Makeover

PUBLIC BETA

Note: You can change font size, font face, and turn on dark mode by clicking the "A" icon tab in the Story Info Box.

You can temporarily switch back to a Classic Literotica® experience during our ongoing public Beta testing. Please consider leaving feedback on issues you experience or suggest improvements.

Click here

"Oh it's definitely vague. I don't have any plans yet. For the time being it's just a thought, a wish. There are other parts of my dream life I'm focused on more actively right now."

"Such as what?"

"Such as the guy sitting across from me slurping up tomato sauce."

I looked up at her raised eyebrow. Yes, I had momentarily forgotten the reason for the dinner and the grim task that I still had to accomplish. The conversation was so engrossing. It had distracted me. But this dinner was going to end badly. In tears. There was no way around it. But, if Denise wanted to have this conversation about our hearts, our dreams, right up until that last moment, she had my permission. It might be the last time we would ever talk, we might as well make it memorable.

"So tell me about that part of your dream. The part you're working on now."

Denise spoke tenderly: "You talked about kids before. I want them too. I don't know how good of a mother I'll be, I don't know if I'm prepared. But in my dreams, to be called 'mom' by a child who I love, who loves me... I want that badly."

"Go on," I said.

"And then, there's you. You're there." Denise was again making a fist, and summoning courage. "I want you to understand."

"Tell me. I want to know."

"My whole life, I've been conscious of looking different. I've never been... desired. Trent, when we were married... we never made love. I realized he was just putting on an act. When we were in public he showed lots of affection. Behind closed doors, he just tolerated me." Now her other hand grasped the tablecloth. She pressed on: "I want, so much, to be loved and desired. This, this is my dream. I want a man who doesn't just love me, but looks at me with... hunger, and comes unglued with desire and need."

As she spoke, keeping her poise but just barely, my blinking problem started happening again. One second she was tomboy Denise playing dress-up, then the next second she was a stranger. A woman I had never seen, with a peculiar and uncanny beauty. Totally unique. Then back to Denise, and so on.

In my disoriented state I whispered: "But, why me? Why does it have to be me?"

She took another breath. "It was five or six months ago. I was at home... looking through photo albums. I found the pictures from when you moved here. Helping you with the move. And then the housewarming party. I was enjoying all the pictures. And I noticed, I caught you candidly in so many different moods. Excitement. Laughter. Irritation when someone dropped a box. Silliness. Exhaustion. Contemplation. Even sadness. For each one, I had a picture."

She made eye contact and held it.

"I had the complete Eric there, in all the pictures. Together, they made a whole. They were just pictures, but suddenly I could see you in three dimensions. I could look at you from any angle. The good and the bad. The happiness and the sorrow. You were a complete person. And there was a moment when it all clicked, when all the pictures combined into one man, that was the moment I fell in love with you."

I was still. Her story moved me. She spoke with such tenderness. And as I blinked back and forth between gawky Denise and the beautiful stranger, I could sense the stranger was getting the upper hand.

"Not only that, but where before I hadn't thought you were particularly handsome - I had long ago filed your looks away as average - when I looked at the pictures now I saw only the most beautiful face anyone could hope to have, filled with so much capacity for love. Why had I never noticed it before?"

"I love it even now," she added with a teary grin, "even with surprise on your face and food on your shirt."

It was the grin that I loved. I'd seen it a thousand times. The beautiful stranger vanished and awkward Denise was back, with her big eyes and freckles and wiry frame. From outside came a louder roll of thunder. The storm was close.

I was humbled. "So I take it, this is the theory of attraction you wanted to tell me about?"

"Yes," she continued, eyes moist. "When I was young, when I... when I knew I looked different, I was told that beauty was on the inside. It was who you were inside that mattered. How you looked on the outside was unimportant. When I grew up, I figured out pretty quickly it was a lie. Beauty was definitely, definitely on the outside. That's how the real world worked. And I was depressed. But now, I've become convinced that both theories are wrong. There's a third possibility." Denise's voice now halted and quavered, "I think, I think beauty on the inside... it affects the outside. It changes the outside. If you're good, and strong, and compassionate and loving, you actually... change. You become beautiful."

My mind raced to follow her thinking, but also to comprehend the shifting image of the woman in front of me, so delicate, speaking with such vulnerability and honesty, summoning pure courage to overmaster her fear.

"If I can be all those things, I can be beautiful. From all angles. All pictures. If the other person can know me in full, as I really am. This is what I believe. And if I'm wrong... if I'm wrong..." Her voice trembled at the breaking point. "Then I'm wrong about everything. Then I'm lost."

And with that last cry from her heart, the blinking stopped. The women merged. There was no more gawky Denise, and no more beautiful stranger. There was only beautiful Denise. Dazzlingly, achingly, beautiful Denise. I was overwhelmed. I had never seen such a vision of beauty. And it had been there all along, and if I hadn't been blind I might have seen it.

Denise noticed the change that came over me: the utter shock, the hypnotic expression; and I think she permitted herself some hope.

"Are you okay?" she asked softly.

"Denise... Oh my God. You..."

"Yes?"

"y.. you..."

"Bonjourno!" said the violinist. "Buona serata! How are you doing tonight!"

"We're doing really good," said Denise, her confidence rekindling. In her eyes was that gleam of hope. She wiped a tear with a napkin. My jaw stayed slack.

"Would you two a-like a little music tonight?"

"The whole playlist, please," she requested. "And sir, if you don't mind my saying, you have a magnificent mustache."

"Grazie! Grazie!" he exclaimed, settling in on the violin's chinrest.

5

We spilled back out onto the dark street, laughing. "O sole mio!" I sang. "Something something blah blah blah..."

Denise snorted. "Sole mio means my sunny day. Not really appropriate for this." She pointed at the sky. "What did you give that guy?"

"I gave him a fifty."

"Not a bad rate for a private concert." She laughed again and grasped my hand. "The beach is right over there. Let's take a stroll!"

Flashes of distant lightning were visible, shooting sideways. But we persevered, hand in hand, through our parking lot, and then a short walk to the sand. Denise stumbled but steadied herself on my arm. A single streetlight illuminated us.

"High heels in sand. You really planned this out."

"I know! I'm a real mastermind."

"You're incredible. No - really, I'm amazed by you. I'm humbled, I'm grateful. I can't believe I deserve this kind of affection."

"You're worth it." She flashed her smile and now I was the one who needed steadying. She was stunning, marvelous, unfathomably pretty. Drops of rain began to plop down. "I think we've got the beach all to ourselves," she observed.

"Yeah, that's cause no one else is this craz..." Before the words were out the rain turned into a downpour. The lightning flashed again and the thunder followed with a bang. We didn't run. We faced each other. Within seconds, I saw Denise get soaked. Her makeup ran. Her dress was drenched and soon it clung to her skinny frame. Her careful 'do was ruined and within moments she looked like a drowned rat. I stepped towards her.

"Oh my." She said over the din of the rain. "Well. I'm sorry. I guess the illusion is over."

"There's no illusion." I replied. I touched her chin and held it up. "You're gorgeous."

"What?" she asked.

I raised my voice over the rain. "I said you're gorgeous! I've been an idiot! Your theory number three. You were right. I see you now. The real you. You're beautiful. You're the most beautiful woman I've ever seen!"

Her eyes went wide in shock. "Oh!" she said.

She shook, and I covered her lips with my own. I kissed her deeply. Her body tensed, quivered, and then finally relaxed. She kissed me back.

When, reluctantly, we pulled apart, I stood to full height, and I removed her glasses. She looked at me, blinking and exposed. Vulnerable. Beautiful. Secret. I was transfixed. Behind her eyes were oceans and continents. We kissed again. My eyes stayed open long enough to see hers roll, then shut.

A minute later, soaked beyond all salvaging, we walked back to the cars. The rain had not let up for a moment. We reached the point where we would turn and go our respective ways. Neither of us wanted to release the hand of the other.

"I live closer," she said. "Come home with me."

I paused, and had a brief debate. 'Home with me' meant sex. Sex with Denise. Just hours ago the very thought was insane. Now I wanted it. God help me but I wanted it. But the danger, the danger had not changed. Everything we had was at risk.

She saw my hesitation. "Please," she said, squeezing my hand. I required no more persuasion. I nodded. We moved quickly to the hot hatch. Finally out of the rain we shut the doors and she started the engine. I looked at her closely. Denise was shaking with cold and with excitement. Her glasses were fogged. The windshield showed only a blur of colors and water.

"Let me drive." I said gently, placing a hand on hers.

"Yes, okay."

I stepped out and ran around the car while Denise climbed in the passenger seat. The hot hatch sped up Santa Monica Blvd in light traffic. Denise took short breaths. Her teeth chattered.

"Listen to your breathing." I said, smiling. "Your heart must be beating out of your chest."

"I'm... (chatter) just so... happy. Eric. (chatter) So... happy."

I turned on the heat and reached to hold her hand. It was cold. She shook uncontrollably.

We arrived at her townhouse. I parked in her spot.

"Back into the rain?" I asked. She nodded. She took off her heels. We opened the doors and were back in the deluge. We raced across the courtyard and up the stairs to the second floor. Down a few doors, and Denise fumbled in her clutch for the keys. The anticipation was terrible, wonderful. Shaking, she struggled to fit the key in the lock. I covered her hand and steadied her. The lock turned. Then we were inside, and the door shut.

We stood in darkness, drenched and Denise shook even harder. "I'll get some towels," she said. I stopped her.

"No."

She reached for the lights and I stopped her again. In the dark I kissed her, urgently. First on the lips, then down her neck.

"Oh!" she said.

I pulled at the dress. She undid the belt and I pulled it off her shoulders. It fell in a puddle at her feet. Underneath was a ridiculous padded bra. With a practiced hand I unclasped it, and it fell too, forgotten. Still kissing her neck and shoulder, I put a thumb inside the band of her underwear. "Take these off." I told her. She chattered, but started pushing the panty down. I pulled it down the rest of the way.

She was naked, a silhouette, shaking with cold.

"I want you." I whispered.

"Oh!"

Now I picked her up. She was light as a bird. I carried her to her bedroom and placed her down. My own clothes came off. I kicked them away. Rain beat on the windows. I moved to the bed. She was cold all over, but I was hot as a coal. My whole body practically steamed. I wanted to touch her everywhere. My hands ran over every inch of skin. Her leg slipped between mine, so smooth and cold. I took a tiny nipple in my mouth and sucked. My hand found her slit - warm! And I rubbed it in circles. She stiffened, and then she thrashed.

"I have to have you," I said urgently. "Denise, I need you."

"Eric, please. Please don't wait any longer. Please."

I pushed both her legs up and apart until her feet pointed outward obscenely. In the darkness her hand sought for my rod and grabbed it. She pulled it toward her. She guided me to her entrance. And in that same fluid motion I pushed inside her, all the way in.

I gasped at the intense pleasure and so did Denise. Desperately, we clutched at each other, holding on. I thought that if I let go she might slip away and I would lose her. I gave her a second pump and the feeling was even more exquisite.

For a moment, in my mind I heard words of doubt. This is Denise. You shouldn't be doing this. But I was too far gone. I squared up and then fucked with complete abandon. She screamed. Before I could even think to control myself I was spasming, pumping ropes of cum inside her. Then, shaking, I pushed her legs down sideways and collapsed next to her.

"That was amazing." She said raggedly.

"That? You're being kind." I breathed. "That was a warm up."

"Oh my God," she replied. "Yes, please. More." She wasn't chattering any more. She wasn't shivering.

After a minute or two of nibbling her neck and her ear, I lifted up her left leg. Spooning behind her, I moved into position. Again she grabbed my manhood and guided it in the dark. Her pussy was flooded with my seed and her own wetness, and she cried aloud once more as I entered her. This time I moved at a deliberate pace. More relaxed, trying to feel every sensation and savor each moment.

"I can't believe it," I said. "We're doing this. We're lovers. I can't believe it."

"I know," she moaned back at me.

"It's incredible."

"Oh! Oh!"

For the next few minutes, I continued at the task, alternating speed, and force, and earning an "Oh!" for every harder thrust. That it was Denise of all people, my friend - that she had won me, claimed me, made it scary, and intense, and more intimate than any sex I remembered.

"Denise... come for me."

"Oh!"

"Can you do that? Can you come on my cock?"

"Yes!"

"Then do it. Come for me now. Do it now."

I wasn't going to last, and I needed Denise to orgasm first. Twenty-year-old me could go all night. The forty-year-old version was good for one round, two if my best friend had seduced me brilliantly. There wouldn't be a round three.

I pumped her now with force and that pushed her over the edge. "Let's come together," I cried. And then we did. Her mouth opened soundlessly and she thrashed, and I held her slender hips so she wouldn't fly away. Again, I exploded deep inside her.

When our orgasms subsided, I rolled on my back. She gasped as my cock was freed. I was exhausted, overheated. Then Denise was there, placing kisses on my chest, rubbing me up and down my sides.

"Let's get under the covers," she suggested. I kissed her head. It occurred to me I was too hot. I might have earned myself a fever. But Denise's body was cool, and under the sheets her embrace felt wonderful.

"It's bliss," she said. And then I slept.

6

"You're a piece of shit."

Harsh daylight filled the bedroom. My wife Helena was collecting items from around the room and tossing them into an open suitcase. I stood in the doorway, pleading with her.

"I don't know how it happened," I told her. "It shouldn't have happened. It was just the one time."

"You disgust me," she spat. "It's Denise, isn't it?"

"I didn't mean to do it!" I've made a terrible mistake.

You cheat on me - and it's with her? Your friend? The one who looks like a teenage boy?"

"Don't say that!" Bile rose in me. "You don't know anything about it!"

"Your amazing, special, platonic friend," she taunted. "Look what you did to her."

"Please stop." wake up now. this is agony.

Helena did something unexpected. She turned to face me. Normally she bustled around the room and packed a suitcase while I stood and begged. The dream was very predictable, with only her accusations changing and mutating. But now she walked towards me. There was malicious amusement on her face. She stopped right in front of me. I could barely stand it.

"There's a poison in you."

"What?"

"You spread it to me. I'm infected with it. Can't you see?" She raised her arms and her smile broadened. "Now it's only a matter of time before you spread it to her."

"No! No I won't!"

"Your new true love," She mocked. "Your friend, the stick figure. You'll poison her. You can't help yourself. It's what you do. Who knows? Maybe someday it will be her standing here instead of me?"

I drew in a breath sharply. My eyes opened. Where was I? Then, realization, and I exhaled. I was in Denise's bedroom - in her bed - and there was daylight.

We were still tangled together. She snored peacefully. The smell was familiar: her laundry, her house, and her - only intensified. I was in her bed. I was feeling her weight on me. The panic from the dream had fled, but it was replaced by unease. The events of the evening prior came back to me one by one: the restaurant, the beach. Her bedroom.

I fought the urge to escape. I had set out the night before to let Denise down as gently as possible and talk her back to our old easygoing camaraderie. But now my world was different. She was in love with me. The path back to the old friendship was closed. And I... I... what did I feel? My friend was naked, and embracing me, and snoring. Her beauty was stunning - in her peaceful face I could see a reason to get up every day and work and strive and achieve. Her looks had no competition. Hollywood, Madison Avenue, Paris, they should all dream of having one woman with half of her smile.

But then why didn't I let her turn on the light last night? What was I afraid of?

And then what about the risk? The risk of everything blowing up?

There's a poison in you.

Gingerly, I extricated myself from Denise's limbs and then fled the bed. I grabbed my damp clothes and left the room to dress. I would have to call a rideshare. I quickly put on the wet shoes and squeaked to the front door. I turned the knob - then stopped.

To let Denise wake up in the house all alone would be unforgivably cruel. I let go of the knob. I would not leave until she let me go, though the desire to run away was almost irresistible. I stripped naked again and grabbed a yellow bath towel from the linen closet.

When I saw her shadow fall over me thirty minutes later, I was wearing the towel, sitting in her laundry closet, watching my clothes and shoes thump around in circles in her dryer.

"Good morning, sole mio." she kissed me on the cheek. She wore an expression of simple happiness. She was wearing a t-shirt and sweatpants, looking somewhat alarmingly like the "old" Denise. For a second, all was well. Then her eyes scanned my face, darting up and down, and her smile turned quickly to fear and concern.

"Oh no," she said. "What's wrong? Are you okay?"

"I'm all right." I said out of habit. I never knew how to answer that question any other way.

She knelt down and sat next to me. A hand cupped my cheek.

"Did we make a mistake?" I asked.

"No... oh no. Oh Eric, it wasn't a mistake. We followed our hearts."

"We were friends. And now we're not. I don't know what we are. I'm scared of hurting you and losing you."

"You would never hurt me."

"I hurt Helena." I looked up at her. "There's a poison in me."

"A poison?"

"Denise, is there a way forward now for us? All I see are paths that end with your heart broken, and me alone without you in my life. Is there a path that leads to us being happy?"

Denise clenched her fist into a courage ball. "Yes. I swear to you, yes."

"Can I go home? Is that okay with you?"

"You want to leave?"

"I'd like to go home and think this through."

"Well, o...okay."