This is a Marichat fic where Chat helps Marinette with her confidence. Rated M for Lime scenes. This can also be related to BDSM. but there are no whips or pain in this fic.

Enjoy.

Marinette laid on her bed face down as she had once again humiliated herself in front of Adrien.

"I can't believe I called him hot stuff to his face." She screamed into her pillow, she was thoroughly embarrassed and not to mention the red face Adrien got as soon as it came flying from her mouth the only thing she could do was run, and run she did all the way home.

She groaned again in embarrassment as she heard her phone ping again but she ignored it.

"It will be ok Marinette. You just have to explain yourself as calmly as you can." Tikki tried nuzzling Marinettes neck.

"Thanks, Tikki but I am just not confident enough," Marinette said feeling tears falling from her eyes.

"Not confident enough for what?" A male voice sounded making her jolt up in surprise as Tikki dropped on the bed pretending to be a stuffed toy but hiding as soon as she saw who it was.

"Chat you scared me." She said putting her heart to her chest to help calm her erratic heart and breathing.

"Sorry. I keep doing that unintentionally." He said climbing down from her skylight and sitting on the end of the bed with his friendly smile looking at his friend.

Adrien was flustered when he heard her call him hot stuff never thinking that she was so superficial as to like him for his looks, he wanted to know what she really thought of him considering she could never talk to him without babbling so he took the initiative to go check on her in his more confident personality and one that she is comfortable talking too.

Cat Noir crawled over her bed to get in her line of vision just like a cat wanting attention then laying down in her lap before rolling over to look up at her then smiled.

"Talk to me, Princess," he said brushing her tears away with his knuckles, she felt the electric bolts running through her making her shudder and unknowingly leaning into his touch.

"I accidentally called my crush hot stuff to his face making him turn red, I felt so embarrassed bad that I humiliated him." She said reaching up to pet his soft fur like blonde hair making him purr.

Adrien inwardly blushed and smiled as he realized what Marinette just said.

"So another has stolen my Princess' heart?" Chat flirted making Marinette smile.

"When did I become your Princess?" She asked inwardly loving the feeling he was giving her, she always felt so comfortable with Chat Noir whether as Ladybug or Marinette, Ladybug was always confident and fierce and Chat Noir was the perfect partner but Marinette was a clumsy and cowardly girl who found solstice in Chats presence just like a pet cat would for a shy child.

"A lonely clumsy girl I can always find in her tower. You're my own fairytale Princess, Marinette." He said rolling over to look into her eyes making the girl smile until she turned and pulled her knees up to her chin and sighed.

"I just wish I was more confident maybe then I can talk to him better, I can talk to bullies just fine but not to him." She said giving motions with her hands.

"Who dares torment My Princess." Chat challenged pouncing up into a defensive stance.

"Just this girl who thinks she's entitled. That's all." She explained looking up at him while moving to kneel and raising her arms to calm him down or grab him if she thinks for a moment he might try to run and do something stupid.

"Has she hurt you before?" He asked calming down and putting his hands on his hips.

"Nothing I couldn't handle she said sitting back down and pushing her legs out to the side before laying down in an exhausted huff, but that movement caused her body to point out all of her curves, though she was still clothed her curves were well highlighted in the position she was in and Adrien was still a teenager, and being in his Cat Noir form with teenage hormones was a bad mix.

"I have an idea that can fix your confidence problems." He said leaning over her casting a shadow over her face making her look up at him before sitting up and staring up at him.

"Really what?" She asked with excited curiosity.

"All you need to do is trust me and I can show you." He said holding out his had for her to take she looked at it then up at his gentle and caring smile.

"Do you trust me Marinette?" He asked her in all seriousness and care, Marinette took a moment in contemplation before sighing and putting her hand in his and saying a gentle "Yes."

Cat Noir smiled then hauled her up in his arms before jumping up through her skylight out to her balcony but before he took off.

"Close your eyes and hold on." He said making her do so burying her face in his shoulder and she felt him take off, the feeling of his warm body against hers and the chill wind brushing against her felt like she was flying, she had no way to tell the time or to know how long they were in the air.

He was too fast for Tikki to follow so she resigned to staying in Marinette's room and waiting for her chosen to return not worried considering she was with Cat Noir.

Marinette felt him land then walk for a bit.

"Can I open my eyes yet?" She asked curiously.

"Not until I say so, Princess." He purred into her ear making her shiver but then she felt him lean down and set her on something soft that felt like a bed, the room she was in smelt like teenage boy but the clean version, not the type that doesn't know how to clean or shower, with an underlying scent of metal.

"Keep your eyes shut Princess," he said leaving her on the bed as he moved around the room Marinette shook in anticipation but with no fear, but then she felt his warmth on her shoulder and his hot breath in her ear.

"I am gonna make you a woman." He said to her before he wrapped his tail belt around her hands and tied them together making her yelp opening her eyes to see him wrapping the other end on the headboard of the bed and pulling making her layout on the bed with a surprised yelp.

"Cat noir?" She asked stuck on her stomach as he left her line of sight.

"Did I say you could open your eyes?" He growled at her from behind her making her shudder but not in fear and she followed his orders and closed her eyes once again when she felt his hands gently pulling off her shoes then carefully rubbing up her calves then up her legs, he was slow and tender making her shiver she wanted to fight him but she felt that she didn't want too, she was conflicted as his claws caught her pants he reached under her body to gently undo the button and zipper then very sensually pulling them down her body to reveal her white panties with pink and grey dots.

"Cat?" she said cringing her body at her sudden reveal.

"Don't talk Princess, just feel, I will blindfold and gag you if I have too," he said as he fully pulled off her pants then running his hand up her bare legs giving her goosebumps making her whimper, he crawled up her body and straddled her butt and she felt his hard-on inside his cat suit being nested on her crack as he sat then leaned over to blow in her ear again.

"I promise I won't hurt you, Princess." He purred making her shiver once again and she fully laid down on the bed letting her tension ease away slowly before she felt his hands slowly and sensually as he pushed up her shirt and blazer revealing her creamy soft skin covered in goosebumps she felt him pull them over her chest and over her head up to her hands and leaving them there, she was now left in her underwear his drew his claws gently down her arms then stopping at her neck to pull her hair form the ties and letting the black silk hair flutter around her then he continued drawing his claws in a light tickle and scratch going along the curve of her pits making her twitch and giggle.

Adrien had always wanted to do this to Ladybug but never able to so he found his perfect victim in his friend, though it may seem unorthodox but she was willing and not fighting him, he was enjoying this while he knew it would give her confidence.

His hands stopped at the clasp of her bra than with a quick flick it came undone and marinette felt her breasts hang in modest freedom, Cat pulled the straps open to reveal her curcy and flawless back he gently ran his claws over her making her shiver and twitch before his hands dug in he heard her moan in pleasure as his mastered hands massaged her back, he felt her tension and he was not too rough as he added pressure to relax the tight muscles, then going down her back popping her spine in place giving slight pain but then sweet relaxing pleasure making her moan and groan.

He moved his clawed hands down to her hips and using his fingers he made circular motions and pressing down on her back dimples with his palms, she was fully relaxed on the bed and felt her mind fly at the amazing feeling, she felt him move down he body and stand up removing his hands from her body.

"Stay relaxed Purrincess." He purred towards her.

She was still relaxed as she heard him walk around then she felt his claws on her once again on her legs he was gentle in massaging her calves and using upward strokes rubbing under her ankles making them pop and relax before moving up to her knees using his thumbs he massaging the back of the knee while his fingers moved her kneecap around then moved up to her thighs, Marinette felt her cheeks blush at the feeling of him being so close to her untouched womanhood, but Cat Noir only stayed on her thighs.

Marinette felt as relaxed as she could be and really close to falling asleep but then she was flipped over, she squealed and by habit, she was about to open her eyes but a hand covered them and said: "Not until I say so." He purred in her ear, she shuddered a breath and nodded in agreement making him removed his hand slowly and running his claws over her lips gently then over her cheek in a sort of romantic way.

Cat Noir gently grasped her hanging bra easily and slowly pulling it from her breasts revealing them to his eyes, Marinette blushed and turned her head to the side though she couldn't see him she tried to hide her blush as she felt her nipples harden in the open air, Cat Noir looked down at the rose buds and smiled he leaned over to blow cool air over them making them harden and Marinette shudder.

"Cat?" She called out in shudder but gasped as he leaned down engulfing her breast in his hot mouth and sucking hard while biting with his fangs but no hard enough to harm but just enough to makes indentions and a good hickey.

"No talking Purrincess." He purred while rubbing his face against the breast he just mauled and his purring caused vibration against it.

Marinette remained silent letting him continue, Cat stayed like that for a minute until he switched breasts rubbing his face against the other while his hand reached up to grasp and massage her now bruised one, she arched into his grasp as she felt his clawed hand massage her sensitive mound as his soft skin rubbed her other, Cat switched gears and moved his soft lips over her unused nipple clasping over it giving gentle sucks while using his tongue to flick it into submission.

"Good girl." He purred against her nipple making her shake and gasp, then he dragged his claws down her sides eliciting goosebumps then pressing her legs together when she felt him grasp the waistband of her panties and gently began to pull them down making her whimper and pull her legs closer to herself but he ignored her continuing to pull the offending item off and throwing it away, he stood up and looked down at her.

Marinette felt him leave her then felt his gaze on her naked body, she shook with anticipation not hearing him move but only hearing his heavy breathing coming out as purring growls.

"Open your eyes now and keep them open." He ordered, she shuddering as she slowly opened her eyes seeing him still in his catsuit and gazing down over her with a lust filled gaze.

"Keep your eyes on me and watch, and you can talk now, I want to hear you plead, cry, and scream." He said crawling over her body and grasping her knees and moving them down and apart.

"Wait, what do you mean?" She asked and watched as her pink flower was then opened for his viewing he got in between her legs with his gaze directly on her blooming virginity.

"Cat Noir? Please1 I'm..." She tried as he moved his hands under her legs to wrap around her thighs to hold them open while he leaned down to blow air right on her making her shudder and arch her back with a loud gasping scream, while his clawed hands held her thighs still amongst her squirming.

"I know, Purrincess. You will leave here with it Purrfectly intact." He said leaning down completely to kiss the cherry blossom pussy before him.

"No, Cat Noir, not there." She screamed as he locked lips with her lower ones, she continued to scream and cry and plead like he wanted but he ignored her and continued to kiss her,

"Mmm." He purred on her lips as she began to leak he removed his kissing to smirk and watch as her flower blossomed in pleasure and excitement, but then saw she closed her eyes and looked away, so he decided to punish her.

"Look at me Princess and don't look away from me." He growled before he pulled back her hood letting her bud poke out and he gave a hard sucking kiss pulling it into his mouth and giving vacuum-like suction.

"NO. Please." She said arching her back but keeping her eyes closed so he growled making vibrations against her clit and sucked harder.

"LOOK AT ME." He growled at her making the vibrations worse, she kept it up making him getting harder until she opened her eyes to look at him, he made his movements with his suction while his green eyes met hers so he suddenly stopped and giving a big lick upwards.

"Mmm. Delicious. Cats love cream." He said before leaning down again and diving his tongue in her now wide open virginity making her arch but kept her eyes open, his black leather covered hands look menacing against her white thighs as they held them still while her excitement made her nipples stand out in excitement.

He watched her as he ate keeping his cat-green eyes locked onto her glazed over blue ones, he raised his upper lip to brush her clit, Marinette felt the pressure rise so she began to squirm in his grasp but he held her still and he doubled his efforts, he sucked the hardest he could and stretched his tongue as deep as it could go.

"Cat Noir, please. I don't..." SHe cried as she felt an electric explosion burst through her body and she shook in his grasp and he continued to eat her while she rode it out.

Marinette calmed and closed her eyes in exhaustion loving the feeling of pleasure running through her system in waves, but then they intensified when a generous licking was on her flower once again and she looked up to find Cat Noir giving her a wicked smirk while he licks her

"What...?" She asked as he gave a deep lick making her shudder in post orgasmic pleasure reawakening.

"I love cream." He said before going back to lick her again and began to rub her thighs up and down giving her goosebumps to go along with her pleasure.

"No... Please... I Can't... Do it... again..." She cried out pulling on her restraint as tears formed in her eyes.

"You will do as I say as many times as I want you too." He growled before going back to enjoying his meal, Marinette gasped and moaned in frustration as he did so then she felt the electricity pump through her again then she had an equal exhausting but mind-blowing orgasm blew through her body that made her feel like she is dying and going to Heaven.

Marinette could do nothing as he sat up and watched in his usual cockiness as he used one hand to pull apart her lips to reveal her hole and swollen clit, then used his other hand to push in 2 fingers making her jump and groan, he felt her post orgasm waves clench his fingers he curved them upward to massage around until she arched and moaned louder than before telling him that he found the mark.

She squirmed as he began to pump his fingers while using his thumb to flick her clit.

"AaaAaaHHhHh." She moaned in rhythm with his pumps making her come undone again.

Marinette had to endure his sadism as he loved watching her cum countless times before she was on the point of passing out, she laid there as her final orgasm just crashed over her, she noticed when he left her then moved to undo her restraints which he tenderly moved her arms down and massaged her shoulders to relax them from being tied up so long, she looked up at him as he gave her a tender smile before he laid her out to rest she was still gasping, he tenderly laid down in front of her and pulled her to his chest as he let her rest while the sun was no longer in the sky and the moon was rising.

Marinette looked up at him and saw his tender green eyes looking at her before he pulled her chin up and pressed his lips on hers, she tasted the mouthwash he used she felt the electricity run through her from just the kiss alone.

"Use your new confidence to confess to him and IF he says no then you are MINE." he growled to her face before kissing her again.

Once he heard her breathing even out and knew she was asleep, he stood up gently to not wake her and looked over his conquest before saying "Claws in." his transformation cleared and Plagg looked down at the naked girl.

"Eww, what did you do?" Plagg said in a grossed out manner, but Adrien handed him a slice of camembert and said: "Be quiet, Plagg." Then he knelt down and pulled his black fleece blanket over her to cover her while she slept then went over to his computer to quickly do his homework, then after a while when he heard her shifting as she slowly woke up he transformed again.

After an hour-long nap, she woke up her energy was slowly returning so she sat up noticing that Cat Noir was no longer by her side and was replaced by a black fleece throw blanket, she pulled it close and loved the manly smell, she looked around to see where she was, it looked like the bedroom of a rich boy but set up in an abandoned warehouse, with a decent made up bed, a few old arcade games, a pool table, a computer with screens and a wall of speakers.

She moved to the edge of the bed and stood to find her clothes in a folded pile on the nightstand and the sound of a creaking bed Cat Noir turned around in his desk chair to see her with a blush on her face while clutching the blanket it was the second most beautiful sight he had ever seen.

He stood up and stalked towards her making her back up into the wall making him place a hand on the wall next to her head lean pull her chin up to look at him which he smiled and kissed her again.

"Come with me." He said grasping her hand and pulling her towards a door next to the computer to which the sudden pulling caused her to drop the blanket and unable to grasp it or pull away from his strength.

He opened the door and turned to see her bending over trying to keep some modesty but only smirking at her before pulling her into the room to reveal a decent factory bathroom that was old but clean.

"Take a shower and get dressed then I will take you home," he said handing her the folded clothes she didn't notice he grabbed.

"Thank you." She said but he brushed her cheek making her blush.

"Don't forget Purrincess. If you get rejected then you are mine," he said making her gasp and blush but nod before he walked out and closed the door behind him.

She dressed in her clothes after a nice hot shower she definitely felt different but not completely.

Cat Noir brightened when she came out refreshed he pulled her in and then quickly ran out on to the balcony and headed to her balcony.

Marinette arrived at school the next day she felt different but wasn't sure until she was put in front of Adrien to know for sure.

"Marinette what happened last night? You wouldn't call me or text me back I was worried." Alya said coming up to hug her friend with her boyfriend Nino but then really looked at her.

"Hey whats up with YOU?" She asked even more serious.

"Yeah you look different," Nino commented in shock.

"What do you mean? I was just doing homework then fell asleep last night." Marinette explained blinking in surprise at the sudden change in her friend.

"Ok but you should be depressed about yesterday but your eyes they're... sparkling," Alya said in shock as she noticed the refreshed and bright look of Marinette's face.

"Oh well, I had a nice, long, relaxing bath last night that helped cleared my thoughts." She explained turning to walk into the school to which Alya followed but a male voice caught their attention.

"Hey, guys," Adrien called out making them al look behind them at the blond as he was stepping out of the limo.

"Hey, dude whats up," Nino said fist bumping his best friend.

"Oh hey Marinette about yesterday." Adrien tried making Alya and Nino back up but not to far to watch and listen and in case a certain blond girl with a fake tan showed up and decided she needs to break them up before any progress could be made.

"I know I'm sorry." She said without studdering making her realize that her confidence has been boosted, so she looked up at Adriens face and though her heart fluttered she felt confident.

"Look, I'm sorry I embarrassed you yesterday but I find you amazing as a person and I got so flustered I complimented your looks in the wrong way. I hope you can forgive me and we can move past this." She said looking at her friend.

He smiled at her and pulled her into a hug making her wrap her arms around his neck just like they did when they danced and Chloe's party.

"It's ok Marinette." He said after releasing her and stepping away.

"I appreciate your feelings however I only see you as a friend." He said carefully watching her face lightly fall but then smile in understanding allowing him to continue.

"I just can't return your feelings because I have feelings for someone else," he explained noticing that her smile never faltered.

"I understand. I can at least hope that things will work out well for you and her as your friend." She said motioning towards herself then him.

"Thanks, Marinette," Adrien said fist bumping with her as she returned his smile then walked into school together.

Marinette was smiling at Alya as the said girl was groaning in exhaustion after being told that she and Adrien are remaining friends.

"Aw come on after the past year and your just friends?" Alya cried out as her boyfriend copied her in the seat just in front of them.

"My ship is ruined," Nino said in annoyance while Adrien looked in the corner of his eye at Marinette he smirked inwardly knowing that she now belongs to him in the most private way that they could be.

Marinette was doing her homework that night when a slinky cat snuck in then quickly wrapping his arms around her to cover her mouth while he whispered in her ear.

"So Purrincess are you mine or not?" He asked nuzzling her ear and since he was keeping her quiet all she could do was shudder a breath before nodding in answer to his question.

He was quick to haul her up in his arms and run out into the night with her in his arms.

"Marinette?" Tikki asked waking up from her nap to find her chosen gone again.

"Where did she go now?" Tikki asked to herself in exasperation.