AN: Takes place directly after "Wifi In The Sky". I don't own Victorious. Enjoy the smut!

I barely give myself five minutes after stepping off the plane to relax and recuperate - I'm seriously so tired, my thoughts are coming to me in blobs. The desire to nap is almost overtaking me, fatigue thick in my arms and legs, but guilt is stirring in my chest and I can't relax knowing I have to apologize.

Dropping my luggage with a loud, heavy thunk in front of my bedroom door, I stare with longing at my bed. The purple sheets are way too inviting, my feet sliding precariously close to the soft mattress, beckoning me for sleep. My eyelids are heavy and my brain is swimming with fog. I'm inching toward the bed when I remember a certain sobbing redhead that I upset not an hour earlier.

I sigh, spinning out of my room with one last look of desire at my welcoming bed before shutting the door. I slump down the stairs, passing an equally exhausted Trina on my way out.

Trina doesn't notice much if things aren't directly involved with her, but somehow she manages to see that I'm swiping the keys off the counter and heading toward the door.

"Where are you going? I need you to massage my feet," Trina whines, leaning against the wall for support. She rubs at her head with a frown. "That Perez Hilton tore out my hair! Scumbag, I'm going to write so much chizz about him tonight on my blog -"

"Cat's," I interject loudly. I've been around Trina long enough to know that if you want to talk, you have to interrupt. It's just how it is with my sister. "I made her cry, I need to tell her I'm sorry."

Trina's lips purse as she sways her way toward the stairs, still examining her hair. "That Cat girl is weird. She's always been loony."

I glare at her, throwing my purse over my shoulder as I move toward the door. "She's not loony. She's ... different."

"Mhm. Like I said. Loony." Trina drags herself up the stairs, yelling down at me. "Be a doll and bring me back a mocha from Starbucks!"

I'm about to reply with a furious 'no' before I hear Trina's door slam. I yawn, rubbing at my eyes with the heels of my hands and finally pushing myself outside and trudging my way to the car. I do like Cat, really. She's nice and all, she's just so darn sensitive. Everyone has to tiptoe around her. I mean, I guess the good things about Cat outweigh the bad, but I know if I don't apologize now, I'll be lucky to be forgiven within the next month. You'd think someone as forgetful as Cat wouldn't hold so fast to grudges, but she told me once that she still hates a girl she went to kindergarten with because she refused to share her crayons.

Slipping into the car, I pull out, determined to make the apology quick and easy so I can get back to my bed and sleep for a couple of hours. I have school in the morning and I still have to finish up the script, considering a) Andre's grandmother was on the verge of a mental breakdown, b) Jade was probably still screaming at Beck, and c) Cat was currently upset with me. If I'm lucky, she might help me finish it, but Cat's ideas aren't exactly ... normal. The last project I worked with her gave me a bit of insight into how Cat's brain works. We were supposed to be acting out a famous scene with a twist; apparently, Cat thought that if we did the scene naked, we'd get extra points.

So, yeah, I'll probably be finishing the script by myself. It doesn't really bother me; my friends are usually pretty good at paying me back for that kind of thing. I'll make Andre buy me lunch, I'll have Beck do my trig homework, and Cat ... well, I just hope Cat forgives me.

I swing into her driveway. The house is big and dark. I frown up at the building. I've only been inside of it once, and then, too, her parents weren't home. She's mentioned having a brother once or twice, but I've never seen him. Cat always seems to be alone. I push myself out of the car and stroll toward the door, glancing briefly in the shadowed windows. The house seems so ... empty.

I push the doorbell and almost immediately hear loud thuds as Cat's feet slam against the stairs. She hurls the door open, red hair flying like a cape over her shoulders. She blinks, mouse-like brown eyes wide as she studies me. There had been a smile to her features, though it soon fell away, replaced with a tight frown. Her arms cross tightly over her chest, chin thrusting dramatically away from me.

I roll my eyes. The girl was great when she was acting, but in real life, she was so very, very cheesy. "Hey, Cat."

Cat doesn't say anything for a moment, lower lip thrust out under her upper. Her eyes slide sideways to stare at me before jerking away again. "Tori."

I sigh, sliding a foot across the threshold. "Can I come in?"

She grows rigid save for her rapidly tapping foot. "Are you going to make me cry again?"

I lean against the doorway to her house. I can smell her from here; fruit. "No. I'm here to apologize. I didn't mean to make you mad at me. I was just stressed and tired."

Cat wiggles her hips a little, shifting further into her house. Her arms unwind themselves, dropping to her sides. I'm happy to see the hardness in her face fall away. It drips out of her skin, replaced by that familiar, bright smile, dominating her face. "Okay, I forgive-" She pauses abruptly, brown eyes sparkling to life. It's almost like I can see the wheels behind her eyes turning, forming an idea. I half expect her to blurt out something about rainbow and sunshine and lollipops, but the brightness in her eyes shifts, becomes almost ... sultry. I'm left standing there confused when her arms cross again, head once more turning away from me.

"What?" I step inside then, closing the door behind me. "Do you want me to make it up to you? I can buy you ice cream."

Cat's body jolts at the word alone; my God does the girl like ice cream. She lifts her hands to her lips and shakes her head. I can see she's struggling not to take me up on that offer. "No. I have a better idea."

I twist my brow at her, confused. She reaches out, wrapping thin fingers around my wrist and pulling me up the stairs. I give a surprise 'eek' as I stumble my way up behind her. Her bum is swaying in my face, and I watch my feet, embarrassed. I mean, Cat's really, really pretty, even if she is kind of ... weird. Actually, if anything, that just makes her more pretty. But she's a girl, you know? And I like guys. Honest.

Still, there's nothing wrong with a straight girl admiring another girl's bum, right? I mean, it's right in my face.

Soon, though, my internal torture is over as we reach the second floor, Cat still strangling my wrist as we make it into her room. Much like I expected, her room is bright, almost loud in all of the many colors that make it up. It's a good reflection of what I think the inside of Cat's mind might be; crazy, disorienting. My pupils constrict in their struggle to see everything all at once, my hand raising slightly to shield them from the rainbow vomit glaring back at me.

Cat pulls me to the bed. I kick off my shoes clumsily before sitting beside her. Her blanket is furry, soft on my thighs as I sit, shifting slightly in my shorts. Cat's room smells like a fruit factory. I let my eyes slide over her sparkling walls before returning them to her. Her eyes are wide and hungry. Her lower lip is wedged between her teeth.

I raise my eyebrows at her. "So?"

She blinks, like she forgot she was here for a moment and instantly shakes her head. She does that a lot, like it gives her some kind of shaken clarity. "So, you made me cry. And it made me sad." She pouts then, her lip trembling. I stare at it, at her, and wow ... that expression is quite ... tempting.

I swallow hard as she leans toward me, wondering what on earth she's trying to accomplish with sliding so close to me. Her leg touches mine.

"If you make it up to me right now, I promise I'll never be mad at you about anything ever again. Pinky swear." Her hand raises, slender pinky proudly extended as she waits for mine to link with her. I just kind of stare at her, at the flush of her cheeks, the twinkling in her eyes. She frowns at me, scooping my pinky into hers and holding it firmly, giving it a tight squeeze. "Promise, Tori."

"Okay," I say dumbly, still confused, though I guess no one really understands what is going on in Cat's head.

She takes my wrist again, angling herself so one foot is on the floor while the other is extended past me, on the bed. She plants my hand on her knee, the denim of her jeans cool against my skin, and then she's sliding my hand up, and up, and up, and Cat's eyelids are fluttering and her lips are parting in a hard, heavy gasp and then ohmygodI'mrightbetweenherlegs!-

"Woah!" I yank my hand away, scooting so far back on the mattress the end meets me before I'm ready. I hit the floor with a heavy 'thud', breath rattling out of me. Cat blinks, crawling over the bed to look down at me. She looks very confused, like me pulling away didn't make any sense.

"Are you okay? We can't do this on the floor, it'll hurt."

"Cat, what are - what were you doing?" I push myself to my knees and then to my feet, stumbling backwards. "We can't do that! I'm not, you're not -"

"What?" Cat's brows meet in the center of her forehead. "Don't you do it, to? Touch yourself there? I do it all the time, it's so much fun, Tori. It makes you feel really, really good!" She beams at me, standing up with a bounce of joy. Her fingers pluck at the buttons of her jeans, thumbs hooking around the waistband and assisting them in their descent down her legs. I allow myself a second of creamy flesh to meet my eyes before my hands are flying up, protecting them.

"Cat, put your clothes on!"

"No, look!" Cat giggles. I part my fingers just enough to see her own crawling under the elastic of her very pink, very ruffly panties, and I can't help but admire the slope where her thigh meets her bum and the tent her fingers make in that gorgeous pair of underwear. My throat is dry again, my body on fire when Cat makes this soft kind of whimper, her head falling back and red hair tumbling down -

Oh God.

"Cat, stop it!" I clamp my hand over my eyes again.

"But it's fun! My hand gets so tired doing it sometimes ... so you can do it for me today. That way, you're repaying me for making me cry." I hear her feet scuffling across the carpet, toward me. I step back until I hit the wall and then her hands are on my elbows, trying to tear them away. "Please, Tori? It'll be fun. I've seen girls do it on the internet all the time. When I make myself feel better, I think about you! Isn't that nice?"

My cheeks are going to burst into flames.

"You looked really nice in that bikini when we went to the beach that one time. It made me all hot down there. And sometimes, I think about you doing it for me, or -" She giggles again, finally managing to yank my arms away. My fingers hover before my eyes and she's staring into me, so close, so much fruit. "Using your tongue. I've seen girls do that online too, it seems like a whole lot of fun. It must taste good or something - they get really into it, Tori. And I'll do it for you, too, I promise!"

My mouth is struggling to come up with something coherent, something rational to say to her, but there is nothing but brightness in her eyes and I can't help but feel a subtle yet growing flame in my shorts. "Cat, I-I ... I can't, I'm not -"

I didn't even notice her fingers curling around my wrist, pulling it down, not until my fingers brushed against pink ruffles and Cat's eyelids began to flutter again. My lips part at the sight, her fingers tightening around my wrist as her hips move forward, rolling downward against my hands, my suddenly eager fingers ...

"Cat ..."

That same soft sound leaves her at her name, her head falling backwards and the pale flesh of her skin tight and exposed. My mouth is suddenly hungry. I'm salivating, dying to taste her, and instinct brings my lips forward, brushes them against that tempting skin. She trembles beneath me, my fingers still running over soft panties as my lips plant a hot kiss on the curve of her neck. I've never done this before. Not with a guy and definitely not with a girl. Why do I feel like I know what I'm doing, what I should be doing?

Why do I want this, out of nowhere?

My earlier fatigue is replaced with energy fueled by Cat's small noises. I lean away from her neck, meet her wavering eyes again, and she steps backwards, keeping my hand between her thighs. The back of her legs meets her bed and her hands hook around my shoulders, bringing me down with her, her chest meeting mine with an unfamiliar but undeniably pleasant heat scorching across my skin.

Her hips are wiggling beneath me in a fashion I never knew could be so ... naughty. And that's how I feel. Naughty. But in a good way. Definitely in a good way.

Cat's eyes are closed again, my hand still rubbing her panties. She's hot and I realize with a blink how damp the material is feeling beneath my fingers. I almost pull away then, my hand halting, my body growing hard and frozen. Cat's eyes blink open, hands snaking their way to my shoulders and wrapping around them tightly, closing the space between us. Her breath fans out under my nose. She smells like apples. She pins me with her embrace, brown eyes wide and seeming to know so much and so little at the same time.

And then, she kisses me.

Her lips are warm and soft, so unlike the lips of boys' I've kissed before. She's not clumsy or hard; it's just a simple, slow kiss. My body is singing with her touch and she's playing me like a finely tuned instrument and this is the first time I've ever been played. She breaks the kiss only for a moment, a breath shattering my lungs before she's kissing me again, only this time her tongue is coming into play. It brushes my lower lip and I gasp into her mouth, her tongue taking the opportunity to slip between my lips and unite with mine. She tastes like fruit, too. A sound vibrates my throat, something I've never heard myself make before, and Cat's fingers are tightening in my hair, holding me closer, faster, harder, to her lips.

I'm the one to break it this time, my head spinning, thoughts strewn across my brain. I try to pick them up, but she doesn't give me time - her hips are arching upwards, her arms leaving my shoulders to grab the edges of her shirt and tug it up. I lean back, sitting on her hips as she flings the shirt away, left in a pink bra, littered with blue polka-dots; I stare down at her in amazement. Her stomach is flat and pale, her breasts firm and only one article of clothing is keeping them away from me -

"Oh God," I mumble tightly as her hands rest on my thighs, sliding up. I never knew Cat could be capable of all of this - it just doesn't seem like her. She seems so ditzy, almost ... stupid, and yet she knows where and how to touch me, fingers sparking warmth against my skin. Her hands curl around my shirt though she pauses, brown eyes shifting to mine, a silent question in them.

I stare down at her for what feels like a long time. Rational thought is starting to leak back to me. What am I doing here? Why am I doing this? I've never thought of Cat like this. Everything is moving too quickly. I need a minute. I need to relax.

I need to take my shirt off.

I yank the garment away with just that one thought in front of my eyes. Her eyes roam over me like mine had to her and I blush, my eyes falling as her fingers trace my stomach, circle my bellybutton, follow the underwire of my bra.

"Wow, you look even better without clothes on," Cat mumbles, and I think it's more to herself than to me.

"You too," I whisper back at her, because, well, it's true. Naked Cat is quite ... surprising.

"What's that supposed to mean?" Her eyes jerk up at me, that unstable mind of hers flickering for a moment in the brown pools of her eyes. I shake my head quickly, hands nervously resting on her hips.

"Nothing, nothing." Every breath I take struggles to be completed, hitching in my throat, breaking into pieces before I can really absorb any oxygen. Cat's back on track now, her hands pushing behind her so she can slide into a sitting position. I sit across from her, never breaking her eyes as her hands curl around her panties, and then ... she's sliding them off.

I don't know what I expected, but I never thought any kind of genitalia was really beautiful until now. Cat's got a strip of dark hair, and it's pink and soft and I just want to touch it. I just really want to touch it. It's like I've been burying these homosexual tendencies my whole life and I never knew they were there until I was in a room with a stripping girl - and I wonder, absently, if a lot more 'straight' people really are as heterosexual as they think they are.

The next to go is her bra, but I'm still so distracted by her ... oh, God, I don't even know what to call it. Her vagina? That sounds like I'm a medical book. Her pussy? Now I sound like I'm in a porno. Her center? Okay. Okay, I'll go with that. Her center. It's wet, I can tell by the way the light is shining off of it, and I slide forward, glancing up at the last minute to meet Cat's eyes before my fingers slip inside of her.

Cat's eyes seem to explode. She releases this sharp, high-pitched sound, hands clinging to my shoulders. Muscles clench around my fingers, muscles I didn't even know existed, and then I lean forward and press my lips to Cat's. She moans against my mouth, my lips vibrating, and she holds me even harder when my fingers start to work in and out. I mean, of course I've touched myself before ... but when it's someone elses' center, it feels so different. So ... nice. Very, very nice.

My thumb inches its way forward until it brushes against where I know her clitoris is. Her body jerks, a loud cry splitting her lips, fingernails sinking into the flesh of my shoulders. I pant heavily. I can hear my heart crashing in my ears so loudly I bet Cat can hear it, too.

I'm so caught up in watching her face flush and my name falling out of her mouth that I don't notice Cat has plucked my bra. The garment falls and I instinctively abandon Cat, my hands puddling the bra around my chest. My cheeks are hot and Cat's eyes flutter open to meet mine, her face flushed with pleasure, with want, with need.

"Tori ..." she whines. Her hips shift toward me, sliding, begging.

I study her for a moment, suddenly torn between wanting to very, very much so kiss her again and my desire to flee.

"Tori, please." She reaches out, fingers curling around the bra and pulling it slowly. I don't fight back. I let it fall away.

Nothing that feels this awesome can be bad, right?

Her hands are on my breasts, holding them, squeezing them, and her face is so fascinated I can only watch her as she brings her lips to one of my nipples. I cry out, body shuddering suddenly. Once more my hand is guided to her wet center, my fingers slipping inside of her, my thumb resuming its actions on her swollen clitoris. She moans against my breast, bucks against my hand, and somewhere, she's calling my name.

I don't know how to explain it, but I could almost feel it ... building inside of her. I could feel her pleasure against my hand in the way her voice rose and rose, the way her eyes screwed shut. It's almost like I could smell it when it crashed out of her. She cried so loud, so hard, and my fingers plunged into her, my thumb working even harder against what I knew was fueling her pleasure. It went on for what felt like forever, over and over again, her grinding against my hand and her lips on my nipples until she finally collapsed. She didn't have to tell me to remove my hand, shifting it away on my own. It looked like she couldn't take much more of it, and even watching it was exhausting.

I pull back from her and sit, watching her gather herself back up, like she just exploded into pieces and needs to put herself back together again. Her legs are still spread wide, one on either side of me, and I touch them gently. Her legs are slightly prickly, but it's so very Cat that I don't even care. I watch her face, the color slowly returning, the trembling beginning to cease.

I look down at my hands. I did that. I made her all ... gooey like that.

Ew. Gooey doesn't seem like the right word, but it was the first to come to mind.

And then her eyes open, soft, warm brown orbs studying me as she sits herself up, elbows still trembling. I almost feel smug about it all.

"That was ... Tori, that was so much better than me doing it by myself ..." She smiles at me, leaning across the space to plant a soft, whisper of a kiss upon my lips. "You're amazing."

I blink at her. I can't help it; a smile tugs at my lips. "Really?"

"Mhm." She nods with burning enthusiasm, arms raising then. Her hands press against my shoulders and before I can think to stop her, her weight pushes my back to her bed. "Your turn."

"Wait, Cat, you don't have to -"

"Oh, be silly. The videos on the internet never have one girl ignored. That's hardly polite." She curls her fingers around the buttons of my shorts. A fire ignites within them. I'm stuttering, trying to get her to stop, terribly embarrassed, but she's tearing them off in one fluid motion, reaching for my panties.

"Woah, Cat, please, give me a minute, okay?"

She stops, brown eyes flicking up at me. "Okay!" She sits back, crosses her legs, and stares at me patiently. I thread my hand into my hair, eyes closing as I try to pull up normal thoughts again. I came here to apologize and now I'm having sex -

Oh my God I'm having sex.

"Are you ready now? Please? I've always wanted to do this."

I blink my eyes open and she's all but bouncing on the mattress. I open my mouth to answer her, preparing to say no, but then she loses her patience and crawls over me, naked chest against mine, and her lips arresting my own.

Whatever 'normal' thoughts I was having are certainly gone now.

It's weird giving away control. I sink into the mattress as her hands caress my panties, fingers pushing, teasing, sliding them down my thighs. I thought I would be self-conscious but really, I'm not; I'm too driven by the fire in my stomach, the smell of Cat, the feel of Cat, the way she looks at me with her eyes smoldering like they are. Her fingers brush against my naked, aching center, a sound ripping its way out of me. It almost sounds like an animal and a part of me is terrified at how out of control one can get, but the other is excited, intrigued, allured by the power Cat has in her fingertips. I thought she would just mimic what I had done, but then I see her face disappear and I'm left staring at the ceiling. Her hot hands push my thighs apart, and then my vision starts spotting white.

It's her lips, it's her tongue, it's an eternity of pleasure and moaning and fruit. And when I reach the height I feel like I'm invincible, flooded. It sounds so corny that it was magical, but God, it really was.

I come down slowly, reluctantly, and Cat's cheek is cradled on my shoulder. I turn slowly to look at her, my body still pulsing with the echos of the powerful waves pushing through me, and my lips find her forehead and press a kiss to it.

Sleep catches up with me then, my eyes hard and heavy as they fall closed, naked, in Cat's bed.

"We should do this again sometime." Cat wraps her arms around my shoulders as I stand outside her door, arching on her toes to talk against my ear. "You can be my girlfriend."

I blush again, laughing as I squeeze her waist. "How about I take you out on some proper dates, first?"

Cat beams, pulling back to meet my eyes. "Okay!" She kisses me then, and I leave her house on a high.

I stroll through the door of my hose with a happy glow, a smug skip in my step. I make my way up the stairs on cloud nine when Trina screams up the stairs, "You forgot my mocha!"