"I felt guilty about being responsible for ruining your first pair, and when I couldn't decide which one looked the best on you, I knew you had to have them all. You looked so damn sexy, and I'm feeling very turned on right now." 

Sophie beamed at me when we were outside the shop. To thank her, I invited her back to mine where I could change into the panties and we could have a pizza a little later if she fancied. To my delight, she agreed.

As soon as I arrived with Sophie back at my parent's house, she insisted that I modelled some of the panties for her properly. I stripped down, fully comfortable with letting Sophie see me this way, even though I wasn't comfortable with my own body. There was no reaction from her last night that suggested she judged my skinny frame, my lack of height, or even my below-average-sized dick. I walked up and down my living room as Sophie sat and watched. I had to say I loved the black set of panties best, and it was those that Sophie asked me to keep on.

I sat down next to Sophie on the sofa, my legs a little tired from all the walking I had done today. She leaned against me and opened up about how she struggled to connect to people, she enjoyed sex, a lot, and had a fair few partners already, but nothing ever clicked with them and they had just ended up being meaningless one-night stands. Last night with me was the best night she'd had with someone, and we hadn't even had sex. Men wearing female panties was something she'd only heard of a little, but the second she had seen them on me, and how I looked, it had awakened something inside of her.

"How was last night for you?"

Sophie looked towards me and met my gaze with a hopeful look on her face.

"Incredible, humiliating, arousing." I summed up after a moment of thought. "The moment you saw that I was wearing panties, I feared the worse. The way you took control of the situation after that was something else. I loved you telling me what to do."

"Is that so? I could certainly get used to telling you what to do."

I smiled in response to that and we made out on my sofa, my dick growing hard once again. Once again she started stroking me through the panties, though a little softer and more controlled.

"I want you to try not to cum this time," Sophie whispered in my ears.

Sophie continued to stroke my cock through the panties and play with my nipples with her tongue. The double sensation was almost overwhelming, and I tried to focus on keeping control by steadying my breathing. Unlike the night before, Sophie gave me a chance to control myself by stopping for brief moments. Every time she started stroking again, it took less time to bring me close to the point of no return, and Sophie could tell by the way my body started shaking when it got too close. I was beginning to get desperate for release, whimpering at her when she stopped once again.

"I quite like seeing you like this." 

Sophie smiled wickedly before stopping stroking me just moments before I was about to cum. 

"That's enough of that for now. Time for me to receive some special treatment. Get onto the floor on your knees in front of me."

I did as Sophie said, my body shaking and my twitching cock feeling like just one touch would set it off. Sophie opened her legs and pulled down her panties and kicked them off. I could smell that she was aroused already and her glistening lips confirmed that. She instructed me to lean forward, cross my wrists behind my back, and lick her, but she guided me to do so slowly and delicately. To take full care that every area of her sex was properly attended to. I had to admit that she tasted divine, and I listened to her instructions carefully as my dick remained hard and desperate for some form of touch. Occasionally, Sophie would use her feet to stroke my cock through the panties some more, but only enough to ensure I was kept on edge and utterly frustrated. The frustration only spurred me on to do better, to please Sophie some more.

"Hello, Lily." 

I looked behind me in panic, only to realise that Sophie had started speaking to her friend on the phone. She motioned for me to continue what I was doing before she continued talking to Lily on the phone as if I wasn't even there. Admittedly that just turned me on even more.

By the time Sophie went to end her phone call, my jaw was beginning to ache. She had me increase my efforts however and pushed my face deeper into her whilst she rubbed herself against my face. I felt her legs begin to shake as she got close and I heard her orgasm loudly whilst she continued pushing my face into her. I breathed in deeply when she released her grasp on me, catching my breath.

"Wow, that was intense."

Sophie caught her breath and then told me to join her in the bathroom and we had a quick shower. I couldn't keep my hands off of her as we continued to kiss in the shower as we washed. Once dry, she told me to put on a different pair of panties and invited me to go to her place as she had to pick something up on the way home. 

It was late afternoon, and people were out enjoying the weather at some of the bars and cafes in the city. We held hands, and although I felt very conscious about the panties I was wearing, or that strangers might question how I could be with a girl like Sophie, I was happy. The shop Sophie had to stop in to was called Boots and she headed straight for the beauty department, picking up various make-up equipment that I knew nothing about. After she had purchased that, she led me to where she lived, but not before stopping in a fancy dress store whilst I waited outside.

Sophie lived at a house share in North London. I followed her upstairs to her room without seeing the other occupants, though I did hear a couple of them in another room. I sat on the end of her bed as she cleared some worn clothes off of the mattress. She sat down next to me and asked what toppings I liked on a pizza before she ordered it on an app. I was still putty in her hands as she told me to strip down to my panties and invited me to kneel facing her on the floor.

"Let me know if this feels uncomfortable for you,"

When I didn't object, Sophie giggled excitedly as she reached into her bag of items she had purchased from Boots. I was a little nervous knowing that there were others in the house, but there was a lock on her door that made me feel at ease. The first item Sophie had retrieved from the bag was a squeezy bottle with a brand name that I didn't recognise, not that I knew many at all.

"This is called a primer. It will help smooth out your complexion, which like with most men is appalling."

I kept as still as possible as Sophie carefully applied the cream to my face. She explained to me that it was great to apply this first before adding anything else as it helps prolong the life of the make-up whilst it was on. It was clear that she was enjoying herself immensely as she got the other products ready to decorate my face. Judging by the way I felt my dick pushing against the panties, I was enjoying this a great deal also.

"You're such an excitable little thing,"

Sophie giggled when she spotted my erection, and she stroked it a little before continuing.

Sophie laughed. "Next we have concealer, and then a bit of blush and highlighter."

These words still meant nothing to me and I remained perfectly still with my eyes closed. Sophie explained that the concealer would hide many of the blemishes on my skin, whilst the blush and highlighter are used to add colour and enhance my skin tone. It would take a little time to see what worked with my face and what didn't, but so far, Sophie seemed happy with her work.

The anticipation to see what I looked like grew with every bit of product that Sophie added to my face. I could listen to the excitement in her voice all day as she moved on to my eyes, stating that she was adding eye shadow and then moving on to doing mascara and my lashes. The finishing touch for the makeup was lipstick and I pursed my lips as she applied it. Thinking she was finished, Sophie reached into the bag from the fancy dress store and revealed a blonde wig. It took a little time for her to conceal my long hair, but she was eventually satisfied.

"You know, I was attracted to you before, but now, just wow! You look incredible."

Sophie genuinely seemed speechless. I nervously waited as she held up a mirror and I saw an almost unrecognisable face. My reflection staring back at me showed a cute, yet timid-looking girl and I felt my jaw drop. Sure if I looked hard enough, there were areas that I recognised as my own face, and others would recognise also. It didn't change the fact that I looked pretty.

"Thank you, Sophie," I said softly, unsure whether I was going to cry from the emotions I felt. I was so happy.

"I should be thanking you, that was so much fun. I will let you thank me with a kiss first though."

I leaned forward to kiss her mouth and she turned her face at the last second so that my lips landed on her cheek. There was a red lip print left and I couldn't help but laugh as she turned back for the kiss. We were disrupted for a moment as Sophie went downstairs to collect the pizza and at that moment I couldn't help but stare at my reflection some more. There was a part of me, a part that grew with every second I explored my new face, that thought I looked much better this way. I felt comfortable as if I was discovering who I was for the very first time.

"Hello, beautiful" Sophie smiled as she walked in with a large pizza that smelled incredible. She put a horror movie on and I snuggled into her, turning my face into her after the jump scares as we ate the pizza. I felt safe next to her, and I let myself drift as the movie came to a close. I felt her kiss my forehead as she stroked my head. I'd never felt so cared for and it didn't take long before I fell asleep resting on her chest.