"I have feelings for you."

Amu's room was dead silent. The two friends were having a sleepover after their day at Seiyo High. Her eyes were wide and showcased all of the shock of the pinkette.

Amu looked down at the petite blonde in front of her. Her eyes stared down at her feet and her face was a burning crimson red. Her lips were pursed tightly in embarrassment. After a few seconds of silence, Rima started to play with her thumbs.

"I thought I was so possessive of you because you were my best friend, but as I got to know you more, that wasn't the case... I really don't want this to ruin our friendship, Amu." Rima shook her head regretfully.

'Say something to her!' Her mind was shouting at her. Rima was her best friend, and a girl at that! How could they even start a relationship?

"Rima...I.." Amu trailed off. She didn't want to lie to her. She had never even thought about girls that way.

She was, however, the adventurous type.

"I don't know how that would work. I've never even been with a girl..." Amu finally stated. Rima nodded her head.

"Will you give me the chance to change your mind?" Rima suggested confidently. Amu looked at her, unsure of what she was planning. Rima sat Amu down onto her bed and smiled at her. Amu smiled back nervously.

"You never answered my question. Will you?" Amu nodded her head, wanting to see where it would go. Rima pressed her lips to Amu's, closing her eyes. Amu looked at her in shock, but slowly closed her eyes as well.

'This is happening, holy shit, this is actually happening!' Thoughts swarmed both of the girls' minds as they kissed. Rima withdrew and looked into Amu's eyes, searching for any objection in them. To her surprise, and content, there was none. Amu pulled her back in, shocking both Rima and herself. Rima's heart began to beat faster as the kiss became more ferocious. Rima traced Amu's bottom lip with her tongue and Amu opened, their tongues dancing and exploring each other's mouths. They battled for dominance and Rima won, putting herself on top of Amu.

"Just follow my lead..." Rima instructed. Amu nodded, being the inexperienced one with females. Rima kissed her on her cheek, on the lips, and then nipped at her jawbone. Amu shuddered with a half smile on her face. Rima trailed kisses down her jaw and latched herself onto her neck, biting a juncture between her collarbone.

"Ah!" Amu gasped, surprised by the sudden warmth she felt. Ikuto had never made her feel like that without being below her waist.

Rima's tongue slid up Amu's neck as she traced Amu's stomach. Amu's insides began to coil with anticipation. She pushed her hand gently underneath Amu's shirt and began to palm her breast over her bra. Amu mewled at this, putting her hand onto Rima's back. Rima started to undress Amu, pulling her shirt blouse over her head, and then unclasping her bra, exposing her. She latched onto one nipple and twirled the other in her hand, groping her.

"Rima..." Amu sucked in a breath, her breathing growing more ragged. She could feel herself getting warmer in her core and that feeling began to spread to the rest of her body. Rima switched, applying the same ministrations as she did before. Rima began to get hot and bothered herself, but she wanted to take care of Amu.

"Lay down," Rima instructed. Amu complied, laying on her back onto the bed. Rima stared at Amu for a moment. Her neck was red, her chest was flushed, and her breasts glistened with sweat and saliva.

Rima climbed on top of her again and planted a few sweet kisses onto her lips before she undid the button on her shorts. Amu helped Rima slide them off, both of them giggling as they did so. Amu was left just in her polka dot panties. Rima smirked.

'Now it's time to have some fun.' She thought to herself.

"Amu, do you really want this?" Rima asked her, grazing her thumb up against her folds and up her clit through the fabric of her panties. Amu's hips bucked as she nodded harshly.

"Yes, Rima..." Amu whined. Why did she have to tease here.

"I just don't know if you're positive..." Rima said, mentally high-fiving herself for the wet spot she created in Amu's underwear.

"Yes Rima, I'm sure.. Please.." Amu whined more, become irritated with the teasing. Rima shrugged her shoulders once more and slipped Amu's panties off, exposing her glistening core. Rima ducked her head down and brought her tongue to Amu's clit, flicking it slightly. Amu bucked her hips once more and Rima continued, becoming less gentle. Her tongue swirled in circles as she dipped a finger into Amu, causing her to almost cry out.

"Shhh... remember, your parents are downstairs..." Rima reminded her. She nodded and bit her lip to prevent anymore sounds from escaping.

Rima continued at a steady pace, and Amu started to match hers. She slipped in another finger, causing Amu's back to arch. As she curved her fingers upwards, she felt Amu's hands tangle in her hair. She sucked on her clit and pumped a bit faster, Amu's grip growing tighter.

"R-Rima... I'm close.." Amu whimpered through heavy, shaky breaths. Rima nodded and began to work faster. Amu's hands began to grip whatever was near her as she approached her orgasm. Her eyes shut tightly and her mouth hung open as it crashed down on her in waves. Rima began to slow her pace, but didn't stop, helping to prolong what Amu felt.

Once Amu finally came down, Rima brought her head back up, licking her fingers. Amu stared at Rima with glossy, shrouded eyes, panting heavily.

"Gosh..." This was the only thing she could bring herself to say.

"So," Rima started. "Did I change your mind?"

Amu stared at her and began to laugh. Rima joined in as well.

"I didn't even think that was a question anymore." Amu nudged her playfully. "Although..." Rima looked up at Amu.

"You haven't had your turn yet." Rima's eyes widened. She didn't expect Amu to be so on board so quickly.

"You were my main focus, it's okay Amu." Rima reassured her. Amu shook her head, hoisting Rima up onto the bed and putting herself on top of her.

"Nope," She declined, popping the p. "Besides, I want to try this out anyways." Rima nodded and stared into Amu's eyes. Amu wasted no time, crashing her lips onto Rima's once more. She sucked at the base of Rima's neck, not caring about the hickey that would surely form there once they were done. Her hands flew under Rima's shirt and bra and began to fondle her breasts. Rima's back arched as she gasped softly.

"You're already doing such a good job..." Rima muttered, making Amu smile. Amu pushed Rima down onto the bed confidently, pulling her shirt off of her. They both giggled when it got stuck on her head. Then, Amu undid Rima's bra and placed more kisses to her neck as she groped her breasts, kneading her nipples between her fingers.

"A-Amu..." Rima's breaths became ragged. Amu lowered one hand to Rima's thigh and traced the innermost part of it, making Rima's legs turned to mush.

"So you did want this just as bad..."Amu smirked as she slipped her hand into Rima's skirt. She stuck to fingers in and began to pump slowly, Rima gripping on to Amu's back. Amu's other hand left Rima's breast and joined her other one, pulling down Rima's skirt and underwear together. Amu lowered her head to Rima's womanhood and began to lick. Rima's head flew back as she groaned, remembering to keep it quiet. Her eyes opened wide when she felt Amu's tongue reach deep inside of her and wiggled around.

"Amu..." Rima began to clutch the bedsheets and Amu nodded. She placed her mouth back on to Rima's clit and began to suck and lick on it while curling her fingers on her g-spot.

Rima's back arched up sharply and her eyes rolled back as she became undone, her legs shaking. Amu slowed down as Rima did, and then came to a stop.

"So, how was my first try?" Amu smirked triumphantly. Rima looked at Amu, then smiled, giving her a shaky thumbs up. Amu giggled as she laid down with her best friend.

A/N: Oh my god I felt so dirty writing this! I still think it was cute though.