A brown haired girl yawned sleepily as she emerged from her room. Sniffing a bit she followed a sweet smell to the kitchen. She looked in and saw another teen with white hair tied back into a ponytail. Hugging the girl from behind was a dark haired man who had a swirly orange mask covering his face. The other girl looked from the food she was preparing to her and smiled. "Morning Ruri-chan," she said. The man looked at her and wished her a good morning as well.

"Morning Eri-chan, Tobi-san," Ruri replied. The couple nodded and Eri turned back to the food.

"Have you seen Itachi?" Ruri asked.

"Pein-sama sent him on a mission early this morning, he wasn't happy when Tobi woke him up," Tobi said in his usual third person. Ruri sighed, she along with Eri were one of the few who knew who "Tobi" really was.

"Sorry Ruri, you were a sleepy head this morning," Eri said as she finished preparing the dango balls.

"Do you know when he'll be back?" Ruri asked. Eri shrugged.

"Tobi thinks maybe tomorrow since Pein-sama sent him out so early," Tobi chimed in. Ruri sighed again, she did not enjoy nights in a lonely bed, she liked cuddling Itachi in her dreams.

"Come on cheer up Ruri, Tachi-san will be back before you know it," Eri said using her childhood nickname for the long haired Uchiha, "I'm making dango," she added with a smile as she followed Ruri's favorite recipe. Her efforts earned her a small smile. Ruri had a tendency to be a bit moody at times.

"Thank you sempai," she said.

"Tobi!" yelled the supposed leader of the Akatsuki. Eri rolled her eyes hearing the man's voice; Pain had become very tedious with separating her and her male lover.

"I swear if it's another dumb mission…" Eri almost growled. Tobi lifted his mask a bit and kissed the exposed flesh of her neck lovingly.

"He's not worth it dear, though… I do find it humorous when you put him in his place… I must go," he whispered in a different voice then one would hear with Tobi, since Ruri was in on his dirty secret Madara did not bother to keep his guise as Tobi as often with her around, only when there was a risk of others overhearing did he act as the hyper mask wearer around the two teenagers. He left the kitchen only stalling to give his lover a kiss on the cheek then lowered his mask back into position as he left for Pein's office. It was Eri's turn to sigh as she had learned the hard way that it was not easy being the lover of the Akatsuki's true leader, especially when the underling he had put in charge didn't like her at all.

"Pein doesn't like you does he sempai?" Ruri asked.

"No, I'm ether a just a distraction or a disrespectful girl who needs to learn her place," Eri grumbled.

"Why doesn't Mada… HE tell him to live with it?" Ruri asked, trying to be careful about mentioning Madara's name.

"Because… 'Tobi' doesn't hold any power in the Akatsuki," Eri said carefully. But in truth she was glad of it, it gave them time together. As a couple they could be free to do as they pleased without being judged, hell no one but her over protective master Deidara gave a hoot if she and Tobi went out for a walk… and came back straightening their clothes while carrying a scent of flowers in the nearby fields mixed with sex. If everyone knew he was Madara… It would be different.

"oh… I'm sorry sempai…" Ruri apologized.

"It's fine Ruri… Not your fault Pein's a dick," Eri said as she skewered the now finished dango balls and pulled out sweet sauce for her and Ruri to dip theirs in.

"I wouldn't go as far as dick sempai," Ruri said accepting the plate of sweet dango.

"I would," Eri said shoving a ball in her mouth with an annoyed look on her face. Ruri shrugged then started to eat some of her dango letting the sweet sensation take over her taste buds. Soon Tobi had returned. Eri looked at him. "What did he want?"

"Mission," he grumbled. Eri sighed. "I'll be back by morning," he promised.

"Can't you be back tonight?" Eri almost whined. He shook his head.

"Sorry dear," He said moving his mask to give her a kiss then pulled away fixing it.

"Just be careful…" Eri said.

"I will, I love you," he said leaving the kitchen.

"I love you too…" Eri said.

Ruri watched Eri's expression become unsettled. She bit back the longing to pet her sempai's hair and tell her that things would be ok; it was only for one night. Eri finished her food then left the kitchen. Ruri followed her. She watched Eri sit on the couch and turn on the TV with a bored expression on her face, it was obvious that Pain had ruined any plans she might have had. Not knowing what to do with Eri's glum mood Ruri simply sat next to her. They sat in silence for a while, Eri pretending to be interested in what was on, while Ruri was in her own thoughts. She had affectionate feelings for the white haired teen, more than the sisterly feelings she had admitted to when she and Eri were getting to be close friends… no… her feelings were getting stronger then that… but she was afraid of Eri not feeling the same way. What bit back her words was the fear of rejection and losing the relationship she already shared with her. Then again, she didn't know how much longer she could hold them back. Ruri looked at her sempai.

"Eri-chan…?" she asked. Eri looked at her with the blue eyes that would always betray what she was feeling. Her eyes showed unrest and a bit of sadness.

"Hm?" she replied.

"Well… since Itachi and Tobi are out until tomorrow… do you think it would be ok if I stayed with you tonight?" she asked as a bit of a blush formed. Eri smiled a bit.

"I don't mind," she said. "It'll be a bit lonely without Tobi anyways."

Ruri smiled, "ok."

The girls spent the rest of the day together until they got tired. Ruri followed Eri to the room she shared with Madara. Eri paused and looked at her, "Do you want to grab some pajamas?" she asked.

"I'm fine in just a shirt sempai," Ruri said.

"Suit yourself," Eri said walking in with Ruri in tow. Eri closed the door, "You don't mind if I change do you?" she asked. Ruri shook her head.

"Do you um want me to give you some privacy?" she asked. Eri smiled.

"Come on Ruri, we're both girls. There's nothing to hide," she said walking over to the dresser and pulling out a baggy T-shirt that was probably Madara's. Ruri blushed but couldn't help but watch the other girl undress then throw the shirt on to cover her naked body. Eri turned to her. "Your face is red," she commented, "should I put on shorts?" she asked wondering if she made the younger girl uncomfortable. Ruri quickly shook her head.

"N-No you're just fine sempai," Ruri said. Eri smiled a bit.

"If you say so."

"I do."

Eri shrugged then walked over and lay in the bed. Ruri quickly stripped down to her shirt and cuddled in next to her. "Is there something on your mind Ruri? You've been much more quiet then usual…" Eri said looking at her. Ruri blushed and looked away saying nothing. "Ruri?" Eri asked.

"It's nothing really…" Ruri said, hoping to get out of it.

"Talk to me," Eri said simply.

"You don't want to know…"

"I do, Ruri please this is really bothering you, I can tell…"

"Sempai you really don't want to know…"

Eri sighed and brought Ruri into her arms she put a finger beneath her chin, making her look into her eyes. "Ruri… It's hurting me that you don't seem to trust me with whatever is bothering you…" she said. Ruri saw that she told the truth, Eri did look hurt.

"Well… it's just that…" Ruri sighed not knowing how to say it. Eri studied her carefully and planted a kiss on her forehead.

"It's just what Ruri?" Eri asked gently. Ruri blushed deeply both from the kiss and Eri's tone.

"I… well… um… … c-could you kiss me again?" she blurted out without thinking.

Eri raised an eyebrow but leaned in to kiss Ruri's forehead once more. Ruri quickly leaned up and met Eri's lips with her own as she blushed even deeper, if it was possible. Eri seemed surprised but did not pull away as she kissed back. After a minute they pulled back. Ruri looked away. "S-Sorry sempai…" she said.

"What are you sorry for?" Eri asked.

"We kissed… and you're with Madara-sama…" Ruri sighed. Eri giggled slightly.

"I don't think he'll mind if it's you," Eri said. Ruri looked at her confused. "if it was a guy, yes he'd kill him, and I think I'll get a scolding as well," Eri admitted, " but… well… a while ago I admitting to him I thought you were adorable… and thought I might be developing real feelings for you… I thought he would get mad at me… but he just said if I was interested in you I should give it a try, as long as I promised it wouldn't interfere with mine and his relationship… It's not like I've lost any of my feelings for him… It's confusing…"

"R-Really Eri-chan?" Ruri asked. Eri nodded.

"Sorry for dumping that on you," she sighed.

"Oh no, I'm glad you told me," Ruri said. Eri gave her a look. "I well… I have feelings for you as well…"

It was Eri's turn to blush, without words both girls leaned towards each other and kissed again. Ruri wrapped her arms around Eri's neck already wanting to drive the kiss deeper. Eri complied and wrapped her arms around Ruri's hips as she licked at Ruri's bottom lip. With a soft moan Ruri obediently opened her mouth to let Eri explored the wet cavern with her tongue. Ruri moaned and shyly started to lick the other girl's tongue. Both girls licked and moaned, Eri slowly started to feel Ruri's sides making the brown haired girl moan even more. Ruri pulled back for air panting slightly. Eri watched her curiously as she continued to feel her sides.

"S-Sempai," Ruri moaned.

"Too much?" Eri asked slowing her hands. Ruri quickly shook her head.

"N-No not at all," she said not wanting the other to stop. Eri looked at her.

"What do you want me to do Ruri?" she asked gently.

"Touch me sempai…" Ruri said blushing as she took Eri's hand and put it over her breast. Eri smiled and messaged it making Ruri blush and moan softly. Eri took the other one and messaged that as well, making Ruri moan more. Smirking slightly Eri ran her thumbs over Ruri's nipples, making them erect through the cloth of her shirt. Ruri blushed deeply as she moaned. "Sempai hold o-on a minute…" she managed to say. Eri nodded and took her hands off her. Ruri quickly removed her shirt then tugged at Eri's with a puppy dog look in her eyes. Eri smiled softly and obeyed Ruri's silent wish taking off her shirt. Ruri looked Eri over blushing, Eri smiled slightly as she undid Ruri's bra and took it off.

"Do you mind if I…?" Eri asked leaning towards Ruri's breasts. Ruri blushed.

"G-Go ahead sempai…" she said. Eri kissed her them leaned down licking at one of her nipples making Ruri gasp slightly. Looking up at her Eri took the nipple into her mouth and sucked at it gently reaching with her other hand to message the other breast. Ruri moaned blushing. "Ohh," she moaned. Eri smirked and gently ran her teeth along it making her moan louder. "S-Sempai," Ruri moaned as she grew wet between her legs.

Giving the nipple one last good suck Eri pulled away, "Yes Ruri-chan?" she purred as she took in the other nipple and gave it the same treatment.

"I-I need more…" Ruri moaned. Eri looked up at her and pulled away.

"More?" she said.

"Y-Yes… I um don't know how two girls do it though…" Ruri blushed. Eri smiled softly and kissed her.

"It's ok, I've never been with a girl before ether… well technically…" she admitted.

"Technically?" Ruri asked.

"Er… long story short… Tsunade-sensei sent me to train under Anko-sempai a while back when her Hokage duties kept her too busy to train me… and well… she was a complete pervert…" Eri blushed thinking about it.

"Oh…" Ruri said getting what Eri meant. "So did she…?"

"She um told me… but we never did anything," Eri assured her. Ruri nodded.

"So can you um…" Ruri said blushing. Eri nodded and moved so Ruri was on her back.

"Are you sure?" Eri asked. Ruri nodded even as she watched the Sincera take off her panties. Eri spread her legs and looked at the view.

"Sempai don't stare…" Ruri blushed closing her legs.

"Ruri don't be embarrassed, we have the same parts," Eri smiled encouragingly. Ruri blushed more as she allowed her to open them again. "You can tell me if you want me to stop Ruri."

"N-No it's fine… I'm just n-nervous…" Ruri blushed

"I'll be gentle Ruri," Eri said as she leaned in and lick at the younger's entrance, making her moan.

"A-After this… I-I do you…" Ruri blushed.

"If you wish," Eri replied as she licked at her cunt, thinking of how her male lover had done with his mouth to please her. Ruri moaned as Eri began sucking and gently nibbling on the sensitive nub. She began to be desperate for release. Slowly Eri went down and thrust her tongue inside the Uquitake. Ruri moaned and arched her back, making Eri pin down her hips gently so she could continue to please her.

"Eri-sempai, I-I'm going to…" Ruri moaned too embarrassed to say it. Eri pulled out her tongue and used two of her fingers to replace her tongue, thrusting her fingers she looked at her.

"It's ok Ruri, you can come," Eri almost purred. Blushing Ruri moaned loudly and came on the digits. Smirking she pulled them out of Ruri and looked at them. Ruri watched her lick up the cum looking like the cat who got the cream.

"W-wow sempai…" Ruri said. Eri smiled and kissed her. Ruri kissed back then pulled back sitting up. Eri smiled gently.

"Feel good?" she asked.

"Y-Yeah…" Ruri blushed. Ruri's gazed shifted to Eri's breasts. "Sempai… um can I…?"

"If you want," Eri said simply. Ruri blushed and cupped one of Eri's breasts; shyly she leaned forward and licked at Eri's already erect nipple, causing her to moan softly. Glancing up Ruri took in the nipple and sucked at it gently. Ruri gradually sucked harder as she grew a bit bolder. She nipped Eri as she had done to her, and continued to suck as well. Eri moaned enjoying the feeling of the other girl's lips. Ruri slowly pulled away and began on the other. Cautiously Ruri let her hand travel south to Eri's entrance as she sucked. Eri spread her legs to allow her access as she moaned. Ruri slowly pulled away from Eri's bust and looked between her sempai's legs. Eri laid back to allow her kohai a better view. Ruri blushed and felt around curiously. She touched Eri's cunt then let her finger trail down to her entrance. Eri moaned softly as Ruri teased her entrance. Finally Ruri began using her fingers to please her, going from rubbing and pinching her cunt to thrusting into Eri's entrance a few times then turning her attention back to the sensitive nub. She continued until Eri came without warning.

"Ahh…" Eri moaned satisfied as Ruri looked at her own cum covered fingers blushing. Eri slowly sat up and looked at the other girl smiling a bit.

"Sempai?" Ruri asked wiping off her fingers.

"Yes?" Eri said.

"Wouldn't this be considered cheating…?" Ruri asked hugging her knees.

"… uh…" Eri thought. "Well… er if it was with another guy yes… and in a way Madara gave me permission to…" Eri looked at Ruri. "You're thinking Tachi-san will get upset don't you?"

Ruri shrugged."I honestly don't know… I didn't talk to him about my feelings for you…"

"I see…" Eri said, thinking for a minute. "Look… we should tell them what happened, if they get mad I'll take the fall," Eri said.

"I don't think they'll get mad sempai, but I do agree that they should know," Ruri said. Eri nodded. "I wonder though… Why would Madara-sama let you date a girl?" Ruri asked, "Aren't Uchihas usually territorial?"

Eri shrugged. "Who knows when it comes to him," she said lying back on the bed. Eri was quiet for a minute lost in her own little world then a frown formed. "That pervert…"

"What?" Ruri asked.

"Madara probably thinks he'll get a threesome out of it," Eri explained huffing.

Ruri blushed thinking about it then giggled, "I don't think I'd agree to that sempai."

Eri shrugged again, "Hey like I said, who knows?" she said motioning for Ruri to lie with her. Ruri nodded lying next to her female lover and put her head on her chest to see if it was as comfortable as it looked. Eri smiled down at her.

"You're really comfy Eri-chan," she said as Eri began to pet her hair.

"Thank you," Eri smiled. Ruri smiled and relaxed as Eri carefully pulled the covers over them.

"Eri?" Ruri asked.

"Yes?"

"Madara-sama said he'd be back in the morning… what will he do if he sees us like this?"

"Hmm… Probably pout because you're on his favorite pillows," Eri giggled. Ruri giggled a little.

"Seriously sempai, maybe I should just go and sleep in my room after all…"

"No, stay with me Ruri… I don't know what Madara will do exactly but I'm positive you won't be in trouble."

"If you're sure…"

"Yes I'm sure. Come on do you want to miss out on how priceless the look on his face will be?"

"It would be pretty funny. But isn't two naked girls in a bed a guy's dream come true?"

Giggling Eri nodded, "Oh yes it is." Ruri giggled as well. Eri smiled and kissed Ruri on the forehead. "We'll deal with it in the morning ok? Let's just relax and sleep for now Ruri-chan," she whispered softly. Ruri nodded tiredly and slowly closed her eyes, Eri did the same. Together they feel into a blissful sleep, no nightmares of the horrors of their childhoods even touched their minds. As they slept, both of them were glad that Ruri stayed.