The blonde girl dropped her backpack and shrieked. Keisha and Jennifer jumped apart only to shriek right back at her. A second ticked by. Then, another.

"P-p-penny?" Keisha asked.

Penny raised an eyebrow. "Ally? Is that you? What are you doing in here?"

"Ally?" Keisha mumbled under her breath. "Wait, what are you doing in here?"

The blonde girl held up her phone. "You said I could change in here, you said no one would be home. I thought you were having a pool party—not whatever this is. Where is everyone?"

"They, uh, I guess everyone went home. They left when you didn't show up. Why were you late?" Keisha asked.

The blonde girl studied the two in the Jacuzzi. She was immaculate as she stood there in ordinary, but very tight, cargo pants that barely went up to her waist. And she wore a t-shirt in the same fashion as Keisha's, though Penny's chest didn't threaten to overwhelm the thin fabric. Penny reached down and collected her bag off the floor.

"Sorry, my parents wanted me to have dinner with them first. I couldn't get away, they're old-fashioned." She narrowed her eyes, annoyance crept onto her face. "Wait, was this another one of your 'Oh my God, I want you to meet some new people' things? How many times do I have to tell you I just want to be your friend, I don't need to meet everyone in the school," she complained as her eyes settled on Jennifer. "And who's this? Ally!"

Keisha put an arm over Jennifer's shoulder. "This is Jennifer. She's my best friend."

The annoyance fled in a heartbeat, replacing it was surprise and confusion. The blonde girl just seemed to notice Jennifer for the first time. She blinked. She shook her head. But no matter what Penny did, the scene remained the same. The small white girl with glasses stood boldly in the center of the small spa as her nakedness bled through her soggy top.

"Uh-huh..." Penny began, "And why haven't you ever mentioned her before?"

The two, wet girls looked at each other. Keisha froze, her eyes searching and pleading for help. Then, Jennifer spoke up.

"I'm not exactly, you know, popular," she said.

"So you're secret best friends, that do what? Shower with each other?"

Jennifer considered before answering, "Oh, no. This is the first time actually—and it was just hot, that's all. Aaliyah—I mean Keisha—was using the pool, so we just came in here."

The tall blonde's bright eyes sparkled. She nodded. "I see. I mean, I guess it does look kind of fun."

"Yeah," Keisha said, "and all those other girls that were here earlier, well, that was a mistake. I don't like them anyway. So, I made them leave. Sorry about that."

Penny nodded thoughtfully.

Keisha squeezed Jennifer's shoulder and took a breath. "You can come in—I mean, if you want."

"I brought my bathing suit," Penny said, holding up her bag. But then she paused. "I guess I'd be overdressed though."

Jennifer clutched the bottom of her shirt and pulled it down into the water.

"You could just go in, you know, with what you have on?" Keisha suggested.

The girls held their collective breath. Penny eyed her bag, then brought her gaze back to the two nearly naked teenagers. As time ticked by, the boldness and audacity of the idea wrapped around Keisha's neck like the moisture in the air. It closed in around her like it was strangling her. She started to panic.

She suddenly blurted out, "But you don't have to if you don't want to, that's fine."

"No, I mean I guess it's cool... Why not?" Penny eventually said.

It appeared that Penny was almost reluctant to turn away, but when she did, the two terrified girls sighed in unison. Relief washed over their faces. They watched as the pretty girl set her bag on the counter and began removing her shoes.

When Penny kicked her leg up to peel off her sock, the hem of her pants plummeted below her waist. They were tight around her full bottom, but they still slipped down more than an inch. There, sprouting up in its place, was a preview of the pale skin of her buttocks. It contrasted sharply with the darker, tanned skin of her lower back.

She shifted her weight and began working on her other foot. Another inch. Penny tugged at her pants, but they sank right back down. She abruptly stopped fidgeting with the stubborn sock still clinging to her calf. Penny peered over her shoulder and caught the girls staring.

"It's just, you're, you know—" Keisha started to explain.

"You're so pretty!" Jennifer added.

Penny rolled her eyes and turned back to her leg. But she didn't immediately resume what she was doing. Instead, she paused, hunched over, and flashed swaths of her pale skin. Her tone softened.

"It's just, I, well... I'm not wearing, you know..." she said.

"We're not wearing bras either," Keisha replied.

"But I'm not wearing—" she gulped "—any panties."

Keisha coughed. "You're... You're not? But then how do you—I mean doesn't it, you know, like get in the way?"

"I never wear them," Penny said.

The nervous black girl looked to her friend, then back to Penny. She swallowed. "But what happens when it, you know, gets hard?"

Penny shrugged and started peeling her sock away. The cargo pants fell a little lower but got caught up on her hips. She grunted. "It normally doesn't, I mean it does but—I can't believe I'm telling you all of this. And I can't believe that I'm even doing this. This is crazy!"

Keisha pressed her. "But what happens when you see, I dunno, a pretty girl?"

"I like boys," she said plainly.

"Oh, right. Us too, right Jen?"

Jennifer nodded emphatically.

The sock finally came off and Penny stood up straight. She checked herself in the mirror, adjusting her hair and smoothing out her light blue top. "So what do you guys do when you're horny?"

Jennifer's eyes went wide. She would be no help fielding that question. Keisha tried her best to sound calm, "Oh, you know, nothing much. It's not a big deal."

Penny frowned in the mirror so they could see she wasn't satisfied.

"I just, you know, cross my legs and just like ride it out, I guess," Keisha explained.

"Me too," Jennifer said, nodding.

The blonde girl produced a small hairband from her bag and tied her hair back. "So, I keep my shirt on? Is that the way this works?"

"If you want, yeah. But Penny, can I ask you something?"

She shrugged.

"Do you have like, a boyfriend?"

"Nope. Not right now anyway—but I've told you this. You're acting really weird, Ally."

Keisha gave a sheepish grin. "Right, yeah, it's just hard to believe, since your so—"

"Pretty!" Jennifer shouted.

Penny laughed. "Oh my God, I can see why you keep her, she's fun."

Jennifer slouched her shoulders. "Oh, right. I'm sorry, I just—I mean it's true, you are! And I just get kind of nervous, I'm not exactly the same as you, you know? Like, we couldn't be more different. I'm just amazed you're even here with me, that's all."

"You look alright to me if that's what you're asking. But I guess you're kind of sweet in a way, so thank you. Most people just want to, you know..."

The scraggly brown ponytail wagged in the air as she gave her most disapproving nod. "Some people are just jerks, that's why."

"You can say that again." Penny zipped up her bag and backed away from the counter. She took a breath. "OK, this is crazy, but, whatever. Fuck it!"

"Fuck it!" Jennifer repeated.

"But you can't tell anyone about this!" Penny insisted. "Promise me! Both of you!"

Jennifer was quick to answer. "We promise—believe me—we promise! Everyone thinks I'm a lesbian anyway."

Penny narrowed her eyes. "Are you?"

"I don't think so—no! I like boys too, just like you."

Keisha added in a quiet voice, "At least I don't think I am."

That stopped Penny in her tracks. She was just a few feet from the tub. "I see why everyone likes you now, Ally. You just say what's on your mind like you don't care what anyone thinks."

Jennifer opened her mouth to say something, but Keisha pinched her side and silenced her. The irritated brunette just rolled her eyes instead.

"Well," Penny said. "I guess this is it." But she didn't exactly start unbuttoning her pants. Instead, she just stood there, looking down at them, her arms dangling at her sides.

Keisha floated to the edge of the spa and beckoned her over. "It's OK, we were nervous too. It's easier if someone else does it."

"Seriously!" Penny exclaimed. "How do you do it? You're so confident. I don't know anyone like you."

"Neither do I," Jennifer mumbled.

Penny took a tentative step. Then, another. Her cargo pants skimmed along the tile wall and came away damp. She raised her arms to her chest, clasped her hands together, and peered down at the flat skin of her abdomen. It wasn't lined with the rigid lines of a six-pack, but rather had the soft, feminine shape of a girl who exercised regularly and paid attention to her core. Just below that sat a long runway of flesh that turned white and kept going all the way down to the sagging waistline of her pants.

"May I?" Keisha asked politely.

Penny nodded.

The black teenager took a breath, then dropped low into the water until her chest was even with the waterline. Her breasts floated on the surface, bobbing as little waves lapped against them. Voices picked up outside just as she reached out a hand and connected with the flimsy, dark material of Penny's pants.

"Who's that?" Penny asked.

"Uh, oh, no one—it's just my sister."

"What's her name?"

"Keisha," Keisha lied.

"What's she like?"

Keisha bit her lip. "She's, I dunno, quiet—"

"Kind of a nerd," Jennifer said.

Penny shuddered. The clasp on her pants hung freely in the air, and without any support, the zipper glided down all on its own. "She sounds mysterious," Penny thought out loud.

Keisha ignored her. She slowly peeled away both ends of the opening. The blonde girl's stomach went rigid as she flexed in front of her, right as Keisha began to tug.

"Are you ready?" Keisha whispered.

Penny pressed her hands tight into her chest. She blinked her big, bright eyes and nodded. Her pants gave way.

Jennifer opened her mouth and gaped stupidly as the base of the trans girl's shaft materialized in front of her. It was the same pale, white complexion as the soft skin that surrounded it. It was thinner than she'd imagined though, narrower. But as the dark material descended lower, and more of it came into view, Jennifer gasped. She did it loudly right there in front of everyone. Penny's long penis drooped between her thighs, dangling there in the open.

"How do you hide that?" Jennifer wondered out loud. She immediately covered her mouth.

But Keisha had fewer reservations and seconded her friend's opinion. "Seriously, it's so big," she mused.

Penny promptly took over and slipped her pants over her thighs and down her legs. She bounced right back up and stood there before them with what Keisha estimated was five inches of flesh sticking to her thigh. Penny sounded different too, like there was less energy in her voice.

"Really?" she asked. "Do you think so? I've never really, you know, been with anyone."

The girls nodded emphatically. "It is," they said. Then Keisha asked, "Wait—does it get bigger? I mean, it's not like, you know, hard yet, right?"

Penny shook her head. "No—yeah, it gets bigger."

"It's so pretty, just like you," Keisha said. “Oh my God! You're blushing!”

A rose color crept over Penny's cheeks as she and the others stared at the shape between her legs. "So, can I like, get in now?" she asked.

Keisha apologized. She rose and escorted the girl up the steps and into the water. "You can sit right here, right between us."

Penny did as she was told. She gave a puzzled look to Keisha who turned and started fidgeting with the controls. "What are you doing?"

"The jets, I'm trying to... Ugh! I know it's here somewhere. Ah! There we go!"

A moment later the little motor came to life and bubbles started pouring through the small nozzles in the walls.

Keisha raced back to her seat beside the leggy blonde girl, a proud look on her face. "I just thought that maybe you'd want some privacy."

Even in the dark, they had been able to see through the crystal clear water, but now it was covered in a white foam. The girls stretched their legs and got comfortable. It was Jennifer's shy voice that broke the silence.

"Penny, can I ask you something?"

Penny splashed the foam, trying to keep it away from her top. "Sure, I guess."

"You said you'd never been with anyone before—what did you mean by that?"

"You sound like a lawyer!"

"She's very interested in details," Keisha added.

"Ah, well, I haven't like, you know, had sex I guess. Not like that. I've done other things though."

Jennifer pushed her glasses up the bridge of her nose. "What things have you done?"

Penny sank lower in the water, losing the fight against the foam. Little white bubbles clung to the bottom of her breasts. "I, uh, you know kissed a few boys," she said slowly and unconvincingly.

"Anything else?" the curious teenager inquired. "Have you ever done anything like this? Like have you been naked in front of a boy before?"

"No! Never! I've just, you know..." Her shoulders dipped into the water. Her voice sounded weaker. "I gave a boy head once, well twice—but he was my boyfriend."

The girls scooted in closer. Their thighs bumped together. They stared expectantly at the girl sandwiched between them. Penny though averted her eyes. She stared into the fluffy layer of bubbles around her.

"What was it like?" Keisha asked.

"It's hard to describe because it's not really like anything, I guess. I just kind of put it in my mouth and, you know, did it."

"But like where were you? And what time was it? And—"

Jennifer spoke over her in her excited, little voice. "And what did he look like? And did it taste weird? Did it fit in your mouth? Were you nervous?"

Penny forced a laugh. "Yeah, I was nervous," she admitted. "I know that doesn't make sense, because, you know... But still, I was. I wanted to do it right." Penny groaned before she said the next part. "God it's probably going to sound so dumb, but we were at school, under the bleachers. There was a football game one night—at least I think it was football, I dunno, I only came to be with him. We'd made out a few times and I was kind of hoping we could do more."

Jennifer set her head down on Penny's shoulder and looked up at her through her ridiculous lenses. "Do more?" she asked. "You mean... Suck him?"

Penny grinned sheepishly and nodded. "Yeah, something like that. And when the players took their really long break in the middle of the game, that's when we got up and went for a walk. He held my hand and we just kinda walked around for a while. That's when we ended up behind the stands. There was a little opening in the fence that we crawled through.

"As soon as we got inside, we started to kiss. I remember he touched me, his hands were everywhere—well almost everywhere. I didn't let him touch me between my legs though, and he tried. I didn't mind when he grabbed my boobs though, or when he touched my butt. I really think he liked the skirt I was wearing. I even let him put his hand inside. I had panties on that night so when I got hard I wasn't worried. My, you know, just kind of went straight up my tummy."

The girls exhaled quietly through their noses.

"But he just kept squeezing me, rubbing my ass. And I just kept getting harder. I seriously thought he was going to make me cum right there, so I kind of panicked. I felt weird—dizzy, almost like I could barely stand up anymore. That's when I put my finger on his lips and went down to the ground." Penny forced another laugh. "It's funny, I seriously did it because I thought it was safer if I fell from my knees than standing on my feet."

Jennifer smiled a big bright smile. "But didn't you want him to do it to you too? Do you think you'd like it? You know, if someone gave you a blowjob?"

"Of course, I mean I think I'd like it. But I just wasn't comfortable yet, and I wasn't sure even if he wanted to. Life isn't exactly straightforward for someone like me. You have to be careful."

"So you'd only let someone you really trust do it?" Jennifer asked bluntly.

Penny narrowed her eyes. "Something like that, yeah..."

Keisha set her hand on Penny's knee. The pretty blonde flinched but didn't say anything. Keisha's face was beaming with anticipation.

"And then what happened?" she asked.

"I just sort of sat back and waited while he took down his jeans. I think he was more nervous than I was though, it took him a long time to get them off. But then there it was, right in front of my face. It was hard and pointing right at me."

"Is yours bigger?" Jennifer asked. "I bet it is!"

Keisha's fingers walked up Penny's thigh. The pretty European princess bit her lip. "Yeah, but just by a little—I think. I wasn't thinking like that though. In fact, I wasn't thinking at all. I just like, I dunno, leaned forward and opened my mouth. The next thing I knew it was over."

"What do you mean 'over'?" Jennifer asked.

Penny blushed. "He... He just started doing it in my mouth."

Jennifer practically shouted, "He came in your mouth!"

"Shh!" the other two hissed.

Before anything else could be said, the motor clicked and went silent. All of that foamy concealment evaporated in an instant. And there, bobbing just below the surface was the pink tip of Penny's penis. Her shaft was pointing straight up.

She immediately covered it with both hands. Penny squirmed in her seat and sat up, but her hands couldn't contain the full length of her penis and it just slipped free like it was trying to join them above the water.

Everyone seemed to talk all at once.

"Penny!" Jennifer squeaked.

"Why is it so hard?" Keisha asked.

"And it's huge!" Jennifer pointed out, speaking over her friend.

Penny panicked. "It's not normally like this! Not around girls! I swear! Oh my God, this is so embarrassing. Please, don't look."

But the girls did look. They couldn't turn away, not now, not after they'd seen it. Keisha didn't even realize her hand was planted on Penny's upper thigh, and her fingertips were digging into her flesh. She squeezed the soft tissue and forced a yelp from Penny's lips.

"Oh, sorry," Keisha said.

Nobody heard her though. It was Jennifer's question that got everyone's attention.

"Is it like that because of us?" she asked.

A tense moment of silence followed. The penis escaped Penny's clutches again, so she stacked both fists on top of it and covered it. But it still wasn't enough to hide the tip. She grimaced as she held herself, as she smothered it in her palms. Penny's bottom came off the plastic seat. Her penis emerged from the water.

Keisha brushed her hand along Penny's stomach. Then, she went lower, all the way down to the base. "You're so smooth," she whispered. "Do you think it would be OK if I... I...”

“What?” Penny asked.

“If I touched it?"

"I like boys! I swear! I like... I like dicks. I liked it so much when that boy came in my mouth during the game. I swallowed it too. I swallowed it all right there under the bleachers!"

Keisha's fingers butted into it. "I like boys too! I just want to see what it's like, I've never done it before. But more than anything I want to try it with you. And you'll feel good too, I promise! Please? Can I?" she pleaded.

"Keesh—er, Aaliyah!" Jennifer shouted.

"I just... I just want to touch it so bad! Please! I'll do anything! And I won't tell anyone, I promise!"

It glistened in the low light as water droplets careened down the round, pink tip. Penny pumped both fists. She shuddered. Then, her bottom came crashing down into the seat. One at a time she let her hands slip away until her erection was free and pointing straight up and standing on its own. It seemed like it was glowing as light bounced off her pale skin and was distorted in the water.

Keisha's small, dark hand wasn't distorted though. Her fingers moved in and coiled around it. She opened her mouth and flashed her teeth. Her hand began to ascend.

Penny's tanned thighs came apart. She tilted her head back and pursed her lips. Warm, sweet air shot out of her mouth as she sighed. It was a long, deliberate exhale like she was actively willing herself to breathe. Her breasts shuddered under her top.

"Just... Just go slow," she whispered.

It took her a while to traverse its length, but when she got to the top, Keisha made a fist. She twisted it around the tip only to find it made Penny even more uneasy. The blonde girl's feet came off the floor of the tub and she closed her eyes.

"Slow!" she said again. "Please!"

"Does it feel good?" Keisha asked.

More air came from Penny's lips. It sounded like she was whistling as she pushed it out. She nodded.

Keisha came in closer. Her cheek brushed up against Penny's face. She whispered, "I love the way it feels. I... I seriously want to do this forever, I never want to stop."

Penny opened her eyes. She did it just in time to see Keisha's lips bump into hers. Her mouth opened and the two came together.

"Keisha!" Jennifer hissed. But Penny didn't hear her, no one did. So the freckled teenager drew her face in closer. "Guys?" she said softly. "Hello?"

She could see their tongues rubbing against each other. The sounds of their wet kiss beckoned her forward, closer to their hot, moist lips. Penny abruptly turned her head toward her.

The blonde girl's lower lip quivered, her glassy eyes questioning, challenging Jennifer to bring her small nose in closer.

"I... I..." Jennifer started to say. Then, she went quiet. Jennifer's cheeks turned red. Her whole body began to blush. It was her first kiss and Penny could taste it.

A second later, the black girl's lips joined them. She closed her eyes as she tasted her friend for the first. Her tongue explored the girl's small mouth, then switched to Penny and dipped past her thicker, fuller lips. The foreign girl's tongue was bolder, more adventurous than Jennifer's. She slid it right back into Keisha's throat, jamming it down as far as it would go.

Keisha girl could feel the hot, moist breath enveloping her lungs. And when Penny moaned, Keisha swore she could taste that boy's cock and all the cum that had been swimming around in Penny's mouth. Then, her fist bumped into something.

She tried again, but the stubborn, unmoving obstacle wouldn't budge. It wouldn't yield and get out of the way of her desperate hand. She opened her eyes and turned her head slowly to the problem.

"Jennifer!" she whispered.

But that didn't get her attention. She called a second time, then a third, before Jennifer finally broke free from Penny's face. Her glasses were crooked, and frazzled brown hair shot out from her ponytail in all directions. Her small chest was panting hard.

But when she turned to look, Jennifer's jaw dropped. Her hand occupied the top half of Penny's erection and was sliding up and down on its own. She gasped.

"Jennifer! What are you doing?" Keisha asked.

"I... I'm—I don't know, I can't help it!"

There was a hint of irritation in Keisha's voice. "Jennifer!"

"I'm sorry! But there's enough room for both of us, look! She's so big we can both do it!"

Penny gripped the girls' fleshy bottoms. "Guys!" she huffed.

They both turned their disheveled faces toward her, with their wild, unblinking eyes and their hair that had fallen into disarray. Penny, though, looked even worse.

A painful grimace enveloped her. She twisted her spine and her whole frame tensed. Her fingers clawed into the bare skin of Keisha's butt and through Jennifer's shirt like it didn't even exist.

"Are you OK?" Jennifer asked.

Penny pressed her lips together.

"Does it hurt?"

"Mmm-mmm," she said, shaking her head.

The girls waited patiently while Penny relaxed. They watched with fascination as she calmly sorted herself out and sat up straight against the tile wall. She blew blonde hair from her forehead. Penny took a breath.

"Sorry... It's just, you know, you almost made me..."

"Really?" Jennifer asked.

Penny nodded.

"Why didn't you do it then? Didn't you want to?"

"Yeah of course I did, but it's just embarrassing you know, to do it that fast. Besides, I don't want to make a mess in your parent's pool."

Penny's breathing slowed. Her hands loosened their grip and began rubbing at the red skin of the girls' behinds. She massaged them gently now, delicately brushing from cheek to cheek, allowing her fingers to dip down in the crease between them. She paid special attention to Jennifer and how her shirt had wedged itself so deep it may never come out. Penny plucked at it anyway.

She looked up at the ceiling and cocked her head. "That's weird, my dad has that same light in his study."

The girls suddenly sprang up. There was yelling, then a door slammed shut. Footsteps could be heard marching up the hard, wooden stairs. They froze.