Mako's Message: Here it is! The much demanded sequel to Vacation Me! Now, there will be a threesome in this fic, but this chapter is all about Mindy and Riley. That makes it the first Kick-Ass femslash fic, right? If it doesn't, I might just write a story about Mindy and Katie so it can officially be marked as such.

Oh, and this is the first lesbian sex scene I've written. Ever. So if there are any lesbians, or even bi-sexual girls, out there reading this, I'd love to hear from you so I'll know if I did this right.

-Months Ago-

"Riley, you're drunk."

"And you're sexy!"

"Riley...Riley! Hands off."

"Aww...why not?"

"How about because Mindy is in the next room?"

"We could invite her to join."

"We- wha- be serious."

"I am. Think. You could have both of us. I'm sure Mindy would jump at the chance."

"Wha- N-No. Just no."

"Aawww why not?"

"Because!"

"Oh, loosen up. I know you like her like that. I've seen you look."

"I do not! She's just a kid."

"Oh Dave. Poor, poor, blind, Dave."

"What are you-"

"And maybe I'm not just offering to get you to agree. Maybe I'm asking because I want it."

"You- What?"

"In fact, here, lemme tell you a secret..."

"... you're twisted."

"Heeheehee. I know."

-Not That Long Ago-

"She really said that?"

"Yeah."

"Seriously?"

"Yes."

"I'm not sure if I should be flattered or creeped out."

"You? Creeped out by something?"

"I can be creeped out by things!"

"Sure. Anyway, her birthday is coming up. And I was thinking..."

"Oh, for her birthday? Sure. Nice try."

"Mindy. Come on. I'm serious."

"If you are, you're the first guy to ever suggest this for the other girls birthday."

"So...?"

"Well...okay, fine. Why not? Could be fun."

"Well, I'd hope it would be."

"Oh shut up."

-The Present, Less Than a Year After Dave and Mindy Spent a Weekend in Punta Cana-

Riley struggled to keep a hold of her backpack, laptop case, loose books that wouldn't fit in her backpack, and her groceries as she fished out the keys to her apartment. After a few moments of this she decided, fuck it, and just dropped the groceries since there wasn't anything breakable in the bags anyway.

Finally able to unlock the door, Riley did so and turned the nob just enough for the door to open before bending over and gathering up her bags again. When she stood up, she almost dropped them again when she saw Mindy standing in the kitchen, pouring herself a drink. This wasn't a huge surprise, as she'd been spending the weekends at their apartment since she and Dave had gotten together. However, Mindy was rarely there when Dave wasn't and she could have sworn Dave was going to be out tonight. "Well, damn, if I'd known anyone was home I'd have knocked."

"Do you need any help?" Mindy asked, seeing Riley struggle with her load.

"No, no. I'm okay now, hard part's done. Just have to get to the kitchen counter."

Mindy walked over and took the bags from her, "Well, I'll help anyway."

Riley tried not to sigh in relief as the younger, smaller, girl carried the bags with more ease than she'd ever managed and with more grace. Her eyes flickered up and down her body before she could stop herself. Aside from being a decade younger than her, Mindy was her roommate's girlfriend, so ogling her just wasn't cool.

She'd been the one being ogled enough to know that.

It was hard though, with Mindy walking around in jeans that looked like they were painted on. Which, now that she thought about it, was kind of odd since she didn't usually wear jeans that tight. Come to think of it, she also usually wore something over her t-shirts. Even if it was just another shirt. But she was just wearing a rather tight t-shirt that just barely touched her pants, giving her tentative glimpses of skin.

Which she really shouldn't be looking at.

Still. It was obvious that this was no longer the 11-year-old that had walked into the store and glared daggers at her for flirting with the poor oblivious boy she had a crush on.

Not that she hadn't noticed anyway. Mindy had been her number one competition after all.

Finally she dropped the books onto a table, tossed her backpack onto the couch, and set her laptop case down on the floor next to the couch as she lay down on it. She looked over to see Mindy smiling at her as she put the food away, "Rough day?" she asked.

"It would have been better if Dave had remembered to go shopping yesterday. I mean, I can understand how you two can get distracted, but still."

Mindy smiled almost apologetically.

"So, where is Dave anyway?" she said, looking around, "I thought he had a thing with Marty and Todd tonight."

"Oh. That got canceled so I came over early. He was going to cook me dinner, and then he saw he forgot to go shopping so..."

Riley stopped mid stretch, "He's not."

"He is."

"When did he leave?"

"About five minutes before you got here. You must have just missed each other."

"Oh come ON!" Riley said, throwing herself back down on the couch.

Mindy smiled, "Well, I'm sure Dave will make enough for the three of us if that makes up for it," she said while leaning on the counter, "Would you like me to get you something to drink? Coffee? Tea? Me?"

Riley say bolt upright, "What."

"Hmm?"

"What did you just say?"

"Would you like me to get you something to drink?" Riley had a feeling the grin on her face was just big enough to stop her from bursting into laughter, but still small enough to appear innocent. "I'm having rum and coke," she added, holding up her glass, "But don't tell Dave about the rum. He gets it into his head sometimes that I should try to hold on to what little innocence I have left." She smirked at Riley, "If only he knew just how 'corrupted' I already was." She then took another drink, nearly draining her glass, "So! What can I get you?" she said and turned and walked to the other side of the kitchen as if nothing out of the ordinary had been said.

Riley, however, was sure that Mindy walked with a bit more bounce to her step than she'd ever seen before. Well, when Dave wasn't around at least. There was an unmissable side to side movement to her hips, and the long waves of her hair were bouncing side to side as well.

She briefly wondered what was going on on the front side, before berating herself for thinking that.

"I'll have a coffee, actually. Thanks."

"Sure thing," Mindy said, and she began making her a cup.

Riley fell back with sigh, closing her eyes and covering her face with her arm while the other arm rested behind her head. She could hear Mindy humming indistinctly as she made the coffee, and she had to admit she liked the sound of it. It was almost like the sounds she made when she and Dave were fucking but trying to be quiet about it.

Riley scrunched her eyes together. What the hell was wrong with her? Why did everything about Mindy seem to be screaming "SEX!" today? Sure, she'd occasionally entertained the idea of what it would be like to walk up to her, tilt her head up and kiss her senseless. And it wasn't uncommon for her to lay in her bed masturbating to the sound of Dave and Mindy having sex while imagining it was her between Mindy's legs making her moan like that, while Dave was behind her, thrusting away and ready to blow his load inside her. She was a sexual being who just so happened to find both sexes attractive and was sharing an apartment with a guy who was an amazing physical specimen and had a girlfriend who was in even better shape(if that was even possible), that he fucked on a regular basis across the hall from where she slept. It was only natural.

But this was fucking ridiculous. Riley was fully capable of not perving over Mindy, or Dave for that matter. Could go days without thinking about them. Hell, she could go weeks without thinking about what it would be like to undress Mindy while trying to keep their lips in contact as much as possible.

Except for today, apparently. If it wasn't for the fact that Mindy hadn't given her anything yet, hell, this was the first she was seeing either of them today, and that she'd felt normal all day so far, she'd suspect she'd been drugged.

She was pulled out of her thoughts by the sound of approaching footsteps, but she didn't open her eyes until she felt someone next to her. "Here," Mindy said, holding out the mug of coffee for her as she sat down on the floor beside her and draped her free arm across her stomach.

Taking the cup, Riley said, "Thanks," and started to sit up so she could drink. She looked over at Mindy, who hadn't moved and was looking back at her with a soft smile on her face. Riley took a sip of the coffee and almost spit it out as she felt Mindy drawing circles on her stomach. "Mindy...?"

"You're really pretty."

Ho~ly shit.

Riley sat up properly, dropping her feet to the floor next to Mindy and closing her eyes as she took a deep breath. She felt the couch move as Mindy climbed up next to her. She opened her eyes and turned her head to see Mindy's face only a few inches from her own. They flicked down to see Mindy had her knees tucked under her, with her hands balled up just in front of them and barely brushing up against Riley's thighs.

When Mindy tentatively licked her lips before nervously chewing on them, Riley's heart started pounding.

When Mindy leaned in to kiss her, her breathing stopped.

When their lips touched, Riley's hands shot out and pushed Mindy, making her fall over backwards onto the couch, "Okay, whoa. What the hell."

Mindy looked up, "What? It's not a secret you're interested in me. And ever since you suggested a threesome I've found myself thinking about you," she said as she crawled back over to her. Putting a hand on her thigh Mindy said, "And today, you just looked like you could use a little fun," and leaned in to kiss her again.

Riley let it happen this time, enjoying the soft warmth of her lips for a moment before breaking apart with a gasp, "I don't understand though. I've offered before. You always shot me down."

Mindy blushed and looked away for a second before saying, "Well, yeah, why would I want Dave in bed with you? I mean, sure, I have this...tight little body," she said with a little twist and sway, "and my tits are pretty nice now," she added giving herself a gentle squeeze. "But I still don't compare to you. You have real curves," she said as she ran her hand up her thigh, over her hips and up her side, "And these?" she asked cupping one of Riley's breasts as she leaned in for another kiss, "They still put mine to shame"

Riley moaned as Mindy softly rolled her breast and for the first time that night returned the kiss. They kissed again without a break, and Riley reached up and slipped her hand into Mindy's hair, rubbing her thumb behind her ear and her fingers across the back of her neck before running her hand down her back and settling on her ass, which she grabbed and used to pull her fully against her.

Mindy squeaked as their bodies collided. "I don't know," Riley said, "I kinda like your tight little body. And you know what they say, 'anything more than a handful is wasted'." Mindy smiled as she kissed Riley again and began a more thorough groping of her tits.

Riley broke their kiss and asked, "Dave is okay with this, right? I don't want to start a fight between you two."

Mindy's grin became positively devious, "Okay with this? If he walked in on us fucking he'd probably rip his clothes off and join in. I mean look at us, sure, I don't have your figure, but our hair is almost identical, we have the same color eyes, hell, we could probably pass for sisters." Riley shivered as Mindy spoke, "And what guy hasn't had that fantasy?" Mindy paused and arched her eyebrow, "You wouldn't mind that, would you?"

Riley smiled and said, "Not at all," then paused, "Is that what you want though? Sex? It's kind of a big step up from kissing."

Mindy smiled and nodded eagerly, "Yeah, I know. And yes, it is."

Riley smiled and slid her hands up Mindy's ass and then into her pants squeeze her directly. Mindy cooed and squirmed on Riley's lap before kissing her again. "Do you want to stay here, or should we move to my bed?" Riley asked.

"Mmm" Mindy moaned, trailing kisses across Riley's jaw, down her neck and across her collar bone, "Bed. Definitely bed."

Riley immediately stood up, took Mindy's hands and pulled her to her room. As soon as they were passed the threshold Riley nearly threw Mindy onto the bed. Mindy couldn't help but grin at the older girl's almost childish enthusiasm.

When Riley started to pull her own shirt off, Mindy stood up and stopped her. "Let me," she said.

Riley let her shirt fall back down and Mindy slipped her fingertips under the hem and slid them around Riley's waist causing Riley to giggle, Mindy's faint touch tickling her. Mindy smiled up at her as she put her hands on Riley's sides and slid her hands up her body, taking the shirt with her. When Mindy pulled the shirt over her head, Riley's hair tumbled down all around her head and into her face, "Oooh" Mindy said as she reached up to delicately brush the hair away from Riley's face.

"'Oooh' what?" she asked.

"I finally got why Dave thinks it's so sexy when my hair gets in my eyes," Mindy said as she played with Riley's hair. She pulled at a lock of hair as she slid her fingers down it, pulling it to it's full length and coming to the end just passed her shoulders and letting it spring back, "I wish you hadn't cut your hair though, I like long hair," she added as she ran her hands down Riley's chest and cupping her breasts.

Riley smiled as she ran her hands through Mindy's hair in turn, reaching the end around Mindy's shoulder blades, "I noticed. Is that why Dave stopped cutting his hair as often?"

Mindy smiled, "Ma~y-be," she said, slipping her hands into Riley's bra and rubbing her fingers against her nipples, "God these things are amazing."

Riley hummed as Mindy played with her tits, "You like them, huh?"

"I've been envious of these things since I was eleven," she replied, pulling the bra up, letting her see Riley's bare breasts for the first time. "Jesus. So much boob," she said, wrapping her fingers around as much as she could and squeezing.

Riley laughed as she reached around to unfasten her bra and tossed it aside, "Don't be too envious of them. I'm going to have a reduction done before I'm forty so I don't have back problems when I'm older."

"What shame. I could have had Dave years ago if I'd had a pair of these." Riley raised an eyebrow. "Okay, probably not, but still."

"Besides, it's not like these sprang out all at once. I didn't stop growing until I wa-AH!" Riley gasped as Mindy pinched her nipples, "Oh. Do more of that."

Mindy looked up at her and gave her that grin that meant she was up to something, and then leaned in and flicked her tongue against her nipple. Riley gasped at the touch, and then moaned as Mindy wrapped her lips around her nipple.

Riley put her hands on the back of Mindy's head, holding her in place. It had been far too long since she'd gotten to enjoy herself like this. Stupid school. Stupid work. Stupid entitled-douchbag-pretty-boys.

She tilted her head down and pressed her lips against the top of Mindy's head as her tongue continued to do wonderful things to her. She stroked her hair and then let one hand slide down her back, around her side, across her stomach, and down the front of her pants.

Mindy jumped and gasped when Riley's fingers made contact with her clit. Riley just smiled and said, "I think it's time we got some of your clothes off too," and pushed her backwards onto the bed.

Riley pounced, diving between Mindy's legs and running her hands under her shirt. She planted kisses all across her exposed skin, starting at Mindy's waist and following along as she slowly slid her shirt up and off.

She stopped just after getting the shirt passed her breasts, then slid her hands back down to cup them. Rolling them gently in her hands as she looked Mindy up and down, taking in the girl's tight, slim, and strongly defined body, "Jesus," she exhaled more than said, "Just what exactly about your body did you think Dave wouldn't like? You've got the body of a superhero."

Mindy resisted the urge to roll her eyes, "Guy's don't want girls with muscle. They want curves and lusciousness," she said, running her hands up Riley's legs and hips, across her stomach and up to her breasts, "Soft and comforting. Compared to you I'm all sharp edges and tough skin."

"Mindy," Riley laughed, "All those girls in the comics guys fantasize about? You have that body," she said, running her hands under her shirt and over her shoulders. "You're tight, and you curve everywhere you're supposed to," she added as she ran her hands back down across her breasts and continuing down to grip her backside, "I'm surprised Dave was able to resist you as long as he did."

"You seem to be resisting me pretty well," Mindy said with a smirk.

"I'm not resisting, I'm admiring," Riley corrected, running her finger along the edge of Mindy's bra.

Mindy sighed and arched into Riley's touch, "Less admiring more kissing."

Riley grinned and bent down to resume her previous activity, kissing the valley and swell of Mindy's breasts as she pulled her shirt completely off. Before she could reach her collar bone, Mindy pulled Riley up and pressed their lips together.

Their kiss was deep, energetic, and lasted until Riley managed to get Mindy's bra off, at which point they separate long enough for Mindy to remove the garment, and when they pressed, bare chested, against each other for the first time, Mindy gasped, "Oh, that's different," and then her mouth was otherwise engaged again.

Mindy wrapped her arms around Riley's neck, holding her to her, while Riley's hands entwined themselves in Mindy's hair. As they continued to enjoy eachother's mouths, Mindy's hips began bucking up towards Riley. It started as mere squirming, but quickly escalated into a frantic humping as Riley drove her desire higher and higher.

Eventually, Riley had mercy on Mindy, and herself, and swung one of her legs over one of Mindy's giving them both something they could really grind against. Mindy, however, quickly decided that rubbing against Riley's leg wasn't enough, and she took her hands from her neck and quickly reached down to unbutton her pants and slip her hands inside. Riley quickly put a stop to that, grabbing Mindy by her wrist and pulling her hand away from herself, causing Mindy to whine from the denial of the touch she desperately wanted.

"Let me," Riley said, and slid her hand under Mindy's jeans, between her legs, and into her. Mindy gasped and sighed as Riley's fingers teased her her insides and her thumb rubbed at her clit. Riley moved slowly down Mindy's body, trailing kisses down her neck and chest. Mindy bit her lip in anticipation and then moaned when Riley's lips found her nipple.

Mindy held Riley's head in place, not wanting it to stop, but after a moment Riley pulled away, continuing her trip south. Mindy looked down at Riley as she kissed her belly button and moved oneto her hips and a nervous smile briefly crossed her lips. She closed her eyes and then...nothing happened.

She opened her eyes again and looked down at Riley who was kneeling on the floor between her legs, fingers wrapped around the top of her jeans and panties, and looking back at her with a mischievous grin. As soon as their eyes met, Riley pulled Mindy's pants past her hips and dove in, putting her mouth and tongue to work on her clit without any hesitation or further warm up.

Mindy moaned and she arched her back until only her head and hips were still on the bed.

While Riley continued to lick and suck on Mindy's clit, she slipped her fingers into her again and stroked her insides.

What had been mere bucking before, now became full on writhing. Mindy clawed at the bed and tossed her head back and forth, mouth opening and shutting, searching for something, anything, as she continued to moan her approval of Riley's actions. The clawing fingers of one of her hands had succeeded in balling up a bit pit of sheet which soon found it's way between her teeth.

She bit down hard and clenched her eyes shut for a moment before flinging them open and reaching down to pull Riley away from her. She growled, before sliding down quick as a flash, flipping Riley over, and pushing her back on the bed, ripping her pants and panties clear off of her, and pouncing on her, pinning her to the bed.

Riley gasped, suddenly worried that she might have done something wrong, and then Mindy's lips where on her neck, and there was a hand on her breast, and another between her legs and slipping into her. Riley gasped as Mindy kneaded her breast and pinched her nipples, she panted as Mindy slipped another finger into her and found her clit with her thumb...and then Mindy's lips left her neck and moved up to her ear.

"Moan for me," she hissed.

And suddenly everything that had been coiling tighter and tighter inside her, everything being held back by that faint worry that they were doing something wrong, was released with a moan that could be heard all through the apartment.

When Riley paused only to inhale, Mindy's mouth was on her's in an instant, her tongue slipping and twirling against hers almost before their lips met.

Soon, Riley regained herself enough to return the kiss and reach down and slip her fingers back into Mindy. Without breaking the kiss, they rode each other's hands, breaths coming in pants, until finally Riley flipped Mindy onto her back, "You didn't let me finish."

And she started working her way back down Mindy, kissing her neck and across her collar bone before moving down to-

"Wow, you two are enjoying this more than I thought you would."

"MEEP!"