This is a four-part story is about a woman who models herself on another. I hope readers will enjoy this trans-lesbian tale.

All of the characters are over eighteen years of age.

This is a work may have an additional chapter.

Thank you for your comments.

This is a work of Fiction. Please remember this is a copyrighted work and all legal disclaimers apply.

Meeting Karen - Part III

Preamble : Carrie and Karen meet and ride together.

A week later the two agreed to go dancing, when Karen assured Carrie that Charles would be out of town, once again.

"And besides, he's no longer welcome at home. We had quite an argument and he's been staying in a friends unused condo."

For this dance night Carrie had decided to go all-out and she went shopping for a new outfit and heels. When Karen's Audi arrived, she saw Carrie closing the front door, and noticed the leggy and very blonde Carrie.

"I like you as a blonde Carrie," as Karen had gotten out and walked to the passenger side, simply to open the door, but she kissed her lover as her hand roamed up beneath Carrie's short club dress.

"My sister Faith is a blonde, but she is also graying," Karen said as she bent to kiss Carrie, and lightly touched her upper thigh.

"Careful, don't mess my face Karen!" Carrie cried, as she moved away and sat and swung her legs into the large grey Audi.

Karen smiled, "And you have refined that move honey; nice leg makeup too!" Karen had noticed that Carrie's legs were bare, when she felt her leg and noticed.

"The dress is too short?" Carrie asked.

Karen again bent down into the car and kissed Carrie, and her hand slipped up to caress Carrie's mons pubis again.

"Everytime it amazes me, that you are so flat here Carrie!"

Parking the car near the club was difficult, and as the two walked back the few blocks, Carrie remembered her date with Rob seven weeks earlier. His apartment was nearby.

"So, you haven't asked about my male lover again. Are you happy being with just me Karen?" she looked at Karen as they strolled.

Karen looked at Carrie and only smiled.

"I wanted to know how you're doing, with just me Karen?" Carrie said this as she took Karen's right hand.

Karen gently squeezed the fingers of Carrie right hand, "I love being with you, and he, Charles hasn't fucked me in nearly a month, so you are my only lover."

Carrie asked, "He's much bigger than me Karen?" Carrie asked, and Karen stopped walking.

"What's does that matter Carrie?" but Karen recalled her statement from several weeks ago.

She stood still holding Carrie's hand, but she looked towards Carrie's flat groin. Karen could not believe how changed this new blonde woman was, as there was no hint of male Gary. Karen saw that Carrie was looking down at her heels.

"It is just that I sometime, not every day, but occasionally, I think about being with that man, Rob," Karen and her were stopped, and she was listening carefully.

"He lives a block over, and I recalled being with him, as we were walking nearby, that's all."

Karen reached to hold Carrie.

"You've only been screwed the once, I mean, not counting the toys and my loving?" Karen asked.

Carrie, still looking down, saying softly, "Maybe we could find him, or someone else Karen, and he could do my bottom?"

Karen was surprised and reacted by becoming rigid.

"Carrie, I love being with you, and I can see our relationship developing, but I'm, I don't think I could be; I'm not into threesomes!"

Carrie now moved and pulled Karen into her arms.

"Then you could just watch, maybe?" she whispered, and she licked behind Karen's ear.

Karen moved off and folded her arms.

"Tonight? You want this tonight?" she said, as she now looked at Carrie, and her lovely face. The blonde wig was a great look for Carrie, and her long legs! Carrie was quite captivating.

"You look," but Karen didn't say what she was thinking. Carrie looked beyond good, and she was asking, gently, to be loved.

Karen smiled, "And you think this Rob may be here tonight Carrie?"

Carrie nodded her head yes.

"Tonight? Well, it's not what I want Carrie," and Karen turned slightly, as she considered walking back to the car, but she paused.

"Dancing would be fine," Karen said as she turned around on her heels.

"But I am not in-line to be with someone other than you honey!"

She looked intently at Carrie, but she realized that Carrie must need this, a man with a warm cock.

Karen pulled Carrie into her arms saying, "I get to refuse, I mean, I have to approve of your selection Carrie," Carrie was happy and she kissed Karen.

"I think you will like Rob," Carrie almost skipped but she grabbed Karen's left hand. She was not sure they would find him, but she could hope.

Karen saw the joy in Carrie's eyes, "And he had better be handsome."

Carrie smiled, "Okay, but if you want to leave, I mean, not pursue a male, and I do, I'll find my way home. Is that what we should do Karen?"

Karen now was more concerned for Carrie's well being.

"No way girl! If you do find a suitable person, I need to be there, simply to assure that he doesn't hurt you. And you had better have some condoms honey, as I don't, and I want to be certain his dick is covered!"

The club was quite packed, but Carrie got them passed the bouncer by mentioning her favorite barkeep. It might have helped that her dress was so short to.

As they found Jon, Carrie asked if he had seen Rob lately.

"Just a moment ago Carrie, and he asked about you as well. He hasn't been here in over two weeks," Jon said.

Carrie introduced Karen to Jon.

"This is my very good friend Karen," and Carrie saw Jon smiling.

""I remember, from the last time," but he stopped speaking as he reviewed Carrie's outfit.

He stumbled when he spoke, "The blonde is quite different, and it really makes you look younger Carrie,"

Karen couldn't hear, so she moved closer.

Jon saw how the two women were holding each other.

"You two are lovers Carrie?" he asked, which caused Carrie to blush.

"Karen is married Jon!" Carrie said this into his closer ear, as Karen watched and read her lips.

Just then Jon saw the drinks had arrived.

"Did you pay for these Carrie?"

The waitress, pointing to her left, indicated the person who had covered the bill. It was Rob, but he was talking with two friends and did not acknowledge Carrie's wave.

"I'll have to thank him, later," as she watched Karen reviewing Rob.

Karen took hold of Carrie's elbow.

"Okay, he will do," she whispered, and she immediately walked towards Rob.

A moment later, Carrie watched as Karen interrupted Rob, and she saw him look over, and wave, as Karen also glanced back at her. She wondered how Karen could do something so impulsive.

Jon didn't seem to notice this as he had asked Carrie to dance.

Carrie enjoyed several songs dancing with Jon, and she also noted that Karen and Rob were still talking and watching her. She felt wonderfully sexy tonight, and she was happy that Jon had distracted her.

"I need to stop, Jon, my feet," he looked down at Carrie's feet. The strapped sandals were quite sexy.

"I know," Carrie moaned, "But I wanted to look good tonight."

"I can see that," Jon helped her to a small bar table with three stools.

"But I wonder where your girlfriend went off too?"

Several minutes of rest helped Carrie, and then Rob walked up and kissed Carrie's right cheek. He smiled as his hand touched Carrie's naked upper thigh.

"We have a date, and I like that Karen has decided to be with you Carrie. She is a beauty,"

Carrie listened as Rob described what Karen and he had decided.

"She has booked us a room at the Hyatt, so we can leave when you're ready," Rob said.

"Before we drink too much," she said into his ear, knowing that the hotel was about a block away.

Carrie was perplexed, "Where is she then Rob?"

Just then Carrie saw her lover at the bar, and she was talking with another beautiful woman.

"Excuse me Rob," and Carrie walked off, carefully negotiating the crowd, in her very tall heels.

As she neared Karen, she heard the conversation.

"She has been fun, and she has opened my mind Celeste'," Karen said.

"There she is," Karen said, bending to speak into Celeste's ear.

"Carrie, come here honey and meet Celeste'. She has been keeping me company," Karen smiled, and extended her hand as Carrie came closer.

Carrie moved a little slower as she approached Karen and the other woman, as she was reviewing the woman, and she saw the choker, around Celeste's long brown neck. She was a good-looking black woman, and though she could easily pass, Carrie knew, Celeste was a trans woman. Carrie smiled as she slid up to Karen's side, wrapping her arms around Karen's slim waist, and she kissed Karen's cheek.

"It is good to meet you Celeste', but please excuse us, she has a date to keep, correct Karen?"

Celeste now said to Carrie, "Your lover has told me a little about you, but you are way more than a normal tranny Carrie. I love how easily you move, and wow, to those beautiful long gams!"

Carrie just smiled and listened as Karen spoke of their bike rides.

"Carrie has me out every Saturday now, but we tend to ride alone."

Though she wasn't threatened by Celeste', Carrie now had a plan, and she was thinking of Rob, not this new friend. Karen and Celeste' seemed to be enjoying their wine and Carrie tried to relax, as Karen caressed her naked arm. She was content, but after ten minutes she wanted to leave.

"Karen," Carrie sighed, "We have somewhere to be, remember?" Carrie said as she stood.

Carrie now kissed Karen, and she looked back toward Rob, and she now considered what they were going to do. She was having second thoughts.

Looking again at Karen standing close to Celeste' Carrie moved close and whispered in Karen's right ear, "I don't want us to go to the Hyatt, I mean," and she paused.

Karen didn't flinch, as Carrie continued. "I can't do that with Rob, as I love you, and I now know that you would have done this for me Karen."

Karen turned and they embraced as Celeste' watched.

"I wish I was the one," Celeste said, but she was moving away.

"You're quite lucky Carrie," Celeste said as she stopped.

"Go home and love each other," Celeste' said, as she watched Carrie and Karen kiss.

Karen had another plan now, "We have paid for the room, and we could simply enjoy the view, as it's on the tenth floor."

That special night began with Carrie on her knees, as she lifted the edge of Karen's tight dress. The deep red material hugged her upper thighs, so Karen helped Carrie move the tight fabric to rest around her hips. Carrie moistened her fingers and reached to play with Karen's nipples through her deep cleft in the dress's bodice while Karen released the side zip. She looked down as Carrie pushed the pink satin panties to the side, and then she released the fabric and she slowly licked Karen's vulva through the thin fabric of her panty.

"You're such an eager little beaver Carrie. My satin thong is soaked!"

"Hmm," was all Karen heard in reply, as she reached to her handbag, and removed the special gift.

Carrie was annoyed, and she pushed the thin panty down Karen's legs as her face pressed into Karen's sweet pussy. She felt Karen's fingers were in her hair, and she looked up to her face while holding her tongue lightly on the now swollen clit.

"You like my pussy just a little?" Karen said in a whisper. "You've sure got me humming," Karen moaned.

Carrie reached up to grasp Karen's right breast with her left hand as the fingers of her right slipped about her waist, and her long finger ran down Karen's butt cleft.

"You want some of that too Carrie? You want to lick my ass, push that tongue into me? Into my dark back door?"

Karen now moaned, "Push, yes, push in, yes, inside my bottom Carrie. I want your fingers inside my hot bottom," Karen said as she turned to watch Carrie licking her back cleft.

Karen's left hand was now on Carrie's head.

"Your tongue, ahh, and your fingers, ahh, ooooh dear Carrie, you are in possession of my body!!"

Karen had slipped back slightly in her tall heels and rotated. "That, there, yes Carrie," as Carrie's fingers slowly entered her.

A moment later both of Carrie's hands moved as she spread Karen's bottom cheeks, allowing her tongue to kiss the delicate opening. The sound of Karen's moans bounced off the large sheet of glass, as her excitement grew, yet she lower her whimpers, and was now purring, as she twisted back and forth, Carrie's tongue slipped across the tight, crinkled opening, then Carrie moved forward and deeply her tongue entered Karen's pussy as Carrie's right finger resumed playing with her rosebud. Carrie heard her panting breathe as she worked Karen's tight hole.

"God Carrie, you're making my pussy and ass all yours, and," she stopped speaking, as Carries tongue and fingers played at her ass.

"Oh god, Carrie, you're in control of my pleasure," as she felt the other hand on her breast once more.

But Carrie removed her fingers slowly, as she began to move her tongue in a circular motion, drawing perfect circles around Karen's up-turned bottom, while Carrie's fingers gently play on her clitoris.

"Fuck, fuc," and Carrie shifted them to the edge of the bed, as Karen was near her climax, but now there was no sound, though Karen's mouth was open, as she swung about, and her hips bucked, but Carrie held her firmly.

Carrie's fingers again entered her slowly, as Karen's body adjust to the newness of what Carrie was doing back there.

"Yes, rub me there too, my clit, and" but she couldn't speak as her muscles tensed as Carrie's long fingertip slipped inside Karen's ass.

She had never felt so controlled, as Carrie's tongue and hands loved her bottom.

"Make me yours Carrie and share my ass," as her hole stretched and sucked her fingers as Carrie pried deeper.

"Carrie, oh god, yes!" Karen softly screamed as her head was buried in the loose duvet, as Carrie trailed a moist kiss along her butt cleft.

Carrie's face was covered in her lover's release, but her long finger now entered Karen's warm ass.

"Oh, fuck me, there Carrie! Fuck, ooh, god, I love you!" and Karen seemed to tense now as Carrie moved her finger slowly out the tight opening.

Karen's breathing, was now more of a pant, and Carrie relaxed, and slipped to sit beside Karen, as her hands caressed Karen's back.

She closed her eyes, but she felt Karen move, and then she heard the sound of the sink running. Karen had brought a warm moist cloth, and she stood beside Carrie, first kissing her face, and then cleaned and gently washed her chin and cheeks.

"That was some start Carrie," she didn't see Carrie's right hand move up to her dress hem, as she pushed her hand back atop her pussy.

"No, you are in need of my attention Carrie," Karen said as she helped Carrie toward the sofa in her tall beige heels. Once near the sofa, Karen lightly pushed Carrie onto the elegant ivory leather seat and bent to push her dress up. Her fingers touched the sexy shimering satin panty lightly.

"When you wear hose' your suspender is sexy, and," Karen said as she pulled the silky small thong lower, and Carrie shifted her heeled legs and Karen removed Carrie's thong panties, "but I also like your legs naked Carrie."

"I am getting used to loving your beautiful pussy," Carrie said, as her fingers reached to again caress Karen.

But Karen was assertive, and she shifted Carrie onto her right hip, and she moved lower to lick along Carrie's perineum lightly. Then Karen's tongue moved, and she touched the rose rim of Carrie's opening.

"Oh Karen," but again strongly the hands shifted Carrie to her knees, and her head rested on the small red pillow.

"Kiss me Karen," as she felt the wet fingers at her wide bottom cheeks.

Karen said, "I want your ass," and she pushed her moist, juice coated digits into Carrie's mouth.

"Mumm," was all she could say, as the passion was intoxicating.

As Karen's middle finger ran down along the Carrie's cleft it slipped across her opening, causing a soft moan.

"Oh dear god," but Karen had moved her tongue to Carrie's bottom now and it ran down from the ridge of her spine slowly until she stopped and lightly her tongue and lips played across Carrie's tender rose, then her tongue pushed slightly into Carrie's bottom.

"Oh, ooh Karen! Please, more," but Karen was in control and Carrie's tight opening was kissed, probed and licked as she moaned.

"Don't stop!"

"Are you sure?" Karen said as she pulled away from the Carrie's cleft. She moistened her digit and dripped her saliva onto the Carrie's hole.

"My finger can wait dear. We could wait Carrie. Is my tongue my lover's favorite? Or do you want a cock inside your butt?"

Karen smiled lewdly as she said this, and she moved to lick Carrie's rim, as the tip of her long finger grazed Carrie's tight hole again and again.

"We can wait if you're anxious."

"Push into my bottom Karen," and her long finger did, and she moved her tongue close to lick the rim. Karen's tongue moved along the length of Carrie's perineum and she wet Carrie's bottom with her saliva.

"Another one please. Can you feel my warmth?" Carrie said as she wiggled her bottom across Karen's face.

"I love that you're playing inside of me Karen!" but she had stopped and now she blew lightly on Carrie's opening, then she again pushed her moist finger inside.

"I want to be on your cock," Carrie said softly but a little urgently too.

Karen moved her mouth back to Carrie's opening.

"What shall we call this Carrie?" Karen asked as her finger remained inside Carrie.

"Maybe it's just your love hole?" Karen asked as her lips sealed atop the pulsing flesh.

"We'll get the strap-on later, but now I want you to cum on my tongue dear."

Carrie smiles, "Then keep your face and tongue down there Karen, and we'll see," and she saw Karen's cute nose was rubbing the upper edge of her wet slit in the darkened glass.

"Your essence is on my tongue," Karen moaned as her fingers of each hand reached around and caressed Carrie's sex.

"And your ass is tight about my tongue," as she kissed Carrie's ass deeply, pushing her tongue into the tight hot opening.

"Take your time please, oh right there is so nice Karen," as Carrie's penis and ass were being caressed.

Carrie's moans were now loud as her peak began, and she felt Karen's fingers dropped between her naked legs and she squeezed her small, but stiff penis. Karen pulled Carrie's sex back and her soft tongue glided across the stiffened cock. She kissed the head softly while her two fingers stayed deep inside Carrie's bottom, and the long middle one rubbed the upper wall inside of Carrie's bottom.

"Oh god Karen, yes, there, yes" she moaned while Karen's mouth focused on the bent rod, while still probing Carrie's butthole.

"I have never experienced any, ohh god Karen!!"

"Be patient," Karen said, as she mouth licked and kissed Carrie's sex, and then she covered the small cock with her lips, as she suckled Carrie, and the exploding penis filled her mouth.

"Enjoy the orgasm we're making together," Karen whispered, as her fingers stayed inside caressing Carrie.

"I'm coming, Karen!" she cried and Karen felt the semen glided down her throat, as Carrie panted and Karen continued to receive the large load, as Carrie's body pulsed around the fingers still in her bottom.

"Oh God Karen, oh, oh, God!"

Karen moved closer while holding Carrie's ass open with her lips now covering the opening. Then she shifted and moved along side Carrie, and she held her lover, as Carrie slowly calmed.

"That's how we can get you off," Karen said, as Carrie rolled onto her hip, and Karen moved to kiss her face. The fingers were no longer churning within her body, but Carrie's body still felt the effect of her lover's attention.