I decided to do this out of impulse, I almost forgot this movie existed. I also noticed there isn't any femslash stories for these two but a few tribute videos on Youtube. I made Gwen a crazy nympho. I may continue.

Layla was just getting off the school bus at Sky High when she spotted a large group of students gathered; curious, she walked over to see what was happening. Nothing was really all that normal at this school since it was a top secret school for superheros in training but it never got old especially when someone was discovering a power for the first time. Layla didn't want to use her powers to hurt people so she was labelled as a sidekick; being a sidekick was almost like being treated like an outcast, a loser, a short bus kid. Layla couldn't see what everyone was looking at, she found a peephole between two jockish dudes. It was only Gwen Grayson, the popular, pretty girl of the school getting some unnecessary attention; everyday people would kiss her ass and tell her how talented she was, unlike Layla she was a hero and was proud to show off her powers to everyone. One of the jocks said a rather lame joke to her, she laughed humouring him, that's when she seen Layla's face looking at her, she gave her a dirty look. Layla locked eyes with her piercing brown eyes almost in a trance.

"What are you looking at?", Gwen asked which caused everyone to look back at Layla and give her the exact same look.

"Nothing", she said backing away.

Gwen went back to talking to everyone, Layla walked over to the entrance of the school to meet up with her best friend Will; despite being a hero he still made time to hangout. "What's wrong Layla?", he asked noticing she was shaking a little.

"Nothing, just that bitch, Gwen Grayson. Why can't anyone see that but me?"

"What are you talking about? She's a nice girl...I think. Besides, have you seen her ass?"

"Will!", Layla shouted. She didn't like it when he talked like that around her as if she was a guy and also the fact that she had hopes that some day soon he would ask her out.

"Sorry, it's just that, it is nice. Right?"

"...Yeah, I'll admit that", she said looking back at her own derriere which wasn't nearly as round or shelved like the mighty Gwen Grayson. Layla had to admit, without showing much skin, Gwen was beautiful, with her long dark brown hair and her tight sweaters hiding her big boobs; which Layla believed could possibly be fake. Will thought it was kind of cute how jealous Layla could be, he saidhis farewell and went to his advanced class leaving Layla to go to her normal sidekick class.

It was an incredibly boring class, the teacher was stiff and dry in his teaching as if it would kill him to show some interest in it. The window was Layla's only escape, she was starting to miss regular school. She made an excuse to get out of the remainder of class, stating she had a stomach virus. Walking along the halls, Layla couldn't believe she hadn't done this before, she was always the good girl that never rebelled against anything in her life. She walked to a vending machine, she checked her pockets but she had no change on her, she brown bagged it today. That's when a loud buzzing noise came echoing along the hallway, it started off small but grew louder. Layla went to investigate, it was coming from a far off classroom. The door was opened a crack, she peeked in to see what horrors awaited her. She was startled to see Gwen, alone in the room working on something. Her back was to the door and her body hid whatever she had on a lab desk. She was using her Techno powers to manipulate some kind of device, Layla, knew there was something about her that wasn't right. She decided to take this up with the principal right a way. But before Layla could do anything Gwen turned around and spotted her.

"Well. Well. Well. Looks like somebody is being a nosey girl today!" Layla was frozen, she couldn't budge. Gwen walked over and opened the door, pulling Layla inside by her shirt collar. She was strong enough to drag her over to a seat facing the device.

"What are you doing Gwen?", asked Layla still in fear.

"Well, dear, I'm just working on a little science project. The real question is what's a fine piece of ass like you doing, spying on me?" Layla was shocked, she never heard Gwen talk like this before.

"I heard a noise", she said trying not to choke on her words.

"Oh, really? What about this morning? You can't seem to take you're eyes off me. But I can't blame you, we all have urges!" What was she getting at? Layla wondered, was she making fun of her? She wasn't gay but that wouldn't stop hateful rumours. Gwen stood facing Layla while Layla sat looking up at her confused.

"I can't stop looking at you either, it's so difficult keeping up this charade! You walking around in your short skirts and your pigtails!", Gwen fondled Layla's skirt and played with her pigtails.

"What are you doing?", said Layla, helplessly, she didn't know what to do.

Gwen laughed menacingly, "Oh, Layla! Ever since I met you I wanted to..."

"Wanted to what?", asked Layla as Gwen was stuck on the word.

"Don't tell anybody I told you this, not that they would believe you. I'VE ALWAYS WANTED TO FUCK YOU!", she said trying to keep the last part quiet but struggled because she was so very excited. Layla's eyes widened in fear, she was speechless, the hottest girl in school wanted to do her. "I know what you're thinking. I'm the luckiest girl in the world, I have the privilege to fuck Gwen Grayson!"

"Ew", exclaimed Layla, "Why would I want to do that? How would I do that?" Gwen squatted down,

facing the redhead with her piercing eyes once more.

"I've seen that burning desire in your eyes, you want this just as much as me. Kissing, embracing, your fingers through my hair, the feel of your warm breath on my neck, our naked bodies in unison, thrusting, sweating, my legs wrapped around you, your hands squeezing my tits! Our tongues in each others throats!.."

"You're crazy!", said Layla as she sprung up quickly from the chair, but before she could make a mad dash for the door Gwen's hand snatches her her arm getting a grip.

"My, do you work out?"

"I don't know if this is some sick joke but I'm out of here!", said Layla. Gwen gets closer, she puts a hand on one of Layla's cheeks, Layla hesitates but allows it.

"Oh, sweet Layla. I know this is a lot to take in but we're destined to be together. I want you baby...", she placed a soft kiss on Layla's cheek, the redhead blushed, her face red as can be, she smiled a small smile but is still a little overwhelmed. When she thinks it is over Gwen brings out her tongue and starts licking her face almost like an animal. Layla is grossed out, this is way too crazy to be for real; she kept expecting to wake up in class but it just didn't happen. Gwen finally stopped with one final slobbery lick. "That's just a sample!" Layla, doesn't look back she runs out of the classroom like a gazelle. Gwen, smiles widely, "One day you'll thank me, Layla Williams. One day." Gwen goes back to working on her "Science project"and humming a tune.

I'll add more in the days to come...