Pairing: Kitty/Rachel

Rating: Adult

Summary: Rachel injects something new into her bedroom activities with a certain Kitty. Part of the 'Soul mates' series.

Warnings: Smut, voyeurism, other naughtiness

Sunlight streamed in through the blinds, casting a radiant glow upon the beautiful face of a sleeping Kitty Pryde. The graceful brunette was curled up in the queen-sized, canopy bed she shared with her lover, Rachel Grey. Snuggling close to one another, they allowed the heat of their bodies combined with the red Jacquard comforter Rachel bought from a recent trip to Italy to warm their bare bodies.

Rachel found herself awake, the chirping of birds outside stirring her. The redhead smiled sleepily, her mind replaying the events from the evening before. Her green eyes twinkled mischievously as she recalled the intensity of the lovemaking that took place into the early hours of the morning. While she had heard of some couples struggling to find the spark after being together for some time, the telepath was thrilled that this did not apply to herself and Kitty. After months as a couple, the two of them were just as love as they were the first night they discovered one another.

Turning over on her side and propping herself on an elbow, Rachel gazed lovingly upon Kitty. It was hard for her to put into words just how much she cared about the young woman she came to know as her soul mate. Yet, this intangibility did not frighten her. Instead, she found comfort in the rush of feelings associated with being in love.

She liked how her heart beat wildly, how warm her skin became, or how the corners of her mouth were pulled in a constant smile whenever her Kitty was near. All she knew was that after years of feeling alone and fragmented, she was finally whole. According to Rachel's logic, she was one of the lucky ones. She had someone who understood her and who offered unconditional acceptance in spite of the strange and horrific things that happened to her. For the first time in her life, she had someone she could love.

Rachel sighed softly, her fingers instantly stroking Kitty's soft, chestnut waves tenderly. It was amazing to fathom that she was chosen to be with such a wonderful person. She adored Kitty's beauty, strength, intelligence, loyalty, and sense of humor. The way Kitty wrinkled her slightly upturned nose when she laughed made Rachel's heart skip a beat. Hearing her lover whisper "I love you" late at night was the sweetest sound to the telepath's ears.

Speaking of ears, Rachel found herself admiring those of belonging to her Kitty. Her eyes traced an invisible, loving path over one of the brunette's delicate ears. A smile graced the redhead's mouth as she remembered nibbling on them last night. Unable to resist temptation, she lowered her lips to the lobe, kissing and then suckling gently.

"Mmm..." Kitty moaned in response. I could get used to waking up like this, she mused to herself, stretching her slender arms over her head. She opened her cat-like, brown eyes and smiled up at the lovely redhead in greeting. "Morning."

"Morning, sleepyhead," Rachel replied softly, planting kisses along Kitty's jaw and throat.

The younger woman giggled, relishing the sweetness of her lover's touch. She reached up and circled her arms around the redhead's neck. "I guess that means you're not itching for breakfast," she teased. Rachel was lucky enough to have a fast metabolism, allowing her to indulge in whatever she wanted but making her hungry quite frequently. There were times when Kitty believed Rachel could beat Hank or Bobby in a Twinkie eating contest.

"Actually," Rachel said with a sly grin. "I thought I'd help myself to something to right now." With that, she slid her body down and spread Kitty's freckled thighs apart before diving in.

At first, Kitty laughed. However, her laughter soon turned into a series of whimpers and sighs. Like Rachel, she was happy to find that the passion had not eroded with time. In her previous relationships, she often struggled to find the connection that attracted her to the other person in the first place. It was as if life had suddenly become gray and dull. But with Rachel, she had never felt more alive. Everything about life seemed more vivid when they were together.

The redhead made tiny circles along her lover's smooth skin teasingly. *More?* she asked via their telepathic link. It was a rhetorical question given that she already knew the answer. She simply wanted to hear Kitty's response.

Kitty nodded, running her fingers through Rachel's coppery hair and exhaling in anticipation of the magic that was to follow. She was about to tell the other woman to continue when the shrill beeping of the alarm clock shattered the moment. Groaning, she flashed Rachel a sheepish and apologetic look as she pulled away to hit the snooze button.

Rachel frowned, watching Kitty sit up and swing her legs over the side of the bed to climb out. The frown deepened as the brunette walked to the closet and began grabbing clothes. "Where are you going?" she inquired. She could have accessed this information, but respected her lover's privacy too much to do so.

The brunette pulled on a pair of black jeans, a white camisole, and a green-gray shrug as she provided her reply. "I'm sorry, Ray, but I promised Piotr I'd take him over to the DMV this morning. He's dying to get his license."

The redhead narrowed her eyes as Kitty went into their private bath to brush her teeth. Shortly after his miraculous resurrection from the dead, Piotr was trying to adjust to life in this new world. For some reason, this process seemed to involve Kitty quite a lot as he depended on her to get him up to speed with the new faces and mores. She took it upon herself to assist him with dealing with the shock of it all, acting as his confidant, life tutor, and sometimes chauffeur.

Rachel understood that the two of them had been close friends. She was also aware of the attraction that existed between them as well. It was difficult not to feel a bit threatened when Kitty would suddenly leave Rachel at a moment's notice to tend to Piotr. Her trust and faith in her lover prevented the telepath from being consumed with possessiveness.

"You've been spending a lot of time with him," Rachel finally said, trying her damnedest not to sound jealous. However, the abrasive edge in her voice betrayed her.

Meanwhile, in the bathroom, Kitty rinsed her mouth out before responding. "What?"

The redhead sat up in bed, pressing her back against the mahogany headboard. "I'm just saying that you two have been awfully chummy lately," she went on, breasts heaving. "It's like you're his personal wet nurse or something. I mean, do you really have to go with him? Can't Logan or Bobby take him instead? Why does it have to be you?"

Kitty turned off the faucet and made her way out of the bathroom. Her eyes were wide with surprise as she walked to the side of the bed where her Ray was. "Rachel Anne Grey, is that jealousy I hear?"

Rachel scowled, crossing her arms over her chest. The teasing tone irritated her immensely. "Call it what you like," she huffed. "I'm just telling you what I've been observing lately."

The lovely brunette bit back the smile, finding her Ray adorable in her moment of pouting. She sat down next to the telepath. Grasping the other woman's chin between her fingers, she stared deeply into those hauntingly beautiful emerald pools. "Well, in the event that you are jealous, I just want you to know that you have nothing to worry about."

Rachel felt her shoulders and back release the tension that had descended upon her. The sincerity and warmth in Kitty's words and voice was enough for her to believe. However, she could not help but notice the twinkling mirth in her lover's eyes. Drawing back slightly, she raised a brow at her skeptically. "You think all of this is funny."

Kitty bit her lower lip ruefully. "Kind of," she admitted, reaching out to stroke Rachel's silky hair gently. "But I have to confess that there's something else, too."

"What is it?" the redhead demanded, growing alarmed.

Kitty shook her head, chestnut waves rippling down her slim shoulders. "It's not what you think," she said reassuringly. Then she took a deep breath before pressing on. "I guess I kind of like the idea of being the prize that two people are competing for. It makes me feel special. Granted, nothing is going to happen with Piotr. I've made it clear with him that I'm with you."

Rachel pursed her lips, making a sour face. "So, it's a fantasy of some sorts?"

"I guess you can say that. I mean, growing up as an awkward teenager, I had a lot of self-esteem issues. I wasn't exactly attracting attention. Over the years, I identified with the ugly duckling, the one who gets overlooked. It's only been recently that I've gotten confidence about who I am. You've been a big help with that."

"But I'm not enough for you if you're fantasizing about me and Piotr fighting over you."

"Yes, you are. In the end, I'll always choose you."

"So then what is it? Is it me? Is it us? Are you bored? Is there something else you want?"

Kitty shook her head. "No," she protested. "No, there's nothing else I want. In fact, I'm the happiest I've been. Honestly. You have to know that. You're everything I've wanted."

"So why?" the telepath asked, still unable to grasp the logic of her lover's argument. None of it made sense to her. "Why do you need this?"

The younger woman pressed her lips together and then sighed. "I guess it's always nice to be wanted," she confessed quietly. "But that doesn't mean we're in trouble."

Rachel could sense that her Kitty was baring her soul at that moment. There was no duplicity in what she was saying. For Kitty, it was simply a matter of feeling good about herself.

Before the redhead could issue any reassurances that such fantasies were not necessary, Kitty leaned in and kissed her mouth. "I've got to go," she murmured. "The lines get really long if you go mid-morning. I'll see you when I get back?"

Rachel nodded, pasting on a smile in spite of the longing that pained her chest at that moment. "Sure."

However, when Kitty left, Rachel stopped smiling. She drew her knees to her chest and wrapped her arms around herself. Her green eyes narrowed. Suddenly, a glowing, gold phoenix tattoo glowed over one of them.

What seemed to be eons later, an exhausted Kitty ascended the spiral staircase that led from the mansion's spacious foyer to the second floor where her bedroom was located. Even though she and Piotr had left fairly early, the Westchester Department of Motor Vehicles was crowded. To make matters worse, the clerk Piotr was dealing with was rather xenophobic, mocking his Russian accent and calling him a communist throughout the administration of the test. However, Piotr remained calm and passed the exam with flying colors.

To celebrate, Kitty allowed Piotr to drive her 1999 Honda Accord back to the mansion. His happiness was infectious as he reveled in the fact that he could independently transport himself around town again. He even offered to treat Kitty to an ice-cream sundae at her favorite shop, but she declined and asked for a rain check instead. There was something more important to attend to.

She hated the way she had left things with Rachel earlier that morning. There was a part of her that suspected that she had not completed assuaged the telepath's anxieties. It weighed her down, causing her great concern. Simply hearing the hurt in Rachel's voice and seeing the fear in those captivating green eyes filled Kitty with a sense of self-loathing. The last thing she wanted to do was to instill those kinds of negative feelings in the one person she loved the most.

Yet, it was an impossible situation. After all, Rachel had wanted the truth. Not one to be deceptive, Kitty told her everything. She confessed her own insecurities and laid out her peculiarities in front of the other woman. Reflecting back on the conversation, Kitty could see how Rachel could feel threatened and upset. Hearing that your lover had fantasies of being desired by someone else did not exactly fill one with confidence in the relationship.

As the brunette walked down the end of the hall where her room was, she thought about fantasy and compared it with what was transpiring in real life. While the Piotr in her fictional world desired her, the Piotr in reality accepted their friendship and was quite content with it. In fact, he had told her that he was not ready to be with anyone until he had a handle on his own issues.

Then her mind mulled over the fantasy Rachel and the real Rachel. A burning blush stained her freckled cheeks as she thought about what she shared with the beautiful redhead. It turned out that the two were one in the same. Rachel was the one who fulfilled every wish and desire. Rachel was the one who loved her so deeply and so unconditionally that it made Kitty's head spin. Most of all, Rachel was the one she wanted now and forever.

It was this last conclusion that led Kitty to the following the declaration.

Fuck the fantasy. I have what I want.

She finally reached her room and opened the door. Entering inside, she called out to her lover as she closed the door behind her. "Ray, I'm back. Sorry it took so long. How about I take you out for lunch at that raw food bar you've been dying to go to?" Kitty could feel her stomach rumble. Apparently, the homemade doughnuts Cook made that morning was not enough to sustain her.

However, when she saw Rachel, lunch was the last thing on her mind. Swallowing hard, she managed a weak, "Hey."

"Hey yourself," the telepath greeted thickly. She was relishing in the knowledge that she had suddenly rendered Kitty at a loss for words at that moment. Her emerald-green eyes sparkled as she floated from the canopy bed where she had been sitting to where Kitty stood.

The brunette peered up in awe, not quite believing the vision in front of her eyes. It was difficult to recall a time when Rachel looked more desirable than she did right now. She looked like some kind of red-haired temptress, beckoning her to follow. Her hair was styled in a sleek, Louise Brooks-inspired bob complete with baby bangs. Dramatic make-up was artfully applied, highlighting her incredible bone structure, her bow-like mouth, and those dazzling green eyes.

But it was what she was wearing that truly cast a spell over Kitty. Rachel was sporting a long, flowing satin robe in a calming shade of sea-green. Underneath, she wore a satin bustier with matching panties.

When she was finally cogent enough to speak, Kitty asked in a breathless voice, "What did I do to deserve this?"

Rachel merely smiled in response, glowing radiantly.

While the younger woman was quite aroused by the sight, there were other matters to deal with. "Listen, I want to say I'm sorry," she began, her voice cracking slightly. "I didn't mean to upset you. That's the last thing I want to do."

"I know," the redhead informed her, sighing. "I'm sorry for freaking out like that. It's just that I'm not used to sharing you with other people. I suppose it's the kid in me that never quite grew up."

Kitty smiled, peeling off her shrug and tossing it on the floor. "It's okay," she said reassuringly. Then her cat-like eyes twinkled mischievously as they roved over the ethereal Rachel. "I suppose this is our chance to make up, now."

"Come with me," Rachel whispered, pulling Kitty to the bed. Quickly, she climbed astride her lover, pulling the brunette's camisole up and over her head with her telekinesis. Within a matter of seconds, Kitty found herself completely nude.

Rachel hopped off of Kitty and stood in front of her. The telepath began a sultry striptease, using her telekinesis to remove articles of clothing. She moved her hips back and forth teasingly, humming a sultry tune.

Kitty leaned forward to kiss her belly, desperate to be a part of the show. However, she found herself pinned to the headboard. Surprised, she peered over at Rachel, who was waving her finger back and forth.

"Just wait," Rachel told her sweetly, now clad only a pair of green satin panties.

Frustrated, Kitty relented. She watched in agony as the redhead slid her hand down the front of her panties. Rachel flashed a smile as she inserted her fingers deeper inside. Meanwhile, the younger woman could only moan pleadingly. The throbbing from her own clit was calling out for some reprieve. It was like being teased with an impossibly irresistible treasure.

Sensing her lover's need, Rachel closed her eyes. Her panties flew off of her body, revealing her slim body in all its naked glory. She grinned as she used her abilities to slide Kitty down so that she was now lying on her back. Then she returned to the bed, lowering herself on top of the lovely brunette's waiting face.

Kitty inhaled the scent that was purely Rachel--sweet, pure, and clean. She could feel the damp heat radiate from the other woman's body. Sighing, she relished what was to follow next, thrilled with her luck that she was able to touch this creature.

"Lean in," Rachel instructed her.

Kitty complied, diving in. She ground her tongue into her lover's swollen spot until she felt her bucking against Kitty's face. As much as she wanted to touch herself, she resisted the urge. This was all about Rachel and she was determined to focus herself on bringing her love pleasure.

Suddenly, the redhead drew back.

Confused, Kitty was panting. "What's wrong?"

Rachel nodded, reaching her hand out to her left. A long, black piece of tubing fashioned to resemble a penis floated from underneath the bed and into her hand. She gave Kitty a knowing smile as she twirled the object.

"Thought we could break this in," she whispered, green eyes shining with excitement.

Kitty took the phallus from her. "Happy to oblige."

Rachel then lowered herself onto Kitty's mouth, grabbing the black wrought iron of her headboard. Her fingers curled around the flowers and vines shapes fashioned from the metal. Gently, Kitty slipped the dildo into her lover's tight entrance. Rachel moaned and pushed back, as if she could not get it far enough into her. When Kitty followed with her mouth, the telepath cried out through their link.

*Oh Kitty!* She was slamming herself down. *Harder. Push harder. There...*

The brunette could feel Rachel's juices on her hands, tasting her sweetness in her mouth. Meanwhile, she quickened her thrusts, pounding faster and faster. Through their telepathic connection, she could feel Rachel spiraling higher and higher towards ecstasy. She found herself groaning, the sounds muffled inside her lover.

*Better, baby?*

*Oh yes, Kitty...*

Sighing, Rachel became lost in her own pleasure. The redhead closed her eyes, consumed by the sensations her Kitty was evoking. Every fiber of her being felt like it was on fire. Her lips parted, opened to release a silent scream just as she reached the pinnacle. She felt her limbs quiver and the rest of her body jerk as she came.

Kitty watched in fascination the beautiful woman above her. Her cat-like, brown eyes widened in surprise as a short stream of hot liquid hit her neck. She grinned with pride, relishing the idea that she was the only one who could provoke such a response.

Sheepishly, Rachel climbed off of the lovely brunette. Still gasping for air, she slid her lithe frame down until she was next to Kitty. Her fingers immediately wandered down between her lover's legs. She smiled when she felt the dampness that was only reserved for her.

"Your turn," she murmured slyly, strands of red hair clinging to her forehead and cheeks from a thin sheen of sweat.

Kitty peered up at Rachel's stunning features. She was about to whisper something poignant and intimate, but her words were swallowed in a gasp of surprise. Instinctively, she tried to wrench Rachel's hands from her turgid lips.

The reason--they weren't alone.

Standing in the corner of the room was Piotr.

Dammit! "Stop!" Kitty curled her fingers around the redhead's slender wrist. With her other hand, she tried to pull the covers over their nude bodies. When her lover continued teasing her, the brunette could feel her frustration building. "Ray, I said stop."

A glowing, golden phoenix radiated over Rachel's left eye as she gazed up at Kitty. "Why?" she asked, using her abilities to draw the other woman's hand away from her wrist. Then she pinned both of Kitty's hands it against the pillow where Kitty's head lay.

The younger woman's nostrils flared angrily. An angry and embarrassed blush stained her freckled cheeks. "Rachel, I'm serious. We have to stop." Her voice dropped to a hiss. "There's someone else here."

Rachel turned her head, following the direction of her stare. Then she shrugged nonchalantly and faced Kitty again. Calmly, she said, "So, we have an audience."

"So?" Kitty was incredulous. Her legs flailed in an attempt to pull herself up in a sitting position to escape this mortifying situation. Briefly, her eyes flicked over to where Piotr stood. While she wanted to call out to him, she was too consumed with mortification to form anything cogent. She also noticed something else.

Piotr was simply staring blankly ahead, as if in a trance.

"He's not real," Rachel said, interrupting her musings. The phoenix tattoo glowed intensely as she continued speaking. "He's merely an illusion. A projection from my mind."

Kitty felt the tension melt away from her limbs, replaced by a sense of confusion. "A what? But why?"

"You said you felt desirable at the thought of being wanted by two people."

"Yeah... So?"

"So, consider this fulfilling your fantasy. Now, lay back and just enjoy."

Kitty parted her lips to argue as to how strange the situation was, but moaned softly when she felt her lover's fingers trace the sweet cleft of her lips. "Oh Ray..."

Rachel smiled, admiring the view in front of her--full, red, and glistening with her wetness. She slipped her fingers inside Kitty and then drew them back out to stroke her clit. *Now, Piotr over there--he's walked in on us and boy, is he shocked--but in a good way.*

The illusion of the man otherwise known as Colossus silently stared down at himself. The outline of his erection was visible beneath his jeans. His head jerked up to look over at the two women on the bed.

Rachel continued touching Kitty and using her telepathic speech to continue painting her erotic picture. *He wants to join in, but I tell him no. This Kitty's all mine.* Her green eyes sparkled mischievously. Then she added, *But he can still watch...*

Kitty whimpered as her lover buried her face in the warmth of her folds. She could feel the other woman's tongue run over her entire vulva--up and down, up and down. Those deft, clever fingers rotated maddeningly around the outside of her entrance. Shuddering, the brunette's slim legs clutched the sides of Rachel's head.

Out of the corner of her eye, Kitty watched the illusion of Piotr. His jeans were now unzipped. Her breathing increased as he pulled out his cock, stroking it slowly. Allowing herself to be lost in the fantasy, she was finding it incredibly maddeningly to think she was inspiring such a scene.

Kitty saw Piotr speed up and fall against the wall just as Rachel plunged her fingers deep inside. The brunette moaned as her lover pressed her hot tongue into the right spot. She was in ecstasy, traveling to places she could only go when she was with Rachel. Finally, the young woman reached the apex, screaming with the intensity of her orgasm and her legs clutching her lover's head.

Still shaking in the aftermath of what just transpired, Kitty opened her eyes and turned her head towards the door. The Piotr illusion came with a silent groan. Then he faded away just as Rachel crawled back to Kitty's side.

Kitty greeted her lover with a series of passionate kisses, licking her own juices from the telepath's lovely face. "That was..." she breathed, unable to finish a cogent thought at the moment. She gasped for air, sweat beading at her brow. After a few seconds, she was finally able to speak again. "Ray, that was so...incredible."

Rachel smiled tenderly, pressing her mouth against Kitty's forehead. "Happy to oblige," she replied, echoing her lover's words from earlier. Then she bit her lower lip, feeling a bit out of sorts from the experience. While she was thrilled that Kitty enthusiastically responded to this new aspect of their sex life, there was a part of her that still felt a bit wary. Did this mean something else? Was she not enough now?

As she ruminated, Kitty's voice shattered her musings. "You are," the brunette said solemnly, cat-like eyes peering up at her lovingly.

Startled, Rachel frowned quizzically. "What?"

"You are enough. More than enough for me, Ray." The younger woman took Rachel's hands in hers and placed it over her heart.

"But just now... You were pretty turned on when you thought Piotr was in the room." Rachel tried not to sound somber in her assessment, but her voice betrayed her.

Kitty shook her head emphatically, smiling. "I was turned on because of you," she whispered softly. "You were the one who shook my world back then. You're the only who can only do that."

"Really?" Rachel felt her body grow lighter from this declaration. Suddenly, her insecurities were washed away from those words.

"Really." Kitty murmured. She leaned in to steal a kiss from her lover's sweet lips. "Now, how about you show me some more uses for that new toy?"

~End~