It wasn't long before they were in Shego's private suite in Drakken's lair. Kim marveled at the high ceiling and the stylish furniture: a fainting sofa with a table and light next to it; a nice bookshelf full of various books of all shapes and sizes; a large bed, apparently freshly made. Of course, it was all in a green-and-black scheme. Definitely Shego.

Shego led her over to the bed. Kim's guts squirmed nervously; while she wanted this, she was also horribly inexperienced. The clothes-on groping she and Ron had done was the most intense sexual escapade she'd had. Shego had the one-up in this oncoming event, to Kim's chagrin.

"Go ahead and lay down," Shego said, licking her lips. "Get more comfortable. I'm going to slip into something more...enticing."

Kim's heart leapt into her throat. "Wait!"

Shego paused. "Yes, Kimmie?"

"I don't, I don't want to make this super intense," she replied, flustered at how overwhelming it already was. "Let's just keep this more casual."

"Hm…" Shego tapped a finger against her mouth. "You sure, Princess? I could blow your mind."

"I'd prefer my mind to stay level. As level as we can manage," Kim said. "I want to enjoy this. And remember it. I don't want…" She wasn't sure how to phrase it.

To her relief, Shego reluctantly nodded. "Yeah, I can understand. My first time was a blur because my partner got so into it. I wish I could remember mine, too."

Kim couldn't help but defensively yelp while blushing, "What makes you think this is my first time?!"

"Please, Cupcake. Don't try that with me." She laughed. "You really expect me to believe that you and Monkey Boy actually did anything?"

"Uhm…" When she said it like that… Kim snapped from her thoughts as Shego began to take her swimsuit off. Swallowing hard as she watched the clothes slide off Shego's lithe, muscular body, Kim started to do the same. She wanted Shego's lips all over her body. To feel the ex-villainess inside her. To know that Shego wanted her as much as Kim wanted Shego.

Shego stopped at her swimsuit settled around her waist and watched Kim hungrily. Again, Kim swallowed as she, too, stopped at her underwear and bra.

"Would you like some help?" Shego asked after a moment, gaze locked on Kim's breasts.

Kim almost said no, but then she thought on Shego's fingers caressing her flesh…

"Yes." As suggestively as she could, she turned and pointed to her bra. "Could you?"

"Of course, Kimmie." Shego stepped up and ran a finger along Kim's neck. Her breath was hot as she lightly nibbled on Kim. "Mmmm. Salty." She easily undid Kim's bra and pulled it off Kim's chest. Shego exclaimed, amused, "So perky! Cupcake, you're so adorable." Kim started to protest, shoulders hunching, before she realized that Shego had reached around and was stroking her nipples. Kim's knees felt weak at the silky-soft touch. "What's wrong, Kimmie? Too much?"

"N-no. Just…" Kim did her best to walk in a straight line for the bed. "Let's...lay down."

Shego's smirk, normally irritating and attractive, was more intimidating now. Shego knew what she was doing and what she wanted. Kim was mostly guessing.

Kim laid down, Shego following close behind. Shego peeled the rest of her swimsuit off sensually. Kim couldn't tear her eyes away as Shego's large, beautiful breasts were now in front of her. Her mouth was wet. Licking her lips, all she could think of was locking her lips over one of those wonderful nipples and-

"Liking the show?" Shego looked insatiable, running a hand across her crotch as she twirled her swimsuit around a finger. Kim was struck as she realized that Shego had shaved a design into the hair around herself: a flame. Kim wondered if she could quench it with her mouth.

She shook her head at the salacious thoughts running through it. It was so...unlike her. Probably the pollen working on her mind.

She again snapped from her thoughts as Shego climbed on the bed between Kim's legs. Shego kissed her way down Kim's thigh down to her underwear. She pulled on the underwear with a finger. "You ready, Cupcake?"

Kim hesitated only a moment before nodding. "Yeah."

"Good. So am I!" Shego practically tore Kim's underwear off. Kim flushed as Shego looked up at her scandalously. "Oh my! Kimmie! You're shaved bald!"

"I like to keep things clean!" Kim defended.

Kim let out an undignified 'eep' as Shego suddenly licked Kim's crotch. She tried not to be self-conscious at the fact that she was already wet. Shego licked her lips and murmured, "Mmmm...smooth as a baby's bottom. Though a lot sexier than one."

Kim could feel herself tensing up. It wasn't every day that you let yourself be seduced by the ex-villainess that you fought time and again. Who tried to murder you at every turn.

That actually brought on a question…

"She-" Kim cut off with a gasp as Shego spread her labia and began rubbing her clit. The sneaky little grin on Shego's face let Kim know that Shego cut her off on purpose.

Shego pressed hard as she ducked her head down and began to lick Kim. Kim shivered and squirmed as she was flooded with warmth. She wanted more but was feeling the uncertain pricks of the unknown looking her in the face.

Kim frowned, frustrated at herself as the sexual pleasure was dampened by her thinking. What was wrong with her? This was one of her few sexual fantasies come to life! Shego was going down on her. She should be relaxing. Having fun! Giving as good as she was getting!

Her legs almost clamped around Shego's head as the ex-villainess stuck an exploratory finger into Kim's vagina. "Oof! Kimmie! You're so tight! You could crush a watermelon."

"I've never...done anything."

"Ahh, that's an old wive's tale," Shego complained. "I think it has more with not relaxing during sex. You uptight crone."

Kim flushed and barked, "I bet you're all kinds of loose."

Instead of snapping like Kim had been hoping she would, Shego laughed. "Would you like to find out?"

While Kim was very much enjoying Shego's attentions, she was reaching her limit. She might be able to do anything, but embarrassment was eating at her. They would need to take things slower.

"Lay down," Kim commanded, sitting up.

"You're pretty eager, aren't you?" Shego laid down on the other side of the bed, easily spreading her legs for Kim. "Go ahead. I know you're a total virgin, so I'm willing to try and not barb you too hard. I mean, maybe scissor you if you're up for it, sure."

Kim rolled her eyes as she shifted to sitting between Shego's legs. Carefully, she examined Shego. She didn't look much different than Kim, really. Somehow Kim had been expecting it to be somewhat different. The wetness that was clinging to Shego's little bits of hair made Kim feel better about herself.

"Yo! You gonna pull out a speculum or something?" Kim glared up at Shego. This time, while smug, Shego was a touch chagrined as she made a zipping motion over her lips.

Kim reached out and slid a finger into Shego's folds. Shego let out a soft breath, encouraging Kim to spread her open. It took a bit of exploring to find her vagina and clitoris. Kim really wasn't used to having to find them in-person like this. She set her thumb against Shego's clit and began rubbing it back and forth.

"No no, Kimmie." Shego reached down and took control of Kim's hand. "Do it in circles."

"Circles?" Strange. Kim always stroked herself.

"Yeah." She did as she was told and began to rub Shego's clit as she was asked. It wasn't long before Shego was bucking into her hand. "Oh, Cupcake...You're doing it just right. Just like that…"

"O-okay." Kim sat there, taking in Shego's smell and feel as Shego enjoyed Kim's touches. The redhead wanted more. She wanted to take Shego in and just enjoy her taste. To that end, Kim stopped and bent in to begin licking at Shego while exploring her with eager fingers. As Shego squirmed happily under Kim's touches, Kim found her opening again and lightly touched at it.

"Go ahead, Kimmie. I won't bite." She smirked as she relayed, "No teeth down there or anything."

Kim swallowed hungrily, taking in some of Shego's wetness. The taste was intoxicating. Kim was barely able to hold back as she placed careful fingers inside of Shego. Two, then three once she was sure that Shego was okay.

"Oh yes, Kimmie, like that…!" Shego sucked in a breath as Kim resumed rubbing her clit while pulling her fingers in and out.

Shego was flushed, gasping, clearly getting into it-

The door burst open. "Shego! I need help...cleaning…" Drakken stopped short, staring at the two of them. Kim immediately froze. "Uhm...I seem to be interrupting something. I'll just…"

"GO!" Shego grabbed a lamp from her bedside and tossed it at Drakken. The cord snapped from the force.

Drakken ducked away and fled, his face flushed as the lamp crashed where he'd been standing. He shut the door with enough force to shake some of the furniture.

Kim sighed, still turned on but embarrassed, as she laid her head on Shego's hips.

"That kinda killed the mood," Shego said. "I mean, it's not the first time it's happened, but it's still not ideal. You'd think he'd learn after a while not to barge in."

"So…" Kim nuzzled and asked, "Does that mean we're done?"

A challenge was on Shego's face as she asked, "Are you willing to turn the motor on again?"

Kim confidently said as she moved her head back down, "Of course! Anything is possible for a Possible."