Homura had been eyeing me since I had arrived at school this morning. Every time I would catch her staring she would look away and act as though I had never seen her. I ignored it after a while and kept my conversation with Hitomi and Sayaka going, but I just couldn't shake the feeling that someone was watching me. Eventually, I was approached by her and she looked very nervous.

"Madoka Kaname, since you are the nurses assistant would you mind showing me where her office is?"

Homura was acting odd today. She never addresses me by my full name. Something had to be wrong and by looking in her eyes I could see that something was bothering her. She looked a little flush and weary.

"Yes, of course, is everything okay? Are you alright?"

I grabbed her hand and slowly led her out of the classroom and into the hall. Once out of the sight of the other classmates she seemed to ease up and become more relaxed. Soon, she was leading me through the halls and showed no sign of her previous bewilderment. This gave me a chance to really notice Homura Akemi. How her uniform fit her was staggering. It showed every supple curve of her slender body, her silken black hair always kept in pig-tails, the way her white tights hugged her legs and trailed up her skirt, her beautiful purple eyes hidden behind red glasses that made her look even more beautiful.

She led me into the nurses office and began looking around for a sign of the nurse.

"H-Hello? Is anyone in here?"

"She must be out today because we're the only ones in here."

'Oh, well I was hoping she would be able to take my temperature and look me over. I haven't been feeling quite well all day."

"Well, the thermometer is over there on her desk, I could grab it and do it for you. I know how." I said smiling at her. "I've seen her do it many times before when I have brought other students down."

I walked over to the nurses station and grabbed the thermometer. When I turned around to face Homura she was looking at me as though she had seen a ghost.

"It's okay, I promise I won't hurt you."

"I-I just don't know if we should be doing this. What if someone comes in and sees another student taking a students temperature? We could get in trouble."

Her worry staggered me a little bit. This really wasn't like her. I had to find some way of easing her discomfort. But how?

"Homura, do you trust me?"

And before she could answer I set the thermometer down and walked over to her. I kept perfect eye contact with her and approached softly. I grabbed her hands into mine and looked deep into her eyes. She began to tremble softly and I quickly began to stroke her hands.

"I've been noticing you more and more lately. How your uniform fits you, your hair, how you walk, and I even see how you stare at me sometimes. Do you like me, Homura Akemi?"

"Madoka, this is highly inappropriate behaviour for school. We can't do this here or even act like this. If someone sees us we're going to be in so much trouble. But at the same time I want to act like this. I want to be here with you. I do like you, Madoka Kaname. I want to be with you."

I pulled her into me and embraced her. She smelled so good and her hair was so soft. I moved my head so I could look at her and I drew my lips close to her and kissed her with all the passion I could muster without pouncing on her and having my way with her on the floor. The kiss was broken by the sounds of students talking and the sounds of footsteps getting closer and closer to the door. I pulled Homura behind a curtain and motioned for her silence. We listened, and eventually they passed. I waited until I could no longer hear their voices and turned towards Homura. My heart was racing and I could feel the adrenaline coursing through my body.

I looked past Homura and saw a bed. I led her to it and began my assault upon her sumptuous body. I trailed light, feathery kisses down her neck to the nape of her cleavage line and trailed myself back up the other side. I could feel the heat begin to course through Homura's body and it excited me. She began to fidget and shift her feet a little and that told me that I was getting my oh-so-sweet point across. After I got up to her earlobe I broke and looked at her. Her face was filled with confusion and wanting. I could see the passion and lust in her eyes and it set my loins on fire. I could feel the wetness slowly making itself known as it dripped down into my panties. I wanted her. Every fiber of me wanted to have my lustuous way with her.

"Ma-Ma-Madoka, stop. Someone is going to find us. We're going to get cau…"

I got her with a kiss and she became putty in my hands. I moved one of my hands to the front of her skirt and slowly trailed it up the nape of the skirt. I barely got within fingertips reach and I could feel the furnace that was Homura's wanting. I moved my fingertips to slowly brush against the front of her panties and she moaned into my ear. I barely touched her and got such a grand reaction. Could she really be this sensitive already?

"Homura, I've barely begun and you're already soaked through your panties. We wouldn't want to ruin them, now would we?"

I kissed her on the cheek and reached my other hand up her skirt and grabbed the waistband of her panties with both hands and pulled them down. As I pulled them down I moved my thumbs to the front of her crotch and rubbed them over her clitoris as I pulled the underwear down. She twitched violently and hunched over.

"You can't do that. I cannot handle a sensation like that. I fear that if you were to do that again I would come. Please Madoka, anything but there."

"But you're so wet, Homura. And your clitoris is so hard and wanting. Do you not like the way I touch you? The way I pleasure your supple body?"

"I-I do, but that is an area in which no one has ever explored. I have never felt these sensations before. They are so foreign to me."

After I freed her of her lacey prison I set myself upon her already soaked nether region. I spread her lips with my fingertips and exposed her clitoris. It was beautiful, pink, and hard. I moved my mouth towards her and grazed my tongue across her clitoris and moved it along very slowly, very seductively. Her body convulsed and moved violently.

"Ma-Madoka, stop. Please, I beg you."

Hearing her pleas I moved my tongue and swirled it around her clit and sucked lightly. Whilst freeing the pink ball from its fleshy cocoon I sucked hard and moved it between my front teeth gently. Her body convulsed so violently that she grasped the bed sheets behind her and gripped tightly. She threw her head back and moaned through gritted teeth.

"Do you like it when I do this?" Sucking again, I played with her clit. "Do you like how this feels, Homura?"

"Hyaaa, Madoki stop. I can't take anymore. I'm on the edge. I can feel the blood pounding in my head and I can feel the rush of wetness running down my leg."

I let the suction I had on her go and kissed her clitoris lovingly. I stood up and looked at her. My eyes were met with lust and crazed wanting. Her pupils were dilated and she was perspiring. I put my arms around her waist and kissed her on the lips. I wanted her to taste herself. I wanted her to know how good she tasted; Sweet and tangy.

I released her and set myself upon the buttons of her uniform top. Damn, I hated buttons but I wanted her, I wanted to free her voluptuous breasts from their prison. I pulled the top down her shoulders and watched it fall to the floor. I moved myself into her, kissing her deeply, slowly backing her onto the bed. Our tongues dancing in unison, I moved my hand over her breast and pinched her nipple between my forefinger and thumb, gently twisting and applying pressure. Her body arced in pleasure and she let out a sweet and supple moan that set my mind ablaze. Kissing her from collarbone to sternum, I set myself upon the unattended nipple and began to swirl my tongue round and round until it hardened and became stiff with pleasure. Her body jerked and relaxed and jerked again.

"Madoki…. St-stop…. Pl-Pl-Please stop...Hynnhhhh…"

Her moan caught me off-guard. I wasn't expecting her to give in so easily. I let go of the breast that my hand was occupying and I moved downward. When I slowly ran my hand over her navel I could feel the heat radiating off of her wet pussy. She was ready, I was willing.

I ran my fingers over her clitoris in response to her body's calling. I rubbed in a counter-clockwise motion and once in a while I stopped and rubbed up and down to spread the moisture around her increasingly wet pussy. Few seldom times did I slide my fingers down far enough to only enter her with my fingertips but to pull out as quickly as I entered. Her body responded with twitches and other movements.

"Oh please, Madoki. Please…. Don't stop. Keep going. I want you inside me. Please…"

Hearing her pleads of pleasure I put two fingers inside her and began her finger her fast and rough. I penetrated her as deep as my fingers would allot me and pulled out as fast as I could. Going harder and harder, faster and faster the juices spewed from her pussy and drained down my hand and down her legs.

I could feel her orgasm surmounting and I slowed down. I left my fingers inside her and moved them slowly about. While keeping her on the brink of release I began to satisfy myself. Rubbing my own clitoris I began to feel just how close I was to my own orgasm. It felt so good, and I was so wet. Could Homura really do this to me with just her moans of pleasure and pleads of wanting? I slowly slid two fingers inside myself and felt just how ready I was. I got myself to pace with Homura and began to speed up. Slowly, she began to tighten up and tighten the muscles in her body. She clutched the edge of the mattress and refused to let go, her head thrown back, teeth gritted, and endless moans spewing from her she hit her climax and moved in unison with my hand. Her body became one with me and together we hit the highest point of the orgasm together.

"MA-MA-MADOOOKA! I'm coming! I'm coming! Hynnnn-ahhhh!"

When her body finally relaxed her eyes fluttered and she exhaled raggedly. I got off of the bed and looked at her. Her face was flushed and she was sweating profusely. I ran to the nurses desk and grabbed for the thermometer. Her temperature was 102. I clothed her and brought the bed sheets up over her and let her rest. The clock chimed 12:00; lunchtime. Homura was in no state to go out. I felt a twang of guilt as I watched her slowly drift off to an uneasy slumber. Did she really want that? I heard from Mami that fevers can make people do some crazy stuff. I should have felt her for a fever BEFORE all this stuff happened… Oh god, what kind of person am I?