Hello Readers. This is my first fanfiction story and I hope you enjoy it. Fair warning this is intended only for Mature audiences. I warned you, so don't complain if you're offended after reading this. Enjoy.

"Lu-lu!" Levy cried as Lucy walked into the guildhall. Looking up in surprise Lucy was just barely able to brace herself before Levy tackled her almost loosing her blue shirt in the sudden embrace. Her face flushed. Lucy embraced her friend and had to resist the urge to sneeze as her friends blue hair tickled her face. Pulling apart, Levy gave her friend a cute smile. Levy was wearing her trademark white and orange skirt with a cute yellow hair tie holding back her gorgeous locks. What I wouldn't give for us to live together…

"Hey Levy. Whatcha all so excited about?" Lucy asked with a charming smile.

"Gajeel and I are engaged!" Levy beamed.

Lucy felt like her life came to a sudden, achingly painful standstill. Her best friend and crush she had nurtured for months had just become engaged. "T-That's great!" Lucy said returning a forced smile to her friend. On the inside though she felt like crying and never leaving her house again.

Levy dragged Lucy over to the table she just vacated to show her notes on the upcoming wedding. "This is what I have so far. So for the location, I already asked Master if we could borrow the guildhall. As for the seating arrangements…" Lucy quickly lost attention to the sheer amount of planning that Levy had already put into the upcoming celebration. Secretly she had always loved Levy, yet seeing her obviously in love with Gajeel hurt her more than she would ever admit. Looking around the guildhall she saw nothing but couples. Natsu and Lisanna, Gray and Juvia, Elfman and Evergreen, and finally Gajeel and Levy. Why won't Levy notice my feelings" She thought, wanting to die. She felt alone despite the fact that the guildhall was overflowing with people.

"…and the decorations will be put up in no time if everyone pitches in. Natsu will just have to absent himself for a while before he burns everything down." Levy said giggling, her blue hair bouncing. Taking note of her friends unusually silent demeanor she asked, "Lucy? Are you ok?"

Startled, Lucy turned back to her friend with a strained smile. The next couple months are going to be so hard. And not in the good way. Determined not to give anything away, Lucy began to besiege Levy with questions about her wedding. Oblivious to Lucy's despair, Levy brushed off Lucy's momentary silence and began again to talk about her plans.

After hours and hours of discussing plans with Levy and many forced laughs, Lucy parted ways with her friend and started to head home. The sky was overcast with dark clouds and the air crisp. On her way out she glanced back taking stock of the remaining members in the hall. Mira was closing up the bar, Natsu and Lisanna were walking out arm in arm, and Erza was busy eyeing Mira with a longing, lustful look she didn't think anyone else noticed. What Erza didn't know is that Mira had been playing the innocent lady daring Erza to lose all control. Lucy pouted It's not fair! Last but not least Cana sat at the bar drinking sparingly from a tankard. Yearningly, Lucy looked at Cana in her blue bikini top and her loose red pants. Biting her lip Lucy felt even more depressed. She had fantasized about Cana more and more recently as Levy ignored her advances in the past months. Cana had appeared in more than a few of her dreams recently. Just the thought of the passionate, sexually charged dreams left her feeling light-headed. Stop it Lucy! You know she'll just ignore you like Levy has. Shaking her head, Lucy walked to the door.

Getting up from the bar Cana waved over to Lucy, her breasts just barely contained by her bikini top. "Hey Lucy, are you going home?" Cana called.

Turning to Cana, Lucy struggled to put up a strong face. She just wanted to go home and be alone. "Hi Cana. Yeah, I'm going to head out for the day. I'm in a bit of a hurry so I'll see you tomorrow 'kay?"

"Wait up Lucy, I'll walk home with you. I live on that side of town anyway." Catching up to Lucy, Cana clapped her on the shoulder and opened the door for her.

I just want to be alone. Cana, why do you have to make things so much more complicated right now? Resigned the celestial wizard walked out with her friend. Stealing several glances at Cana in her revealing attire.

For a couple of blocks Cana attempted several times to bring Lucy out of her taciturn silence. Lucy answered her with monosyllabic words. Eventually Cana stopped trying, and the two walked along in silence along Magnolias beautiful city streets.

"Lucy hold up a second." Cana stopped at the street vendor by the river. Agitated, Lucy waited as Cana ran to the street vendor. Handing over some jewels, Cana returned with two flasks of mead. "I figured you could use a drink. You've been a little off since the end of the S-class exam. Now let's get that smile back huh?" Setting the drink in her hand, Cana set off down the street again.

Actually grateful for the drink Lucy took a large drink from the tankard. With each drink Lucy began to feel a little better. I really am a lightweight. Recalling the S-class mission, Lucy longed to be back on Tenroujima with Cana bathing in the hot spring. She had been so shy at first she couldn't bring herself to confess her growing feelings towards the Card Mistress. Feeling more like her optimistic self at the sexy memory, she looked around trying to appreciate the beautiful autumn night. The air was crisp, the river calmly flowing by, and the lush trees hugging the path, cherry petals floating in the breeze. The sky a beautiful flurry of clouds- Wait. Wasn't it supposed to rain toda- Her thoughts interrupted by a loud peal of thunder arcing across the sky. Oh no. Virgo! "Open gate of the Maiden! Virgo!" Lucy cried. With a flash, Virgo appeared.

"Yes mistress? I can only spare a moment. I'm on a date with Aries. You must excuse me, I must be getting back." With a wicked grin Virgo turned and said, "It's time for some punishment. You're welcome to join us. Just summon me again if you're so inclined" she said coyly. For the first time Lucy looked at what Virgo was holding and saw a whip and chains. Virgo disappeared with a wink and a flash leaving Lucy and Cana stunned.

"W-w-what is she thinking?! And at a time like this…" The sky rumbling with thunder and flashing with lightning, rain enveloped the city in waves of water. "Hurry Cana, my house isn't far from here." Running through the rain with their hands over their heads they ran for three blocks until Lucy's house came into view. Fumbling for her keys, Lucy unlocked the door and the two women ran inside slamming the door behind them. "Whew… it's really coming down out there. You're welcome to stay 'til it lets up." Inside Lucy couldn't help but feel that much more depressed. Rain was always just so depressing. Maybe Cana… No, so far as I know she's never expressed feelings for another woman. Surveying the inside of her house, she noticed two pairs of clothing on her table. Striding over to the table, she picked up the note resting on the top Lucy read,

"To Lucy,

I thought you might appreciate these before I left for the night. Enjoy.

From,

Virgo.

P.S. Punishment Mistress?"

"What's that?" Cana asked as she came over to Lucy.

"Virgo dropped off a change of clothes after she disappeared on us. You can change in my room if you want. I just have a couple things to take care of first." Lucy handed the clothes to Cana, noticing a little to late that the material was somewhat transparent. What was Virgo thinking? Doing a double take Lucy looked at the clothing Cana was carrying to the other room. Was that lingerie?! Looking through her own clothing, Lucy saw similar attire. Virgo can't actually think I would wear this. Feeling the fine silk, Lucy debated whether to put it on. It feels comfortable enough.

"Lucy, can I start up a fire and leave my clothes to dry?" Cana called from the other room.

"Sure. The firewood is on the right in the corner." Lucy called back. Stripping off her rain-drenched clothes, Lucy began to towel herself dry. Her long locks of golden hair coming down as she undid her hair tie. Lost in thought Lucy headed toward her guest room to change. Opening the door Lucy ran straight into Cana toweling off her hair. The two collided and tumbled to the floor limbs tangling in a furious effort to regain balance. The last thing she remembered was hitting the ground hard before she fell unconscious.

What felt like hours later, Lucy began to stir. She felt her head resting on something soft. Dazed she opened her eyes. What… OH! She was lying on her guest bed, with Cana in a loose embrace. How'd I get into these clothes? Lucy recognized the clothes she was wearing as the pair that Virgo had brought. Feeling Cana's soft breathing, Lucy realized she was asleep. As she began to get up Cana stirred. Lucy stopped and looked at Cana admiring her body. She had not put on the clothes Virgo had brought and was still naked.

Looking up at Lucy, Cana asked, "How's your head? You hit the ground hard. I figured you'd want a change of clothing as well." At Lucy's silence Cana realized Lucy was looking at her fairly shocked. Flushed and looked away towards the crackling fire behind her. "L-Lucy… I don't know how to say this, but… for a long time now I… I haven't been able to stop thinking about you. After the S-class exam, I realized" she stopped to swallow nervously. Continuing she finally stammered, "I love you Lucy." Truly embarrassed Cana's face flushed, something Lucy had never expected from her. Cana looked away embarrassed.

Cupping Cana's head between her hands Lucy turned her head to face her own. "Cana... I love you too." Leaning forward, Lucy lightly kissed Cana. It was the first time she had been so close to the woman. She had never noticed before just how beautiful Cana's luscious, pink lips were. Sensually tracing Cana's lips with her tongue, she began to lightly kiss Cana while wrapping her arms around Cana. Cana recovering from the shock of her response she returned the kiss with increasing vigor.

As Cana's hands explored Lucy's body, her hands slid under the white chemise she had put on Lucy and began to cup her breasts. Withdrawing from Lucy's embrace, Cana began to slide Lucy's shirt off. Lucy stood up and slowly, tantalizingly started taking off her shirt. Bending over and throwing a seductive look at Lucy, began to take off her black thong ever so slowly.

"Lucy!" Cana exclaimed in exasperation. "You're testing my patience." Lucy smiled back and pounced on Cana. Embracing her, Lucy began to kiss Cana's neck, just below the ear, and slowly worked her way down. Cana moaned as Lucy began to cup her breasts ever so softly. Sucking on one of her breasts, pulling her tit ever so gently she worked the other breast with her right hand. Cana felt herself grow hot and flushed. "She is in for the surprise of her life," Lucy thought as she began to descend lower.

Lucy reached the fork between Cana's legs and Cana moaned in pleasure. Putting both hands on Lucy's head, grabbing fistfuls of Lucy's luscious locks. Cana couldn't take anymore teasing and pulled Lucy's head closer to her as Lucy extended her tongue into her.

Lucy brought her hand up rubbing Cana's clitoris before slowly extending two fingers into her. Cana was so tight she could barely fit the second finger in. Working her hand back and forth while still licking Cana's clitoris, Lucy felt Cana shudder. That was the only sign of her orgasm before her feminine juices squirted out of her vagina. Shuddering Cana squirmed before coming to a still blissful state. Opening her mouth Lucy swallowed as much of the sweet liquid as she could. The whole time she had been pleasuring Cana she had been rubbing her own soaking vagina leaving stains on the red sheets.

Cana surprised Lucy by grasping Lucy by her heart shaped ass and whispered coyly into her ear, "Time to return the favor beautiful." Cupping Lucy's breasts she softly played with her nipples eliciting a loud moan of pleasure from Lucy. Flipping Lucy over Cana traced her spine with her tongue. "Cana, stop teasing me," Lucy whined. Oh, why did I never talk to her before? Nibbling on the inside of Lucy's legs, Cana moved up to Lucy's hips and blew on Lucy's clitoris. Teasing her with her tongue and moving her hand up and down Lucy began to whimper, grasping the sheets tightly. "Even fantasizing about you, I never imagined this," Lucy whispered.

"Oh really?" Cana purred devilishly. "Well I'm just going to have to top those expectations then."

"Ohhh… Cannaaaaaaa! Don't stop." Lucy screamed as Cana sat up and started to grind herself against Lucy. As they began to move in sync Cana began to titillate her breasts. As they rushed toward the climax they grinded faster and faster Lucy closed her eyes in immense pleasure. Unable to hold it back any longer Lucy and Cana screamed each other's names in ecstasy. "Caaannnnaaaaaaaa!"

"Luccccyyyyy!" With one last hip thrust they cried out shaking the windowpanes in their own euphoric states. Shuddering and jerking violently they fell to the bed covering the sheets with their own sweat and flowing liquids. Lying there for a few minutes Cana moved next to Lucy. Putting her arms around the celestial wizard spooning her, she drew the blanket over her and settled down to sleep.

"I love you Cana," Lucy said turning her head to lightly kiss Cana. "I'm never going to let you go."

"Oh Lucy, I've wanted this for so long." Cana whispered.

"But you know," Lucy said mischievously, "The night has only just begun." Lucy whispered turning, and reaching around to passionately kiss Cana. Oh, dear Cana. You're going to love this. Turning, Lucy picked the handcuffs she had off her bedside table and handed them to her lover. In a perfect imitation of Virgo, Lucy bit her lip asking, "Punishment mistress?"

Grinning, Cana shackled on of her wrists, "Mmm… Kinky."

"The nights just getting started," Lucy thought happily.

The End