The Ice Queen Chills On The Rooftop

“Ah, so there is access to the roof. What do you know?” Gray said rhetorically as he held the door open.

Weiss walked through with a quiet thank you and stepped onto the spacious roof. She looked around and walked over to the side to look out at the darkened campus. She took a deep breath of the cool night air.

Gray closed the door behind him after making sure it wouldn’t lock them out. He looked around and noted the mostly flat space and the few air conditioners spaced evenly. He walked over to one and leaned back on it. Good thing it was big enough to partially sit on.

He sat there and watched Weiss for a moment. She was looking up at the stars now and Gray wondered what she was thinking and feeling right then. He looked up at the stars too and took in the familiar constellations. Their light was a little faded here, being not that far from the edge of the city, but he could still make out most of their brilliance.

Weiss took another breath and let it out before turning to him. She saw him sitting against an air conditioner and looked to the nearest one by her. She walked over and leaned against it herself and folded her hands in front of her. She kept her eyes low, but Gray could tell that she was as ready to talk as she could be.

Still, Gray wasn’t quite sure how to begin. He wanted to ask her why she was the way she was, but he imagined that would just **** her to be defensive. So, how did he get her to lower her guard? He couldn’t let the silence go on too long while he thought about it though.

“Just to clarify...” He began. Weiss’ head lifted just a little, showing that she was listening. “And just so we are on the same page before we begin...” She nodded once. “Is there... any... actual hostility... between us?”

Weiss took in the question and thought about it. Her eyes wondered around but never looked his way. Her lips parted once but she needed another moment before saying anything. Eventually, she looked at him.

“No.” She said. “I...” She faltered here and tried to find words to express something. She tried a couple more times and looked up for some kind of inspiration. “I... don’t... hate you. Or the rest. I just...” She sighed. Frustrated that she couldn’t find the right words. “I... I...”

She looked off to the side and stewed in her frustration. Gray waited to see if she could think of anything else to say, but it looked like she had hit a wall. He watched as she fidgeted with her fingers, and he felt the need to help move this along.

“Can I ask...?” Gray started. She looked to him again and waited for the question. “You probably had the chance to go to Atlas Academy... so why did you choose Beacon instead? Surely, you would have had the fast track back home.”

“...I... didn’t want the fast track.” She said as she stared into space. She took another breath before explaining. “I could probably have had a good Huntress career at Atlas, but it wouldn’t have been all because of skill. Being the Heiress to the Schnee company... and having a sister in the Atlas military as an alumnus... those are some really good incentives to take me in. It’s just that... I had a feeling that it would only be because of those connections. Plus, the expectations to be just as good as her...”

Ah, that made sense. He didn’t have any siblings himself, but he had heard some stories about people living in their older siblings' shadows.

“Thats not the only reason though.” She continued. “My father... he originally made my sister the Heiress, but since she went into the military full-time... she ended up denouncing the title. And I think that made my father hesitate to let me go to Atlas Academy. Maybe he thought that I would do the same. And to be fair, Atlas students go into the military very often. It's basically a fast track into the army, and even encouraged by the staff.”

So, her father was worried that it would happen a second time.

“I think that was what convinced him to let me come here. Beacon doesn’t push their students to be anything. I could hone my skills to be a Huntress and still take up the company later.” She explained. “And... and... I’ve... also been wanting to get away from home.”

She stopped there. There didn’t seem to be anything more from her on that subject. Gray could guess that perhaps home life for her wasn’t all that enjoyable. He had a feeling that her father wasn’t the most fun to be around.

“Thank you for answering honestly.” Gray thanked her. She nodded in acknowledgement. “So, next question... what were you expecting from your peers when you got here? Vale does have some high society folks, but the majority of the people here are... regular? Middle-class? Also, laid-back and informal, on top of being far from militant and disciplined. Surely, you knew at least some of that when you applied, right?”

“I... did.” She nodded uncertainly and tilted her head. “I suppose it didn’t really hit me until I saw how undisciplined people could be here.”

“Well, that's going to be a theme for the next four years. Here’s hoping you can adapt to our uncultured ways.” Gray joked.

The girl huffed out a small laugh.

“I... honestly, I don’t know why I’m having as much trouble as I have been. I always found the other people in my social circles to be insufferable. With only a couple exceptions.” She said with a small huff.

“So, high society really is full of pompous and arrogant types, huh?”

Weiss swayed her head back and forth, trying to find a way to refute that, but came up with nothing and just nodded. “Largely, yes.”

Gray smiled and the girl shared the sentiment.

“So, basically, this is really just a long episode of culture shock then. You came from a place where expectations and etiquette are high, meanwhile Vale is a place with fewer of those expectations. Which means people like Ruby and Yang and myself have gotten on your nerves, because we seem so different from how you were raised.” Gray summed it up. “Would that be accurate to say?”

Weiss mulled over that for a moment before nodding. “That... it sounds silly, but yes. I’m still not used to...”

She waved her hand to the side as she was trying to find the right words. Gray decided to help her out a little.

“To being laid back?”

“...yes. That.”

“Well, think of this first week as a chance to acclimatize to the Vale culture. That way of thinking about it might help.”

Weiss thought about it and nodded after a moment.

They fell into a more comfortable silence now, and Gray wondered if he had any other questions for her. He was a little curious about her family as well. She mentioned having an older sister in the Atlas military and that there might be some bad blood between her and their father. So, how did Weiss feel about her father?

“This next question you don’t have to answer if it's too personal.” Gray told her. This got her attention. “You mentioned that your sister and your father might not see eye to eye, but what about you? Are you on good terms with them?” Gray noticed her eyes dart back and forth for a single moment as he asked that. However, her face remained impassive as she processed the question.

Weiss chewed on her response for a long while. Gray almost expected her to say that she didn’t want to answer, but the fact that she took this long to respond made Gray wonder if she actually wanted to get some of her family drama off her chest.

“I... love my sister.” She finally said. “And I respect her choice to not take over the company.”

Gray could hear the “but” at the end there.

“And my father... well, I respect him...”

There was most definitely a “but” there.

“But?” Gray gently pursued.

Weiss looked at him for a moment and weighed the choice of telling him the truth.

“But... he... is difficult to get along with.”

There it was.

“More of a father than a dad?” Gray asked with the same gentle tone as before. She looked at him with a little bit of surprise before her features softened and she looked down.

She sighed.

“...yes.” She said softly. “He... When I see other fathers with their children... it... it feels like I was robbed of something.”

She frowned and looked away. Gray had the impression that she was trying to control her emotions and not allow him to see any tears. Or at least, that was the impression. She could be far from holding back tears right then.

Gray thought back to his own parents and how loving they were. His dad, as hard working as he was, always made time to play with him when he was younger. It was difficult to imagine him not being there for Gray. So, it was a little hard to imagine Weiss’ situation.

“Honestly, I think it was more of a transaction for him.” Weiss said simply, but with a hidden underlying cold tone of voice. “Marrying into the family, I mean.” She clarified. “I think he only wanted the company that my grandfather built.”

Gray nodded his understanding to that. This father of hers was becoming a little clearer to him now. He sounded like a cold and manipulative businessman, and the way that Weiss had turned out was no longer surprising. The actual surprising part of all this was how receptive she was to this humbling moment they were having. Perhaps the stories about her grandfather, Nicholas Schnee, being a noble and humble man with some business sense were true. And perhaps this girl got some of that from him, and some of the entitled attitude from her father.

“Can I ask you a question now?” Weiss suddenly asked Gray.

He was a little caught off guard, but he nodded all the same.

“That... kiss. From this morning.” She began. Gray blinked and wondered if perhaps he pissed her off too much with that. It shouldn’t have, considering his Semblance and commands, but there still might be a possibility. “What did you mean by it? What was your intention?”

She looked him straight in the eyes then. There was some red in her cheeks, but she didn’t shy away from being straightforward.

Gray felt a little taken aback. He made a noise that sounded like “I” but also like the hesitation he suddenly felt.

“I ask because I am an Heiress to my grandfather's company. I cannot date just anyone.” She told him and Gray couldn’t help but note that she said “grandfather” instead of “father”. “And certainly, my father would most likely not approve.”

Of you.

Those were the unspoken words at the end of that sentence.

Gray stared at her for a moment. He tried to gather his thoughts in the face of her sudden backbone. Although, if she needed the approval of a man that she didn’t much like, was that really a showing of any sort of backbone?

“Do you really need his approval?” So, he asked as much.

Weiss looked at him like he hadn’t been listening.

“I’m an Heiress.” She said simply with a hint of incredulity.

“Yes, you are an Heiress.” He nodded along. “Which means that once you take over the company... you’ll be the boss, right?”

She didn’t respond. She stayed quiet and blinked at his words. The implication he had given her was that she could do whatever she wanted when she was finally in the position of power. She threw that idea around in her head before shaking her head in the negative.

“There is still the board of executives, our business partners and public opinion.” She pointed out. “And my father would still hold influence even after stepping down.”

“Did your grandfather let others make decisions for him? Or did he make the decisions?” Gray asked resolutely, staring her in the eye. Weiss’ eyes hardened at the mention of her grandfather and for a moment Gray wondered if he overstepped.

She stared at him in silence with the air feeling tense. Gray gave as good as he got though.

The silence stretched before eventually she folded her arms beneath her breasts and looked away in thought.

Gray hoped that this was the right gamble. Nicholas Schnee sounded like a great businessman with some combat chops. A man like that would have a thick backbone and wouldn’t just let others walk all over him. Gray hoped that she realized that, and he also hoped that she wanted to emulate such a man. A man who would tell a board of executives that they can all save their opinions for the business, instead of who he could marry.

The staring match ended with Weiss conceding and looking down. Gray didn’t know what was going through her head, but he hoped that she felt inspired to take the reins into her own hands. It would be her company; she should think of it as hers.

“You still haven’t answered my question.” Weiss said, her eyes still on the ground.

Wait, what was the question again?

She looked up when he hadn’t responded. She saw the confusion on his face and decided to help him out.

“The kiss. What were your intentions?”

“Ah... well, if I’m being honest...” Gray didn’t really have intentions at that time. Sure, he wanted to make her a part of the harem, but he couldn’t just say that could he? “It was partially to tease you.”

She looked at him for a moment before letting out an exasperated breath.

“And the other part?”

“The other part was to see if I could change your opinion of me. Even if it might have been a little misguided at the time.”

She stared at him again and huffed once more. This time in amusement.

“Maybe try to be a little more charming next time? Do they teach that here?” Weiss asked with a small smirk.

That was how Gray knew she was joking around now. He laughed a little.

“If I can learn to be charming, will you learn how to let loose a little?” Gray bargained.

“I... can certainly try.” She nodded.

“Then we have a deal.” Gray said and got up off the ventilation. He then took a couple steps forward and held out his hand to shake and seal the deal.

Weiss got up a moment later and brought her own hand in to shake. The deal was made, but before she could pull her hand away Gray tugged on it and bent at the waist to kiss the back of her hand, all the while keeping eye contact with an easy grin.

“Gray Farran, at your service, my Lady.” He said in as charming a voice as he could muster.

Thankfully, this caught her off guard and she blushed at the display. She was stunned into a flustered silence and Gray gave her hand another peck before straightening back up.

“How was that for charming, hm?” He asked with a cheeky grin.

She made several complicated expressions before settling on a blushing scowl. Her twitching lips gave the lie away though.

“Promising... but it could use some work.” She said but had to snatch her hand away and walk past him so that he couldn’t see her face anymore. She walked towards the door and curiously with a swing to her hips.

Gray followed and smirked as her rear seemed to entice him.

“I hope you realize that I will still be kissing you, among other things.” He called out to the girl ahead of him.

Weiss looked back over her shoulder at him with a knowing look and an ever-present blush. She didn’t say anything, even after looking forward again. She opened the door and left the roof with Gray following after.

---

Gray held the dorm room door open for Weiss. She smiled and thanked him as she entered the room. She walked over to her side of the room and picked out a night gown from one of her dressers, while Gray moved over to one of the drawers on the right side of the room. Blake and Ruby were the only ones in the room and were already dressed for bed.

“Yang in the bathroom?” Gray asked loud enough for either girl to answer.

“Yep.” “Yeah.” Ruby and Blake answered respectively.

Blake was, predictably, reading a book as she lounged on her bed on the bottom bunk. Ruby had been looking at something on her scroll but had gotten up to peer at Weiss from the end of her top bunk.

“Hey Weiss, take a look at this.” She held her scroll down over the railing for her. The Heiress looked up and peered at the screen before stepping closer for a better look. Interest bloomed on her face, and she gently took the scroll to read something. The two of them then went back and forth talking about Dust compartments, or some such.

Gray turned away and left them to their shared interests. He approached the bathroom door, even as he checked out Blake on the way. Her milky legs were on display again and he felt tempted to do something with her but decided to put that off for tomorrow. He opened the bathroom door and poked his head in.

“Oh-!” Yang jumped at the sink with a toothbrush in her mouth. She was in her sleep wear as she leaned a little forward over the sink. Her top this time was a black tank top with yellow lettering over the chest and a pair of black booty shorts.

The toothpaste foam at her lips made Gray think some dirty thoughts and he grinned at her. He slipped inside the room and closed the door behind him.

“Hey pretty lady. Did I catch you at the wrong time?” He asked her.

She smiled back and shrugged before leaning down to spit in the sink. This gave Gray a nice view down her top, to which he absolutely stared as much as he wanted.

“You and Weiss clear things up?” Yang asked once she spat enough paste out.

“Yeah, I think we’ll be fine now.” He told her. “I believe she’ll make an effort to not be so... Weiss-y?”

She snorted and resumed brushing her teeth, but not before saying, “Well, if my sister can get along with her now and you think things are fine, then that’s enough for me.”

“Cool, cool.” Gray replied as he moved closer and stepped up behind her. He could see her grinning at him from the mirror and he felt her butt push up against his groin.

Gray held onto her hips and softly thumped against her. He watched her brush as he humped her butt and rubbed side to side. Yang let her brushing motion slow so that he could continue. As much as he appreciated that, there was something else he wanted to do.

“If you can hurry and finish brushing, I can give you something to help you through the night without me, since I’ll be sleeping with Ruby and all that.” He told her, still bumping up against her.

“Huwats dat?” She said around the paste in her mouth.

“Hurry up and you’ll find out.” He punctuated that with a sudden caress down the groin of her shorts.

Yang jolted from the contact and seemed to get the idea. She redoubled her brushing efforts and soon she was bending over to rinse her mouth out thoroughly. Gray enjoyed the position greatly and humped her a little harder.

Finally, Yang was finished with her nightly brushing and looked at him in the mirror. “So, Mr. Boyfriend. What were you going to give me?”

She pushed back into his thrusts suggestively.

“Hmm,” Gray hummed as he allowed his hands to roam up her body. “Turn around.”

Yang did as she was told and turned around, even as his hands kept touching her. She was now facing him with a smiling blush. She watched him to see what he would do next.

Gray rested his hands back down on her hips and moved forward to kiss her on the lips. She answered him eagerly, but he didn’t stay long. He took his lips away and trailed kisses down her chin. She tried to follow him down, but Gray shook his head. His lips pressed down her neck, then onto her chest, then onto the clothes over her breasts. He went further down until his kisses touched her midriff. Yang’s stomach muscles tightened a little at the contact. He added tongue just to get a reaction out of her, and he wasn’t disappointed. Her stomach went taut at the wet contact, and she giggled despite herself.

When he looked up at her face, it was to see her breasts taking up most of the view, but what he did see of her expression was unexpectedly shy. She was blushing and looked like she was anticipating what was about to happen, but she looked nervous too.

Gray knelt there in front of his girlfriend and hooked his fingers into the band of her shorts, all the while wondering if her previous boyfriends ever did what he was about to do.

He saw Yang gulp as he tugged her booty shorts down and over her ass cheeks. He did that while looking her dead in the eyes. He pulled her shorts down her legs and let them drop to the floor. He then caressed her legs with the tips of his fingers just barely touching her. This made her shiver and shudder and let out a quiet keening moan.

When he looked back up at her Gray noticed her gulping heavily.

“Do you want me to... lick you, Yang?” Gray whispered up to her.

She gulped again.

“I-I thought... boys didn’t like doing that... sort of thing.” She said, her voice coming out quiet and meek. Quite unlike her.

So, her past boyfriends really didn’t do that for her then. A shame really. Gray had never done it before Blake and Ruby, but he seemed to develop a taste for it. With Blake it was easy. She tasted pretty good somehow. Ruby wasn’t bad, just different. That left him wondering how the rest of the girls tasted.

Gray just smiled at Yang with a mysterious quirk to one corner of his lips and leaned into lick her thigh with a sensual slowness. He then leaned back a little and repeated himself.

“Do you want me to lick you, Yang?”

Her face and chest bloomed red and she nodded shyly and wordlessly. Gray took that as his cue to lean in and lick his way up her thigh towards her core. He used one hand to lift one of her legs onto his shoulder, prompting her to lean back on the edge of the sink. He kept licking her thigh until she was fully exposed to him.

Her vagina had a little bit of hair above the clit. It looked neat and trimmed into a small landing strip. Her lips looked smooth and slightly puffy from arousal. Gray thought he could see a little moisture between them. The surrounding area didn’t seem to have any stubs from shaving though. Perhaps she got some lasered off?

She looked just as sexy down there as she did everywhere else.

Gray gave her lower lips a gentle kiss and was rewarded with a soft moan from up above.

“You might want to keep it down, Yang. I don’t know how much noise can get through that door.” He told her.

She took a deep breath before replying.

“... yeah. Yeah, I’ll try.” She said, not sounding convinced herself. She raised one hand and covered her mouth a moment later.

Gray now focused on the task he set for himself. He kissed her again, keeping his lips pressed to her lips for a long moment. He shifted his lips and flicked his tongue out tentatively, like a snake. This got a small reaction from Yang. A shift to her tense muscles and a small intake of breath behind her hand. He licked harder, using the whole flat side of his tongue and felt her shudder.

He continued to lick her and even caressed her legs for some extra shudders. Without warning, and to keep her from getting impatient, Gray plunged his tongue inside between her wet lips. Yang half gasped and half hiccuped at the intrusion while her whole body jolted and shuddered.

Up until then her pussy had tasted... like Yang. There weren’t really many descriptors Gray could come up with besides, “Tasted like sweaty skin,” or, “Slightly salty, but also somewhat tasteless.” And those were fine by him. She may not have been on Blake’s level of great tasting pussy, but she was still good to lick without any issues.

So, he decided to go a little faster. He plunged in and out of her hot pocket from different angles. Gray paid attention to every shudder and moan, keeping track of where she felt the most pleasure. He attacked those areas with a passion that made Yang clutch the side of the bathroom counter with a shaky hand.

“Mmmm...” She moaned through her other hand. “Gray! Ah...” She gasped.

Gray felt emboldened every time he heard her call out like that. He also wanted to switch it up a little by focusing on her clit. He rubbed his nose along the area where her clit would be and felt her shudder more. Then he lifted his mouth up to lick that button of nerves.

Immediately she shuddered and her legs buckled a little. A loud moan was barely suppressed and Gray looked up to see her chest heaving and her face blushing a mad red. Her eyes were unfocused but still watching him through half lidded eyes.

Gray flicked his tongue on and around her button. He kissed and even tried sucking on it. To which Yang had to suppress another moan. He then made a pincer attack by putting two fingers inside her pussy. Both her hands flew to clamp down on her mouth as a pleasured growl threatened to release. She had to close her eyes and hold herself from shaking out of control. Gray sawed his fingers in slowly at first, giving her time to get used to it.

A few deep breaths later and she calmed down a little. Gray took that as his que to resume escalating things. He curved his fingers inside her and searched around for the thing that the internet told him was there. The mystical G-spot.

It took some fumbling attempts but he eventually found a bundle of bumps somewhere inside and above the entrance. He really did have to make a ‘come hither’ motion with his fingers to get to it. Once he came into contact with it, Yang’s breathing became more labored and her legs shuddered more and more.

Gray kept up his attack and soon Yang was having more and more trouble keeping in her moans. She even moved a hand to clutch at Gray’s head, but with no sign of pulling him off of her. She just held him there against her pussy.

Gray enjoyed the state he was able to put her in and redoubled his efforts in the hope of giving her a good orgasm. His fingers rubbed all over her G-spot and he licked, sucked and even used his teeth to pinch her clitoris.

Choked noises came from her throat before she sucked in a shuddering, moaning breath.

“...G-Gray... Fuuuck...”

“Cum for me, Yang.” He whispered past her groin. “Cum, baby. Cum for me.”

Yang braced herself and tried steeling her legs, but after some intense seconds of Gray’s ****, she almost buckled again as her moans were impossible to hold back any longer. The groan that left her mouth was almost like a pained animal, if not for the extra liquid that leaked out from her vagina as proof of her pleasure. Gray tasted her love juice as it came out of her and found it to be a little bitter but nothing too bad. He licked at her entrance gently and swallowed some of her juice.

“Fuck... fuck... ahhhh...” She mumbled quietly, breathing hard from her fireworks show. “G-Gray... Lords, that was...”

Her eyes were still unfocused and Gray lapped at her to bring her down gently before eventually stopping. He stood up, stretching his back and embraced her. Her weak arms came up and held him as tightly as she could and they stood there for a minute. Her face was buried in the crook of his neck and shoulder catching her breath.

A few moments later she let go and moved over to get some tissue to wipe herself. Gray then washed his face and brushed his teeth. Yang stayed with him and hugged him from behind, feeling his chest and abs under his shirt. She kissed his neck and clung to him with some quiet affection.

“...um. Thank you? No one’s ever done that for me.” Yang mumbled into his shoulder. Gray could see that she was avoiding looking into the mirror to make eye contact.

“I’m glad I was able to give you a first. Though, it’s a shame your exes didn’t think to do that.” He said.

She huffed a small laugh into his shoulder. “Yeah...” She muttered and shrugged.

Gray observed her for a moment before bumping his head against hers.

“You can expect more where that came from, Yang.” Gray said around the toothpaste in his mouth. “Lots more.”

In response, she hugged him tighter.

---

Gray and Yang both stepped out of the bathroom and Weiss made her way over to take their place. Gray gave her a pleasant smile as he passed her and thankfully received one in return. She closed the door behind her, and Yang pulled Gray into another kiss.

They locked lips for a long moment, with Yang grabbing his butt with a firm grip. Eventually they parted and Yang whispered to him.

“Thanks again. I really liked that. Best boyfriend ever.” Then she pecked him on the lips before letting him go.

“Glad I could impress.” Gray replied with a cheeky grin.

She grinned back and stepped back before turning around to climb the ladder to her bed. Of course, Gray took the opportunity to zip forward to grope her sexy butt. She jumped and looked over her shoulder at him, giggling and blushing.

“Hey now, any more of that and I’ll have to drag you into my bed.” She said with a sultry tone and bedroom eyes. She then turned back and lifted herself up the ladder, arching her back when she was at the top and crawling on her mattress. All on purpose of course.

Gray let his eyes linger on her for a moment longer before tearing his eyes away. He then noticed Blake staring at him from the bottom bunk. She had a sardonic grin as she watched the byplay between him and Yang.

“Enjoy the show, Blake?” He asked her, not feeling embarrassed in the least.

She scoffed quietly and rolled her eyes before turning back to her book.

Gray smiled to himself and winked up at Yang who was looking down at him from her railing. She smiled back at him, and he turned to go to the closet and deposited some of his uniform onto a hanger. The shirt he was wearing all day would need to be washed so he put that on one of the chests of drawers for laundry day. He removed every other article of clothing besides his underwear next. He heard a low whistle from Yang’s top bunk, and he smirked to himself.

Now that he was standing there in the partial nudity, he wondered for a moment if he should just go fully naked into Ruby’s bed. Honestly, he couldn’t think of a reason not to. These girls were his. He could have sex with them at any point without any warning and they would just be slightly embarrassed in the worst case. So, he removed his underwear too.

“Oh, ho ho. Are you going to be going full commando every night now?” Yang called to him from behind. He looked over and saw her eyeing up his body, along with Blake and Ruby.

“I’ll think about it.” He told her. She just grinned at him.

Gray turned to Ruby, his whole naked self on display, and watched her face blossom into a red tomato. The thought of being in bed with her naked already had him excited, on top of what he had done with Yang in the bathroom, so he was sporting a slightly engorged member.

He walked up to the ladder and smiled up at the shy team leader. She didn’t look away, but she did have trouble keeping her eyes in any one spot without darting to another.

“Is it alright to come up?” He asked her.

“Ye-Yeah,” Ruby had to cough and swallow some saliva for a moment since her voice broke a little. “Sure.”

Gray nodded and went to take the first step up the ladder, before taking a look over his shoulder at Blake. He caught the girl staring at his butt, to which she then noticed him looking and quickly averted her eyes with a soft redness in her cheeks. Gray couldn’t help the grin on his face as he took the ladder up to Ruby’s bed.

There she was, lying on her side over the covers and wearing a black tank top and red shorts that hugged her hips. Her midriff was peeking out from between the two clothing items and her pale white legs were laid out on display.

“Um... which side...?” She asked, pointing to either side of herself. Her eyes darted to his junk before darting away. Gray noticed her swallowing again.

He thought about it for a moment. Perhaps in the middle of the night he might get up to go to the toilet or do something lewd with the other girls, but he could just use his Semblance to avoid disturbing her with his movements.

“I’ll go on this side.” He chose the side next to the wall.

Ruby nodded and moved aside.

“Should we also get under the covers?” Gray asked. It may not have been cold, but he was naked.

“Oh, uh, yeah. That makes sense.” She jolted up and turned to pull at the covers. Gray stayed back and watched her move about. She ended up on all fours with her butt facing him and he absolutely enjoyed the view.

Ruby had a pretty good ass. Her hips were wide enough but her usual clothes made it difficult to see that a lot of the time. Her petite appearance was somewhat deceiving when she wore her clothes plus that red cloak. How she was able to hide her great assets was a little baffling. Even now, Gray could see her breasts as they hung there while she moved aside the bed covers. She was most definitely not small. Perhaps not big like Yang, but Gray still thought he could get a titty fuck from her at some point.

The covers were pulled back enough for the both of them to be able to crawl under. Ruby sat back on her heels and looked back at Gray. Her eyes darted down, and her blush returned. Her smile was shy as she indicated the spot Gray would lay down in.

“T-There you go... uh... yeah.” She couldn’t even string a proper sentence together.

“Thank you, Ruby.” Gray said and crawled over to lay down.

“You’re welcome.” She said with an awkward nod.

Gray couldn’t get enough of it. Because of all his changes to their perceptions, Ruby was now acting how a nervous teenage boy would act if a girl was getting cozy with them. It was hilarious.

He laid his head down on her pillow and patted the empty spot next to him. Ruby glanced down at his body quickly before moving over to the side and slipped under the covers. She settled in and lay there next to him. She turned her head to him and smiled that shy smile of hers.

“...so... are you comfortable? Should I go and get the pillow from your bed?” She asked to be considerate.

“No, it's fine. We can share this one just fine.” He told her and moved a little closer so that their shoulders were touching.

“Okay, cool.”

“I’ve been wanting to check in with you, actually.” Gray said softly, turning to look at her fully.

“Oh, yeah? What’s up?” She turned to him more now and they were so close that their noses would be touching if they got any closer.

Gray looked into her pretty eyes. A grayish white color, they almost seemed to shine as he looked deeply into them. Her cheeks were red again as they just looked at each other so closely. Ruby was very pretty, if in a girl next door kind of way. Or a little sister sort of a way. She was adorable and dorky at times.

It took a moment for Gray to remember what he was about to say to her. He mentally shook himself and focused.

“I wanted to know how you were getting on with school. Are you having any trouble?” He asked her.

“Oh, yeah, it’s... it’s been going well. The work isn’t too hard. Though, it’s only the first couple days...” She ended with a nervous giggle. “It might get more difficult later on.”

“True. And Yang’s been helping you adjust?”

Ruby nodded. “Yeah, like in the library today. Her and the others have been catching me up to speed on stuff.”

Gray smiled at her, and she smiled back. “That’s good. And what about Weiss?”

“Ah, you mean is she helping too?”

“That, plus the two of you seem to be getting along now. Is everything good?”

“Oh, yeah. We... had a talk. And I offered to help upgrade her weapon too.” She beamed at him with the mention of weapons. “Her sword is really cool. Very elegant.”

He smiled at her enthusiasm for anything to do with weaponry.

“How did your talk with Weiss go?” Ruby asked.

“I... think it went well. We talked a little about her family and I can see where she got some of her... attitude. And she said she would try and not be too overbearing in the future. I think that's progress.”

Ruby nodded along and smiled at the end.

“That’s progress.”

The bathroom door opened and Weiss herself walked out wearing one of her night gowns. Her hair was down, and she carried her uniform over to one of her dressers. Ruby and Gray glanced over to her before looking back at each other and smiled.

A couple moments later Weiss walked over to the light switch.

“Are we all ready for lights out?” She asked the room.

“Yep! Thanks Weiss.” Yang threw her a thumbs up.

“Yes.” Blake said.

“Thank you, Weiss.” Gray called out.

“Yeah, thank you, Weiss!” Ruby chirped.

The white-haired girl seemed amused by the chorus of affirmatives and gratitude's.

“You are welcome.” She said before flipping the switch and plunging the room into darkness.

There was a shuffling of footsteps and the sound of someone getting into bed, then there was silence. Silence except for the nighttime sounds coming from the window despite it being closed. There was a little bit of rustling from the trees and the wind. A cricket would occasionally chirp or trill, but beyond that the night was quiet.

“Do you mind if we cuddle?” Gray whispered softly.

Ruby didn’t say anything straightaway, and Gray could tell that she was still shy and nervous. Eventually she whispered something back.

“I don’t mind.”

She was quiet and didn’t give much away with her tone, but there was still that shyness there. They both shifted a little closer now, with Gray turning onto his side and pressing his body to hers when she scooted closer. Gray could only imagine the blush on her face when she could feel his groin against her hip. To top it all off Gray placed his arm over her stomach under the covers and pressed his face close to her hair and ear.

They had done this before, the night before last. And yet Ruby still seemed nervous about being in bed with a boy. Or maybe it was the nakedness that was making it nerve-wracking for her.

He could feel her being unbelievably still, as if afraid that moving or relaxing would break the spell and he would stop holding her. They stayed silent for a little bit and Gray enjoyed the smell of her hair when he breathed through his nose.

“You can relax too.” He whispered into her ear. He heard her gulp and felt her shudder a little.

She shifted a little but didn’t really change positions.

“Hey, there was something else I wanted to ask.” Gray found himself saying. Truthfully, he wasn’t planning on bringing this up yet, but this proximity, this intimacy, and him yearning to ask ahead of schedule made him speak up.

“Hm?”

Gray breathed in to steady his suddenly hammering heart. He had no reason to be nervous himself. His Semblance and commands made things insanely easy for him. It was unlikely that Ruby would reject him. At worst, she would likely wonder why he chose her. Perhaps her low self-esteem would kick in and she would feel that he was making a mistake in asking her out. That was the only bad outcome that Gray could imagine after all his commands were in place.

“...I...” Gray suddenly felt conscious of the fact that the other girls were likely still awake. Especially Blake, since she was a Faunus and likely had good hearing. Gray turned on his Semblance and uttered, “My teammates, Yang, Weiss and Blake will easily fall asleep now and have a restful night where any noises that come from me or Ruby won’t wake them up, unless we shake them directly.”

Now, hopefully they wouldn’t be subjected to listening in awkwardly while he asked Ruby out. He flipped his proverbial switch off and focused back on the girl in question.

“I wanted to ask you... if maybe...” Gray tried to say. Nerves were attacking him out of nowhere, even though he knew she was more than likely to say yes. So, knowing that fact, Gray pushed on. “Did you want to be my girlfriend?”

There was a short silence.

Then a small noise escaped from the shy girl. Barely even a syllable.

Another short silence. Then came a stuttering noise. Like a collection of halted syllables.

“...uh, ah, wa... I... wai...” Ruby tried to speak. She seemed to give up though as more silence filled the space between them.

Gray decided to be a little bit of a tease, if only to quiet his sense of dread that this might lead to a rejection. It shouldn’t, but his mind was having trouble being fully convinced.

“Is that a no?” He asked quietly.

“...no... wait! Yes... wait no! No, no... hold on. Hold on.” She started off quiet but ended up hissing in panic, trying not to wake anyone. Not that she would. She went silent and took a deep breath. “I... I... You... you want me...?”

He knew it.

That was her first thought. That it couldn’t be her.

“I want you, Ruby.” He said bluntly.

In the ensuing silence, Gray imagined that he could feel the heat coming off of her face like a bonfire. Her body had warmed up considerably just with the parts he was in contact with.

“...but... you... you have Yang... and Jeanne.” She eventually muttered.

“Yeah?”

“They’re so pretty. And I’m... not...” There was a quiet self-deprecating tone and a barely hidden sadness behind her words.

Gray’s assumption that Yang’s popularity overshadowed Ruby growing up was becoming more and more apparent. Yang had boyfriends and lots of friends back in their old school. She was the life of the party and people were drawn to her. Ruby, on the other hand, was quiet and shy, with quirks that some might not have understood. When she was close to someone she was as cheerful and vibrant as Yang, but it took getting to know her to see that side of her.

Naturally, Yang got most of the attention for being outgoing from the get go. Ruby was starved of attention, both because Yang pulled attention to her and because of Ruby’s shy nature. It was no one’s fault, but for Ruby it was a double whammy. She was a very good-looking girl, but next to Yang’s vibrancy, she was overshadowed.

That would affect anyone’s self-esteem growing up.

“You are pretty, Ruby.” Gray whispered to her. He didn’t stop there, though. “You’re cute, and funny, and to be quite frank with you... you’re pretty sexy, too. I don’t know how you manage to hide it with your clothes, but seeing you in your sleep wear... it’s very distracting.”

Gray both heard and felt her gulp.

“...really?”

“Yes. And you should have been able to tell this entire time.”

“...what do you mean?”

“Haven’t I been pressed against you this whole time? Down there?”

Another noise came from her. One of no small embarrassment.

“...I... I guess.”

“There’s another way I can prove it to you.”

“...how–” She tried to ask. Gray didn’t let her finish.

He placed his hand on her cheek to make sure she was facing him. It was a little too dark to tell easily. Then he leaned in and kissed her softly. His lips met hers and she went still. Her words died between each other's lips. His hand stayed on her face, caressing and stroking the hair by her ear. Then resting on her neck, the contact keeping her from moving away. There was also the tip that he remembered from the internet that said the neck was a sensitive part on a woman, and that they liked when that part was held during a kiss.

Ruby was stunned by the kiss. She didn’t move or even seem to breathe. Gray retreated slightly, but kept contact so that their lips brushed gently as he changed position. He leaned in again to kiss her sweetly. He kept it chaste, waiting for her to respond, but she was still lying still. Gray opened his lips partly against hers, making her lips open a little. He then nibbled her lower lip and felt her gasp a little.

Her lips trembled slightly as Gray felt the wetness inside her mouth briefly. She finally responded to the kiss by pressing her own lips forward. She was hesitant at first, just as Gray thought she would be. He answered her efforts with more sweet kisses. They were like that for a long moment, Gray coaxing her out of her shell.

Then he flicked his tongue out. He touched her lips with his wet appendage for a small moment. Ruby gasped again and went stock still. The shock of feeling his tongue on her made her timid again. That didn’t stop Gray, however.

Gray tested the waters again and flicked his tongue against her upper lip. This time for a longer lick. He licked her lips again and again, waiting for her to respond in kind. Even his hand went back to run the fingers through her hair. She shivered and gasped again.

He dipped his tongue in between her lips, pushing his luck and touching her teeth. Gray felt her hand on his chest. Not to push him away, though. She just seemed to be touching him to touch him. That was a good sign.

Finally, Ruby felt brave enough to open her mouth and tentatively reach out with her own tongue. Both of them met and her quiet moan made Gray smile. She felt pleasure from the contact and felt emboldened to keep going. Her tongue reached out further and Gray answered by rubbing against her. Two wet and warm muscles rubbing their taste buds together. They flicked against each other and Gray felt her getting more and more into the kiss. She leaned in, pressing closer, both with her lips and with her body.

Gray was ecstatic that she was so into it now. He felt her beginning to explore his mouth. When her tongue was pushing into his mouth even more, Gray enclosed his lips around the appendage and sucked hard. Ruby moaned immediately. The noise wasn’t too loud but it did vibrate through their mouths. Her hand on his naked chest tensed. Her nails scratched him slightly, but there was no pain. His Aura did its job.

Gray swallowed what saliva he got from her and let her go. They both needed to breathe so he leaned back a little to give her space. She was breathing quite hard after likely holding her breath through most of that.

They both rested in the dark. Gray was breathing evenly, but Ruby was having a little trouble. He waited a moment before asking, “Was that convincing enough for you?”

She breathed some more before chuckling quietly.

“That... was... yeah. That was... convincing.” She said through her panting.

“Then what's your answer?” Gray asked.

She stayed silent. Her breathing began to slow.

“... you like me?” Came a shy question.

“Yes.” Came his resolute answer.

“... then... yes.” The word sounded bashful. Hopeful. Gray answered her by leaning in for another kiss. This time she didn’t stay shocked for long. This time she wrapped her arm around him and threw herself into the kiss.

---

Gray lay there in Ruby’s bed and listened to her soft breathing. He kissed her head and breathed in her scent. He didn’t go the distance with her this night. While his dick was happy to go ahead, Gray found that he was actually quite tired. A lot had happened today. A whole lot. His mind needed to sleep and process... everything. So, after making out with Ruby they both just enjoyed holding each other.

Ruby fell asleep happy and content.

Gray turned on his Semblance. There was one last thing he wanted to do before going to sleep for the night.

He reached for his scroll and typed out a message to meet Cinder and her two associates tomorrow night. He asked her to send him the location that she thought was the best place to meet. He also let her know that he wanted to see Torchwick there. She replied with an affirmative message a few minutes later with a location.

Gray then sent Torchwick a message filling him in on the meeting and asking him and his partner, Neo, to be there. He replied sooner with a, “Sure thing, Boss.”

That meeting would help him get a grip on the situation. He could hear what they had planned for Beacon and he could stop them and turn them for his own purposes. Cinder was the link he needed to understand this Salem woman, and Torchwick was a crime boss. Having him in his pocket would help Gray keep the streets clear of criminals.

He put his scroll down and held Ruby tighter and relaxed. The day was way too eventful. He was almost looking forward to just going to class in the morning.

---

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