Jaune Arc had gone to bed feeling tired, sore, and a little sick. He'd felt queasy at best ever since that weird experiment he'd helped Professor Peach with – and it hadn't just been him either – Peach had asked all the 'fine, strapping young men' in the class if they wouldn't mind hanging around the Dust-Alchemical lab after class to help her pack up while she finished with her tinkering, which amounted to himself, Ren, Team CRDL, and that Neptune guy. Well naturally Jaune was happy to help the eccentric professor (didn't hurt that she was pretty) but as they'd hung around to move her crates around and fetch odd ingredients so that she didn't have to tear herself away from her centrifuge, the good professor had gotten carried away… Long story short, Peach had wound up mixing something wrong and her concoction had exploded; she'd been wearing a mask, but the rest of them had been left coughing and gasping for air.

After apologizing for the inconvenience, Peach had dismissed the lot of them and Jaune had opted to return to the JNPR dorm to maybe nap off the unsettled stomach he'd gotten after Peach's little 'experiment.' He hadn't even bothered to change into his onesie – he'd just stripped down to his boxers and crawled into bed. Waking up now, he instinctively had the sense that something was off…

Groggily, Jaune Arc sat up and rubbed his temple, but froze as he felt something swaying on his chest, "What…?" Jaune Arc looked down and his eyes widened in dumbstruck surprise – although perhaps she might be more accurately described as Jean Arc, "T-the hell-? What the hell happened to my voice?" she squeaked.

Jean had not recalled his voice having been so high when he'd lain down, but perhaps more pressing was the evident alterations to his anatomy. Um… Since when do I have… His eyes shot even wider than he might have thought possible when he realized that he was missing something. Jean's hand shot between her legs in a panic, but there was nothing to find, "W-what the hell!?" Jean didn't have time to be concerned with that for long though; the knob on JNPR's dorm room turned, and Jean instinctively pulled up her blanket to cover herself as Pyrrha entered.

The light was dim, and so all Pyrrha saw was Jean's silhouette , and she tilted her head, puzzled by Jaune's being in bed at the relatively early hour, "Jaune…? Are you alright…?"

"I'm fine!" Jean squeaked in a small voice. Pyrrha seemed a little off – had for a few days now, but at the present, Jean was more disposed to worry about her own problem…

"You don't… sound fine…" Pyrrha stepped closer, "What's wrong with your voice…?"

"N-nothing! I'm fine, honest!"

But Pyrrha wasn't buying it, and as she stepped over to his bedside to feel his brow, she froze, Has Jaune's face always been this… effeminate…? Pyrrha felt herself get goose bumps all over, Or had such full lips…?

"Jaune… why are you hiding under your blanket…?"

"Because… I'm not decent…?" While suddenly true enough, the pathetically small voice did nothing to supplement the lack of conviction behind his words as he – or rather, presently she – leaned away from the gym-wear clad Mistralian.

Pyrrha in turn leaned further over Jean's bed as she reached for her partner, but as Jean continued to scoot away, she kept right on leaning until she fell off balance, and landed on the bed, on top of Jean, and yanking the blanket down as she sprawled… to land with her face planted in a soft cradle of cleavage… Jaune's cleavage… WHAT?

"J-Jaune…"

"P-please don't stare… I-I just kinda… woke up like this and..."

But Pyrrha couldn't help herself from staring. What had once been the lanky, wiry form of Jaune Arc, the adorkable boy she'd developed an attachment to was now the smooth, thin form of a flustered girl with the figure of a tall, thin hourglass and the gentle swell of modest breasts, rising and falling with Jean's rapid, shallow breathing. This was Jaune, right? But to see him – or her – so…

"Jaune…" Pyrrha purred, reaching to pull off her shirt and sports bra, "You… make a pretty girl…"

"Uh… Pyrrha… w-what are you doing…?"

"Shhhh…." Pyrrha whispered as she bared her breasts for her partner, "Just… relax…"

She'd been through hell these last few days, and this… this was the last straw. She just wanted Jaune… whatever form Jaune might take. Just to have something on her own terms, if only for a brief moment. Overriding both her own reservations and Jean's discomfort, Pyrrha reached over to her partner, gently caressing her breast…

"P-Pyrrha-!"

She squeezed Jean's nipple, silencing her protest, "Calm down… Doesn't that feel good…?"

"A-ah!" Jean yelped, wincing, but then, much to her own surprise she nodded shakily, "Y-yes…"

Pyrrha leaned in, her lips brushing Jean's lips, before moving down to nibble her neck, to suck, leaving a mark, "And how was that…?"

"P-Pyrrha… Should we really be doing this…?"

Probably not, but she was past caring now as her fingers traced down Jean's stomach, "Take off your boxers Jaune…"

Jean's breath hitched as she nodded, hastening to obey her copper-haired seductress, blushing unaccountably when she realized that she was damp, "I-is this… normal…?"

Pyrrha nodded slowly, her eyes in something of a lustful haze, and she took Jean's hand placed it between her own legs, showing her leader that she was wet too, "Oh yes…" She paused as Jean trembled under her touch, her fingers finding her lover's virgin womanhood, "Now Jaune… This is going to hurt a bit, okay? But I promise that it will feel good…"

"Wh-AAHHH!" Jean cried out, back suddenly arching as, with three fingers Pyrrha penetrated her maiden leader's folds and took her virginity. Her breathing came fast and her chest heaved as Pyrrha's fingers began to rapidly pump in and out, pleasure steadily beginning to overcome pain, and the first long, sensual moan escaped Jean's lips.

"AAAA-AAAGH!" The pleasure suddenly stopped, for it was not Jean who had screamed, but Pyrrha, as a half-dozen small black tentacles spread her folds wide.

"P-Pyrrha-?" But Jean couldn't get another concerned word out, as, from over the edge of the bed, a long, black tendril struck like a snake, slamming up into Jean's tight, unprepared pussy.

Jean spasmed, falling back onto her mattress and taking fistfuls of the sheets as the penetrating tendril wriggled its way three inches… six inches… all the way in… Waves of Pleasure wracked Jean's body as more tendrils snaked their way around her calves and thighs, gradually spreading her legs. Jean's mind went blurry as the member inside her reached her cervix and continued to writhe and undulate, stimulating every inch of her insides, Pyrrha's naked, shuddering form still straddling her all the while, her breasts quivering over Jean's head as the spear-fighter's body quavered. Were they always so… big…? Jean dimly wondered as she reached up to touch, only to blink in hazy bewilderment as her face was sprayed as a result of gingerly squeezing Pyrrha's nipple. Recovering from that shock at least, Jean let the pleasure and lust subsume her consciousness, and took hold of Pyrrha's gorgeous breasts – one in each hand – and angled both nipples into her mouth at once. The copper-haired Mistralian beauty moaned in unabashed ecstasy as her milk spurted into her lovers mouth and the last of the little tentacles disappeared into her womanhood, just in time for more tendrils to arc over the bed and plunge into both of their asses, and a second member to dive into Jeans' tight vagina.

Jean whimpered in elated agony as her insides were stretched by the driving tendrils, her body undulating beneath the rapidly intensifying ministrations as the three members penetrating her worked in alternating rhythm. Pussy, ass, pussy, pussy… It was like being fucked by a slippery, writhing jackhammer – or at least that was how Jean felt as the sudden force inside of her caused her to lose hold of Pyrrha's breasts, allowing milk to spray everywhere as the bustier girl's breasts spilled free of her leader's hands and lips. Her lips now free, Jean could not help but moan again as a smoldering pressure mounted in the pit of her stomach, lifting her, lifting her, lifting her and then releasing her to collapse into a gasping heap as she came, spraying her juices all over Pyrrha's thighs, the tentacles all withdrawing at once.

Breathing heavily, Jean Passively allowed herself to be lifted back onto her knees by Pyrrha, who pressed their bodies close and began smothering Jean with open-mouthed kisses. Too dazed to resist, and unsure whether she'd have even wanted to, Jean Lazily reciprocated wrapping her arms behind Pyrrha's neck to hold on as her gorgeous lover lifted her by the thighs to straddle her own hips, sensually working her hips to massage their clits together…

"Jaune…"

"Mmmmm…?"

"Do you mind if I take you now…?"

"M-? A-AAH!" Jean shrieked in surprise as the throbbing black Grimm cock suddenly extruded from Pyrrha's pussy and was slammed up into hers. Instinctively, Jean's legs locked around Pyrrha's hips as the Mistral champion began bucking her hips, driving her ribbed black shaft deeper inside Jean's dripping tightness. Jean's walls clenched down around this latest, most pleasurable invasion, milking it for all it was worth as her own hips began to buck in response and her slim, supple body squirmed up against the sculpted perfection of Pyrrha's. Had anyone asked him what he thought sex with Pyrrha Nikos would be like that morning, Jaune Arc would never have imagined this, but Jean Arc was taking in every inch of her partner's borrowed length and loving every second of it. Moan after throaty, unrestrained moan passed her lips in her newfound soft soprano even as Pyrrha grunted in her exertion to bounce Jean up and down on her thick shaft. Pyrrha's thrusting intensified as Jean felt herself getting close again.

"O-oh… Oh Pyrrha!" Jean's back arched as she came again, but Pyrrha kept her close and continued thrusting into a numb, satisfied Jean.

"J-Jaune!" Finally, Pyrrha came, both gushing from her natural entrance and the throbbing black phallus that shot overwhelming pleasure through her as though it was hers by nature, and she spewed hot, white cum up into Jean, all the while persisting in bucking her hips. As the first load of ooze began to drip down from Jean's pussy, Pyrrha came again, filling her utterly with cum. Exhausted, Jaune and Pyrrha fell back onto the bed together, the force of their uncontrolled landing driving Pyrrha's member all the way into Jean one last time, shooting one last gush of seed inside.

Gasping, her face in Jean's quivering chest, Pyrrha whispered in a quavering voice, "J-Jaune… I love you…"

Jean however, was past cognition or speech; all she could do was breathe heavily as the member throbbed idly between her legs as she drifted out of consciousness.

Well then, how was that for our first round of Gender-bending? I was kind of unsure whether to persist in using masculine pronouns for Jean, but in the end I decided to go with the feminine ones most of the time to apply to the present circumstances – but enough about pronouns – we're here for tentacle-rape right? Thus, more in line with that point, I would like to first express that I understand that some may not have been comfortable with the CRDL section of last chapter, so if that puts you off, I get it – that chapter was just custom written for Kiko Gorgon's OC – and trust me, CRDL will be getting a comeuppance a few chapters from now… On that note, while I do have a vague idea of what I'm going to do for that, suggestions and requests are always welcome, and the tentative order for the next set of chapters is going to be Blake/Ruby, another (more conventional tentacle rape) scene with Likos, CRDL getting their just desserts, Weiss/Yang, and… well I'll just let you speculate~