Part 1

Misaka couldn't help but marvel at the beauty of the blonde woman that stood in front of her, causing her spine to tingle as she noticed just how gorgeous the girl's legs were and how bright her blue eyes seemed to be within the dimly lit room. Her target and the reason behind infiltrating ITEM and one of its research facilities was clear and yet the sight of the gorgeous woman in front of her was not part of her plan.

"Look who the cat dragged, a student from a prestigious academy, but one who couldn't even make it inside without causing a ruckus." The blonde woman by the name of Frenda spoke to Misaka in a calm but slightly condescending tone as she confidently closed the gap between them – knowing that her close combat abilities were unrivaled by anyone.

"Less talk more action, guard or not I will not hesitate to electrify you!" Her words caused a sense of urgency to spread within Misaka's mind as she feigned a glare at the blonde beauty, while attempting to gather up the electrical surges that she easily manipulated, with her arms and feet spread – ready to strike.

"Oh a feisty now are we? Not that I mind, I will defeat a kid like you in a few minutes." Looking undisturbed by the electricity that danced across Misaka's palms with such ease, Frenda was quick to get into a stance of her own, before attacking the esper head on with a kick to the head.

Swiftly blocking the kick that was aimed at knocking her out, Misaka moved out of the way only to send ripples of electricity dancing close to Frenda – which she easily dispersed with her the raw power that her fist possessed. "People shorter than me shouldn't be referring to me as a kid!" Shouting at the blonde, Misaka attempted to electrocute the girl only to meet a stone wall in her wall, while Frenda elegantly danced away from the attack.

"Pft it is your attitude that makes you one girl!" Cackling at the girl's misdirected attack, Frenda took her time playing with her blonde tresses, as she set up a trap for Misaka to fall into – one that the esper did not anticipate. "Ngh you will pay for saying that!" Using her electrical abilities she rushed towards the blonde – sending her petit form flying across the room, allowing Frenda to land on her butt, in a cutesy pose, one that had Misaka flabbergasted.

"Owie!" The sound that escaped from Frenda's throat sounded sexual in origin, allowing traces of desire to spread through Misaka's spine as she gullibly approached the girl. "Oh…are you alright there?" Her form was only a few inches away Frenda's as she reached out a helping hand to her, prompting a smirk to spread across the girl's lips. "Ha got you, so gullible!"

"Woah!" Misaka's spine was soon to meet the ground beneath her feet allowing the petit blonde straddle her hips within mere seconds, only to see that the girl was furiously blushing. It did not require to be a genius to realize that Misaka was thoroughly enjoying the contact between her and the petit blonde, allowing Frenda to use this opportunity to stop the esper's attacks.

"Oh could it be that you like this?" Frenda's palms were soon cascading across Misaka's breasts, fondling and groping each one, bringing forth shivers of pleasure that rushed through Misaka's spine. "N-no way leave me alone ugh!" Misaka's protests were weak as she leaned into the woman's touch, while feeling ripples of arousal rushing through her clouding her mind.

She was immensely attracted to the blonde and could no longer resist against her, as she squeezed her nipples and even attempted to kiss her lips – which she succeeded at. Misaka's mouth was pried open by Frenda's tongue, allowing the girl to initiate a slow but lustful kiss, that had both women moaning and whimpering within seconds, while their hips grinded in synch.

Thoughts of attacking the facility were long gone from Misaka's mind as she gave into the lust and pleasure that her young body craved – no longer caring about why she was at ITEM in the first place, instead she chose to embrace this lustful side of her personality as she desperately sucked and nibbled on Frenda's tongue, surprising the blonde beauty.

Breaking off the kiss with ease, the two women panted, before a smirk graced Frenda's features. "If you want more…just follow me, but if you want to continue the pointless fight, feel free to attack me." Giving Misaka a choice was in vain for as soon as the blonde stood up to her feet and moved towards the door, the auburn haired girl was already trailing behind her with a sultry expression upon her beautiful face. "Good girl, I am glad that you chose the easy way."


Part 2

Misaka could feel the fabric of her clothes cascading across her torso and thighs, but she simply did not care as she helped Frenda take off her shirt and bra along with it – revealing the girl's small but beautifully shaped breasts and pinkish nipples, leaving her in nothing more than a pair of white lacy panties, that she did not bother taking off for some reason. Within only seconds Misaka's entire body was naked as she lied upon the sheets of Frenda's bed, while the blonde still wore her panties, as she stood in front of her. "Don't be too greedy now esper, you need to earn the right to look at my pussy and the only way to do that is to obey me, got it?"

Frenda's authoritative tone left Misaka nodding as she was desperate to please the blonde beauty using her trained body. "Good girl, spread out your thighs and part your pussy lips for me. I want to see your cunt properly." With eagerness laced into her actions, Misaka was quick to part her nether lips, allowing Frenda to gaze at her perfectly shaped clitoris, slit and entrance – pleasing the blonde woman. "Hm not bad looking…but I need to taste you to make sure that it is worthy of my time."

With quick movements Frenda was kneeling down on her knees in front of Misaka's delicious cunt as she dragged the tip of her tongue across the girl's clit, leaving Misaka moaning and whimpering, while Frenda's fingers slowly inched closer to her already drenched entrance. "So wet already? What a naughty esper…well I am not one to judge, but I am one to discipline those who dare to attack the facility that I was appointed to guard."

With light caresses both Frenda's tongue and fingers danced across the girl's clitoris, nether lips and entrance, allowing beads of her thick saliva to bloom across Misaka's sex, prompting her to beg for more. "Mmm ahn please…ahn I want more ahn punish me more." Misaka's cheeks were flushed while a sense of shyness bloomed within her mind, making her look absolutely irresistible to Frenda, whose middle and index fingers were already ghosting across the girl's vaginal entrance.

"Oh I do hope that you do not regret those words." Without any warning, the tips of her fingers were shoved into the girl's vaginal passage, forcing a cry of raw pleasure to resonate across the room from the depths of Misaka's throat. The auburn haired girl could no longer think or speak, for the pleasure that danced through her being, enslaved her and turned her into a pleasure-starved being, even as tingles of pain danced through her walls.

"Such a desperate pain slut and you are supposed to be strong? So foolish of them to send you here." Frenda insulted the girl whose entrance she was toying with as she slowly added in her ring finger – allowing all three of her digits to ram into the girl's sweet spot. She could feel the way Misaka's walls clung to her fingers and it only served to excite her further, as she flicked her tongue across the girl's clit.

"Yeah do you want to cum already useless esper?" Frenda's tongue dragged across Misaka's clitoris as she pumped all three of her fingers within the woman's entrance at a quick and rough pace, leaving the esper no other choice but to moan loudly as she hungrily gazed at the blonde in front of her.

"Oh yes please…I want to suck on your nipples too ahn!" Misaka begged the girl, only to receive a light smack across her inner thigh, putting an end to her pleas. "That will have to wait intruders need to be punished by people like me, who are in charge at this facility." The pace of Frenda's fingers was in between slow and quick, leaving Misaka's entire body trembling as she desperately wished to reach her high in the presence of the blonde beauty.

"Oh look at you…are you already losing your mind?" Curling her fingers within Misaka's tight vaginal entrance, Frenda let out a chuckle as she noticed the way Misaka's hips writhed, breasts bounced and toes curled as she desperately attempted to keep up with the blonde's pace.

"Oh please ahn I am so close please!" Misaka begged the petit blonde for mercy as she felt a familiar uncoiling sensation spreading throughout her pelvis, leaving her spine electrified and pupils dilated. "Fair enough naughty esper…go ahead and cum all over my fingers like a little whore." With those words the tips of Frenda's fingers were already ramming harshly against Misaka's sensitive spot, leaving her nearly screaming as she finally reached her delicious high.

"Haa ahn mmm amazing ahn!" The words that Misaka spoke out no longer made sense to anyone who was present inside the room, as a trail of warm, transparent nectar splashed across Frenda's bed sheets, soaking through the white fabric. "Hm not bad at all…your cunt was very reactive to my fingers. You have passed, you may suck on my nipples little girl." With those words Frenda's fingers were quick to leave Misaka's completely drenched entrance, as she straddled the girl's waist, allowing her nipples to brush against Misaka's parted lips.

"Mm thank you ahn mmm." Obediently and gratefully Misaka took her time lavishing up both of Frenda's nipples with her thick saliva, as her warm pink tongue nibbled, sucked and even bit onto the sensitive nubs, pleasing the petit girl. "Mm ahn that's it…do you want to eat me out?" Her question was met with a definitive nod from Misaka as she willingly kept her mouth open, with her tongue dangling to the side of her cheek.

"Yes please haa." Urged on by Misaka's obedient attitude, Frenda was quick to straddle the girl's face, with both of her creamy thighs resting on either side of Misaka's head. A pair of silky white panties still clung to her nearly exposed clit, as she rubbed it against the bridge of Misaka's nose. "Suck it through the lace first." Frenda's tone was demanding as she intertwined her fingers in between the girl's tresses, before rolling her hips forward, allowing the tip of Misaka's tongue to probe against her clit.

The action immediately brought forward a surge of delicious pleasure rushing through Frenda's spine as she moaned and hissed, while continuing to move her hips forward, not stopping for even a second. Misaka meanwhile took her time – licking, sucking and nibbling the girl's delicious clitoris through the lacy fabric, while feeling her own walls tightening.

"Mm ahn that's good enough, take off my panties using your teeth and tongue fuck me." Frenda's instructions were clear to Misaka, as she eagerly bit onto the band of the girl's panties before diligently pulling them down, revealing the woman's perfectly shaped clitoris, nether lips and entrance. A thick scent of honey mixed in with something carnal wafted across Misaka's nostrils as she gazed at the woman's throbbing sex. "So beautiful." Murmuring the words under her breath, Misaka's tongue and lips were quick to suck and lick their way from the woman's clitoris all the way down to her entrance, pleasing Frenda immensely.

"Oh that's it ahn…put those lips of yours to good use ahn!" Frenda's moans increased in volume and intensity as she rode Misaka's face, allowing her clit to rub against the bridge of the girl's nose, while feeling Misaka's tongue slowly but surely thrusting within her vaginal depths, leaving her moaning and writhing, while her fingers tugged on the girl's auburn tresses.

The only sounds within the room were those of Frenda moaning as she slowly neared her high, one that rushed through her being like a warm wave – leaving her feeling simply euphoric. No sooner than her high rushed through her petit form her walls spasmed allowing a trail of sweet, delicious nectar to escape past her folds and within Misaka's crevice – which the girl eagerly swallowed.

Somewhat satisfied Frenda was quick to get up to her feet, before smacking both of Misaka's exposed breasts, while gazing at her with renewed hunger. "I hope you don't think that we are done here little esper? The night is still young and my pussy is still not wet enough." With a feral smirk playing across her lips, Frenda was quick to push the tip of her tongue within Misaka's crevice, leaving the girl no other choice but to succumb to her will.