CAUTION! THIS IS A LEMON FIC FOR ADULTS ONLY! IF YOU ARE NOT AN ADULT OR ARE DISTURBED BY SEXUAL CONTENT, PLEASE LEAVE NOW!

Disclaimer: I own nothing. Trails of Cold Steel, along with the entire Legend of Heroes franchise and their plots and characters are property of Falcom and XSEED.

Hello you all. This is Apex85 bringing you another Trails of Cold Steel One-Shot.

Figured I might as well just make something to get my head back in the writing game, and what better way than to go back to what I started with. So here's another lemon.

In this case, featuring Rean x Emma, a ship I've come to love and believe needs more attention. Seriously, of all the Class VII girls she gets the least amount of love or pairings with everyone's favorite Ashen Chevalier. I've seen fics pairing him with Laura, Fie, and Alisa here and elsewhere aplenty but barely anything with her. Figured I would do my part and give everyone's favorite witch the love she deserves.

This takes part right after the fight with Loa Luciferia. Realizing how short their time left together is, Rean and Emma decide to make the most of it, starting with a night they'll never forget.

If you're not a fan of this ship, either because you ship them with someone else or just plain hate the romance mechanic in the games, feel free to turn away now.

Narration: Nice

Spoken words: "Beautiful"

Words spoken through phone, radio, other communication devices: [Its me.]

Thoughts and emphasis: It's been far too long.


(Class VII Dorm, Rean's room)

Time is a fickle thing. What seems like a quick venue could drag on for hours long past, lifetimes could seem to pass within a blink of an eye, appointments that seem swift could drag far longer than anticipated. One can try to keep track of it, attempt to manage what little they have, or just try to waste it. Regardless of which is chosen, an absolute truth remains: Time stops for no man.

Never before had those words rang as true as it did right then for Rean Schwarzer.

Sitting in his bed, his trademark Class VII red blazer hung over on his chair, the usually spirited dark-haired leader of Class VII was left alone in his thoughts.

It had been but a few hours since he and the rest had finished their confrontation with Loa Luciferia at the Old Schoolhouse. As that long arduous trial of blood, tears, and sweat came to an end, he and the rest of the Class finally realized how short their time was. Claire, Elise and the others had left soon after the battle, leaving only the members and instructor of Class VII to themselves. It was difficult, painful, but necessary.

Sighing, Rean ran a hand through his hair as he processed the day's events again, the same thoughts resonating within his mind again and again.

I can't believe it's almost over. The adopted nobleman groused in his mind for what felt like the thousandth time. I've already known that for a while now. I knew, but...

But now he understood. Though his mind intellectually knew that their time together as a class was close to an end, his heart and emotions had yet to comprehend the fact for all its gravity until that moment.

And as he noticed then and there, so had the rest of them.

So this is it, huh? Class VII really will... Rean mentally trailed off, not wanting to finish that line of thought, as if afraid that it would cause it to become real.

A logical part of his mind reminded him that it would not be a complete and total end. That he could still visit and stay in touch with his friends after they go their separate ways, and they could do the same with him. Yet it did little to ease the ache of his heart at the inevitable separation.

True, they could still meet again. But with how erratic his military duties were, there'd be no telling when he could meet them, or how far apart those meetings would be from each other. That's without taking the time and duties of the others into account.

But it wouldn't be the same. Rean sighed, as he leaned back until his back was on the bed, his arm moving over to cover his eyes. There won't be enough time to connect as we have so far. Just thinking it brought a small ache to his heart.

"That's enough moping." The swordsman spoke, shaking his head to clear his mind. "What's done is done, nothing to do but try to make the most of it. After all..." His fuschia eyes traversed to his desk, lingering over a single 50 Mira Coin. "The only way is forward."

Any further thoughts that would pass his mind were halted by the familiar ringing sound of his ARCUS. Blinking in surprise for a moment, Rean got up from his bed and walked over to reach the ringing device on his desk.

Wonder who could it be. Rean thought as he picked up the Orbment to his ear, "Hello? Its Rean."

[...Its me.] Answered an all too familiar voice, soft, gentle and feminine.

Rean's breath hitched for a bit as the voice registered in his mind. There was no mistaking the owner of that voice.

"Oh, hi." The Swordsman trailed off after a moment of silence. "So, what is it you want to talk about?"

[...Come to my room. I want to discuss this face to face.] Came the reply, the tone simultaneously brooking no argument, yet resonating uncertainty.

Rean raised an eyebrow, but was unable to do more as he heard a noise from his ARCUS, signifying that the connection was cut. Realizing that it would be the most that the caller would say, Rean got up."Might as well head up then."

Placing his Class VII Red Blazer on, Rean walked out of his dorm, locking the door behind him as he headed to his destination for the night.


(Class VII Dormitory, Girl's Floor. Several minutes later)

Room 304. This was the room he was meant to meet her.

Wonder what is it she wants to talk about. Those thoughts in his head, Rean moved his knuckles towards the door, knocking on it to gain the owner's attention.

"It's Rean, can I come in?" Rean spoke out, loud enough so that the other side can hear him, yet soft enough to hopefully not disturb the other girls.

"Its open. Lock it after you come in." Came the equally soft, yet audible reply.

Accepting the verbal confirmation, Rean carefully opened the door and stepped inside the room, making sure to shut and lock the door behind him as instructed.

Gazing around the room, Rean remained rooted in place when his eyes landed on her.

Sitting on the bed with a book in hand, clad in the Class VII girl's uniform that covered a figure that left many of her peers envious was the unmistakable form of Class VII's Class President, Emma Millstein. Her long violet hair held in its trademark long braid, while her bright blue eyes covered by round spectacles looked towards the book in her hands.

Looking up from her book, the bespectacled witch gave a small smile. "Hello Rean." She then placed her book away and patted the spot on the bed next to her, "Why don't you have a seat?"

Wordlessly, Rean did as instructed, removing his shoes before taking a seat next to her.

"So," Rean spoke up. "What is it you wanted to talk about?"

Emma took a deep breath. "Honestly, its about what we talked about last night..."

"Ah," Rean replied, thinking back. About how Emma had offered to remain at Thors to stay with him for longer rather than leaving early along with the rest of the class, delaying her search for Vita and further training as a witch. How earnestly she was willing to put them on pause to stay around with him.

Rean was honestly touched. He knew just how much tracking Vita down was important to her, so for Emma to make such an offer truly moved him.

But he had refused. The only way is forward. Those words from their departed Classmate Crow resonated in the Eight Leave's Practitioner's mind as he rebuffed her offer. As much as he would have enjoyed her company, even if they would no longer be classmates, he couldn't let himself hold her down like that. Painful as it was to admit, they all had their own paths to follow, and while they would have all preferred it to have been on better terms, there was no doubt that all of them going their separate paths would be for the better. Even if they did separate for now, he was confident that there paths would cross again, and Class VII would be reunited.

He was so sure of it then. But now...

Everything feels like its going too fast...

"I could still stay."

"Emma?'" Rean turned his gaze at Emma, the soft statement shocking him out of his thoughts.

"Its not too late." The Class president continued. "I could tell them I'm not interested or sit out the exams. That way I could still stay here at Thors with-"

"No." Rean bluntly cut her off, though part of him was reluctant, causing Emma to stare at him with wide eyes. "Emma, we've been through this. You still need to find Vita and continue your training as a witch." He then put a smile on his face. "Don't worry, I'll be alright. And we'll see each other again soon enough." He punctuated with what he hoped to be a reassuring tone.

The look on Emma's face however, showed that his words weren't as convincing as he hoped.

"But," The witch stammered. "You shouldn't have to go through with this. You are the heart and soul of Class VII. You were supposed to graduate alongside us. " Her voice started to tremble as she went on. "Its not fair that you have to be kept away from us! You deserve to be able to rest and live your days in Thors how you wanted instead of being used as a Government tool!" Emma shouted, a few drops of tears coming from her eyes.

"Emma." Rean responded gently, yet firmly. "I know. But it is what it is. " Gently so, Rean put his hand over Emma's. "Believe me, I'd like nothing more than to have you and the rest of the class by my side. But this is till for the best. You'll be able to do alot more good out there learning more about witchcraft and whatever else you can about the Divine Knights and this Great One than staying here, taking classes you already passed." He punctuated his point by giving her hands a reassuring squeeze.

Emma could only cast her gaze downwards at his words, giving only a slow reluctant nod.

A few seconds of silence passed, be fore being broken by a short question.

"Do you blame me for this?"

"Emma?" Rean asked in a shocked voice.

"You're role as a government agent, you being involved in the war and Oroboros' plans was all because of your role as an Awakener. " Emma clarified, her gaze going upward until she and Rean were looking at each other eye-to-eye. "Do you blame me for any of that?" She asked in a whisper.

"Of course not!" The Awakener all but shouted, as if the very idea disgusted him. "How could I? The way things were going, the War and the Society's plans would have gone off with or without me, and after everything we went through as Class VII on our Field Studies, there's no way I'd have been able to turn a blind eye to all of that. Same with you right?" He felt happy to see Emma nod. "Besides, its not like you or the others could choose who became the Awakeners. If anything, I should thank you."

"Thank...me?" Emma sputtered in surprise.

"Emma. We discussed this back at Legram." Rean placed his hands on Emma's shoulders. "It doesn't matter to me that you knew about this Divine Knight business. What mattered was that you were still there for me. Everything you did, it was to help me and everyone else, even though you knew it would involve you going up against your sister. " He gave her a warm smile, as Emma's eyes widened in surprise. "You were always doing your best, not just as our Class President and Witch, but as someone who always had our back. I couldn't have asked for a better friend." He trailed off before pulling Emma into a tight embrace. "Or someone better to love."

He held her tight, his arms circling around her frame. Slowly, Emma's arms came up and clasped his back, her fingers almost digging into the fabric as she held him tight.

There was a slight ruffle as Emma moved her face upwards to his ear. "Rean, can you please...say that again?" Rean nodded in acquiesce and was about to respond before Emma shifted out of his grip. Slowly, she removed her glasses, and turned her bright blue eyes at him. "I want to hear you say it while looking me in the eye." She whispered out, her tone robbing Rean of his breath.

He could see Emma's expression, how her face was blushing red, yet her clear blue eyes, unobstructed by her glasses, seemed to radiate with barely concealed anticipation as they gazed at him.

So beautiful. She had only removed her glasses, and yet the difference was strong, as he could now see Emma's bright clear blue eyes. Unimpeded by her glasses, the want in her gaze seemed all the more palpable, as the azure orbs seemed to radiate desire. Contrasted with the bright blush adorning her cheeks, Emma looked truly breathtaking.

Clearing his mind of such thoughts, Rean steeled himself and looked Emma in the eye as he made his declaration. "Emma Millstein, I love you."

As soon as those words left his mouth, Rean found himself pushed onto his back, the soft fabric of the bed going unnoticed as a weight came onto his chest pinning him in place as warm feeling came upon his lips. Belatedly, he also saw the pair of eyes closed in front of him and heard a soft rustling noise. Any thoughts to reply were shoved aside as he felt something slip through his lips and invade his mouth.

Its her tongue. He realized.

Soon as it came, the weight lifted herself off Rean's chest, giving way to a breathtaking sight.

While she had him pinned down, Emma had unfastened her braid letting her violet locks hang free, framing her face. Her face was flushed, her pale cheeks seemingly stained red from her bright blush. Her bright blue eyes, usually bright were hooded and hazed over and now bore down at him in unmistakable desire. Her panting breath seemed to echo across the silent bed room, in tune with Rean's erratic heartbeat.

The sight seemed to have flipped a switch in Rean, as he rose upwards and crashed his own lips onto hers. Instinctively, he shoved his tongue into her lips. Emma's own responded in kind as she gave a slight moan of joy. Her arms came around his neck, holding him in place as her right hand began to ruffle Rean's black hair. Wordlessly, Rean wrapped his own arms around her waist, pulling her closer, with one of his hands going upwards and massaging along her back.

Spurred by his actions, Emma gave a throaty moan as her fingers traced across Rean's black locks and attempting to force him closer. As their tongues lashed against each other, the witch could feel her heart thundering in her chest as if it were about to burst. T-to think I'd kiss him like this. Its shocking, but feels so good...

After what felt like an eternity, but was in truth a few minutes, the need for air came and forced the couple to separate. Reluctantly the two extricated their mouths from each other, leaving a slight trail of saliva. Gazing into each other's eyes, the couple panted as they attempted to catch their breath.

Blinking, Rean shook his head. "Sorry. I couldn't help my-"

Emma pressed a finger to the swordsman's lips, silencing him. She then moved forward until her lips were right next o his ears and in a low husky tone whispered, "Enough talking. Let us continue."

Ignoring how the Eight Leaves practitioner's breath hitched at the declaration, Emma swiftly began to unbutton her blazer. Almost as soon as she began, the iconic red coat and blue ribbon were discarded. Her hands then went to the buttons of her shirt, and had unfastened the top button just as a pair of firm yet gentle hands shot out to hold them in place.

"Wait!" Rean exclaimed, his mind having been cleared away from the carnal haze. "This is a bit too fast. We should-"

"D-do you not, want to..?" Emma, whispered out, the sadness in her voice and expression practically being a physical blow to Rean.

Rean shook his head, "That's not what I meant. Its just, are you really sure you want to? Isn't this going a bit quick?" The swordsman stammered out.

Sighing at his response, Emma shook her head before gently moving Reans hands from her. With a gentle smile, she grasped his shoulders. "Rean. I've never been more sure of anything else in my life." She brought her face forward until their foreheads were in contact wit each other, bright blue eyes gazing deep into surprised fuschia. "I've honestly wanted this for so long." She admitted with a blush that made Rean's eyes momentarily widen in surprise. "I honestly did want to wait. But now," Her gaze momentarily fell, before looking back into Rean's with renewed vigor. "There's not much time left. Who knows when we'll be able to see each other gain after graduation. So that's why," Bashfully, the witch gently clasped her knight's hand and slowly, to his shock, placed it over her chest. Even through the fabric of her clothes, her thundering heartbeat was clear to him. "Let us make the most of what time we have left, and make this a night we'll never forget, so we will be able to part ways later on without regret."

Rean could only stare. Not just from the content of the words, but from the fact that the straight-laced and bashful Emma would say them outright so passionately.

The room was silent. No words were uttered as Rean's mind processed those sweet words.

Then, with a swiftness that surpassed any of his sword swings, Rean grabbed Emma and crashed his lips on to hers once again. Emma gave a quick satisfied moan into the kiss, which spurred Rean into wrapping his arms around her, determined to keep her close. Almost immediately, his tongue sneaked into her mouth, and Emma swiftly replied, starting their tongues second duel.

No longer chained by hesitation, Rean freely had his tongue explore the witch's mouth with wild abandon and savored the taste dancing across fis tongue. So sweet. Is that blueberry? He idly wondered as his hands caressed Emma's violet tresses. So soft...

A pulling sensation on his torso pulled Rean from his thoughts. Curious, he reluctantly halted the kiss and looked to find his blazer and shirt completely undone, baring his chest completely as a set of delicate fingers brushed across his torso, carefully tracing across his muscles. Looking up, he saw Emma give him a playful smirk as her left hand continued to trace along his physique.

Rean could only chuckle. "Didn't know you could be so sneaky."

Emma gave a soft giggle in response, her other hand hovering over her face. "Suppose there are still more surprises to come. Now then," The witch's hands came onto Rean's belt. "If you wouldn't mind~" She intoned with a smile.

Nodding, Rean stood up from the bed, shrugging off his shirt and coat as he did before placing them on the chair and kicking off his socks. Turning around, he placed his hands on his belt before stopping as Emma raised her hand. Sitting with her legs crossed and her arms folded beneath her ample bosom, with her lips spread into a coy sultry smile Rean didn't think her capable of, Emma brought a finger out in a come hither motion.

Gulping in temporary surprise, Rean walked forward in front of her, after which Emma's dexterous fingers quickly moved forward and unfastened his belt. With a single motion she then removed the belt entirely and tossed it to the side, a soft 'clink' sound resounding as it landed on the floor. Wordlessly, Emma then proceeded to unbutton Rean's trousers.

Gripping the sides of his trousers, Emma paused momentarily. T-this is it then. No going back now. Taking a deep breath to steel her resolve, Emma tightened her grip across the fabric, making sure that she also had a grip on the waistline of his undergarments, and pulled.

Then there was silence. Man and women remained silent as Emma gazed upon Rean's now exposed length.

S-so this is a man's... The Class President's mind echoed as she stared at the swordsman's long and erect member, her eyes focusing towards its shape with rapt attention as if attempting to burn the image permanently into her memory. And soon, I'll have to do more than just look at it. I should be nervous, and yet...I feel more excited.

"Emma. C-could you please stop staring." Rean mumbled out, his face turning away somewhat bashfully as a coat of red dusted his cheeks. His words succeeded in breaking the witch out of her thoughts as Emma then blinked owlishly before she shook her head.

"My apologies." Emma replied. "Now, it would be unfair if you're the only one undressed. So," She then grasped his hands and brought them close to her chest before leaning backward until she was flat on the bed. Rean was pulled forward by the motion and in his instinctive attempt to right himself found his hands clasping her wrists, with her arms raised to the sides of her head as he hovered over her. In the new position, he felt the tip of his manhood lightly brush against Emma's thigh, causing him to stiffen as he felt her breath momentarily hitch, before Emma's face split into an inviting smile. "Care to do the honors?"

Rean's face was practically alight as he nodded. Slowly he extricated his hands from Emma's wrists and brought them to her shirt. Slowly, he reached for her buttons and began to unfasten them. With the top two buttons removed, the fair unblemished skin of her neck was revealed. With the next two opened, he caught a glimpse of her ample cleavage, by the next the ribbon at the center of her pink brassiere was brought into view. Then as he continued onward, her navel was exposed. Once the last button was unfastened the last of the buttons, he grabbed both halves of her shirt and, with a momentary breath, proceeded to pull them apart.

There he could see it all. Her large ample breasts, whose size was surpassed only by their Instructor, were confined by a frilly pink bra. Leading downward came her flat toned stomach with a glimpse of her well curved hips. After several seconds gazing at her, his gaze lowered and focused on her still clothed waist line before sending his hands at their next destination.

With deft fingers, Rean unfastened the plaid skirt. Placing his hands at the sides of her hips, he snagged his fingers at the edge of the fabric, so they would catch her underwear along with the skirt. He shifted his gaze to look Emma in the eye. Nodding at the unspoken request, the young witch raised her hips lightly off the bed. Immediately, Rean smoothly pulled both skirt and panties downwards until they were removed entirely from her body then wordlessly dropped them off to the side. Emma then bent her legs to hide her core from his gaze, drawing his attention to the stockings hugging to her legs. Almost automatically, his hands then went to the hem of Emma's stockings. Grasping both of them in each hand he pulled them along off her, exposing the fair skin of her legs as they came off.

Once the swordsman was done and had taken a step back, Emma then lifted her upper body off the bed, shrugging off her shirt in the process. Now sitting upright with her legs crossed to cover her core, the president of Class VII wordlessly placed her hands behind her back. The sound of her brassiere's hook coming undone seemed to echo as loud as a gunshot in the quiet of the bedroom. As he saw the last article of clothing protecting the witch's modesty come loose, Rean instinctively shut his eyes, his face turned to the side.

Dammit, what am I doing acting nervous now of all times?! The Eight Leaves practitioner mentally bellowed, in self-flaggelation.

"Don't look away, Rean. " The voice, so light and gentle, yet with a firm command laced underneath resounded in the room, cutting the swordsman's self-reproach short. A pair of warm hands clasped his face and gently nudged him to the direction of the voice, making Rean's eyes open wide staring into a pair of bright blue orbs that took up his entire field of view. "I understand how surprising this is. I'm still shocked that we've made it to this point myself honestly." She smiled whimsically, despite the crimson blush that adorned her face. "But we've already made it this far thanks to each other. Now, let us advance to this next step together. " Her hands, now left Rean's cheeks, as her arms wrapped around his neck, pressing her soft curves to his body, sending a pleasurable chill up his spine, and a comforting warmth upon his chest. "Let us come together. Not as mere Awakener and Witch, but as man and woman." She boldly declared, burying her face into the crook of his neck, her voice resonating with desire.

Rean was momentarily awestruck by her declaration, before giving a hearty chuckle as his own arms came to wrap around the witch's frame. Recognizing the words, the swordsman traced his fingers across Emma's spine "Using my own words from the Spirit Shrine against me. You truly are a clever woman."

Emma could only giggle in response, her laughter as soothing as bells chiming in the wind. "I couldn't resist. Those words were so true." One of her hands moved upwards, its fingers ruffling across his black hair. "They meant so much to me. When I was at my lowest you didn't hesitate to bring me out, no matter how many secrets I kept, or how little I could accomplish. It had gone through my mind for a time, but it was that moment I knew," She loosened her grip to look Rean in the eye, her azure gaze emanating with desire, joy and affection. "I love you, Rean Schwarzer, more than anyone else. So please," She tilted her head upward, so that she could speak directly to his ears, her warm breath all but scalding his flesh as she made her request. "Make me yours."

The words were spoken, and with it, the dam was broken. With a nigh ravenous hunger, Rean crashed his lips against Emma's once more. Free of the doubt and restraints that held him back, he immediately thrust his tongue within her mouth. Emma, His Emma gave no resistance and allowed him to do so, tilting her head backward to give him easier access. Emboldened by her act of compliance, Rean's arms tightened their grasp around her body, his hands then began to splay across her back. His right hand rubbed along her back in a firm massaging motion, strong dexterous fingers tracing along the shapes of her shoulder blades. His left hand meanwhile, dived lower until it came upon her shapely rear. Driven by desire, he gave her rear a firm squeeze, eliciting a surprised moan from the woman in his arms, causing her to throw her head back and pull him even tighter against her, his muscular chest pressing against her soft breasts. With their contact, they could feel the other's hearts beating against each other, which spurred them onto more, their hands wildly clasping across the other's flesh.

So caught in the throes of passion, the couple advanced forward until they were at Emma's bed. Too engrossed in their ministrations, they were caught unaware as Emma's legs collided with her bed, causing her to tumble onto her back, taking her lover atop of her, bringing them back to the same position as before, her on her back to the bed with Rean hovering above her, his hands at clasping onto the mattress to hold himself steady.. Eyes now open and staring at one-another, the two of them gave a light hearty laugh at it before separating from each other.

Idly, Rean noticed that the lamps were off, meaning Emma had turned them off leaving only the moonlight from the window behind for him to use to see anything. The sight in front of him left him eternally grateful for it.

Now as she laid on the bed, Rean could finally see Emma's body in its fully exposed glory. Her face etched in an eager and inviting expression of hunger even as her bright blue eyes were hooded and hazed over in want, and the same red blush adorned her cheeks. Her violet hair, usually kept in a conservative braid, now was loose and wild, splayed across the bed beneath her as a glossy curtain even as a few tresses clung to her face. His gaze lowered taking in the sight of her luscious neck, and down further still to her most eye-catching feature. Her ample bosom, round and large as ripe fruit, surpassed in size only by their instructor were completely bare. They bounced lightly in accordance with the witch's lightly labored breathing, in a near hypnotic motion even as the bright pink nipples stood hardened from excitement. The pale moonlight gave her a fair skin an ethereally radiant glow that seemed to draw his gaze across every rege of her personage. Her smooth flat stomach, along with her nice slim waist that cinched into well curved hips. Then there was her long svelte legs and willowy arms. Of all the girls in the class she had originally been the least athletically inclined, yet the months of training have left their mark as they took a slight muscle tone to them. Not to the same degree as the others, but still noticeable in a way that seemed to enhance her appeal in the swordsman's eyes. To see it all together, spread out in front of him under the moonlight, was a sight of such nigh mythical beauty that would leave even the finest works of art appear inadequate in Rean's eyes.

Then his gaze landed at her core. There between her legs was her unshaven womanhood, bright pink and inviting, and slightly damp from her arousal in a way that was far too enticing. The sight of it all, the scent of it all beckoned Rean, unearthing a primal urging he couldn't contain. His length stood firm in anticipation.

Emma responded by bringing a hand up to his cheek. Looking him in the eye, she nodded in assent.

With the signal given, Rean immediately began his assault. Gently, he dove down and planted his kiss on Emma's, who cooed in joy. After a few seconds later, his lips detached from hers and came upon their new target on her cheek, the sensation of his lips there, assailing her with feather light kisses had Emma giggling. The sound excited Rean, and spurred him to go lower. As he began to trail across her neck, Emma's giggles gave way to light gasps. The sound only gave Rean a momentary pause before his lips continued their descent, leaving a trail of love bites along the way. Trailing down past, he slowed as his chin made contact with a soft sensation.

Raising his face away, Rean looked down at his lover's ample chest. W-wow. The swordsman mentally exclaimed in awe. This close, he could truly see Emma's bountiful bosoms in detail, to truly appreciate their size and shape. Large round and supple, with the bright pink areole fully erect. Any further numeration were halted as Emma's hands wrapped around his head and gently pulled him forward, resting hi head against her cleavage, allowing him to hear her heartbeat thundering against her chest. Shifting his head as much as he could, Rean gazed up to Emma's expression.

"Go ahead." Emma softly intoned. "I'm certain you will enjoy the experience." She knew how eye-catching her developed buxom was, and had been embarrassed by the attention it drew. But here and now, she may well be grateful for them.

Taking the hint, Rean went on the offensive. Gently his hands came and cupped the witch's ample chest, causing Emma's breath to hitch. Instinctively, Rean began to knead the large mounds. He started slow and gentle, giving light squeezes and feather light rubbing like a massage. His ministrations had the intended effect as Emma's breathing quickened, her voice coming out as a slight euphony of pleasured moans and joyous mewls that were music to Rean's ears. As the sound reached into his ears, Rean felt a fire within himself. It started as a spark, but as the beauty below him continued to mewl in joy it grew, larger and hotter and spurred him on. Soon his ministrations on his lover's body changed. The once gentle massage grew greater in strength and speed, giving way to a slightly rougher fondling of her ample bosom. He rotated them in his hands, alternating from clockwise to counterclockwise as he continued to squeeze. Soon his eyes took notice of her bright pink nipples. Loosening his grip lightly, Rean brought his his thumbs to press down on the rose colored nubs which caused his lover to lightly gasp.

"Y-yes!" Emma lightly gasped, throwing her head to the side as the Awakener, her Chevalier, increased the strength of his assault on her mammaries, even gently tweaking her nipples with his fingers. "Rean, keep going..!" She wildly spurred, surprised at how aroused she was at his vigor.

Her request resounded in Rean's ear. Immediately, his head dove down towards Emma's right nipple, his hot breath tickling against her flesh. In a single swift motion, he brought out his tongue and oh so slowly, licked the bright hard nub. The feeling of the tongue's warmth contrasted with his cool saliva, combined with the quick and surprising speed of the motion caused the witch to arch her back against the bed, all but howling in elation with her eyes shut. Her euphoric melody continued as Rean's tongue continued, a single lick not being anywhere near enough for either of them, lashing against her hardened nub over and over again, sending jolts of joyous electricity across her body, and delightful fire into her belly. Instinctively, the witch crossed her left leg across the swordsman's back, holding him in place, and pressing his erection across her thigh. Deciding that it wasn't satisfying enough, Rean then changed his tactics, and puckered his lips before taking the whole nipple into his mouth. Emma's moans reached new heights at the sensation, instinctively wrapping her hands around Rean's neck, pressing him even deeper into her cleavage to spur him on. The leader of Class VII responded with great enthusiasm, continuing to suck upon her teat with greater force, while his tongue relentlessly lashed against the hardened tip of her right nipple, all the while his right hand continued to grope its twin, sending ever greater waves of pleasure across Emma's body.

By the Goddess, I-I never expected him to be so aggressive. Emma mentally intoned. She was not blind to how attractive many thought of her, though it made her feel awkward at times. Nor did she have any misconceptions that Rean would not be interested in consummating their relationship if they desired to, though neither expected it would be so soon. But still, the sheer vigor their Class' def-facto leader displayed in his ministrations to his magical lover was a shock to her. It feels rough, and yet I love it. I don't want him to stop. There was a slight pause at her lover's(and by Aidios was calling him that so such a wonderful surprise for her) ministration. Opening her eyes for a moment, she glanced down and saw the adopted nobleman switch targets, his lips now over the center of her left breast, while his left hand reached up to its now unoccupied twin. Glancing at how ravenously Rean continued to taste her bosoms, Emma couldn't help but place her right hand through his hair, ruffling the messy black locks in a gentle manner which seemed to spur him to go even harder. He looks like a baby like this. M-maybe one day the two of us can...

She was unable to finish that thought as, Rean gripped both of her breasts tightly, before squeezing them together. Driven by carnal hunger, Rean then dove downward and took both the rose buds into his mouth simultaneously. At the same time, his knee came upward pressed against her womanhood. The simultaneous strike at her sensitive tips and searing loins had sent renewed jolts of ecstacy to Emma's spine, causing her eyes to snap wide open as she cried in pleasure. Had she not set a ward over her room to soundproof it, she was certain everyone in the dorm would have heard it.

Her shout broke Rean out of his haze, and he pulled away from her. "Emma! By the Goddess I am so sorr-!"

His words were cut off by a pair of hands firmly gripping him in place and a pair of lips crashing into his. So shocked was he by it, Rean was unable to respond as his lover, in a quick maneuver he didn't know her capable of, pulled the two of them over to the side. In one fluid motion, their positions were switched with him now on his back, with Emma on top, straddling his waist, her hands holding his wrists in a vice to keep his hands at the side of his head. Still surprised by the Class President's show of strength, Rean turned his gaze to her and felt his breath hitch once again.

Her purple locks was unkempt and clung to her sweating body. Her fair skin flushed red with arousal. Her bright sapphire eyes hooded over in a haze of desire, while her large breasts heaved along with her ragged breath. The image in front of his was completely different from the normally calm and reserved Emma Millstein, who shied away whenever the topics of romance came. Now atop of him, was a woman all but possessed by the lust. No propriety, no shyness. All there was in her expression, was a sheer primal hunger for the man below her. It was without a doubt one of the most beautiful sights he had ever beheld.

Hooded blue eyes trailed down along Rean's form, from how his black hair clung to his face from sweat, even as his expression gazed upon her in abject awe and want, filling her chest with pride and joy, and her lips forming into a wide smile. Her gaze went further down, gazing at his body, well-toned and sculpted through years of swordsmanship training. Slowly, her hands came down to his toned chest and her fingers began to dance across his frame, tracing each and every contour of his physique. Each brush of her fingers across his flesh left the Awakener below her groaning in bliss. Imitating her paramour's previous actions, Emma brought her own lips down to his neck. She alternated between sensual licks, quick searing kisses, and light bites, hard enough to make him hiss, soft enough to not draw blood. At the same time, her hands came up and began to play with the male's own nipples, flicking, tweaking and lightly pinching them, causing him to suck in a breath of air unless he screamed, his fingers digging into the curtains.

It was all music to the witch's ears. His every grunt, his ragged breathing, the tensing tensing of his muscles, the ruffling of her bedsheets as his fingers gripped them, the thundering beat of his heart she could feel hammering in his chest, they all resounded into her ears as a strong, sensual melody that spurred the ravenous flame in her belly, and the searing want in her loins. Driven by instinct and want, Emma went lower, her assault on Rean's body only increasing in ferocity as her tongue and lips caressed every rege of his flesh as she went down and reached his torso. Immediately, she latched her mouth onto his right nipple and lashed her tongue against it, determined the bestow upon him the same glorious sensations he had bestowed upon her. Rean responded in joy as his hands let go of the sheets and went to Emma's back. His right hand want upward, grasping and massaging her back, his fingers tracing along and caressing her shoulder blades. His left hand remained at her waist, mimicking its twins reactions along the base of his lover's spine. His lover however found it wanting and driven my carnal impatience, her right hand shot out and grasped his left wrist and quickly lowered it down until it was upon her rear. Feeling the soft flesh upon his hand, Rean instinctively tightened his grip upon her backside, giving it a firm squeeze that had his lover momentarily pause her ministrations to gasp, her hot breath all but burning his flesh.

Any further action he wanted to take were halted as Emma rose from her position. As she shifted into a sitting position, she felt Rean's hardened member brush against her thighs, causing the swordsman to give a slight grunt. As the sound seemed t echo in the room, a smile appeared on Emma's lips. Quickly, she righted her position so that she was sitting slightly above him, before reaching out with her hand. Quickly she found her prize and clasped Rean's length with her hand, causing Rean's spine to go ramrod straight and he hissed at the sensation of her soft hands coiled around him. His sounds were music to Emma's ears, which spurred her to continue, her hand squeezing and rubbing his hardened rod, her fingers caressing along its shape from base to tip with a gentleness that was like fire to the man in front of him.

"Emma, please" Rean grunted, his voice all but choking in held back desire. He looked up to her eye to eye, his own gaze all but pleading with the woman to end this oh so delectable torture she was inflicting upon him.

Giggling at his reaction, Emma halted her handiwork. "Yes, I suppose that's enough foreplay." She intoned with a playful confidence she never would have thought her capable of. Slowly, the witch raised her hips up, displaying her now wet slit to her knight. While still grasping Rean's member with one hand, her other hand went up and cupped his face. Giving the swordsman a smile which was both enticing and reassuring, Emma aligned herself atop of the erect length.

Time seemed to stop as Rean stared at the sight, before Emma silently spoke, "There's no going back now. You want this, don't you Rean?"

Steeling his gaze, Rean looked her straight in the eye. "Yes. More than anything else." He declared with a tone of finality that sent shivers down his lover's spine.

Nodding at his declaration, Emma then wordless positioned the tip directly to the front of her opening, and slowly but surely lowered herself onto it, giving herself in to gravity. When the tip entered her, her breath hitched. As the shaft slowly began to go in to her cavern, she grit her teeth as her eyes scrunched shut. When she felt it hit her hymen, she hissed in joy, tears beginning to emerge from the corner of her eyes. When the tip pierced through her final barrier, claiming her virginity as blood began to spill down the length, her crimson fluid allowing her to effortlessly slide herself all the way down to the base of her lover's length in a single motion, her back arched as her voice came out in a long moan which resounded in her room.

Pain. Such great pain came to her. From the depth of her core to through her belly and spine, pain radiated from the sensation. Her final barrier broken, the blood seeping down, sent such jolts of pain through her body. Soon however they receded.

Then came warmth. As the jolts of agony faded, a haze of warmth came to take its place, permeating through her body, soothing her like a sweet anodyne. They only increased as her lover, shifted himself to a sitting position and wrapped his strong lean arms around her frame. His hold was strong, firm and protective as held her in place, yet also sweet and gentle as she felt his left hand trailing across her spine in a soothing massage. His right hand came up upon her face, and with a gentleness that betrayed his martial arts and combat training, wiped the tears away from her eyes, the feather light touch making Emma open her eyes, seeing the concern radiating from Rean's light purple gaze, his lips in a worried frown.

No. That was not acceptable. This moment was supposed to be one of joy and bliss, for her to make her feelings known, and him to be relieved of his burdens, however momentarily. She would not let him wear such an expression at a time like this because of her. Where the two should be in joy and ecstacy, her in contentment, and him in jubilation.

Spurred by such thoughts, Emma cupped her lover's face and immediately kissed him full on the lips, her arms then wrapping around his neck, her right hand ruffling his dark hair , her dextrous fingers caressing along his scalp in a soothing massage. Rean gave no resistance, tightening his embrace around Emma's svelte frame, holding her as close as possible as if to meld their bodies together, pressing her lush buxom breasts into his toned torso. From the contact, the two could feel each other's heartbeat, thundering through their chests. As they continued their ministrations, inflicting delectable pleasure to the other, they could feel their heartrates steady, coming into a gentle rhythm until soon, after much soothing yet burning joy, they felt their hearts synchronize.

As the tempo of their hearts reached its crescendo, the couple separated from each other, gazing lovingly to each other's eyes, before their foreheads gently connected to one another, their mouths shaped into identical expressions of warmth and joy.

"That's it then huh?" Rean softly intoned as he caressed his lover's cheek. "Were connected."

"Yes." Emma practically choked out in joy, reveling in the sensation, as she held Rean. The pain was long gone, and now came a warmth and pleasure. To be joined with him now, the two of them as one, man and woman. It felt so right. She felt whole, and complete, in a way she never thought possible, a soothing heat spreading throughout her being from where they were connected.

For a time, there was a comfortable silence. The two stayed in place, savoring the sensation of their joining, at how content and right it felt.

Soon the time for waiting came to an end.

Slowly, Emma loosened her grip on her lover, and gently shifted his arms off of her. Her hand then came upon Rean's chest, gently yet firmly, she pushed him backward until he was flat on his back. Rean's attempt to speak were halted as the witch placed her finger over his lip. With a sultry smile adorned upon her face, Emma shook her head. "Lay down for now Rean. Allow me to take the lead. After all, I was the one who started it. Besides," She trailed off before gesturing to her body, sweat dripping along the frame to give her flushed skin an enticing sheen that practically glowed from how the moonlight illuminated her frame in that position, leaving the entirety of her svelte, voluptuous frame for her lover to see. "I think you would prefer this view, right?" She teasingly inquired, mirth and excitement dancing along her gaze.

Rean could only stare at her in a daze, the sight of her body atop of him, illuminated by the moonlight, while she gazed at him with an expression that was so gentle yet enticing was too beautiful for words. Slowly, he nodded his head. "Okay. I'll leave it to you Emma."

Emma's face brightened at that. "I will do my very best. My Knight deserves nothing less." Taking a deep breath to brace herself, Emma then began.

With a slight shift of her hips, she felt Rean's length rubbing against her deep within, causing her to gasp. Steadying herself, Emma raised up her hips until only the tip remain within her, then immediately dropped back down, all but falling against Rean's groin as the rest of his length reentered her, the sensation causing her lover to grit his teeth. She repeated the motion again, once, twice, three times. Each time was harder than the last, and seemed to bring his tip even deeper into her folds.

Emma decided it was time for a change of pace. Gripping Rean's shoulders she began to shift her waist while still connected. Forward, backward, left, right she shuffled herself atop of Rean, his length grinding against her walls and causing his eyes to shut to savor the sensation. The heat, the friction of this method was more comfortable, now she could fell all of him within her, pulsating with want, throbbing in hunger in resonance with her own clenching walls that seemed to light a smoldering pleasure inside of her that then rebounded to her man. The witch's eyes shot as she panted contentment. He filled her so completely, and she embraced him oh so passionately.

Opening his eyes, Rea's gaze was transfixed on her form. The expression of euphoria on her face as she mewled in delight, the way her hair swayed as she shifted atop of him, and the way her breasts bounced along with her in a hypnotic fashion. Unable to contain himself, Rean's hands came up and grasped his lover's mounds and gave a firm squeeze that caused Emma to momentarily pause to let out a content moan. Taking advantage of the lull, Rean rose himself to a sitting position, the sudden shift causing his member to sway within Emma's walls, then took her right nipple into his mouth, causing Emma's back to arch while his right hand continued to knead its twin as his other arm circled around her in a tight hold. He then shifted his weight, pressing his length even deeper into Emma's core, causing her to encircle her arms around him in a vice, her nails digging into his back pressing him deeper and closer to her while silently urging him to go harder. Her legs also spread out before wrapping around her knight's waist to ensure he would remain in place.

They continued in that position, her in his lap, him continuing to suck and knead her chest as they continued their dance of pleasure, finding a steady rhythm between his thrusts and her bouncing that was simultaneously tender yet exciting. No sound came except for their moans of pleasure, and the sound of their flesh coiling, and joining against one another. Until,

"Rean! I'm close!" Emma all but shouted, the effort to formulate words through the haze of pleasure being all too arduous.

"Emma, I'm also.." Rean gritted out.

"Inside! I've already taken precautions." Emma exclaimed, tightening her grip on his body, clinging to him like a lifeline. "Give it all to me!"

Her words rang in his head, and spurred him on. With a growl of effort he tightened his hold on the woman in his arms and, with all the strength he could muster from beneath her in this positioned, gave one strong thrust upwards.

"Aaaaahhh!" The witch gasped. Her release came, her nectar spilling from her and coating the length inside of her. Any response was halted as she felt Rean's own release inside of her.

Warm. So warm. That was all Emma could think of as she processed the feeling, the sensation of her lover's seed pouring into her, filling her with waves of contentment. As his essence filled her, Emma could only pant in joy, as their shared climax sent warmth and fulfillment radiating through them.

A comfortable silence came, as man and women stayed in place, savoring one another's embrace.

Wordlessly, the two leaned over to the side, until they fell on to the bed. Gently, Emma caressed Rean's cheek before placing a gently kiss on his lips, the swordsman responding by bringing his hand up to ruffle her hair, to her delight. So that's what President Herschel meant with him being a Serial Head-petter..

Releasing her lips from his, Emma breathed into his ear with a husky voice and made her request. "Will you stay with me? Just for tonight?"

Rean's response was automatic, and free of hesitation. "Of course."

The two let out a happy laugh. Then Rean shuffled slightly away from his lover and brought the covers over them both. Emma then scooted up and pulled him into a warm embrace, which Rean happily returned.

"I'll probably have to wake up early to get out without causing a scene." Rean lightheartedly stated.

"I know." Emma softly replied. "But stay with me until then." She implored while tightening her grip on the swordsman's frame, shifting herself until she could place his head to rest on her cleavage.. "There'll be more time to iron out the details tomorrow."

"Tomorrow, right." Rean softly replied before closing his eyes to rest.

Time will go forward, but they'll still have each other for it. To value each other as they still can.


Whelp, there you have it. My first story made in over 2 years. Pretty rusty at writing which I'm sure shows.

No excuses for the long absence aside from regular old laziness and writer's block. I started this thing back in February after finishing my NG+ of CS3, but then stopped from writers block after 1,200 words. Left it alone until I got my fire back last month when discussing Cold Steel ideas with a friend.

Did NOT expect it to end up longer than my Vita x Crow lemon, but the initial set up became longer than I thought. I have a strict policy on lemons, that the 'action' and 'coupling' must be of equal or greater length than the buildup. Even if it were to involve the characters be more perverted and kinky than they canonically are, or have far better 'performance' than two people with no experience in this regard should have. Was stuck on whether I should make it longer or not before deciding to end it where it did.

Read and Review, granted with how small the Trails fanbase on this site is, and how few fans of this particular ship there are I probably can't expect much. Either way, NO FLAMES ALLOWED!