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From: Caintigern O'Niall <Caintigern@deathsdoor.com>
Subject: Falling into Grace, Part 1 F/F
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This is a story that I began to write several years ago.  You may find
that my style of prose is somewhat more immature than you may be used 
to.  I know that I can see it, but I'm fond of the story anyway for 
various reasons.  When I get to the later sections, I'll have to write 
them from scratch and the stylistic difference may be much more 
noticeable.
This story contains graphic sex.  If you're under 18, don't read it.  If 
sexual content offends you, there are plenty of other things you could 
be reading... what the hell are you doing in this newsgroup/archive?  
This work may be freely distributed via electronic media, providing that 
this header and the byline is included.  It may not be sold or included 
in any work of any sort that might be sold.
Feedback!  Send me feedback!  Lots of feedback! -- CO

Falling Into Grace
by Caintigern O'Niall

There was a loud keening sound, and a horde of men in plaid kilts began 
marching by, each of them either blowing into bagpipes or pounding 
drums.  It was an impressive view as they trooped through the park, 
looping down past the carousel and up past several of the pavilions.  
The crowd had gathered along the narrow road to watch, breath steaming 
in the chilly morning.  Grace watched with the rest, her mind not really 
on the folk festival.  It was more on the man behind her and his hands 
as they moved under her cape, blouse and brassiere.
The two of them stood, virtually motionless after the Scottish Pipe and 
Drum Brigade had passed, letting the crowd disperse around them.  Grace 
heard an exasperated sigh near them.

"Don't you two ever stop?"

Grace smiled dreamily, her eyes half-closed.  "Jealous, Bekah?"

"Not in this lifetime.  If I'd known you were going to carry on like 
this, I'd never have invited you."

"Oh, please, you know I'm a slut," Grace grinned.

Bekah glowered at her.

David sighed heavily and carefully rebuttoned Grace's blouse.  The Pipe 
and Drum Brigade chose that moment to blast their finale across the 
park, signaling the beginning of the folk festival.

They found seats at one of the more interesting stages.  David sat 
against a pole and pulled Grace to a seat between his legs.  Bekah 
flopped onto her stomach nearby, propping her chin on her hands.  David 
began to stroke and play with Grace's curly black hair, stretching it 
down her arms, half-braiding it and unbraiding it, and combing it with 
his fingers.  He wrapped them both in her cape and began toying with her 
nipples, occasionally working his way down into her shorts, enjoying the 
groans he elicited from her.

The nationality of the music changed over the course of the next couple 
of hours and the crowd shifted restlessly.

During a less interesting part of the show of the hour, Grace glimpsed a 
shock of golden hair in the crowd ahead of her.  Her instincts, built by 
years of manchasing, made her zero in on it, seeking a face and body. 
She finally saw the face.  Framed by wavy sunlit hair, an oval face was 
gifted with piercing hawk's eyes.  Broad, muscular shoulders, a slim 
waist, and wide, curving hips belied the femininity of the owner of the 
hair.  The woman wore a flannel shirt with the sleeves ripped off it and 
denim cutoffs.  Her generous bustline flashed cleavage under the 
flannel.  Grace felt vaguely disappointed, but her eyes were drawn by 
some irresistible force back to the woman after her initial glance away.
As if sensing Grace's gaze, the woman turned toward her.  As their eyes 
locked, Grace felt a thrill shoot down her spine and tingle between her 
legs.  The woman's face melted from annoyance to interest.  She smiled 
sexily and winked.  Grace flustered, blushed and looked away.

Bekah called her attention to the stage and out of the corner of her 
eye, she could see the woman still looking at her.  A thousand things 
rocketed through her mind, some images so frankly sexual that they 
shocked her to her core.  She could still feel David's thick legs around 
her hips, his muscular arms around her waist, his erection at her back, 
but for just a moment, she wondered how this woman would feel, wrapped 
around her the same way.  There was something strangely... familiar 
about this woman, though Grace knew for a fact that she had never seen 
her before.  She looked back at the object of her confusion.
The flannel-clad blonde was rising, not looking at Grace, but at her own 
companions, and saying something.  She then walked off away from the 
stage area, toward the other side of the park.

Grace's heart pounded so hard and fast she was sure David could feel
it.  
"I, uh, have to hit the rest room."

David released her with a not-so-covert tweak of her breast that annoyed 
her in her distraction.  Bekah muttered, "Cool," obviously straining to 
hear the lyrics of the sea-chanties being performed.  Grace rose, 
feeling shaky and otherwise terrified.  A cold aura of sheer nervousness 
settled over her back like a shroud and proceeded to soak through her 
body.  She began to walk away from the stage area, following the 
gleaming blonde hair.

She sped her pace slightly, passing several people that were between 
them.  The woman was striding steadily and forcefully.  Grace noticed 
the way the cutoffs clung to her generous hips and shocked herself with 
her sudden hunger for the woman ahead of her.

The woman slowed her pace noticeably so that Grace passed her.  Grace 
felt the sharp eyes raking up and down her back.  She felt more 
vulnerable and naked under that gaze than at any other time she could 
remember.

A warm hand touched the bare skin of her arm.  Grace stopped dead and 
turned.  The sweet, sexy smile was there, softening the electric gaze 
that made Grace’s chest seize.

“Do I know you?” the blonde asked, her rich alto carrying over the noise 
of the crowds.

Grace’s brain felt frozen in shock.  She hadn’t anticipated 
conversation, or the touch, or anything more than getting a better look 
at the walking piece of Renaissance art that she was now facing.  She 
managed to save herself from stuttering something utterly foolish by 
tossing off a flip remark.  “I’m Grace.  Now you do.”

“I’m Phylicia...call me Phyli.”

The realization that she was seriously exerting an effort to flirt with 
a woman froze her in her tracks again, the cold feeling returning to the 
pit of her stomach and the base of her spine.  She /had/ to keep talking 
to this woman, so desperately she could almost taste it.  She blurted, 
“So, you like this kind of music?”

Phyli grimaced, a departure from the seductive smile.  “Actually, I’m 
not thrilled with sea chanties.”

“I hate sea chanties,” Grace replied, a little too quickly.

Up close, Grace could see that Phyli’s eyes were golden, giving her even 
more of a hawklike aspect.  Her profile wasn’t truly aquiline, but it 
gave that impression with its bold, chiseled look.  Phyli’s gaze bored 
into Grace’s eyes as she said, “Well, we could do something else for a 
while and give the chanties time to end.”  Her eyes flicked toward the 
center of the park.  “There's the carousel .”

"I've wanted to ride it, but my, uh, my friends wouldn't go with me."
Phyli grinned conspiratorially, and suddenly it was like there wasn't a 
care in the world.  They nearly ran for the carousel, giggling like 
children.  Phyli dropped a bill into the surprised conductor's hand as 
they swept past.  Phyli ran for one of the reconstructed rows of horses 
and vaulted onto a white charger whose eyes were rolling and whose body 
was poised for battle.  Grace clambered onto the more sedate, though 
still quite festive, bay next to the charger.  They settled into their 
saddles as the horses began to rise and fall slowly and the carousel 
began to turn.  A warm breeze broke through the growing humidity of the 
day to play with Phyli's bright hair and cool some of the perspiration 
on Grace's neck.

Time slowed and stretched and transformed.  Grace's perception of the 
world warped and altered, almost like she had a pleasant buzz of 
alcohol.  She was grinning like an idiot, she was sure.  The smile never 
left her face, and grew painfully when she met Phyli's eyes.  The sun 
made the world beyond the carousel a hot, glaring place of hordes of 
people.  Under the roof of the carousel, it was cool and clear, a living 
breeze caressing her skin, the shadows toying with the contours of 
Phyli's body.  Grace's flesh ached.  Her face burned when she glanced 
over and caught Phyli staring at her body.  The ride went on forever.
As the carousel's spinning slowed, the delirium faded, but not nearly 
enough.  When it stopped completely, Grace sat still on her horse, 
gripping the post tight and leaning her hot cheek against its cool 
metal.  Phyli slid off her horse and looked up at Grace.  She didn't say 
a word, just opened her arms a bit, one hand raised.  Grace took her 
hand and dismounted into Phyli's arms.

Warmth wrapped around her, its softness assaulting her senses.  Then the 
brief burning moment of lips touching her neck, the tightening of the 
arms, the faint sweet scent of Phyli's hair.  Grace melted and the world 
spun.

Madness took control as they fled the carousel into the humid day and 
wandered the park.  They saw flamenco dancing and listened to Scottish 
dirges, watched Rwandan storytelling dances and joined in an Irish 
caeli.  As they danced, Phyli locked her gaze to Grace.  Grace's heart 
pounded with the intensity and softness of her expression; all she could 
do was return it to her best ability.  When the dancing was over and 
they left, they fell against each other without a word, melting 
together.

"Grace Terranova, please come to the announcer's stand."

Grace froze, the spell shattered.  Her arm was around Phyli's waist, 
Phyli's arm around hers, as they stood admiring a hand-carved carousel 
horse in the crafters area.  Phyli looked at her quizzically.

"My friends," Grace said, a note of intense sadness creeping into her 
voice.

Phyli closed her eyes and nodded.  When her eyes opened, they were clear 
and piercing again, her face a friendly mask.  Grace felt her heart 
wrench.  It was over.

"Do you live around here?" Phyli asked her, a little hesitantly.

"Yes!" Grace blurted, "Do you?"

Grace thought she saw hope in Phyli's eyes.  "Yeah....would you like to 
get together and have lunch sometime?"

"Sure!"  Grace winced internally at what she thought was simply too 
eager.

"Grace Terranova...."

"Shit!" Grace muttered.  "Look, I've got to go..."

Phyli pressed something into her hand.  "Go.  Call me Monday."

"O-okay."  Grace looked at Phyli and felt a painful longing in the pit 
of her stomach.  "I, um, I guess I'll talk to you then..."

She never saw Phyli move.  All she knew was that in an instant, they 
were kissing.  Energy rose from her feet through her groin into her 
chest.  Her head exploded with light.  Just as suddenly, it stopped, and 
when she opened her eyes, Phyli had been swallowed by the crowd.
Grace looked at her hand.  A business card.  Dawson Computing, Inc.  
Systems Manager.  Phylicia Roman.

She sighed, shoved the card into her pocket and headed for the 
announcer's stand.


"Oh, David, take a Valium," Bekah muttered, bending over the steering 
wheel.

"I don't believe she just walked off and left us like that!" he 
exclaimed.  "You could've at least come back and told us you were going 
to wander around, Gracie.  Jesus!"

Grace sat in the back seat, glowering forward.  David was half-turned in 
his seat, watching her carefully.  Bekah was grumbling in annoyance and 
driving like a maniac.

"Way to ruin the day, Gracie.  We were worried out of our minds about 
you!"

Grace scowled at him.  "One: Don't call me Gracie.  Two: I'm a big
girl.  
Three: You were worried, Bekah knew better."

"She didn't ruin the day, David," Bekah snarled.  "You did."

David whirled on Bekah.  "Shut your trap, Bekah."

Grace sighed in exasperation.  "David, turn around and shut up before I 
strangle you."

His eyebrows shot up and his mouth dropped.  Then his face fell together 
in a snarl.  He snapped around to face forward.

David leaped out of the car without a word when they reached his 
apartment building.  He stormed off into the building, brushing rudely 
past another resident.

"'Gee, thanks for driving me home, Bekah, I enjoyed going to the 
festival with you,'" Bekah commented, mimicking David's tenor
perfectly.  
"'Let's do it again sometime, and I'll pay you gas money as well!'  Man, 
I should've just left him there."

Grace snickered wickedly.  "He is a sonuvabitch, isn't he?"

"So where did you run off to?" Bekah asked.

"I met someone."

Bekah rolled her eyes and sighed.  "What's his name?"

Grace paused, her reticence causing Bekah to glance over to examine her 
expression.  Grace's face was unreadable as she replied, "Phil."

"Whoo, nice name.  What's he look like?"

"Blonde, gold eyes, nice body."

"Gold eyes?  Not like you.  You usually go for the ab-sol-ute-ly perfect 
Ken-doll."

"Hmph."

"Speaking of Ken-dolls, whatcha gonna do about loverboy?"

"Dump him.  I can live without being groped and fondled as I do anything 
and having to report in every five minutes."

"I thought you guys were serious."

"Yeah, seriously mental.  Could you see me marrying him?  He wouldn't 
wait till the priest said, 'I now pronounce you...' to leap on top of 
me.  He'd be sucking my tits halfway through the ceremony."

Bekah shook her head.  "Honestly, I had no idea why you put up with 
him."

"He's a fun fuck most of the time."

"He's gotta be to deal with that shit for three months."

"Y'know what?"

"What?"

"I /hate/ being called Gracie."

"I know."

"If he kept that up, I would've hit him."

"I know."

"Y'know what else?"

"What?"

"Stop off at that Friendly's.  I want a hot fudge sundae."

Bekah grinned and swerved into the correct lane.  "Ah, yes, the true 
test of 'Grace has ditched another one'.  The hot fudge sundae 
celebration.  Arrivaderci, David!"


Monday, 10 a.m.  Grace had been staring at her telephone for the last 
hour.  She had long ago mastered the art of looking busy and therefore 
seemed to be ruminating heavily over the payroll printout in front of 
her.  Her boss had even left her alone, nodding approvingly when he saw 
her bent over the stack of papers, highlighter in hand.  It was a truly 
mindless project she'd set herself to performing, but at least it gave 
her time to think.

Finally, with a conviction that she really didn't feel, she picked up 
the phone and dialed.

"Systems, this is Debra Talley."

"Could I please speak to Phylicia Roman?"

"Certainly.  Can I tell her who's calling?"

"Grace Terranova of Norman Printing."

"Thank you."

Muzak proceeded to fill the telephone.  Each passing moment made Grace 
more nervous.  Just as she was about to hang up in a complete panic, the 
Muzak shut off and she heard, "Phylicia Roman," intoned in a low, 
professional tone.

"Uhh, hello, Phyli?  This is Grace, um, Terranova, from the festival 
this weekend?"

The voice warmed suddenly.  "Hi!  I was hoping you'd call."

"Really?"  Grace immediately wanted to hit herself.

"Really.  Listen, my lunch hour is normally at one, but I can change
it.  
Where would you like to go?  My treat."

"Oh, wow, that's not really..."

"Nonsense, silly.  You can buy me lunch some other day."

"Uh..."  God! Grace thought.  Is this a date?  Of course it's a date, 
you idiot.  She kissed you.  "Okay, sure.  One is fine.  Do you like 
Chinese?"

They agreed on a Chinese restaurant that was pretty much halfway between 
them.  When Grace finally hung up the phone, her hands were trembling.

At 12:30, she informed her boss that she was sick and taking the rest of 
the day off.  Her morning industriousness was rewarded by his lack of 
protest.  Grace left for the restaurant gratefully.  She was sick.  Her 
stomach was in knots, her hands were shaking and her mouth was dry.  She 
couldn't recall another time when she was as nervous.

She parked her car in the lot and looked around at the other cars.  A VW 
bug, a BMW, and a couple of random Honda Accord clones.  Is she here 
yet? she wondered silently.  She picked her way carefully across the 
parking lot in her heels and entered the cool darkness of the 
restaurant.

Phyli was instantly visible, even in the semi-darkness.  She was sitting 
on one of the benches in the waiting area.  Her golden hair was 
carefully combed and sprayed into place, a grey tailored suit clung to 
her hips, and the plunging neckline of the white lacy blouse enhanced 
her cleavage.  She rose gracefully on two inch heels and smiled through 
perfect lipstick, her hawk's eyes glinting warmly under mascara and eye 
shadow.  Grace blinked a second before she realized that Phylicia Roman 
was indeed the Phyli she had met at the festival.

"Grace."  Phyli's voice caressed her name.  She extended a manicured 
hand to her.  Grace took it and felt the warm, firm grip.  "I really am 
glad you called."

Grace smiled warmly.  "I am too."

"Let's eat, I'm starved."

Grace only nodded, trying to say as little as possible if only  to 
minimize her own idiocy.

They were seated in a back corner.  Considering the broad seat 
selection, Phyli had to have spoken to the host beforehand.  Grace 
ordered a Singapore Sling, garnering her an amazed look from Phyli.

"Drinking at lunch hour?  Rough day?" Phyli inquired.

"Well, I wouldn't normally, except that I have the rest of the day off."

"Really?"  Phyli's eyebrows rose questioningly.  "Errands?"

"No, just didn't really feel like going back to work."

Phyli smiled.  "So, you work for Norman Printing?"

"Yep.  Accounting clerk.  Rah.  Compared to Ms. Systems Manager over 
there."

Phyli grimaced.  "It took a lot of fighting for that one.  Night school, 
politicking, haranguing, even a lawsuit."  She shuffled her menu a 
little.  "We've actually been debating on printing companies for a 
little PR job we have to do for my department.  Norman was one of them."

"I could give you the name of a decent person to talk to; the Sales 
Manager is a schmuck."

"I'd appreciate that."

There was an awkward pause following the obligatory career discussion, 
and then  the waiter took their orders, leaving them tea, Chinese 
noodles, and the Singapore Sling.  Phyli smiled and winked at Grace as 
she ordered a glass of wine.  As the waiter walked away, Phyli reached 
into her black leather purse and produced a cellular phone.  She dialed 
and held it to her ear, grinning at Grace.  After a moment, she said, 
"Deb?  This is Phylicia.  Something's come up, so I probably won't be 
back this afternoon.  Yes, I will check e-mail later to make sure.  No, 
I won't be at home.  Only page if it's lifethreatening.  Right.  Bye."

Phyli deposited the phone back in her purse and leaned across the table 
to cover Grace's hand with her own.  "There.  Now we have all the time 
in the world."

Grace covered Phyli's hand with her other hand and squeezed gently.  
They gazed at each other, faint smiles on their faces.  Grace found her 
smile growing as she reached heights of incomprehension.  Her lower lip 
trembled a bit and she fought to control it.  She realized that her 
mouth was actually aching, wanting Phyli's lips on hers.  Phyli stroked 
her hand lightly with her fingertips, sending a thrill across Grace's 
shoulders and down her back.  Grace was looking anywhere but at Phyli to 
try to get control back, but as soon as she looked up, her lip began to 
tremble again.

Phyli laughed softly and touched Grace's chin.  At that moment, the 
waiter chose to rematerialize with their meals, so they broke away from 
one another.

They both ate quickly and quietly, draining their drinks and finishing 
the food in record time.  The alcohol made Grace's face flush and she 
suddenly felt very warm, even in the chilly restaurant.

"Would you like to come back to my place, since neither of us have to be 
anywhere this afternoon?" Phyli asked.

"Yes," Grace answered quickly, without hesitation.

"Do you swim?"

"Uhm, yeah."

"Good.  I have a pool."

"I don't have a swimsuit."

"I have no neighbors."

Grace gripped Phyli's arm.  "Let's go."


The house was gorgeous.  It was a Spanish villa layout, with brown 
stucco walls and red tiled roof.  The driveway leading to it wound 
lazily up the long expanse of lawn to end in a circle in front of the 
front gate of the house.  The gate opened into a tiled courtyard garden, 
complete with stone benches and a small fountain.  The front door was 
imposing, made of natural grain wood with a stained glass panel set at 
the top of it.

Grace stood in the courtyard, gaping around her at the greenery and the 
house.  Phyli carefully unlocked the front door, almost making a 
dramatic pause to give Grace a little longer to gape.  Finally, the huge 
door swung in soundlessly and Phyli stepped inside.  Grace followed into 
soft, cool, dark silence.

Phyli gratefully kicked off her shoes and gestured for Grace to do the 
same.  She padded silently back the hallway into the expansive living 
room.

"Did you decorate this yourself?" she asked as she entered the soft gray 
and pastel living room and watched Phyli lean over in front of a state-
of-the-art stereo system.  The whole place smelled and looked new and 
untouched.

"Some.  I had a friend who is just phenomenal at this kind of thing.  A 
couple of months ago, she decided she owed me a favor, so instead of the 
mishmash of junk I would normally have, I have a..." she made a dramatic 
pause, stood up and threw her arms wide to encompass the room, 
"....Southwest Motif!"  She smiled.  "Complete with Navajo and Hopi 
designs.  I love it."

Grace nodded.  "I would love it.  I still live like a college student."

"I would still be living like a college student if it weren't for her."  
Enya started flowing from the speakers.  "So, would you like a drink?  
Something to eat, considering just how long Chinese food keeps the 
normal person sated?  A swim, coffee, just sit around?  How about 
camping in the jacuzzi?"

"I think I'd like a drink.  Sitting and talking is fine, or the 
jacuzzi."

"Well, have a seat.  What would you like?"

"Rum?"

"Sure.  Any mixer?"

"Rum and Coke?"

"Gotcha."  Phyli disappeared through an archway and returned with a 
tumbler of Coke.  She went to a small cabinet and added Bacardi, mixed 
it, and handed the glass to Grace.  "Can you excuse me for a moment?  I 
have got to get out of this monkey suit.  I'm just going to take a quick 
shower."

"No problem, I'll just ogle the opulence."  Grace took a swig of her 
drink and was surprised by the amount of rum she found there.

"Did I make it too strong?" Phyli asked sheepishly.  "The Coke's in the 
fridge.  Make yourself at home.  I'll be right back."

Phyli left the room, heading through an archway going the other way.  
Grace nursed her drink nervously until she heard the shower running.  
Then she picked up the phone and dialed home.

"Hello?"

"Hi, Bekah.  I just wanted to call and tell you I'm not at work.  I took 
the afternoon off."

"Oh?"  The curiosity rose in her voice.  "And just where are you?"

"At Phil's place."

Bekah sighed.  "David called three times today, and probably called you 
at work at least once.  I'll fend him off until you can talk to him.  
Will you be home tonight?"

"I don't know.  Um, if I'm not there by midnight..."

"I'll lock up.  No problem.  Have a good time, hon."

"Thanks.  I'll talk to you later."

"Gory details, babe, I want gory details."

Grace grinned to herself.  "Right, right.  Bye."

She hung up not a moment too soon as the shower shut off.  Phyli padded 
out moments later, wearing a t-shirt and tight pair of cutoffs.  Her 
damp hair was the glorious mop that Grace recognized, a stubborn lock 
falling across her forehead despite her repeated attempts to rake it 
back with her fingers.  Her face was wiped clean and was far more 
personable and recognizable.

Grace realized instantly that she was herself still in a dress and
hose.  
Makeup was a normal fact of life for her, so that didn't bother her at 
all.  Phyli grinned at her and stretched like a cat, looking for an 
instant more like a lioness than a hawk.  Grace found herself staring at 
the swell of her unbound breasts under the t-shirt and tore her eyes 
away.  Her face flushed with alcohol and self-consciousness.

"Would you like to get comfortable?  You look like you're a few sizes 
smaller than me, but I have stuff you can borrow if you like."

"Yeah, that would be great."

"Come on."  Phyli turned back to where she had come from.  Grace rose 
and followed her.  They came into a vast room with a king sized brass 
four poster bed in the center.  Grace was positive that to get onto the 
bed you had to use a trampoline or ladder.  "This was the one thing I 
wouldn't give up, even for the Southwest look," Phyli commented, 
gesturing to the bed.  "That's my pride and joy and I /love/ sleeping on 
it.  I wouldn't give it up for anything."  She went to a chest of 
drawers and started to rummage through it.  "Here we go, shorts and t-
shirt."  She tossed a pair of jogging shorts and white t-shirt to
Grace.  
"You can change in here if you like.  The bathroom is through there," 
she pointed to a door, "and there are towels in the closet there."  She 
hesitated briefly, then moved out the door, closing it softly behind 
her.

Grace stripped quickly, laying the dress over a chair.  The cool air on 
her naked flesh made her nipples tighten, and she hurriedly threw on the 
shirt and shorts.  She wiped most of her heaviest makeup off in the 
bathroom, which made her feel more naked than she would've without 
clothing.  However, she thought, when in Rome, do as Phyli Roman does.

She emerged moments later.  Phyli was sprawled in a chair, one leg over 
the arm of the chair.  She had a wine glass that was only filled about 
halfway with some kind of blush wine.  She looked up at Grace and then 
the falcon's eyes raked down her body.  Grace realized that her own eyes 
had locked curiously on the tight crotch of Phyli's shorts, fascinated 
by the rounded flesh underneath the denim.  They stared at each other's 
bodies for a moment.

Finally, their eyes met smokily.  Grace moved forward as if entranced.  
Phyli sat up slowly and set the glass aside on a table.  Grace stopped 
in front of her, gazing down, a slightly confused look on her face.  
Phyli reached up and took her hands, gently tugging down.  Grace slowly 
came to her knees in front of Phyli, the older woman's legs on either 
side of her.  She didn't resist as she was pulled forward into Phyli's 
arms.  Grace slid her arms around Phyli's waist.  Her face settled 
between Phyli's generous breasts and they both sighed, relaxing into the 
embrace.

They sat like that for at least an hour.  Grace was drowsing in Phyli's 
body heat, hearing the comforting thudding of her heartbeat.  Phyli 
moved once, to hook one leg around one of Grace's legs, but she settled 
back, rubbing Grace's shoulders and stroking her hair.

Grace felt more secure than she had in a long time.  Phyli was warm and 
soft beyond her wildest fantasies, which had been frighteningly legion 
since the festival.  She slowly began to explore the body beneath her, 
concealing the exploration as a backrub.  Phyli groaned and melted a 
little more.  Grace's hands moved up her back, kneading into steel cable 
muscles and knots like solid concrete.  Phyli's back arched and she gave 
a little purring sound.  Grace raised her head and watched the blonde's 
face as it contorted with alternate bliss and pain from the backrub.

Phyli had shifted so that when Grace put her head back down, her cheek 
was resting on Phyli's firm stomach.  On impulse, she turned her head 
and kissed it.  Phyli's hands moved to the back of her head and neck.  
Grace nuzzled her stomach and kept kneading her back.  Somehow, her 
nuzzling worked its way up Phyli's body and she felt the yielding flesh 
of a breast against her mouth.  She massaged the underside with her lips 
and found her way to the hardened nipple.  She pulled at it gently with 
her teeth, dragging a moan from Phyli's throat.

In the back of Grace's head, lights and klaxons went off, signs 
screaming, "We're doing SOMETHING with another WOMAN!!!!"  Grace shifted 
imperceptibly into two modes, the debating higher functions who were 
beating moral issues around her skull, and the baser instincts that told 
her this was completely natural and the throbbing desire between her 
thighs was the most important thing in her universe right now.

She opened her mouth and pulled as much of Phyli's breast as she could 
manage into her mouth.  Her tongue flicked over the nipple fast, then 
she pulled back until just the tip was in her mouth again and she 
nibbled.

Phyli reached down and pulled her head back gently.  Grace looked up at 
her, a little alarmed that she might have done something wrong, but 
Phyli just smiled.  She pulled the shirt off over her head and her 
breasts slid free, bouncing inches from Grace's face.  Grace stared.  
For all her life, her curiosity had been stanched by fear of society's 
reaction.  She had never been able to really look at another woman's 
body, except in the occasional tacky magazine spread.  Phyli's breasts 
were very full with large pale nipples.  There was the slightest hint of 
gravity's long-term pull on them, but the pectoral muscles behind them 
were firm, buoying up their weight.

She felt Phyli's eyes on her.  She looked up and met her smiling gaze.  
Phyli took Grace's hand and brought it to her breast.  The skin was hot 
to the touch, soft and smooth.  Grace lifted the flesh, squeezing and 
kneading it, then descended upon it with lips and tongue.  Phyli's hand 
slid into Grace's hair and encouraged her attentions with pressure 
changes, stroking and rubbing.  Both of Phyli's legs hooked over Grace's 
hips and she arched her back, groaning.

Grace's sudden switch to the other side, attacking with her teeth first 
and then her tongue, wrenched a cry from Phyli, who clutched more 
tightly to Grace.  Grace felt Phyli pulling her into the mound of 
sensitive flesh, so she devoured what she could, sucking, nibbling and 
flicking her tongue over the hard center.  Phyli was grinding against 
Grace, her head flung back, eyes closed, breathing fast and desperate.

When the pressure let go, Grace let the nipple slip from her mouth and 
kissed Phyli's collarbone, then her throat.  She nipped her throat, 
getting a whimper in response, and then raised herself up to claim 
Phyli's lips.  She licked at her lips and teeth teasingly before closing 
the last distance and sliding her tongue into her open mouth.  The kiss 
was as passionate as the goodbye kiss at the festival, but it lasted 
much longer.  Grace was not about to let her get away this time.  Their 
tongues wrestled, their gasping breaths mingled.

Grace felt Phyli's hands slide up her back, under her shirt.  When their 
kiss finally broke, Phyli pulled back, face flushed, breathing heavy, 
and pulled Grace's shirt off with a quick motion.  She tossed the shirt 
away and scanned down Grace's body lovingly.  Grace's breasts were 
smaller and higher than Phyli's, with dark areolas that were pulled 
tight around their centers right now.  She brushed over them with her 
palms, sending shivers through Grace  With great deliberation, she bent 
forward and kissed the nipple of Grace's left breast, then flicked her 
tongue over it.  She gently took the tip in her mouth and began to 
suckle.  Grace groaned and trembled, and it was her turn to pull Phyli 
tighter against her.

Phyli slid forward out of the chair and onto her knees, not 
relinquishing her prize for a second.  She kneaded the mass of the 
breast with one hand, pushing the nipple forward, deeper into her hot 
mouth.  She drew Grace's pleasure up, centering all of Grace's attention 
on that one set of assaulted nerve-endings.  Grace was amazed.  The 
older woman had guessed correctly and found Grace's most sensitive 
nipple, and was now playing the pleasure center like a violin, setting 
all of Grace's body afire.  Grace ground her hips against Phyli 's, and 
the older woman fell back to sit on her heels, letting their legs 
intertwine.  Her arousal reaching a desperate point, Grace rubbed 
herself against Phyli's thigh and felt Phyli's hips move on her thigh.  
The crotch of Phyli's cutoffs was hot and damp.  Knowing she was the 
cause of this arousal sent Grace into a fever of passion.  The seam of 
the shorts rode roughly against her engorged clitoris, sending shots of 
ecstasy through her.  Incoherent moans and whimpers came from Grace's 
throat.

Their mouths met again in a blind, savage kiss.  They shared their 
breath, gasping and moaning into each other.  Grace felt the heat and 
tension rising and spreading from her groin into her thighs and stomach, 
her chest and legs and arms.  Her muscles locked and she screamed into 
Phyli's mouth.  She felt Phyli's thigh withdraw and her hand dart 
between Grace's legs.  She pressed her palm against the spasming 
clitoris and vibrated rapidly against it, pounding waves of the orgasm 
through Grace, who screamed and cursed into Phyli's neck, her body in a 
rictus of ecstasy.  It went on and on and on, Phyli holding her close 
and continuing to grind her hand against her, slowly moving the shorts 
aside to press flesh to bare flesh.  As the waves began to slow and 
shrink, Phyli shifted her hand a little more and pushed one finger into 
Grace.  The added pressure of penetration, as well as the pressure of 
Phyli pulling forward against some spot that Grace only vaguely knew she 
had, set Grace screaming and spasming again, her curses becoming 
incoherent shrieks as the minutes stretched on.

Grace came back to herself, sobbing and whimpering, curled in Phyli's 
arms on the floor.  Phyli's hand was still massaging, but she was 
allowing Grace to sink back to consciousness.  After a moment more, 
Phyli withdrew her hand from the throbbing, wet sex and wrapped herself 
around Grace.  Grace gasped and shuddered with her sobs, clinging to 
Phyli as if she were the only person left in the world.

"Shhh," Phyli whispered in her ear.  "It's all right.  Everything's 
fine.  Just hold on."

They lay together for a while, until Grace sighed and relaxed, nuzzling 
her face into Phyli's neck.  As Grace's awareness returned, she realized 
they were both laying on the floor and that her arm was falling asleep 
in a truly uncomfortable position.  She tried to shift a bit without 
disturbing Phyli.

Phyli smiled and rolled up to her hands and knees, straddling Grace's 
hips.  "Shall we move this to someplace more comfortable?"  Her smile 
was devastating.

Grace nodded wordlessly and allowed Phyli to pull her to her feet.  
Phyli took her hand and led her back into the bedroom.  She dropped 
Grace's hand and crossed the room, dropping her cutoffs to the floor and 
stepping out of them as she went.  Her buttocks were soft and rounded, 
but also seemed taut with firm muscle.  When she reached the bed, she 
turned, giving Grace her first unlimited full-length view of another 
woman.  Bronze-skinned, golden haired, her body was soft and full with 
athletic muscles tight beneath the flesh.  Her head was thrown back in 
an imperious come-hither stare, hawk's eyes hooded.  Her breasts were 
large and heavy.  Her stomach was flat, her thighs powerful.  The 
triangle of fleece between her legs was a deep red gold.

Impelled by her desire, Grace crossed the room, pausing to self-
consciously drop her own shorts.  In view of Phyli's Athenian splendor, 
Grace suddenly felt scrawny.  She had spent many years defeating her 
body's natural Italian voluptuousness by diet and exercise so that she 
was fashionably thin and muscular, with small breasts and a marked lack 
of the softness that was so predominant with Phyli.  She moved to stand 
in front of the woman who suddenly seemed so goddess-like and felt very 
small.

Phyli enfolded her and held her.  Grace clung to her, burying her face 
in the golden hair. 

"You're beautiful, Grace," Phyli murmured into her ear.

"So are you," Grace whispered hoarsely.  She felt the desire rising 
again, a swelling in her chest that was driving her to pull herself 
tighter and tighter against Phyli, trying to merge with her.  She felt 
Phyli's arms tighten as well and she raised her head, brushing her cheek 
against Phyli's incredibly soft, smooth cheek.

Phyli pulled back enough to catch Grace's lips with her own.  The kiss 
was a slow and deliberate warming of Grace's body.   Grace slid a hand 
into the golden halo around Phyli's head, feeling the fine hair slip 
through her fingers, kneading gently at the back of her neck.  Phyli 
moaned into her mouth as some of the tension in her muscles relaxed.

The pair slowly moved onto the bed, through motions that neither 
properly remembered.  Grace lay atop Phyli, head nestled between her 
breasts again, one leg over one of Phyli's legs.  One of Phyli's hands 
was rubbing across her back gently, the other held onto Grace's 
shoulder.  After a few minutes, Grace shifted slightly to take the 
nipple facing her between her lips.  Phyli shuddered and moaned, her 
back arching involuntarily.  Grace rolled it with her tongue, sucking 
with slow, inexorable pressure, drawing the flesh deeper into her
mouth.  
She flicked her tongue over the tip quickly, then returned to the 
rolling motion.  Phyli spasmed in response, giving a low cry.  Her nails 
raked lightly over Grace's shoulder blades, sending a shiver down her 
spine.

Curiosity struck Grace suddenly, overpowering any reticence she might 
have had.  Letting the nipple slide from her mouth, she let the impulse 
inflame her to savage growling and nipping across Phyli's stomach.  
Phyli jumped at each nip, then looked down with surprise as Grace worked 
her way closer to her destination.  She gave a little moan and lay her 
head back on a pillow.

Grace reached the golden triangle and kissed.  She felt the soft curls 
brush her face, smelled the sweet aroma of soap.  She lowered her head 
and kissed further down, gently shifting Phyli's thighs apart.  There 
was a musky scent, different from a man, exciting because it was so 
familiar, yet altogether alien.  She felt the heat between her own legs 
surge.  Curiously, she parted the swollen labia and leaned forward to 
kiss Phyli's exposed clitoris.  When her lips touched, Phyli's body 
convulsed and arched.  The power of having this goddess writhing in 
ecstasy beneath her was enough to banish any more reservations she had.  
Her tongue darted forward, sliding beside the sensitive nerve, up one 
side and down the other, tasting the salty wetness.  Phyli shuddered and 
her legs tightened a bit.

Grace continued this motion, slowly expanding the length of the strokes 
until she reached her vulva, where she drove her tongue inside.  The 
tight, muscular walls contracted, hot and slippery and wet.  Phyli 
arched her back, driving her hips up, and whimpered.  Grace withdrew her 
tongue, placed her lips over Phyli's clitoris and began to suck.  The 
powerful thighs tightened on her, Phyli's hands holding her head, the 
hips thrusting up against her mouth.  Grace tried desperately to 
remember all the tricks that had been used on her that she had enjoyed, 
then just decided to improvise.  While still sucking, she flicked her 
tongue rapidly over the nub, dragging full-throated cries from Phyli.  
Grace, inexperienced but perceptive, thought better of changing her 
technique as Phyli's hips bucked under her attentions.  She maintained 
her suction and began driving her tongue in different patterns.  
Suddenly, Phyli screamed and her back arched so violently that Grace was 
lifted as well.  Her whole body went rigid.  Grace was held in place by 
Phyli's thighs and her hands, which were locked in Grace's hair.  Grace 
kept driving with her tongue, trying to keep the pressure constant and 
the stimulation changing quickly enough that Phyli didn't lose the wave 
of the orgasm.

They stayed locked this way for what seemed eternity.  Just as Grace 
thought her jaw would fall off, Phyli slumped back on the bed, gasping 
wildly.  Grace relinquished her hold and lifted herself over Phyli, 
smiling.  Phyli stretched under her after a moment of catching her 
breath, a catlike grin of satisfaction on her face.  She slid her hands 
up Grace's back, pulling her down to kiss her.  Phyli's tongue sought 
hers and tasted deep into her mouth.

"God, you really are beautiful," Grace groaned into Phyli's mouth.

"And you are amazing," Phyli replied.

Grace pulled back, bracing herself up on her elbows over her.  "Oh?  
Why?"

"I never expected you to go down on me."

"Why?"

"You ever been with a woman before?"

Grace blushed.  "Um, no."

"I didn't think so."

"Why?"

"Why didn't I think so?"

"Yeah."

Phyli smiled and stretched.  "'Wound up like an E or first string...'"  
Seeing no recognition on Grace's face, she explained, "Rocky Horror 
Picture Show.  You've been wired since lunch.  You blushed when I smiled 
at you at the festival."

"Oh."  Grace flustered somewhat.

"I didn't mean to embarrass you."

"You didn't."

Phyli gave her a wry, appraising look, then smiled and motioned her 
forward.  Grace smiled and lay her head down on Phyli's chest.  She 
could hear Phyli's heartbeat pounding rapidly, still slowing down from 
all the exertion.  She toyed with the shape of Phyli's collarbone.  
Phyli's hands roamed over her body, comforting and arousing at the same 
time.

"Does any of this have to end?" she asked dreamily.

"No," Phyli replied.

"Good.  So we're both independently wealthy now and don't have to go to 
work, right?"

Phyli snickered.  "What, you want to spend the rest of eternity in bed?"

"Well, I figured we could give the bed a rest sometimes.  Use the couch, 
the floor, the kitchen sink..."

She snickered again, hugging Grace against her.  "Unfortunately, neither 
of us are independently wealthy and have to go to work in the morning."

Grace sighed.  "I want more time than just tonight."

"Well, we have plenty of time tonight, and every other night."

"It's not enough."

Phyli hugged her again, more sensuously.  "It'll be enough.  I do have 
to go out of town tomorrow evening, and I won't be back until Friday 
morning.  Come stay with me this weekend?"

"Okay."

"Promise?"

"Yes."

"Are you all right?"

"Yes."

"You sure?  I've been terrified I'd freak you out."

"I'm sure."

They lay quietly for a few moments.

"I love you," Grace whispered hoarsely.

Phyli hugged her tightly.  "I love you."

"Is it too soon to say that?"

"Not at all."

"Good.  I don't think I've felt this way in a long time."

"Were you in love before?"

"Yeah.  It didn't work."

"Obviously.  You're here in bed with me."

"Have you been in love before?"

"Yeah.  It didn't work."

"That's pretty obvious too."

"I hate to ruin a mood."

"You won't."

"What about your boyfriend?"

Grace tensed a little, then relaxed, kissing Phyli's breastbone.  
"Ditched him."

"You broke up with him?"

"Uh-huh."

"Because of me?"

There was a long pause.  "Sort of," Grace replied in a small voice.

"Why?"

An even longer pause.  "Because you... I felt so different with you.  I 
mean, I've felt that way before, with a guy, but..."

"You suddenly realized that he wasn't the One?"

"Yeah.  I remembered how I felt before and how good it was.  And I 
figured I couldn't give that up again."

"I'm glad."

"Thanks."

"For what?"

"Feeling the same about me."

Phyli smiled.  Grace could feel the smile and something swelled almost 
painfully in her chest.  She raised her head to look and smiled feebly 
in return, struck dumb by the radiance of Phyli's smile.  Phyli raised 
her gently and kissed her forehead.  The benediction sent a thrill 
through Grace.  Grace trembled against Phyli  and whimpered softly.

Phyli rolled Grace onto the bed and raised herself over her.  She bent 
and kissed her throat, sucking and nibbling lightly, sliding her arms 
under Grace's slender form.  She let the throat kiss grow in intensity, 
pulling and biting gently.  Grace groaned with the sensation as Phyli 
moved up and down the side of the throat, just brushing her ear and 
reaching down to her collarbone, then ascending the other side of the 
throat.  After several long minutes, she lifted her head and gazed at 
Grace.  There was wonder and love in her golden eyes.  Grace's throat 
contracted as, with an almost ceremonial motion, Phyli bent to one of 
Grace's breasts.  She kissed each passionately, her tongue seeking and 
harassing each nipple.  She kissed her breastbone and started kissing, 
nuzzling and licking the mounds of the breasts, spiraling inward in a 
contracting figure eight.  It was slow and deliberate, making Grace 
writhe in her embrace.  As her figure eight closed and she was about to 
run her tongue over the nipple for the first time in agonizing minutes, 
she darted away to begin tonguing and kissing her way across Grace's 
stomach.  Grace groaned with frustration and she clenched her hands on 
Phyli's back.

Phyli's progress reached Grace's navel, which she kissed softly before 
pulling herself up to straddle Grace's hips.  Grace felt Phyli's hot, 
wet sex resting against her own mound, agonizingly close yet so far 
away.  Phyli began to stroke Grace's body with her palms and fingertips 
and fingernails, finding spots along Grace's sides, arms, neck and 
stomach that sent tingles shooting electrically through Grace's body.  
Phyli's face was rapt with concentration.  She just built sensation upon 
sensation, using parts of Grace's body she never thought could be 
erogenous.  The sensitivity of Grace's skin made her breasts and 
clitoris ache for a touch.  She writhed uselessly beneath Phyli and 
tried to reach for Phyli's breasts.  Phyli smiled, but caught her wrists 
in one hand and held them over her head.  Grace whimpered, the sensation 
of being helpless heightening everything to excruciating proportions.

"Oh, God," Grace groaned.  "You're...Phyli, please...I can't..."

Phyli suddenly released her wrists, gathered the mounds of her breasts 
together with her hands and began alternately sucking each nipple in 
rapid succession.  Grace screamed and arched her body, her hands 
clutching the nearest brass bedpost, her hips pinned by Phyli's weight.  
The hypersensitivity of her breasts was sending her ecstasy beyond 
bearable proportions.  She kept whimpering and trying to thrash until 
Phyli abruptly pulled away.

Grace opened her eyes in time to see Phyli pull away and lift Grace's 
legs over her shoulders as she lay down between them.  Grace had just 
enough time to gasp before Phyli's tongue attacked her clitoris.  Her 
orgasm rose and hit her like a tidal wave in seconds.  Grace's body 
snapped into rictus, screams tearing from her throat, one after
another.  
Then they stopped and Grace found that she couldn't get breath to scream 
any more.  The sensation kept rising and dipping and rising and dipping, 
Phyli continuing to suck and lick, savagely shaking her head like a 
terrier, sending violent shudders through Grace's body.

Finally, Phyli pulled away and Grace's body collapsed.  Grace found 
herself sobbing and trembling uncontrollably.  She curled reflexively 
into a fetal position, whimpering, burying her face in the bed.  Phyli 
settled down behind her, spoon fashion, and pulled her close.  Grace 
relaxed back with a sigh, her body still spasming from the intensity of 
the orgasm.  Phyli smoothed her hair and kissed her neck, holding her as 
she calmed down.

"Goddamn," Grace gasped finally.

"Good?" Phyli asked.

"Great."

"You okay?"

"Never better."

"You sure?"

"Uh-huh.  But I think I want to take a nap now."

Phyli laughed and kissed her ear.  "Okay, let's rest a bit.  We have the 
whole night ahead of us yet."

Grace let out a mock moan.

"Well, if you want to just stop...." Phyli said teasingly.

"No!"  Grace spun to face her and entwined herself with Phyli.  "I just 
want some rest.  Then I'll work on doing that to you."

"I'll look forward to it."


(to be continued)

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