Sister Cities Ch. 03

He was also in a robe and trembling so hard Leona kept a hand on him to make sure he didn't fall down the steps. The closer they got to Fleur's room, the slower his steps. Finally, he stopped a few feet short of the door.

Leona turned to look at him. "Titus?"

He nodded but didn't speak.

"She's waiting. You can do this."

He swallowed hard. His voice a raspy whisper, "You'll stay, right? You'll help?"

She pursed her lips, "You want me in there with you two?"

Nodding frantically, his eyes a little wild, he said, "Yes, please."

"Then as long as Fleur is okay with it, I'll stay." She gestured to him and he took the final steps to the door. Opening it, she waved him in, but he didn't move. Taking his hand from where he had a death grip on the belt of his robe, she led him inside.

Fleur jumped to her feet. Titus stopped again, nearly jerking Leona to a stop as she still had his hand in hers. There was a look of dismay on Fleur's face that matched the one on Titus'.

"He's a baby!"

"She's old!"

Leona dropped Titus' hand to slap both of hers over her face. She walked away, cursing every word she could think of while holding her hands over her mouth to muffle the sound. Turning back to the couple, she saw that they still stood staring at each other in horror.

Giving herself a nod, Leona took a breath. "Okay. New plan." She marched over to Fleur. "Turn around, face the bed."

Fleur gave her a startled look but did as she said. As soon as her back was turned, Titus relaxed a bit. Leona moved and stood between the two so that Titus was only looking at her. She slowly and deliberately began to remove her clothes.

"I'm going to help you. Both of you. But make sure you fully understand that you"—she pointed to Titus—"will come inside of her"—she pointed to Fleur. "And our goal here is to make sure you both enjoy it. Right?"

By now she was standing nude in front of Titus. His eyes were glued to her well-rounded breasts. He gave a nod. Leona thrust an elbow into Fleur's back and she gave a squeak of confirmation. Leona reached out and gave the tie of Titus' robe a jerk. It fell open.

His blush covered his entire body. Leona genuinely found it cute. What was not cute was his flaccid cock. She took his hands in hers and brought them to her breasts. With a little encouragement, he cupped them and gave a soft squeeze.

She lightly ran her hands over his torso, letting him get used to her touch. While he was occupied with her tits, she slowly lowered her hands. When she touched his soft cock, his eyes flew to hers. Giving him an encouraging smile, she pressed her breasts into his hands to remind him of them.

Working his cock with her hands, he began to rise. Titus began to breathe heavier, his grip on her breasts firming and becoming bolder. The boy had a good body, full of muscle from his work His dick was an impressive size.

"Fleur, drop your robe," she whispered. When she heard the cloth fall to the floor, she said, "Turn around and watch."

She sensed Fleur move behind her. Stepping a bit to the side so Fleur could see, she reached up and cupped Titus' cheek, bringing him down to her. She gently brushed her lips across his. "You're doing great," she said.

Reaching back, she slid her arm around Fleur's waist and pulled her close. When Titus started to stiffen, Leona leaned in and licked his nipple. He gasped and gave a little shiver.

Once she was sure she had his attention back, she said, "Touch her breast. Just her breast." Pulling his head down, to her shoulder, she nibbled on his neck until she felt his hand leave her. Fleur gave her own gasp, letting Leona know he'd followed her orders.

Leona had never touched another woman intimately before but understood there was a first time for everything. Sliding the hand she'd wrapped around Fleur's waist over her small ass, she pushed her fingers between her legs. At the same time, she turned her head and kissed Fleur's neck.

Titus gave a groan and Leona looked over at him. His eyes were slightly glazed, his mouth open as he watched her kiss Fleur's neck. Turning back to Fleur, she used her nose to brush loose blonde hair away from her face. Once at her ear she whispered, "Touch his cock."

After a moment, she felt a hand join hers on Titus' member. Placing hers over Fleur's she guided her, teaching her how to stroke him. Together, they ran their hands over his cock, rubbing the precum over the tip. He gave a low moan and his hips jerked, pushing his cock in their hands.

Pressing her fingers farther between Fleur's legs, Leona felt her pussy and the dampness there. She'd have preferred more wetness, but she worried about how long Titus would last. She needed to move them along.

She pulled herself out of Titus' arms. "Sit on the bed," she said to Fleur. Waiting until Fleur had settled on the edge, Leona climbed on behind her. Keeping her eyes on Titus, she cupped Fleur's small breasts herself, pinching her nipples. "Open your legs. Let him see."

With Leona's hands on her body, giving her support, Fleur slowly opened her legs. When Titus got a look at the dusky pink valley, he dropped to his knees in front of her. "Can I touch it?" he whispered.

Leona used her own hands to hold Fleur's pussy open wider. Titus reached out a shaking finger and touched the damp flesh. Taking a hold of his finger, Leona guided him, sliding it up around the tiny little clit poking out at the top. After letting him explore for a moment, she gently pushed his finger inside of Fleur.

"Easy now. She's a much a virgin as you are."

But Titus was now fascinated with watching his finger slide in and out of Fleur's pussy. "Use a second finger. Gently open her up a bit. Get her ready for that big strong cock of yours."

With Fleur leaning back against her, Titus carefully pushed in a second finger. When she stiffened, Leona went back to kissing her neck and fondling her breasts. Soon Fleur was panting, her hips twitching, trying to draw him in further.

Leona scooted back against the headboard and motioned Fleur to her. Once Fleur settled between her legs, Titus quickly followed. "Take him in your hand, guide him into you."

Fleur reached out and grasped his cock, giving a few strokes. He leaned in and she brought him to her, pressing him to her entrance. He hesitated, looking to Leona for reassurance.

She gave him a smile, "Go ahead. Slow and steady. You'll be fine."

He licked his lips. Leona reached out and put a hand on his hip. At her touch, he began to press forward. Fleur gave a gasp, and spread her legs wider, inviting him in. When he reached the block, his frantic eyes shot back to Leona.

She wrapped her arms around Fleur and gave him a nod. "I've got her, big guy. She'll be fine. She needs you. Give her what you got."

Titus tightened his jaw and gave a quick push. Fleur jumped, but Leona kept her steady. With her hand on Titus' hip, Leona held him still. Keeping her eyes on his, she waited until she felt Fleur relax again before giving him a nod and a push on his hip.

Titus fell into the rhythm as old as time. Watching him closely, Leona could see when his eyes started to go a little wild. She reached down and, even though she'd never done it before, began to work Fleur's clit like an expert. Soon all three of them were panting, with Titus stroking fast and strong.

Just as Leona started to worry about Fleur, she felt her stiffen, "Let it go, it's okay. I've got you." She cradled her in her arms. She whispered encouragement into her friend's ear, feeling her own body grow tight and wet, she squeezed Fleur's breasts and arched into her.

Fleur gave a gasp and her body began to shake, her hips twitching wildly. Her clenching body had Titus giving a shout and joining her in release. His hips jerked nearly out of control as he emptied into Fleur. Leona let go of Fleur and shoved a hand between her own legs. Frantically rubbing at her clit, her fingers instantly soaked from her own body's juices. Soon she was gasping through her own orgasm as well.

It took a few moments for them all to settle back down. Knowing what was coming, Leona encouraged Titus to move to the side and then she practically shoved Fleur off the bed. After pushing her into the cleansing room, she ducked back out to grab her clothes and make sure a bewildered Titus was alright.

She returned to the cleansing room right as Fleur's change started. She held her only true friend in the entire world as her body draw tight and constrict. Leona held back the blonde strands of Fleur's hair as she emptied the contents of her stomach into the waste bowl.

Under her hands, she watched the blonde hair she held turn into a lustrous shade of gold. The skin of Fleur's back tightened, and even her ass plumped up a bit. Her body filled out and rounded, her skin turned soft and supple. After several moments, Fleur collapsed in a heap on the floor. Leona stood, dampened a cloth, and wiped the sweat from her friend's body.

Eventually, Fleur was able to sit up. Leona looked into a face she didn't recognize, but one that was beautiful and young. Pulling Fleur to her feet, she turned her to face the mirror. They exclaimed together over Fleur's new look and body.

"I've never looked this way. Not even in my youth," Fleur whispered softly.

Tilting her head in consideration, Leona wondered aloud, "Maybe it was how you were supposed to look if life hadn't been quite so harsh to you?"

A bit of sadness entered Fleur's eyes as she contemplated the idea. "If I had lived a good, softer life then the chances of me meeting you would have probably diminished into nothing. I think I'm glad things turned out as they did." She smiled softly at Leona, her hazel eyes now more green than the slightly muddied mixture they had been her whole life.

When they left the cleansing room, they found Titus still seated on the side of the bed. He looked up, and what he saw left him stunned. Fleur walked over to him and held out her hands. When he took them, she thanked him for his help.

He looked to Leona. "This is what happens?" he asked. "Did this happen to you?"

"This is exactly what happens when a woman wears the marks." She brought up Fleur's wrist, now encircled with blue glowing scrollwork. "I have no idea why or how, but this is what happens."

"You're beautiful." Titus' eyes were huge as he took in Fleur's new body.

Fleur bit her lip and, turning to Leona, asked, "Could you... leave us alone together?"

Giving her a kiss on the cheek, she smiled. "Of course I can."

Just as she reached the door, Fleur grabbed her from behind. "Thank you. Thank you from the bottom of my heart."

Patting the hands wrapped around her middle, she replied, "You're very welcome."

Editing credit for Chapters 2 and 3 goes to tattabad. Thank you so much!