fred's giggle, Willow and Wesley look at each other and smile, and Willow squeezes again with her right hand. Wesley's smile vanishes, and he grunts. She hadn't expected him to be so noisy about these things when he first joined her and Fred. She likes hearing the different noises they can coax out of him, and wonders if maybe Lilah did too, if Wesley-noises are just somehow addictive to women.

Fred looks at each of them in turn, a mischievous smile on her face. "Okay, you two need to play now. Because poor Wesley has been in girl's clothes all night because we thought it would be hot -- "

"Well, it is," Willow says.

"That's true," Fred agrees. "But also, poor Willow's been all generous, and that makes me feel guilty."

"Understandable," Wesley says reasonably, and Willow straightens as Wesley pulls her to him and kisses her like she kissed Fred, except less girly, because girly clothes aside, Wesley's kisses are unmistakeably guy-kisses.

"You're so pretty," Willow hears Fred murmur as the brunette woman wraps her arms around Willow's chest and girlyhands play over her breasts, and Fred's warm hands are the only thing between Willow's skin and Wes's camisole. Wesley's arms are on her hips, much bigger hands then a girl's, as he kisses her and keeps on kissing her and is still kissing her and moving against her.

And finally their lips are apart but Wesley's mouth is still tracing against Willow's, and she licks at his chin because it's there and it's still smooth because she and Fred made him shave it for a second time that day.

"We are, aren't we?" Wesley asks, and sucks at Willow's tongue just as Fred pinches her nipples. Willow's hips try to buck, but Wesley's holding them, and he grinds against her cruelly, just to show that he can do it and she can't. "We really are."

"My pretty girls," Fred giggles, one of her hands flat on Willow's belly now, and then quick as a flash they're gone and Fred's gone and how is she moving so fast? Because there must be laws of physics that Fred's speed violates, and with her being Physics Girl, that's just shameful.

But Wesley's still kissing and sucking at her lips and her tongue, and then he stops, looks down. "Fred, what are you doing?" he asks, and Willow looks down as well.

Fred smiles up. "Just trying to get these out of your way," she says, and tugs Wesley's panties down, and Wesley's cock is freed, arching up towards his stomach. "Because no way are you gonna be able to get it around your shoes. Lift your left foot."

Wesley obliges, rolling his eyes, and Willow can't help but smile. "Right foot," says Fred, businesslike, and again, Wesley obeys her, and then Fred stand upright, holding the panties proudly.

"What about me?" Willow asks, faking a pout even as Wesley pulls her closer and she feels his cock against her belly, no satin or lace or leather between them anymore. Wesley catches her lip in his mouth and bites down, gently, and grinds against her again.

"You aren't wearing shoes," she hears Fred say practically. "And you're used to it. He's not."

Willow doesn't respond to this, however, because Fred is behind her again, and one of Fred's hands is on one of her breasts and the other is tracing down Willow's spine. She shivers, feels Wesley's mouth on her shoulder. Fred, pleased, pushes aside Willow's hair and blows against her vertebrae, and she'd like to take her underwear off, she really would, but there are too many hands in the way of her own.

But that's why it's good to have like minds in situations like this, because Wesley's hands finally move, finally loosen their grip on her hips and slide her black lace panties down her legs. Fred finally takes pity on the two of them and kneels down, sliding the underwear down and kissing Willow's legs all the way down, down, down to her ankles.

Then flash and Fred's gone again and Wesley pushes her against the wall and doesn't need to hold her hips, because she's quite solidly wedged between him and the wall and he's closer every instant and then he's in her.

He's in her and his hands are in her hair and she's sucking at his tongue again and his eyeshadow still hasn't been completely ruined by sweat, she notices vaguely.

And things get shimmery and cold-hot at the edges, and then she comes, and a few moments later, so does he.

They stay like that for another few moments, though, kissing, and Willow expects another comment from Fred. When a few moments go by without one, they both look around, and Fred is lying on the couch, watching them sleepily. Willow and Wesley look at each other and laugh, and they disentangle themselves slowly. Wesley scoops up Fred gently and Willow follows as he carries their girl into the bedroom.

"My pretty girls," Fred murmurs once more, grinning, as Willow pulls back the sheets and Wesley lays her down, in the middle, of course.

"Your pretty girls," Willow repeats, and Fred pulls her down, to kiss her and nuzzle her nose.

"I'm washing this stuff off," Wesley tells Willow. She nods, and climbs in next to Fred. "By the way," he adds, sarcastic, "may I take the shoes off now?"

"No," Fred mumbles. "Never. Never never."

Willow grins. "Go for it," she says.

"Oh, thank god. Whoever invented women's shoes was clearly a misgynist of the highest calibre."

"Well, they were meant to be worn by women," Willow points out, knees drawn up to her chest, one hand idly stroking Fred's hair. The other woman is out cold by now.

Wesley continues to mutter darkly as he washes his face, peels off the camisole, and then hops around the bathroom trying to rid himself of the shoes. Willow watches, very amused, and lays down when he finally comes back out.

"Did you defeat the evil shoes?" Willow asks, snuggling closer to Fred.

"Only temporarily," Wesley answers easily, sliding closer to Fred himself. "They'll have to be burned tomorrow, of course."

"Burned?" Willow asks. "You can't do that! They're so hot!"

"Well, then, you can wear them."

"Fred will kill you."


"Was that anything like Lilah?" Willow asks curiously.

"Not really," Wesley says, as matter-of-factly as earlier. "Although I'm sure she'd be quite proud of you two, getting me into drag."

"Well, yeah, I can be pretty evil if I want to be," Willow agrees. She'd nod thoughtfully, but she's way too comfy to move.

"No," Wesley repeats. "No, this wasn't really much like Lilah, but that's certainly not to say it's bad."

"Well, duh," is Willow's response to that. "You're a dummy."

"Yes, I suppose I am." And one of Wes's arms reaches across Fred to Willow as well, and she smiles happily as she falls asleep and dreams of pretty girls.


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