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(Ruby PoV)

Weiss was nervous. I could tell that she was trying not to be. She even put on a pair of lacy pale blue panties and brassiere. I wasn't sure if she was interested in giving us something to look at or just trying to reassure herself of her own body though. I'm pretty sure it didn't work so well if it was the later of the two. She still looked on edge in the dark blue slitted dress she was wearing.

It was a first time for her in a lot of ways and to be fair I hadn't worked out the exact mechanics that would go into play here. For example if I was getting dicked down what would she be doing? And the reverse, if she was getting some what would I get up to? I wasn't really sure and maybe it made me a little nervous as well. But not enough to overwhelm the excitement I felt at the thought of doing it with my two best friends.

When Weiss and I arrived at the hotel we would be staying the night in Cloud was already there. He was in the pale yellow room and out on the balcony. He was just waiting out there in the chill night. He… the goofball, he scattered rose petals on the king sized bed and lit a few candles. Weiss exhaled a shaky sigh by the doorway. I stepped inside and pulled her gently by the hand with me so that if she really wanted she could resist. She didn't. She followed me inside and shut the door behind her. The bed was white with a brown comforter. It looked big enough for four people really. There was a brown sofa couch to one corner and a brown chair along with it. Two small end tables on which three candles total burned. There was a table at the foot of the bed where more candles were lit.

Off to one side there was a full ensuite bathroom with a standing glass shower and brown and grey mottled tiling.

Cloud turned around our entrance and stared at the two of us. He looked good with his hair ruffling in the breeze and those little diamond studs. He wasn't full on masculine in appearance. More of a metrosexual look wafted off of him. Which I thought was really good. I liked that he was in touch with his feminine side in a lot of ways. He wasn't afraid of his own emotions or expressing them. He wasn't afraid of crying in front of me out of some twisted sense of pride. I liked that openness. I liked that strength. And standing there he seemed content to wait on us to make the first move.

He stepped in and shut the door behind him and closed the tan curtains. Without the artificial Atlas lights it grew a little dim. Weiss reached a tentative hand over and turned the light bulbs in the ceiling down low such that the bright little six candles were the only lights in the room. She breathed a sigh of relief at that like it removed some little tension from her worries.

"So," Cloud began with a whisper. "I'm a little confused about the specifics… I think… two people will have to go first, though. And then the other person will rotate in."

"But who's going to want to be the odd one out?" I asked. I couldn't imagine it going down like that.

"Me, of course," he returned. "Let you girls get warmed up. It's a shade more important for you than it is for me, isn't it? Foreplay? I mean, too much foreplay for you isn't really a thing in my experience. Too much foreplay for me and my night is over."

"Is that how guys work?" Weiss asked.

"Pretty much," he answered. "I could probably go two rounds in fairly short succession. But that would be it. It would pumping in a dry well after that. I mean, I could still go down on one or both of you but the 'main event' so to speak would be over."

"Are you really worried about you finishing too soon?" I asked. "That's never been a problem for you before."

"I'm just saying that we have all night for me to probably go two rounds. One for each of you. But after that I'm going to be exhausted. Girls don't really have a limit that way, in my limited understanding at least. I could be wrong but if I'm like a bottle rocket, ladies are like diesel engines. Once we get you warmed up you can keep going and going and each one is closer and more intense than the last. Is that wrong?"

"Well, not really," Weiss agreed. "That's sort of how it works. Girls actually have two different types of orgasms. One for the clitoris and one for the 'g'-spot."

"That… I didn't know…" Cloud trailed.

"The ones for the clitoris are closer and more intense as things go one but the 'g'-spot is a finisher if that makes sense," Weiss explained.

"Huh," I said. "I didn't know that."

"Really?" Weiss asked.

"Jaune and I… when he was Jaune… he sort of did both at the same time? It was pretty good. I won't lie. I guess he made them sync up? Is that a thing?" I asked Weiss.

"I think so…" Weiss trailed with her eyes flickering between us. "The point is that Cloud is probably right. We could go first and have him join us. Foreplay is probably more important for us than it is for him."

"With his size… yeah…" I agreed a little.

"Is… is it a problem?" Weiss wondered, teetering nervously.

"I mean… it can be?" I phrased. "Not with enough foreplay."

"Right. I suppose that makes sense," Weiss agreed.

Cloud took a seat on the couch and folded his legs. He put his arms up around the back of the couch and looked relaxed. "You girls do what comes naturally. I'll look for my opportunity to step in. But… I'm sort of eager to watch? I mean… who wouldn't be?"

"Oh is that how guys work?" Weiss rolled her eyes.

"Yeah. Little bit," he said with a smile. "Lesbian porn is the most popular category of porn on the internet. So… chop-chop."

"Well," I turned to Weiss. "We can take our time then."

"Ruby…" she trailed off. I took her in her slitted dress. I wanted her out of it as soon as I saw her in it. I leaned in and kissed her once on her bottom lip. She oozed into the kiss. I stuttered back a half step and I sat down on the edge of the bed. She pursued me. I ran my hand up her milky thigh up the slit in her dress to where her panties met her hip bone. She bent down and kissed me deeply. This time she hunted for my bottom lip and she gently licked it. I opened my mouth to her. Our tongues gently breezed against one another. She pushed me down into the bed as I lifted her dress. I was in a pair of yoga tights and a 'v' neck. Her knee came to the head of my thighs and gently pushed into my mound.

I rolled my hips into her knee encouragingly. I got some nice friction out of it. Not anywhere close to making me finish but it was a pleasant sensation. I heard Cloud let out a low groan at the sight but I didn't look over at him. I was staring at Weiss above me. She ran a hand under my shirt and up to my breasts. She gave my left one a gentle squeeze and caress before hunting for my nipple under my bra and finding it.

I squeaked into her mouth and her tongue pulsed forward. It rubbed harder against mine and she went deeper with her tongue into my mouth and explored the back of my front teeth. I kept running my hand up her dress higher and higher. I smoothed over the soft skin of her stomach but I couldn't reach her modest chest. I whined into her mouth and she grinned down at me and pulled back a little. She helped me out of my shirt. Pulling it over my head. She turned around and I unzipped the back of her dress. It fell off of her and left her exposed in those undergarments I watched her put on. They were lacy, flattering on her, and matched her blue eyes and platinum hair.

My own bra was black and a little lacy but not as much as Weiss's. So were my panties but I still had on black tight yoga pants.

She pushed me down onto the bed and straddled one of my legs at the same time her knee came back to my apex. I groaned and thrust my core over her knee for some friction. She rocked her hips into my thigh as she bent low and kissed me. She cupped my right breast and started working her way around my face and down my neck with soft airy and wet kisses. She sucked on my neck hard and my hands came up to stroke her breasts and find her nipples. She squealed a little. It was a very un-Weiss-like noise but it was good and I wanted to hear more of it.

She pushed her own mound harder into my thigh and I felt a little wetness through the lacy blue and silver fabric. That was… that was just right. It made me push my thigh and my own groin harder up into her and I let out a low moan when our action graced my clit. The little bundle of nerves pulsed excitedly. She reached behind me and pulled my bra off. Her lips traced down my collar until she took one nipple in her mouth and sucked gently. She pulled it into her teeth just enough to graze it and I whimpered and let out a little gasp.

"Weiss…"

She rocked her hips harder and down on me at my utterance of her name. I could really feel her heat and her wetness now. I traced a hand up her thigh and to her panty line. I pushed the material aside and pressed a finger between her lips.

She let out a low moan and thrust her hips into my finger. Huh, so that was what it was like. I mean I sort of got it from the times Jaune had thrust into my hand when I held him but I felt so powerful. She felt so delicate. My other hand came up to her left breast and traced a gentle circle around the nipple there. She sighed. It was a shaky sound like she was struggling to breath. She cupped my face in both her hands and kissed me hard.

She rocked her hips into my finger and I brushed her clit. I rubbed up and down against it very gently because I knew how sensitive it could be. I flicked gently against her flesh and she leaned away. She twisted and pulled her bra off.

I sat up and kissed between her breasts before moving over to her left one and taking it in my mouth. Her hands returned to my face where she pulled me hard against her. I slipped my finger inside her tunnel and she moaned loudly and threw her head back.

"Oh, Ruby…" I thrust my pelvis up into her knees a little harder and in a circular fashion more than just a vertical one.

I pushed my finger in and out of her wetness nice and slowly. I rubbed at the interior of her velvety walls and wondered at the softness of them. Her lips seemed so delicate. She sank her fingers into my hair and I whined a little at how fiercely she touched me. She pushed me back down into the bed again. She mimicked the thrusts of my fingers with soft rolls of her pelvis.

I heard Cloud groan again. He seemed to be enjoying the show and I honestly struggled to blame him.

Weiss pulled back and away from me. I flicked her clit harshly as she pulled away. She gasped and subconsciously thrust her hips back at me.

She glanced at me and I looked away innocently. She kissed down my body to my pants line. She sank her fingers in and pulled my tights off me in a roll. She took my panties off at the same time and left me exposed to the chill-cool air. She spread my legs so her face was right at my mound. I felt my lips part moistly as she pushed my legs apart. She had a look of intrigue on her face as she sank a finger into me. I moaned lowly and loudly with the slow gesture. She gave me a gentle thrust all while rubbing against where she knew my 'g'-spot was. The rough patch of wet skin on the upper side flexed under her pressure and I rocked my pelvis down onto her finger harder and harder.

She thrust gently again and sofly parted my folds with a graceful ease. Then her face came forward and she gave my inner lips a low long lick and a gentle kiss. I sighed. I was biting my forefinger hard to keep from moaning loudly. She found my clit and rolled it into her mouth. I moaned and tossed my head back. My hands came down to grip her platinum locks and she groaned right into my core.

Her finger rocked into me and found that sensitive place and started rubbing a firm circle into it. Her tongue darted out and lapped at my folds and graced a circle around my clit before she sucked on it very gently. Her tongue then rubbed hard against it.

"Ah! Weiss!" I called out. Cloud had never gone down on me before. It was an entirely soft experience that had me pushing my lips hard against Weiss's face. She fell back and kissed the inside of my thigh and gave her finger a push. Then she kissed my outer lips and gave me a harder thrust. Then she licked from her finger all the way to my clit and gave it a gentle kiss.

Then she really went to work on me. Her tongue pressed hard into me and started tracing against my most delicate skin. Her finger thrust harder and harder into me and she rubbed at my insides with some ferocity. I let out a long and low whine that I couldn't really stop at all and I finished around her finger and thrusted into her face. I had her by her platinum locks harshly and I panted as I came.

"Weissss…" I felt so unbelievably wet. Sure some of it was Weiss's spit but so much of it was also me. I tugged and Weiss's hair. She rose up over my body. "Take them off…" I whimpered. She did. She shed the last of her clothes and crawled on top of me. I scooted down at the same time.

"Ruby…" she trailed off. I pulled her up so that the apex of her thighs was right over my face. I kissed her mound and it kissed me right back. Her hands fell to my hair and I split her folds with my hands. I kissed her interior. Then I slid my tongue inside of her tunnel. It was wet but oddly sweet. It tasted of her sweat, that's true. There was also a more musky flavor that came with it. And of course all around me was the rich creamy flavor of her aura. Some sort of smooth custard, whipped cream, and crisp crushed ice.

My licked her from her entrance all the way to her most northern part of her folds. I found the bud there and licked a circle around it. She moaned loudly and her fingers sank into my hair. She thrust her hips into my face with some force and I tried to meet it with my tongue.

"Ha… Ruby… a little…" I flicked even harder against her clit. "Ah! Just like that," Weiss ordered.

I made firm love to her sensitive bud. She rode my face into the soft mattress with hiccupping thrusts into me.

"Ruby… you're...I'm about to… Ha, ha…" She fell over me such that she was on all fours with her legs spread wide and vigorously strumming down at me. Her hair fell over her rosy flushed face. Her eyes were fluttered closed and I knew she finished because I watched her entire stomach tighten and the abs there flex inwardly.

"Ha...ha…" she panted. I flicked my tongue out again against her love bud. "Ruby!" I knew that she would be sensitive. I did it again and she flexed harder down onto my face.

I flicked my tongue up and down her gash and sucked on her most sensitive region. I let my teeth graze it and her hips stuttered in place. Now I understood why Jaune had tormented me with his fingers whenever possible. I felt so powerful as she drove my face into the mattress. It was as though she couldn't decide whether to pull her hips away completely or ride me harder. Her pelvis rocked back and forth quickly as I brought her to her second orgasm. Her face dropped totally into the bed above me and she pressed her hips down on my lips. Her hands fell into my crimson and black locks and she was so incredibly wet when she finished. The vague triangle of white hair above her mound itched at my nose when she fell. She just lay breathing hard into the bed.

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-WG