Pleasurable Fantasy
by Contrail

Disclaimer: Fairy Tail belongs to Hiro Mashima, and is being used without permission. No profit is being made from this story.

Warning: Adult content including sex, oral sex, anal sex, double penetration, and multiple sexual partners.

When Juvia opened Gray's door to reveal him and Lyon kissing on his bed, she had to wonder if she was imagining things again. As she stepped inside and quietly closed the door behind her, she also brought her free hand up to rub her eyes, trying to make the vision before her vanish. But no, once she opened her eyes she could still see them there, making out in just their boxers. One of Gray's hands was grasping the back of Lyon's head, fingers buried in his silver locks, while the other gripped the silver-haired man's right shoulder. Lyon, in turn, had his arms wrapped around Gray, one resting low on his hips, the other angled across his back, holding him close.

She knew she should be feeling heartbroken right now, seeing her love in the arms of another. But instead she could feel her face beginning to flush as a wave of desire rushed through her, making her breasts (and other parts) start to tingle with excitement. The passion with which they kissed, the way the sculpted muscles of their bodies flexed as they moved… It was the most arousing thing she'd ever seen. Mesmerized, she slowly, quietly moved towards the bed, until she came to a stop an arm's length away, letting the sight before her fill her thoughts and senses.

They were too engrossed in what they were doing to notice her presence immediately. After pulling away from each other to let themselves regain their breath, Lyon started placing kisses on Gray's neck. As Gray angled his head to one side to give him better access, his half-lidded gaze met Juvia's own, causing his eyes to widen in surprise. "Juvia…?"

Gray's outburst caught Lyon's attention, making him stop what he was doing and look over at her. "Juvia-chan," he said, giving her a small but warm smile.

Having gathered himself after her abrupt intrusion, Gray cut off whatever Lyon might have said next, asking, "Why did you come over here?" His tone was more curious than accusatory, despite what she had interrupted.

Swallowing in an attempt to moisten her dry throat, she stammered, "J-Juvia came here to- That is, she…" She couldn't recall the reason she was in his room in the first place, and how sexy the rumpled appearances of the two men before her were was no help at all in her attempts to gather her thoughts.

Lyon chuckled, apparently amused by her inability to give a coherent answer, and asked, "Were you enjoying watching us?"

The blush on her face darkened at that query. "Um, uh, well…" Her reaction was probably answer enough.

"I see," Lyon responded, his smile widening. "But you'd probably find participating even more enjoyable, wouldn't you?" His tone was suggestive, and she could feel her heart start to pound harder in her chest at the implications as Lyon gave Gray a significant look.

Gray trailed a considering gaze up and down her body as he thought over the unspoken suggestion. The weight of his eyes upon her left goose bumps in their wake. Once he was finished deciding, a smirk tugged at his lips as he raised an eyebrow at her and asked, "D'you wanna join us?"

Her face was probably resembling a tomato by now, but she couldn't deny how appealing the thought of getting to run her hands across their bodies, of having them caress her in return, was. Unable to find her voice, she licked her dry lips as she managed a small nod of assent.

His smirk widened. "Then come here," he said as he reached out to take hold of one of her wrists.

"Yes, come here," Lyon agreed, taking hold of her other wrist and helping Gray to pull her onto the bed with them. She ended up pressed between their bare chests as they each wrapped an arm around her, Lyon to her left and Gray on her right. Once they let go of her hands, she placed a hand on each of their chests and slowly trailed her hands upwards until they came to rest at the napes of their necks.

Placing a finger under her chin, Gray tilted her head up and leaned in to press his lips to hers. His insistent kiss sent a shiver down her spine, and when he ran his tongue along the seam of her mouth, she tilted her head to the side and parted her lips to allow him entrance. Even as the kiss deepened, she could feel Lyon's warm breath against her skin as he brushed his lips against her cheek and began rubbing his hand in gentle circles on her back. She returned the favor by threading her fingers into Lyon's hair. Though she usually associated the two of them with the coldness of their element, the way they were kissing and touching her was making her feel anything but that, sending sparks shooting through her body.

Once Gray pulled away from her mouth to begin trailing his lips down her throat and across her shoulder, Juvia only had a few moments to catch her breath before Lyon turned her face towards him so that he could take a turn tasting her. Kissing Lyon was a bit different than kissing Gray, his movements a little more languid but with no less passion behind them. As their tongues continued to tangle with and rub against each other, she could feel Gray's hands travel over the bare skin of her back to where her bra was clasped. (Where had her dress gone, anyway…?)

It didn't take long for him to unfasten her bra, and Juvia disentangled herself from the two of them long enough to pull the garment off and fling it away somewhere. Their eyes were immediately drawn to her now bare breasts and she resisted the urge to shyly cover them from their heated gazes. Wrapping an arm around her back again, Gray and Lyon each took one of her breasts in their free hands and started to caress and knead, drawing a moan of pleasure out of her. Starting at her neck, they began to kiss their way down as they continued to fondle her.

When their lips had trailed low enough, the two of them wrapped their mouths around her nipples, licking and sucking at them in a way that made her shudder and groan. "Gray-sama… Lyon-sama… That feels so good…," she told them, her voice gone all breathy, as she arched her back and buried her hands in their hair, her left tangling in silver locks while she threaded the fingers of her right into black strands. Responding to her encouragement, they intensified their ministrations to her breasts, and she let her eyes drift closed as she momentarily surrendered herself to the sensations. Shifting her legs a little, she tried to ease the growing needy ache between her thighs a bit.

After Gray and Lyon eventually began to move their attention away from her breasts, Juvia turned herself towards her left and pressed herself against Lyon, trailing her lips down his neck as she started trying to return some of the attention she'd received. While she was running her tongue along his collar bone, she felt the bed shift as Gray placed himself behind her. She shivered at the brush of his lips against her spine, and wriggled her hips when she felt his hands skim over them and down her thighs. As she continued to kiss her way down Lyon's chest, Lyon brought one arm up to wrap around her shoulders and buried his other hand in her hair with a pleased sigh.

Trailing mouth and fingers inch by inch down his abs, she eventually reached the bottom of them, coming face to face with his nearly fully erect length. She reached down and let her fingertips lightly dance across the soft skin of his member, eliciting a quiet hiss from him, before wrapping her fingers around it and slowly stroking her hand up to the tip and then back down to the base. But Juvia was soon distracted from her efforts by Gray slipping a hand up the inside of her thighs and across her entrance, his fingers dipping slightly in to find her already hot and throughly damp with need.

"So wet," Gray said as he leaned forward, voice low and suggestive. "Does being with the two of us really get you this excited?"

She squirmed, trying to get him to do more than just tease her with his fingers, as she replied in a shaky voice, "Y-yes, it does… Ahhh, could you…?"

Ignoring her quiet plea and attempts to gain more contact, he continued to tease her center in a fashion that was driving her crazy with need. "Wanting to have both of us so badly…" He chuckled. "You really do have a dirty mind, don't you?"

Forgoing saying anything more, Juvia tried to return her focus to the man in front of her, who was looking down at her with sultry eyes as he gently caressed her back and hair. "A pleasant surprise," Lyon mused. "If you're such a naughty girl, then you'd enjoy wrapping those beautiful lips of yours around my cock, right?"

Taking the hint, Juvia lowered her head and licked the underside of his shaft from the base to the tip before swirling her tongue over the head, making him groan in response and tighten his grip on her hair. After she was sure she had lavished attention on every bit of it, she parted her lips and took the tip of his member into her mouth, gently sucking on it. She felt Gray's fingers stop their teasing, and whined a little from the loss of stimulation, before nearly gasping when his tongue sudden started to slowly trace the length of her entrance. Sucking harder on Lyon, she couldn't hold back a moan when Gray pushed his tongue further into her.

"Keep making her moan like that, Gray, it feels really…" Lyon's voice trailed off into another groan as she drew him in deeper into her mouth before pulling back to just the head again. As Gray continued to lap at her core with his tongue, coaxing more moans out of her, she kept sliding her lips down Lyon's shaft and then retreating, taking more and more of it in each time she did so. Once her lips reached the base of his member, she slowly drew her head back up, brushing her tongue from side to side as she did so, only to start moving back down after she reached the tip. Juvia thought that she was doing a good job, if the way Lyon was panting and groaning was anything to go by, even though Gray's tongue was being very distracting.

Letting out another moan around Lyon's cock as Gray thrust his tongue in particularly deeply, she began to let the silver-haired man's length slip into and out of her mouth more quickly. As she picked up the pace with which she was moving her head, he started making shallow thrusts with his hips, driving himself deeper into her mouth. While Juvia was doing that, Gray dragged his tongue down the length of her entrance and over to her clit, moving it in a circle around that small nub of flesh before taking it into his mouth and sucking on it while inserting a finger into her core. The strong burst of pleasure that caused to run through her made her buck her hips a little on reflex and let out another muffled moan through her occupied mouth.

She could feel the heat pooling below her stomach growing with each lick and suck of her clit, and she wasn't sure if she would be able to bring Lyon to completion before Gray pushed her over the edge. Her head was bobbing up and down as she moved her mouth over Lyon's member ever more quickly, his hips raising to meet her every time, his hand holding her in place to make sure she took in him in as deeply as she could. One of her hands glided over his hip to trace over his butt, while the other gently grasped his balls as she ran her thumb over them in a soft caress.

It didn't take too much longer until Juvia felt Lyon tense underneath her, and then he gave one last strong thrust and let out a loud groan as he came into her mouth, holding her head there as she swallowed down his release. Once he was finished, she pulled her head away so she could take few deep breaths, then leaned against Lyon as she let herself surrender completely to what Gray was doing to her.

Now that she was done with Lyon, Gray redoubled his efforts to make her reach the climax that she was already very close to, thrusting a second finger into her, and then a third, as his mouth continued to work on her clit. Juvia's moans changed to cries of pleasure that escalated in volume and pitch as the heated tension within her grew tighter and tighter. Then Gray lightly grazed her clit with his teeth and that was all it took for her to come undone. Clinging to Lyon while she threw her head back and screamed, her body shuddering as waves of pleasure surged through her, washing away any shred of coherent thought for a short time.

When she came back to her senses, she sat up, pulling herself away from Lyon and turning to look at Gray, who was casually licking her juices from his fingers. "So, what now?" Juvia wondered aloud, glancing at his still engorged member. Would he want her to give him the same treatment she'd given Lyon, or…?

The way Gray looked at her and smiled in response to her question made her shiver with renewed excitement. "Now I get to find out what it feels like to be buried inside you." Wrapping his arms around her, he turned her as he pulled her towards him so that she ended up settled with her legs on either side of him, her center pressed up against his length. She could feel how hard he was as he rocked his hips against hers, the friction between them making her gasp as she started to ache between her thighs again.

Lyon approached from behind her, placing a kiss where her neck joined her shoulders as he placed a hand on one of her breasts while resting the other on Gray's hip. Juvia could feel the firm muscles of his chest against her back and his member, stiff once more, rubbing against her buttcheeks as he pressed up against her. Sandwiched between the two of them, she draped an arm around Gray's neck and let her other hand slip down to rest on Lyon's thigh, reveling in the sensations of them both moving against her and pressing kisses on her neck.

As good as what they were doing felt, though, all it was doing was making her ache for Gray to be inside of her. "Gray-sama…" she breathed into his ear, her voice coming out as a needy whine.

"Yeah." Making a little space between them, he reached a hand down and positioned himself so that the tip of his length was brushing against her entrance. Then, gripping her hips to hold her still, he slowly thrust into her. She moaned as she felt him stretch and fill her. Tightening her hold around his neck, she waited for him to start moving.

But then Lyon murmured in her ear, "Gray isn't the only one who wants to feel you around him."

"Lyon-sama?" she asked, uncertain of what he meant. At least, she was until she felt his shaft nudging at her anus and she realized what he had been talking about. An unexpected rush of heat ran through her at the thought of having them both inside of her at once.

"Can I?" he pressed.

She nodded. "Yes, please."

Needing no further invitation, Lyon started pushing into her, sinking into her from behind with measured care. If Juvia had thought she'd felt full with just Gray in her, it didn't hold a candle to what it was like to hold both of them inside her. When Gray pulled out of her, she practically ached with the loss of that fullness, only to cry out in pleasure when he thrust back into her, filling her so deliciously full once more. Then Lyon took his turn to pull away and push back in, provoking another cry from her.

From there the two men soon managed to establish a rhythm, one thrusting in as the other pulled out, coming and going all at once. Surrounded on both sides, her world shrank until she was aware of nothing beyond them. All she could hear was the sound of their ragged breathing and the slapping of flesh upon flesh. All she could smell was the scent of sex and the unique fragrances of the two men she was with. All she could see was Gray's face contorted in pleasure and the flexing of his chest with every thrust. And all she could feel was their heated skin beneath her fingers, the way their firm flesh pressed against her own, and most of all the two hard cocks thrusting in and out of her.

The intensity of it all was overwhelming her. Juvia's hands clutched both of them tightly as a babbling litany of pleasure fell from her lips. She could feel her release rushing towards her at a breakneck pace, driven by the incredible feeling of Gray taking her from the front while Lyon possessed her from behind. It was coming, it was so close, it-

An obnoxious ringing sound crashed through her ears, shattering her dream and chasing away the remnants like dissipating wisps of fog. Slapping her hand on the alarm clock to silence it, Juvia's cheeks flushed as she remembered what she could of the dream she'd been having. It wasn't the first time she'd had a sexy dream involving Gray, but the way Lyon had been in it, and the things she'd done with both of them… How could she be unfaithful to Gray-sama like that in her dreams?! (Even if he had been involved in what was going on…)

Still, she couldn't quite deny that she'd found what had happened in the dream appealing. If nothing else, the ache she could still feel between her thighs attested to how arousing the dream had been to her. Sighing, she stretched a little before she got out of bed and started shuffling her way to the shower. Maybe she could think of some way to make it up to Gray-sama… Not that she could ever telling him what she was trying to make up for.

Stripping out of her night gown and underwear, she turned the water on and stepped under it. Moving her left hand to clutch her breast and dipping her right into the space between her thighs, she began to take care of the tension that dream had left for her. And if Gray's hands weren't the only ones she imagined taking the place of her own, well… No one else would ever know.

Well, I hope you all don't feel too trolled by the ending. I did try to leave some small hints about the true nature of what was going on. One of which was anal penetration without lube or preparation not being painful instead of pleasurable. That's something that only works in poorly written stories or someone's fantasy. ;^) If anyone did figure out the twist before hand, I'd like to hear what clued you in.