Itachi stood in the kitchen absentmindedly watching his tea cool. He was so lost in thought that he didn't hear Kisame enter the kitchen. "Make enough for two?" Kisame's voice startled the Uchiha from his thoughts. Itachi motioned to the teapot and Kisame poured himself a mug before standing next to Itachi.

"Something on your mind?" he asked, blowing on the hot liquid. "Tomorrow" Itachi said. Kisame took a sip and winced as the hot tea scalded his mouth. "What about tonight?" "What do you mean?" Itachi struggled to hide the faint blush creeping on his cheeks. Kisame put his mug down, faced his partner and crossed his arms.

"We start our plans for war tomorrow, you and I. If all goes according to your plan you might end up as the new Hokage. And a Hokage can not be a virgin. So we need to rectify this". It was only thanks to years of training and emotional suppression that Itachi was able to meet Kisame's eyes. "So, my friend, I have an offer. Follow me" he said as he began leaving the kitchen. Curious, Itachi followed.

Kisame stopped outside his room. "Are you indecent?" he asked through the door. "Come in and find out" he head Kay say. Chuckling, he opened the door, revealing himself and Itachi. "What's this?" she asked as she looked at the two men. Kisame entered the room and walked over to her. He bent down and gave her a kiss before saying "your pass." Her eyes lit up and she bit her lip before turning to look at Itachi.

Itachi stood rooted to his spot as he watched Kisame walk past him and out of the room, closing the door. His onyx eyes turned to look at the woman in front of him. She got off the bed and slowly walked towards him. He was mesmerized by the way the dark green lace clung to her curves and was a little startled when he felt her hand on his arm. "Still so shy" Kay said as she stepped closer, bringing her hand up to touch his face.

Itachi closed his eyes and pressed his cheek into her hand while her free hand slipped under his shirt to feel his tensed muscles. "If you're worried about Kisame, don't be. We have an agreement. So why don't you pretend we're back in Konoha" Kay whispered as her hands traced the outline of his muscles and her lips pressed against his. Itachi moaned into the kiss and he pulled her close. Her arms wrapped around his neck as she deepened the kiss, taking the lead. She pulled away and helped him strip off his shirt before leading him to the bed.

"Lay down" she instructed, gently but firmly and Itachi obeyed. Kay crawled up to him and began kissing him passionately, lightly tugging on his hair. Breaking the kiss to breathe, she moved down to his neck, careful not to leave marks. Her lips, tongue and teeth tasted his smooth skin from his chest to his waist. Before she could go further, Itachi pulled her up to him so that she was straddling him as he sat up.

Taking a breast into his hand, he began squeezing and fondling, taking his cues from Kay's moans. As his thumb brushed across her nipple he was rewarded with another moan. He began kissing the swell of her breasts as his slim fingers moved up her arms and to her shoulders where they slipped the straps of her lingerie off. She sat back a little and helped him unhook the clasp before removing the garment.

Itachi's eyes widened as he took in the sight of Kay being topless on top of him. This was his fantasy becoming reality. She smiled at him and placed both of his hands on her breasts, saying "I'm yours for tonight. Do what you want." He sat up and took a nipple into his mouth, rolling the bud between his teeth as his other hand continued to fondle her other breast and nipple.

"Mmmm 'Tachi" she moaned and he smirked at her old nickname for him. He switched his attention to her other breast as he free hand caressed her side. She gently ground her hips against his causing him to groan and grasp her hips. She bent down and began kissing his neck, moving lower until she was at the waistband of his pants. He wasn't sure where to put his hands so he just grasped the bedsheets and watched her strip his pants and boxers off.

Kay looked at the thick cock in front of her and licked her lips. She had always wondered what kind of lover Itachi would be and, of course, if the myths about the Uchiha being well-endowed was true. He wasn't as big or as thick as Kisame but it was definitely not bringing shame to the Uchiha name.

Itachi watched as she lowered her head and her tongue swirled against his throbbing member's head. He sucked in a quick breath as he felt more of him enter her mouth. A low groan left his throat as her mouth closed around him and her tongue began massaging his shaft as she bobbed her head. His fingers laced themselves into her hair and he couldn't help bucking his hips as he tried to get more friction.

Kay could feel the heat from his cock and could taste how aroused he was as drops of precum slid along her tongue. As Itachi thrusted into her mouth her hands massaged his balls and she could tell from his breathing that he was close. She felt his fingers clench in her hair and hot salty cum was being swallowed.

Panting, Itachi watched her swallow his seed and lick and suck his cock clean, moaning and purring as she did so. He sat up and pulled her onto the bed, turning so that he was on top of her. He kissed her red lips and trailed his fingers down between her breasts and down to her stomach. He could feel her skin twitch and tighten as his touch sent shivers down her spine.

His fingers trailed over her lace clad womanhood and she let out a quiet moan that was soon silenced by Itachi's kiss. He could feel her wetness and warmth through the thin fabric as he stroked her. His lips followed the path his fingers took and he slipped the rest of her lingerie off, leaving her exposed to him.

He kissed and stroked her legs and inner thighs but stopped when he reached her core. "Itachi, remember Icha Icha? Chapter 8, page 56" Kay said, smiling mischievously at him. Itachi thought back and remembered that section of the book. He blushed but understood.

He opened her legs wider and lowered his face to her core. He hesitantly licked her folds and she moaned. Using his fingers to spread open her folds, he looked at the most open and vulnerable part of a woman. "'Tachi?" Kay asked, breaking Itachi from his thoughts. "Hn" he said as he resumed his exploration. With Kay gently directing him at first he soon caught on to how her body responded to his touch, the changes in pressure or pace.

He flicked his tongue against her clit and she bucked. Taking her clit into his mouth he sucked and nibbled as a slim finger slid into her core. She moaned loudly and demanded more. He inserted another finger and she arched her back as he began thrusting in and out of her slowly at first but increasing his pace as her hips bucked and twitched under his ministrations. "'Tachi~" she moaned as she tightened around him, "harder," she panted as she wanted him to be more aggressive.

He sat on his knees and thrust his cock into her and groaned loudly. He steadied himself as her hot tight walls gripped his member and he clenched the sheets trying to get himself under control. The gasp that she made made him smirk as he looked at her. Her face was flushed and her chartreuse eyes were looking at him, clouded with lust and desire and she bit her lip and raised an eyebrow at him as if she was challenging him.

He pulled out until just the tip was in and rammed into her. She moaned and he did it again, adjusting his force and pace so that he wouldn't cum too soon. He didn't want this to be over just yet. "Kay" he groaned as he felt her nails dig into his back as she moaned underneath him. He continued thrusting into her as he felt his pleasure reach climax. Fuck! Not yet! Itachi thought frantically but he couldn't stop his body. He groaned and tensed, moaning her name, as his seed pumped into her again and again.

He breathed heavily as he pulled out and lay beside her. "I'm sorry" Itachi mumbled as he looked anywhere but at her. "Mmm sorry for what?" She asked lazily. "You didn't orgasm". Kay laughed softly, "it was your first time. You're not going to be a sex god the first time around. That takes practice and experience" she said as she laid on her side, her head propped on her hand, looking at him. "Besides," she said, licking her lips, "we have all night."

A/N: Sorry it's so long...oh well...