Chapter 5

It started with an argument. It was 2 weeks to graduation and Midge was extremely pissed off. To be honest, it really started with the prom. Midge's parents had spent a lot of money on her dress for the dance. She had arranged for Moose to be fitted for his tux the previous week and her dress had been chosen to complement the cut of the tux. Midge had always had a bit of a competitive streak and was determined that this time she and Moose would not take second place to anyone, especially Veronica or Betty.

She was good friends with the 2 girls, but this WAS the prom, the last chance to try and impress everyone with your choice of boyfriend. Midge had been with Moose for a couple years now, despite his unreasonable jealousy and the obvious intellectual differences between them. Midge did wonder at that sometimes, but she knew that what really attracted her to Moose was how sensitive he was to her and how he was always trying to do things for her. Sometimes he would mess up but he was very earnest in his attempts. He had even learned how to go shopping with her, and seemed quite happy to let her lead the way from store to store.

In many ways, Midge always figured that spending time with Moose often meant spending time with Dilton, the only guy that Moose was completely comfortable around. There was never any tension between the 2 and Dilton's happy nature and brilliance made it for fun times when they would hang out together. Whenever she felt the need for more brainy conversations, she would tell Moose that they should see if Dilton was busy and off they would go. That had worked great through the years of high school.

Then, the day before the prom, Moose had called. He had told her that he was not going to the prom, he had sounded very upset, not like himself at all. Midge had been shocked. She was a bit surprised to discover that a lot of her upset was not that Moose was not going but that he had given her no time to make any other plans. Now it looked like she would miss her graduation prom.

She tried to make him explain why he was not going, but he refused to answer and just repeated that he would not be going, but did let slip that he would be going away for a week. She almost missed the slip but was able to restrain herself to ask where he was going. She cared for the big guy and despite how irritated she was, that did not affect her concern over something that had obviously happened to him.

Nothing she said would get him to open to her though. In the end he just disconnected, apparently running out of things to say and unable to give her the answers she obviously wanted. She tried to call his cel immediately but got directed to his voicemail immediately. She sat in her room for another hour, not knowing what she was going to do. Midge was not ready to give up yet. Maybe he would not tell her, but Moose had been friends with Dilton since before he had met her. If there was anyone that might know what was happening, it would be Dilton. Midge cleaned herself up, and headed over to Dilton's place.

When she knocked on the front door, Dilton's mother answered and directed her to the garage around the back of the house. Dilton had taken over that garage many years before, his parents recognizing his inventive genius and were very supportive of him. Midge barely paused when she knocked on the door to the garage/lab, before just opening the door and walking in. Dilton had always told her that she was welcome at any time and to just come in.

As per normal, the lab area was perfectly organized, all of the tools racked on the shelves and walls where they were supposed to be. There was a large box like shape with what looked to be a door on one side, sitting in the middle of the room, Dilton's newest project. The door was slightly open and she could just make out Dilton's form crouched down inside, working on something that was out of her sight. Not that it would have mattered as it was unlikely she would have been able to understand at a glance what it could have been.

"Dilton! I need to talk to you about Moose. Something is going on and I need your help!"

Her voice had obviously startled him, she saw him jump a little at her voice. He was quick to exit the boxy object, holding what looked like some form of voltmeter in one hand and looked at her with a wide eyed expression.

"Midge? What's going on? What about Moose?" Dilton was caught completely by surprise by her showing up, but he was too smart for that to slow him down appreciably from recognizing her topic of concern.

"He called me today and told me he was not going to the prom! It's tomorrow night! I tried to get him to tell me why, but he wouldn't say anything." Midge wasn't quite yelling, but Dilton was glad that he had installed sound proofing in his lab, otherwise his parents would have been out there to see what was going on pretty fast.

"He cancelled on you? That is not like him at all."

"I know! It doesn't make sense. I was hoping that you might have some idea what was wrong. I could tell that he was upset, but he wouldn't say anything. He just mentioned that he was going away. I tried to call him back when he hung up, but all I got was the voice mail."

Dilton was not too sure what to make of this. Ever since Moose had started dating Midge, he had been reliably available for anything that she had wanted to do. Whatever it was, it was obviously something that Moose needed some time to deal with ... and in some way likely had to do with Midge.

Dilton could think of a couple possible reasons for this, extremely unlikely possibilities, but he was mainly brainstorming at the moment. One of his possibilities, he had dismissed quickly, he suddenly gave a second thought to. The more he considered it, the more reasonable it became. It would certainly explain Moose's actions and would be reasonable when taken in consideration with the pattern of behaviour that Moose had always exhibited.

Dilton did not know what to say to Midge, no way he could offer that explanation if for no other reason than if he was wrong, it could do serious damage to their relationship. Moose had been Dilton's friend for many years and had protected him time and again from bullies and the perils of gym class.

But Dilton hated to see Midge so upset. When he was honest with himself, he acknowledged that he envied his big friend the girlfriend he had found. Dilton had known Midge for a long time as well and had been completely taken with her from the beginning. He loved talking with her when she and Moose would come by to hang out. He often hoped that he would be lucky enough some day to find a girl like her.

If the problem was what he was thinking, then he could understand some of the confusion his big buddy was experiencing. He did not think there was anything that he could do for Moose except be sympathetic to whatever was getting to him. His big buddy was not that smart, but he had a big heart and Dilton didn't like the idea that he was all alone with his pain and confusion.

All of this passed through his mind very quickly, Midge could see that he was focused on what she had said and was likely analysing everything he could think of. She knew that if there was any way to resolve this, he would have a suggestion or even a plan. But now that she was stopped, waiting for Dilton to tell her what they needed to do, she started thinking about what might happen. She kept coming back to her missing the prom, wasting the money that had been spent on the dress, the limo and the suite at the hotel for the after dance party. She had planned on giving Moose a night he would not forget. She did not think that their relationship was going to last past this summer and she wanted to make love to him in a nice bed, with no need to rush to get back before some curfew.

Now she saw all of these plans disappearing. She found herself getting irritated rather than sad though. She had been so looking forward to the whole thing, the dance, showing up with her date looking so beautiful in her dress, the long night of love making. Moose had never been the ardent lover that she had thought he would be, but she figured that with the whole night available, she could really bring out the animal in him.

Midge found herself looking at Dilton, just standing there, lost in thought. A crazy thought crossed her mind, and she thought 'fuck it, why not?'. At least she would get part of her evening. Besides, she admitted to herself, Dilton had always been friendly and courteous, gentlemanly to her. Granted she sometimes enjoyed the chasing that Reggie did, but he was a little too confident that she wouldn't be able to resist him sometimes. She found that level of confidence a distinctly unattractive quality.

"Dilton, you aren't planning on going to the prom are you?"

Dilton took a few seconds to reply, he had not expected that question and he had been trying to come up with more possibilities for Moose's actions.

"Uh ... no. I have other things that I would rather be doing than attending the last social function of my high school career."

Midge could almost believe him when he said that, but she had gotten to know Dilton very well over the years and she could read that part of him would like to be able to participate with the rest of his friends. She recognized that he had probably not even tried to ask someone to go with him. As brilliant as he was, he just did not have the confidence to ask a girl out.

Midge smiled and moved a little closer to Dilton.

"Well, I have decided that it is pretty much a given that it will be impossible to get Moose to go with me with this little time left. That being said, I still plan on going. But this time, you are going to be taking me."

Dilton was shocked. He had no idea what to say. All he could do was look at her, his mouth opening and closing a couple times as it tried to speak.

Midge moved close enough to rest her hand on his forearm, she had a genuine smile on her face at his reaction. She was sure that he would agree to do it ... if he had a tux. Damn, she did not know if he had anything to wear.

"Well Dilton? Will you escort me to the prom? I know it is last minute but you wouldn't leave a girl with a brand new prom dress standing alone with no one to show her off, would you?"

Dilton did not know what was happening, but what he did know was that Midge Klump had just asked him to take her to the prom. The shock of that reality was much more than he had ever expected. He looked into her eyes. As she had come to know him, he had come to know her too. She was not leading him on. She would like it if he would go with her, he was as sure of this as he was of the laws of Thermodynamics.

"Yes ... uh, yes I would be honoured to take you to the prom." he managed to finally answer her.

Midge's smile grew when he finally gave his answer, not that she was really surprised. Now the tricky part.

"I am happy you agreed to take me, but I need to know ... do you have a tux to wear?" at this point, she would have settled for something his father might have worn to his prom if it was available.

This seemed to give Dilton some focus, he smiled at her and gestured to the boxy machine he had been working on.

"As it just so happens, I think I have the answer to your question right there."

Midge was afraid to ask what it was. "Ok, how will that help you with a tux?"

"I am glad you asked." Dilton was all smiles now. "As you know, my sense of style is singularly not fashionable, agreed?"

Dilton paused until Midge had given a small nod in agreement, though she couldn't help the grin at his description. Everyone knew that Dilton did not understand the basics of fashion in any way, and would not be capable of being fashionable if his life depended on it.

"Well, this box will solve that issue. I am calling it the auto-clothier for now. Essentially I input through my tablet, the type of event and any related information, like season, colour restrictions, what my companions will be wearing, etc. It will give me a selection of options to choose from and once I have made my selections, I step inside and it will build the clothes around me. Thus ensuring that they are perfectly tailored for me at that very instant."

Midge could not believe what he had just described. "That is incredible! Will it work for anyone or just for you?"

"In theory, it would work for anyone once it is properly configured. Right now, I have my measurements as the baseline and it is only flexible enough to allow for slight variations in those numbers, more to account for how my body might change from eating a large meal, or the differences between how you are when you first get up in the day to how you are when you are ready to go to bed."

Dilton moved to his work bench, put down the voltmeter and grabbed his omnipresent tablet. He had tweaked the OS to the point that his friends had accused him of accidentally creating an AI so he could have his girlfriend with him all the time. He had never found it to be particularly amusing, but he let them have their chuckle. He did think they would not have appreciated that he had actually modified the OS into an actual AI called BRIAN. Which stood for Biological Reasoning Interface for Autonomous Neurology.

"Does it work? I mean, you were working on it when I came in."

"It is not ready for production or anything, but it might be able to help me out here."

"Show me the menu choices you were talking about please. I would like to see how flexible this could be."

Dilton brought up the program and gave Midge a brief explanation on how it worked. It was a little complicated initially for her, as Dilton pointed out, it had not been meant to be the final product yet. With Dilton's help, she was able to go through the first part, inputting the parameters for the prom, including the material, colour and design of her gown. Midge was impressed that it was able to quickly present suggestions for tux designs that should compliment her in her gown. She decided that she liked the look of the Navy blue tux and choose that.

Midge commented that she was amazed he had all of these designs stored in his computer. Dilton explained that he did not, but the computer used a personalized search tool and making use of his wireless internet connection, browsed the internet to locate the appropriate design and colours.

The box in the room started humming and a quiet beeping could be heard from inside through the open door.

"Okay, that seems to be everything, can you do it now Dilton? I would like to see what the finished product looks like, is it possible?"

"Yes of course, that is not a problem." Dilton seemed a little hesitant though. He was starting to blush.

"What is wrong?"

"Umm, I need to be naked inside for it to work." Dilton managed to say after a brief delay. He was having problems meeting her eyes.

"Oh, I had not thought of that." Midge was grinning at his discomfort. "Would you like me to step outside until you call me?"

"Please, if you don't mind. Thanks."

Midge gave him a big smile and said, "Don't mention it. I can't wait to see what it does."

Midge stepped outside and closed the door behind her. Once she had stepped out, Dilton quickly removed his clothes and stepped into the machine. The process was very quick, it used high precision lasers to accurately map his body and the made use of a variation of a 3d printer that Dilton had designed, to build the clothes around him. Because the designs were based on real clothes, the machine was even able to create the seams that were normally visible on other clothes.

It wasn't more than 5 minutes until Midge heard Dilton calling her name from inside. She quickly opened the door and re-entered. It was amazing. She had stopped immediately inside the door, shocked at how he looked.

The tux was perfectly fitted to him. The design and colour would complement her dress very well. But the biggest surprise had to be how it made Dilton look. She had always known he was lean, but the tuxedo gave him posture and displayed his lean body superbly. He did not look thin, just very toned.

She was surprised to note that her eyes had briefly dropped to his crotch, and more surprised to note that Dilton was obviously not small everywhere.

Midge moved forward slowly until she within arms reach of Dilton. He had not moved since she had come in, letting her have a good look. He was becoming a little concerned that she had not said anything.

"Well, what do you think?"

Midge came close enough to run her hand down the lapel, perfectly pressed to the jacket. "It is perfect, you did an amazing job Dilton." She stood there looking him over a little longer before finally meeting his eyes again.

"I appreciate you doing this for me and going through all this trouble. I really wanted to go and Moose will just have to miss seeing me in that gown." Spontaneously she gave him a tight hug.

"I will call you later once I have arranged with my father when we will be leaving. I have already arranged for a limo and the corsages, so don't worry about anything."

With a final round of good-byes, Midge left to return home and let her parents know of the change in events. She was disappointed in Moose's actions, but as she was determined to have the best time at the prom that she could.

Midge had not been able to reach Moose before she and Dilton had to leave for the prom. It had been great. Everyone had been surprised to see Dilton on her arm, but they had all had nothing but compliments for what a great looking couple they made.

Dilton had been the complete gentleman, he saw to her coat, held her seat when she sat down or got up, he insisted on getting her drinks and food. Midge had been shocked when she found out that Dilton could dance, he was not so good at the more modern dances, but the slow dances were wonderful. With Moose she always had to be careful that he did not step on her feet, but Dilton waltzed her around easily and she realized there was no chance of a misstep with him.

Fairly early in the evening, Reggie had caught her alone and had suggested she should consider leaving early with some excuse and after she dropped Dilton off at home, they could get together and have a more private party to celebrate their graduations. She had no interest in his proposition, making it clear to him that she was quite happy to be with Dilton and that he should attend to his own date tonight.

Midge found herself enjoying Dilton's company, she also realized something about herself that she had never suspected. Early in the evening, she had mentioned to Dilton that she was thirsty and he had immediately offered to go get her something. That had struck a chord in her, from that point on, she did not ask for anything, merely mentioned that she would like to have this, or do that and Dilton immediately attended to it. She really liked this.

She would never have guessed she had this kind of personality, that she would react so strongly to having someone doing anything to please her. Over the course of the evening, she pushed more and more, nothing ridiculous, but things that would require Dilton to go farther, and exert more effort. The most extreme thing that she had him do was to leave the dance to go to a specific store a few blocks away, he would have to walk, and get her a specific brand of gum.

Dilton did not even think to challenge her, he just said he would be back as soon as he could. When he had returned, Midge had given him a warm look of thanks and a soft kiss on the cheek. She was a little taller than Dilton, so she was looking down slightly into his eyes when she pulled back from the kiss.

"That was a very considerate thing you did for me Dilton, I appreciate that." She was watching him closely to see how he reacted.

"It was my pleasure Midge. I just want to make sure this night is everything that you would hope it to be." He said this while blushing a little but looking back into her eyes. Dilton was having a great time. Midge seemed to really like the attention he was giving her and he wanted nothing more than to make her happy. She could do no wrong, could not ask too much.

Midge smiled at the open adoration in his eyes, she brushed the back of her hand along his jaw, running her fingers up the side of his face and into his hair, giving him a gentle caress. She was very aroused, Dilton's submissive attitude to her all evening had been getting her more and more aroused as the night went on. Frankly she was a little surprised no one around her couldn't smell her juices. She had been thinking it was nice that she at least got to go the prom and would not have to cancel those plans anyway. But now, she was thinking that maybe she wouldn't have to cancel any of the plans.

Dilton had certainly gone above and beyond to make this a wonderful night for her. He had been more attentive than Moose usually was and he had done everything that she had asked for. She was no virgin, she and Moose had fucked many times. It had been satisfying, if not very special. Moose had great endurance, but not much imagination. She began to think that Dilton might just give her something that Moose had never been able to.

They spent another hour at the prom, dancing and chatting with friends. Eventually Midge indicated to Dilton that she wanted to leave. They said their goodbyes to their friends and left the ballroom. Dilton was carrying their coats as they were passing through the lobby. He was surprised when Midge moved toward he front desk reception.

"Can I help you?" the clerk at the desk was quick to see to them.

"Hello, my name is Midge Klump. You should have a reservation for me for tonight."

"Just one minute please. Can I see some identification please, to verify the reservation?"

Midge dug around her small clutch purse and gave the clerk her drivers license as well as a credit card with her name on it. The credit card had been a graduation present from her parents.

"Thank you. I will just need one minute to ready the room keycard."

Dilton was a little surprised that Midge seemed to be planning on staying here for the night. He was a little sad that the evening seemed to be coming to an end. This had been a fantastic date, even if she was not his girlfriend. Midge had made him feel comfortable and that she was happy he was there with her.

Midge signed for the room, accepted the keycard and moved away from the desk toward the indicated elevators. She did not say anything to Dilton, so he just followed her to the elevators and the both got in the first one that arrived. Midge pressed the button for the 7th floor and once the doors had closed turned to Dilton.

"You have been a perfect date for me tonight Dilton. I don't know what I would have done without you." she gave him a smile and moved closer to him in the small elevator. She again reached up and gave his face a soft caress. "You have made this a very special night for me Dilton, I want you to know that."

Dilton did not know what to say. His face was tingly where she had touched him, and the way she was looking at him was making it hard for him to catch his breath. He could not move or respond, he was pinned by her eyes. He vaguely heard the ping of the elevator indicating they had arrived. Midge exited the elevator and realized that Dilton had still not moved.

"Well, are you coming?" she asked with a teasing smile.

Dilton broke his paralysis quick enough to exit the elevator before the doors had closed. Midge just turned and walked down the hall, her hips swaying more than Dilton remembered they usually did. The effect was hypnotic to him. She had such a firm, athletic body and the gown looked like it had been poured on to her. The total effect meant he could see the muscles flex and roll on her ass as she walked. He could feel his cock, completely hard now, tenting out the front of his pants.

Midge was looking forward to this evening. She had never really considered Dilton sexually before, but the bulge she saw when she first saw the tux certainly looked to be at least as big as any other she had seen. She had found out something about herself tonight. She had found out that she liked to be in control. With Moose, he would let her set the pace initially, but once he got aroused there was no stopping him and all she could do was hold on for the ride.

But with Dilton it was different. He was physically shorter than her. He was obviously happy to do whatever she said. But the most interesting thing was that she was very sure he was a virgin. She would have the opportunity to shape his skills, make him into the kind of lover that she wanted. Midge was already considering that this would not be a one time thing, no matter what ended up happening with Moose.

They arrived at the room and she opened the door without looking back at him, walking into the room. Dilton did not know what was happening and followed her in automatically. It was a simple room, a short hallway, bathroom with full shower on the left side. The main room had what looked to be a king-sized bed. Across from the bed was a dresser with a 42" flat screen television on top. There was a desk in the corner, beside a large window, the heavy curtains were draped, leaving the window open with just the usual gauzy curtain across the window to reduce visibility.

Dilton was uncomfortable, not sure why he was here or even why she would want to make use of the room that she had obviously reserved for her and Moose. The thought of his big friend, and the fact that it was him and not Moose that was here this evening saddened him a little. He did not want to do something that hurt his big pal.

Dilton was trying to think of a way to excuse himself so Midge could be alone, when she spoke to him.

"I had a great evening. You have been a perfect date."

Midge turned and looked Dilton in the eyes, her body at a slight angle to him.

"Please take a seat on the bed while I tell you the last thing I would like to do tonight."

Dilton took the few steps to the bed and sat on the end, Midge was only a few feet from him now. She was looking down at him, a small smile on her face.

"You are really a very nice looking guy Dilton. I think you have been overlooked by the female students in school."

Dilton did not know how to respond to that comment. She did not say it in any way that indicated she was expecting a response, but Dilton wanted to say something back.

"I want you to just sit there Dilton. I have something that I want to show you. " As she spoke she was holding his eyes with her own, not blinking or looking away. Dilton was mesmerized looking into her face.

Without breaking eye contact, Midge reached under her left arm and slowly slid down a hidden zipper, all the way to the waist. She kept her left arm snug to her side to hold the gown in place. Once the zipper was all the way down, she slowly moved her arm away and pulled the gown away, letting it drop to the floor.

Midge had planned this outfit weeks ago, her gown was the first layer, public for all to see. The next layer was personal and sexy. She had picked out matching white lace demi-cup bra and french cut panties, overlaid with white garterbelt and stockings. This had all been part of her plan to drive Moose wild with lust. She had worn it anyway because she loved how it made her feel, and the outfit did not feel complete with them.

Now, standing in front of Dilton, after the wonderful night that she had had, she was even more grateful for the decision. She could tell that he could not take his eyes off her. The bra revealed the top of her aereolas, almost to her nipples. They were making themselves noticeable by standing tall, pointing at their target.

Midge stepped up to Dilton, running her left hand through his hair.

"The first thing that I am going to ask you Dilton, take my panties off."

Dilton was in a daze, he heard her speak, understood what she had said, and had no idea what to do. He could not stop his eyes from looking at her, all of her. Her breasts were flawless, lightly tanned, firm. Her nipples hard as diamonds, pushing out on the thin lacey cups of the sexiest bra he had ever seen. Her stomach was not washboard, but instead smooth and soft looking, curving slightly on the bottom, toward her crotch. No tan lines, was a random thought that crossed his mind as he took her in.

"I said to remove my panties Dilton."

He looked up into her eyes again, he could see the desire and need there. He could not resist her. He was like a stranger in his own body. He watched his hands rise up, slowly, and grasp the sides of her panties. He pushed down on the sides, having to use a little effort to get them over the rise of her hips. But once they were past that, they almost fell to the floor with little to no additional effort.

His eyes had dropped as the panties had descended. Now he traced her legs back up until her got to her pussy. The first pussy he had ever seen. It was so beautiful. The lips on her pussy were full and puffy looking. He could just see what had to be the tip of her clit peeking out from between the lips. They were slightly open and he could see traces of moisture on the outside edge. She was sexually excited. He recognized the signs, he had researched all he could on women to try and understand what to look for and what gave them pleasure. Midge was obviously very aroused.