I WAS ALL the way across the room from my closet. I took a step in that direction to grab something else to put on. But then Grace impatiently turned the doorknob and started to enter without being invited. Panicked, I dove back into bed and pulled the blanket over me just in time. My pounding heart stopped completely when she came into view. These girls were going to give me a heart attack at 13!

Grace was wearing her angel costume from last night. Well, actually she was barely wearing anything at all. But what she was wearing had come from that costume. Katherine had decided to let her wear the white stockings which came up past her knees, but no shoes. She had also given her the halo and gone through the trouble of gluing her angel wings back onto her back. Other than that, Grace was completely naked.

Speaking of naked, my own body was intensely warning me that I, too, was completely naked under my covers. My every sense was tingling and I hugged my blanket up to my neck. Poor little Grace had no such luxury; no way to prevent her entire young body from being exposed to my gaze.

She tiptoed forward with her eyes downcast, obviously embarrassed at her lack of clothing. But she had nothing to be embarrassed about. Her beautiful breasts stood out on her chest capped by the cutest little pink nipples. She had a narrow waist which curved out into perfect little hips. And her plump little pussy lips puckered at me every bit as much as the ones on her face.

A testament to her name, she gracefully walked forward, almost floating across the floor. Maybe those wings did provide a little lift after all. She wore no make-up that I could see but did have a beautiful natural blush on her cheeks.

Her original punishment for losing the game last night involved being forced to appear in front of me in whatever clothes Katherine picked out and retrieve the dishes from breakfast. But since Grace didn’t move to grab the tray, I deduced that Lucy must have altered the challenge. She must be required to stay up here with me a little while like Katherine had done until the bell went off.

Now stripped bare, the gorgeous little angel seemed even more unsure of herself than that little devil, Katherine. She shyly hugged her arms around her middle. It must have been another of Lucy’s rules; no covering up. Then she shivered and her breasts unintentionally jiggled back and forth for a second. That embarrassed her more and she looked like she desperately wanted to cover them up.

I should have been a gentleman and invited her under the covers like I had done with Katherine. But I no longer had my boxers on and was too shy about my own potential exposure to offer. I stared at her naked body for a few silent seconds and was rewarded when she shivered again and her breasts did their jiggling dance once more. Then, to probably prevent another embarrassing jiggly performance like that, she climbed onto the foot of my bed and knelt there on her knees. That was at least a little warmer for her naked body than standing on the cold wood floor.

She was too shy to say anything at first and just sat there letting me take in every detail of her beautiful, naked body. It was truly an angelic sight. The light streamed through the window all around her, highlighting her gossamer wings and newly growing body. She kept her eyes downcast and refused to look at me. I sensed the encounter wasn’t going as well as she had hoped and that she was really struggling with her nudity. To try and help her get past that, I decided to give her a compliment.

“I like your wings.”

She looked up at me wild-eyed in fright, like an apparition had appeared out of nowhere and uttered unspeakable horrors to her. But then, after a few tense seconds, the moment of terror seemed to pass, and she started to relax. With the ice broken, she finally managed to speak.

“Thank you. Um, they actually flap.” she said with a soft voice.

At first, I thought she was playing a joke on me. I knew they weren’t real. How could fake wings flap? Then I realized her meaning. They had been designed so that the wearer could make them flap. This I had to see.

“Really?” I asked in what I hoped was an encouraging voice, “can you show me?”

She bit her lip as if making up her mind about something. Then she sat up straighter and shifted to sit at an angle so I could see them better. She took a deep breath then rolled her shoulders back and forth, arching her back and raising her arms at the same time. It really worked! The wings started moving – flapping back and forth behind her like they were really alive! She beamed at me, proud that she had done it correctly on her first try. Her nose wrinkled up adorably with her big smile. It was an impressive feat, but I was soon distracted by a side effect of the motion.

Since the wings were glued to the small of her back, it took every muscle group of her upper body to move them. All that motion made the front of her move just as much. Her wings were quickly forgotten as I was hypnotized watching her naked boobies move up and down and all around at the same time. She had to keep moving her breasts in time to keep the wings flapping. After about 30 seconds of flapping, which felt like forever, she stopped and returned to her relaxed pose. I guess her performance was making her more comfortable, because now she was feeling chatty.

“So, did you enjoy your…breakfast?” she asked inching a little closer to me on the bed. I was terrified of her discovering my own nudity, so I continued to hug my blanket close. In my twisted reasoning, it was one thing for her to be naked, but God forbid she see me in that state!

I was so dense, I thought her question was actually about the food. What an idiot I was! I told her I hadn’t had a chance to try it yet; leaving out the part where the devil herself cuddled me the whole time and kept me from my meal by humping my leg. But somehow Grace seemed to suspect Katherine had played a part in it. Her next statement wasn’t a question, but almost carried with it an accusation of betrayal.

“Katherine told me that you told her she could be your girlfriend.”

I blushed. Talk about a kiss and teller! Katherine hadn’t been gone 5 minutes before she blabbed to her friends about us. I couldn’t help but wonder what else she had told Grace about the encounter. I didn’t answer her. But then again, she hadn’t asked me anything.

She sat there studying me with a troubled expression that I couldn’t interpret at first. But then I saw where her eyes were trained. She was looking jealously at the lipstick marks Katherine had left behind on my neck and chest and asking herself why devils always got to have all the fun. That’s when I realized the flaw in my thinking. I had assumed the contest between her and Katherine had ended last night after the Seed of Spring was found. Boy, how wrong I was! These girls were still competing, only now I was the playing field! Katherine had scored the first points, but Grace wasn’t about to concede that easily.

I literally saw her whole demeanor change as something clicked in her mind. Then she rose up on her hands and knees and started crawling up the bed towards me.

“You know,” she said with a sultry voice, “I would be a better girlfriend than Katherine.”

I gulped. Where had that innocent little angel gone? Grace kept crawling seductively until she was positioned directly above my prone body on her hands and knees, her head above me and her breasts hanging down from her chest like oranges. Then she leaned back on her haunches and sat with her legs straddling me. She probably didn’t intend it, but she had come down to sit directly over my throbbing prick. Only the blanket still separated our genitals. As cold as it was in that room, somehow that part of her was quite warm. I could feel her heat through the blanket.

She whipped her hair over to one side as if no longer content to be seen as an innocent little angel. Then she said, “And I’m definitely a better kisser than her.” and to prove her point, she licked and puckered those plump little lips, and leaned over. The kiss happened so quick; it was over before I realized it. It had been nothing more than a simple peck. It had come as such a shock that I hadn’t even managed to pucker my own lips in response. My first real kiss with a girl had not gone that great. Luckily, Grace wasn’t about to let it be my last.

She rose back up to a vertical position, maybe to judge my reaction. I was probably supposed to be gazing lovingly into her eyes or something. But I couldn’t help it! I was staring at her naked chest again. When she noticed where I was staring, she made another monumental decision. She reached down and took my hands in hers. Then she slowly pulled them up to her chest.

She held my hands in place over her little breasts and leaned in for our second kiss. I was in such shock, I almost forgot to pucker again, and she almost kissed my gaping mouth. But I barely managed to form my lips in a shape to match hers and closed my eyes. She lingered longer this time, keeping her mouth pressed to mine for a few seconds. My hands, holding her naked breasts, felt the thumping of her heart. It was beating just as fast as my own, if not faster. I was really starting to like kissing girls! She leaned back up, coming to rest once again on my flattened member, taking a sense of pride in the expression of pure exhilaration she had managed to plaster on my face.

By the third kiss, she no longer needed to hold my hands in place. They knew exactly what to do with their new toy. Her breasts weren’t huge, or anything, but they were the perfect size for a 13-year-old boy’s hands. Other than her nipples poking into my palms, everything was incredibly pliable and molded against my fingers like putty.

After our third kiss, she sat up and let me fondle her for a minute. I marveled at how compliant her breasts could be. They followed wherever I wanted to move them on her chest but snapped right back to position with a sexy little jiggle when I let go. She particularly seemed to enjoy when my fingers brushed over her excited little nipples. I felt like I had died and gone to heaven, but I could also feel our time slipping away. When that bell rang, the spell would be broken, and my little angelic plaything would leave me; maybe forever. An idea struck me that I wanted to try before we ran out of time.

“Grace, um, can you flap your wings again for me?”

She did so happily, and the effect was spectacular. Just like last time, she proceeded to gyrate her upper body all over. Only this time, instead of watching her boobies dance from afar, my hands were firmly latched on to them. I got to feel every bulge and flex of her chest as my little naked angel put all her efforts into flapping her wings. I repositioned my hands so that my fingers were loosely gripping her nipples. Now every motion caused them to stretch gently in my grasp. Every tug was followed by a cute little gasp.

I looked down to see she had started to engage her lower half in the effort. She gyrated her little hips, thrusting her pelvis back and forth in an urgent but rudderless manner. Then she, accidentally I think, did something that surprised us both. Her pelvis had moved further forward than usual on one thrust, giving me a really good look at her spread pussy lips peeking out at me from beneath her. But when she rotated back, she pressed her hips down on me and her pussy grinded down the length of my cock through the blanket.

When it happened, she stopped flapping for just a second and her eyes went wide. We stared at each other in a moment of shock. It was a similar motion to what Katherine had done. Only Katherine had been grinding on my leg. Grace was positioned directly over me. If not for that layer of blanket between us, our naked genitals would have been in direct contact with each other.

Then she resumed her flight with even more urgency. She ground against me a few more times, panting along with each one. Then overcome with passion, she leaned over to attack my face, eager for another kiss. Our lips latched more firmly this time. We both seemed to be getting better at kissing. Or maybe, in our shared intimacy, we were feeling more at ease with the act. She came up for breath but did not rise up like the other times. She just stayed down, her baby blue eyes gazing happily at me from only a few inches away. But her gyrations never stopped. She was determined to keep those little wings flapping for me, no matter what. After a few quick breaths, she was about to move back in for another kiss when the sound of an accursed bell came tinkling from downstairs.

She stopped moving, and slowly went back up to a sitting position. Her cheeks were red, and she was breathing heavy. At least she didn’t look cold anymore. I reluctantly let go of her breasts which were heaving from the exertion, and she rose off me. As she lifted away, I saw that her pussy was completely coated in moisture. Lucy’s pussy glistened like that when she got sexually excited. I was kind of proud of the fact that I had done that to Grace.

She took another deep breath then pushed her hair off her shoulder and back into position. My naughty angel was fading, turning back into the innocent little cherub. She did have one last question, though.

“So, do you still want to be Katherine’s girlfriend…or mine?” she asked.

If they had both been standing there, I’m not sure what I would have said. But in the moment, I knew the right answer. “Yours, definitely!”

Grace smiled contentedly. In the ongoing war of good vs evil, her side had won this battle. She blew me one last kiss and picked up the breakfast tray. Then she was gone. For the second time that morning, I reached down to check on my little friend. It only took a couple strokes before I exploded again. I cleaned myself up for the second time and rolled over, finally spent and able to relax. Within minutes, I was once again fast asleep.