A/N: I had intended it to be obvious from the start that Thirteen was accessorizing, but I didn't realize when I split this into two chapter that the first part never clarified. Sorry about the confusion, she's all woman!

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Cuddy was speechless, letting Thirteen's words marinate. Slowly, she nodded her head. Finally overcoming her shock, she kissed Thirteen once more pulling her across the desk. "Fuck me here," she asked heatedly, "I don't want to wait."

Thirteen kissed her hard and fast, sliding off the desk gracefully. When she was standing next to Cuddy, she broke the embrace only to spin the older doctor around and pin her against the desk. Leaning her over the wooden surface, Thirteen dropped her mouth to Cuddy's shoulder attacking her flesh.

Cuddy gasped at the rough gestures. She was incredibly aroused and truth be told, she like things a little rough. She groaned as Thirteen's teeth sank into her flesh. Unable to control her own desire, she saucily rolled her ass against Thirteen.

Feeling Cuddy's ass pressing against her, Thirteen grabbed both sides of her hips and began grinding against her. "We've got plenty of time," she promised, slowing their movements to a slow and seductive speed.

"God Remy," Cuddy gasped. Leaning forward she gripped the edge of her desk. "Please," she murmured, "Please take me." Pressing herself harder against her desk, she could feel the pressure it created against her chest. The sensations invading her body from every direction left her out of breath and dazed.

It took all of Thirteen's self-control not to rip the low cut gown down the back and do exactly as Cuddy asked. But, she wasn't like that. Her first time had been fast and hard, leaving her only with emptiness and shame. She wanted things different for Cuddy. This wasn't just about the very fine piece of ass laid out before her; she wanted to make Cuddy enjoyed every moment.

Cuddy let out a loud groan as Thirteen's nails glided down her back. Biting her bottom lip, she tried to stay quiet. She could feel how drenched she was from the small foreplay. "Remy," she whimpered, hungrily, "Need you, inside." She knew that when she was worked up, she tended to rush things. She was thankful for whatever insight Thirteen must have had, because the younger doctor made sure to pace their tempo.

Thirteen bent at the hip in order to slide Cuddy's panties down, taking pleasure in the fact that she was so wet with desire. Reaching one arm up to bend Cuddy further over the desk, she reached her other hand down to stroke the source of Cuddy's wetness. She kissed Cuddy's neck in a soft comforting manner, hoping to ease any nervous feelings she may be experiencing.

Cuddy couldn't hide her lust. She ground against Thirteen's fingers, only pausing long enough to step out of her panties. Grabbing the edge of her desk, she tried to stay quiet. "Feels so good," she gasped, rocking her hips in beat with Thirteen's fingers. The room could have been on fire, House could walk in with a Polaroid, the board could be sitting watching and she doubted she'd be able to will her body to stop. She wondered if it was always like this with women, or if it was just Thirteen's unique intensity.

Smirking at Cuddy's form, Thirteen stood and unbuttoned the front of her pants, pulling the elastic band down on her underwear to expose the large plastic shaft; she pressed it against Cuddy's wet opening. Gently at first, she slid it across her opening, soaking it with Cuddy's pleasure.

Cuddy tried to rub herself against the thick rubber, but felt Thirteen's hand pressing down against her lower back. The younger doctor wouldn't let her move. Instead, she was tormented repeatedly, by the erotic teasing of this young vixen. Letting desperation overthrow her pride, she began to beg. "Please Remy God, please fuck me."

Thirteen steadied the shaft and thrust into Cuddy, in one smooth slow movement. She continued to apply the gentle pressure until she bottomed out. Dropping down to her elbows, she placed kisses against Cuddy's shoulder blades as she tried to catch her breath.

Cuddy had to swallow the tears she felt rising. It wasn't pain, far from it. Thirteen's skillful movements were completely fulfilling. She found it ironic that with a fake substitution she felt more complete and more intimate than any of her experiences with the real thing. Laying her cheek against the cool desk surface, she twisted an arm back to bring Thirteen's lips to her own.

"You okay?" Remy asked, studying her eyes. She needed Cuddy to feel what she was trying to express. It was fun and definitely erotic, but she had genuine feelings for her boss. She may have not been ready to admit loving her, but she definitely cared about her.

Cuddy nodded seriously, blinking back her tears. "Yeah, I'm okay," Cuddy promised. Trying to relax her body, she shivered with delight at the sensations of being filled. It wasn't just inside, Thirteen lying against her, holding her gently albeit a bit possessively, she had never felt so secure.

"I'll take it slow until you get used to it, okay?" Thirteen told her tenderly. She brushed Cuddy's hair to one side and began to place gentle kisses along her neck and shoulder. Leaning back up, she ran her hands up and down Cuddy's waist feeling the smooth exposed skin.

"Remy," Cuddy moaned, letting the younger doctor's tongue linger on her pallet. She tried to roll her hips, but Thirteen quickly stopped her. She let out a small whimper, when she was stopped.

Both of Thirteen's hands rested on Cuddy's hips, holding her hips still. "Just relax Lisa, let me take care of you first. Then, I promise I'll rock your world." She began to rock her hips, so that she slid in and out of Cuddy smoothly.

Cuddy had to bite her cheek to hold in her pleas for release. She was more than ready to feel Thirteen pounding inside her, but the girl wanted this to be special for her. Cuddy appreciated that and tried to slow her own raging hormones down. Closing her eyes, she tried to relax her body and let herself enjoy the smooth in and out sensation that was driving her closer to release.

Thirteen knew damn well that Cuddy was no virgin. It wasn't the physical side she was worried about rushing, it was the emotional. While sex was sex, she wasn't sure how the older doctor would handle having sex with another woman. On top of it being with a woman, she was her employee. The last thing Thirteen wanted to add onto that was a quick heated fuck. This needed to mean something.

Cuddy thought she might pass out when Thirteen swirled her hips against her. The sensations that were being drawn from her body were amazing. She was being filled and fucked, but there was no demanding. Thirteen wasn't after a quick cum. She was delivering every ounce of pleasure she could and she was doing an amazing job. "God you're good," Cuddy moaned, dropping her forehead to the desk.

Thirteen couldn't help but smirk. She knew this was much easier than anything men had to put up with. She could take her time and treat Cuddy to exactly what she needed without any worry of stamina or restrain. Sliding the shaft in and out of Cuddy, she began to pick up the pace slightly. As the shaft glided through Cuddy's slick heat, the older doctor began to pant in beat.

Gripping the edge of the desk tightly, Cuddy lifted her head slightly. Thirteen's hands had loosened and she took the opportunity to rock her own hips. Reaching behind her, she laced her fingers in Thirteen's and pulled the younger woman's hand to her lips. She placed soft gentle kisses along the smooth flesh and nuzzled her cheek against it.

"Hey," Thirteen said softly, feeling warm tears seep onto her skin. She caught Cuddy's jaw with her fingertips and turned her to see her eyes. The fear and loneliness she saw in the silvery orbs chocked the breath from her lips. She closed her own eyes, with a pained look and pulled the shaft completely out.

"I'm fine," Cuddy protested, once she realized what Thirteen was doing. She was emotional, but she was hardly ready to stop. Letting Thirteen guide her, she slowly turned around to meet the younger woman's gaze. "I'm fine," she repeated, not ready for this moment to end.

"I just needed to make sure," Thirteen said, sincerely. She cupped Cuddy's face in hers and kissed away the trails of tears. Dropping her forehead to Cuddy's, she smiled at the older doctor before meshing their lips together. She reassured herself that things were okay through Cuddy's lips. Feeling the woman's tears had done more than frighten her. It had shaken her confidence briefly.

"I won't break," Cuddy promised, reading the younger woman's fear. She was surprised at Thirteen's strength, when the younger woman caught her thighs in her hands and lifted her onto the desk. Sliding to the edge of the desk, Cuddy spread her legs slightly, pulling thirteen closer. She tangled her fingers in the girl's auburn locks, as she kissed her with passion.

Guiding the shaft back inside of Cuddy, Thirteen held onto the older woman gently. Their tongues battled for control, but in the end, Thirteen let Cuddy run wild with lust. She was more focused on slipping in and out of the woman's center and trying to draw out more of the pleasurable noises Cuddy was making.

"This feels amazing," Cuddy breathed against her neck, laying her head against Thirteen's shoulder. Their pace was slow and firm, just enough friction for smooth lengthy motions. As the shaft pumped in and out of Cuddy, she tentatively wrapped her legs around Thirteen's waist.

Thirteen picked up the pace, holding onto Cuddy's thighs for leverage. She buried her lips against Cuddy's neck and began to nip at the tender flesh. "You're amazing Lisa," she whispered, honestly, "Let me hear you." Thirteen placed soft kisses up and down Cuddy's ear, jaw, and neck. Her hips gyrated in the slow seductive motion that was creating more than rising friction.

Cuddy could feel her body trembling, as she began to lose control of her senses. She wouldn't be able to outlast the sweet seduction much longer. She wrapped both arms around Thirteen's neck and clung to her form. Their bodies pressed together, she was overwhelmed with the unusual nature. Strong hands molding her body to their whim, yet Thirteen was soft and gentle with curves and smooth skin. It was intoxicating.

Cuddy's moans vibrated against Thirteen's flesh and she smiled. "That's it, just relax and enjoy. Hold onto me Lisa," she whispered, rocking into her faster and with more pressure. She could feel the older woman's body tensing in pleasure. She was close, but trying to hold on until the last minute. "I've got you," she promised, kissing Cuddy passionately, "I won't let go."

Cuddy's fingers tangled in Thirteen's hair, tugging gently. She tilted the girl's head back and attacked her neck. She felt her ass lift off the desk as Thirteen pulled her closer with each thrust. Their breath mixed together in smoky heated pants, Cuddy's moans echoed off the walls of her office, and Thirteen's encouraging words kept them both trapped in the lustful haze.

"Come for me Lisa," Thirteen panted against her ear. "I want to watch you. I want to see you topple over the edge." She thrust quickly inside the older doctor, pushing her over the edge. "Let me see you," she pleaded, with such desperation that it pushed Cuddy right past any resolve she was holding.

Crying out, Cuddy threw her head back and trembled. Her fingers dug into Thirteen's flesh, as she pulled her closer. Shaking she clung to the younger woman, trying to milk every last second of pleasure from her body. She bit down on her bottom lip with eyes closed. Finally dropping her head against Thirteen's shoulder, she went limp. Panting heavily, she nuzzled against Thirteen weakly.

Kissing Cuddy on the forehead, Thirteen rubbed her back softly. "Take your time, we won't go back until you're ready," she promised. Stroking her other hand through Cuddy's hair, she realized that she had signed her heart away once more.