Mercury Black returned to the dorms after a long day of not putting much effort into pretending to look interested in classes. Things had been rather slow since they'd infiltrated Beacon, and he could only wolf-whistle at so many chicks before it lost its appeal. He needed something to do… At least till Emerald finally realizes she's got the hots for me… With a self-satisfied smirk, Mercury unlocked the dorm room he shared with Cinder and Emerald, inviting himself inside, and stopping dead as the door shut behind him.

"What the…"

For once in his life, Mercury Black was speechless. The first thing he noticed was Emerald, naked, hanging by the wrists, which were bound by a thick black tentacle. She was moaning like a whore, begging for more as her legs were held widely spread and her breasts jiggled and bounced with every savage thrust into her pussy. As for who was doing the pounding… Cinder, her hair disheveled, eyes alight with predatory lust, and hips bucking a mile a minute. Arousal dripped to the floor between them, and Emerald's legs jerked wildly as she got the pounding of her life.

Mercury's startled gaping slowly became a lascivious smirk as he watched his two cohorts fucking each other blind, "Alright…"

Without a second thought, Mercury moved behind Emerald, all the while Cinder never stopping and Emerald not even noticing as he unzipped his pants. It didn't take long for him to get hard reaching around to grope the moaning thief's breasts, causing milk to spurt from her nipples, much to Mercury's brief, if not displeased surprise. When he was ready, he grabbed hold of Emerald's buttocks and pulled them aside, presenting her asshole for his pleasure.

"AAAHHH!" Emerald wailed as Mercury pushed his length into her ass, "F-fuck! MORE!"

His lecherous grin broadening, Mercury obliged, pulling out and then driving his cock back into her drawn ass. The double penetration was uncoordinated at first, jostling Emerald this way and that as Mercury groped her tits and Cinder sucked on them, and Emerald drooled in overwhelming pleasure. With each passing thrust though, Mercury and Cinder began to slip into sync, throbbing cocks plunging in at once, and pulling out together as well, driving the green-haired thief wild.

"OH! OH! OH GOD Y-YES!"

Emerald shuddered, all of her muscles clenching, then going slack as her orgasm gushed down over Cinder's naked hips, and with a grunt, Mercury picked up the pace, fucking fast er and faster until he finished, groaning loudly, "Oh fuck yeah…"

Last to cum was Cinder, pumping cum up her protégé's pussy, "That's right Emerald… you want it~"

"Y-Yes!"

"And Mercury…" Cinder let out a sensual drawl as she quite suddenly pulled out of Emerald, "How nice of you to join us…"

For his part, Mercury didn't pull out, "Fucked if I'm missing this…" as if to emphasize this, he took hold of Emerald by the waist and bucked his hips into her again, causing her to yelp, "I've been waiting for a chance to bone this piece of ass forever…"

A wicked smile drawing across Cinder Fall's lips, she snapped her fingers, and the tendril binding Emerald's wrists pulled forward, forcing her to bend over with Mercury still firmly plugging her ass. She squirmed… "Now…" Cinder intoned in a husky voice, "Fuck her again…"

"With pleasure…"Spreading his legs for stability, Mercury set about the task of fucking Emerald afresh. She moaned all the while, her breath hitching with each thrust in and pitch dipping each time she pulled out. Mercury reveled in her tightness and the sound of her naked breasts slapping against her chest with each jerking motion. Suddenly, a fresh tendril surged forward between Mercury's legs and plunged into Emerald's pussy as well, and Emerald's back arched as pleasure spasmed through her, her whole entrance utterly filled as her stomach began to bulge. So focused was Mercury as he satisfied himself upon his partner that he hadn't noticed as Cinder had slipped behind him, and when he felt his pants being pulled down, it was far too late…

Cinder Fall slammed her glistening, ribbed cock into Mercury Black's ass with such violence that the boy's jaw fell slack. Surprise at being anally violated didn't stop him from fucking Emerald though, not even as Cinder proceeded to fuck him, and had a tentacle in turn fill her own ass. Each thrust originated in Cinder's ass, which she passed along to Mercury, who in turn bucked his erect manhood into Emerald in time with the tendril in her pussy, causing both her dripping teats to jiggle wildly and her swollen stomach to sway as well. Each motion began and ended with the Ursula's tentacles as they were all fucked in unison, each repetition bringing them closer and closer to climax.

"OH GOD!"

"I'M-!"

"CUMMING!"

A tremor rocked through all of them as the tentacle in Cinder's ass bulged with cum, which exploded into her shapely rear, whereupon she jerked her hips more violently than ever as she sprayed her own Grimmling's hot seed into Mercury. He groaned in pleasure as he too was filled, before cumming into Emerald's ass in time for the thief's orgasm to spray wildly from her vagina as the tendril pulled out. Emerald cried out in ecstasy as her juices gushed forth, only to have her exhortation transmute into a scream as her cervix opened up within her and her brood struggled with one another to escape from mother's womb. As they squeezed down and out of her womanhood though, the pain became pleasure again as one, two three, FOUR of the wriggling black babies spewed from her pussy in quick succession, leaving her in a daze…

"F-fuck..." Mercury gasped, breathless.

Cinder, however, was not yet satisfied, and grabbing Mercury by the collar, she yanked him out of Emerald, who was then aloud to collapse to the floor by the tentacles while Cinder threw Mercury down onto his back. Great black member still twitching, Cinder straddled him, lowering herself over Mercury's persistent erection. She flinched with pleasure as the head of Mercury's cock first brushed against her already stretched folds, but she didn't hesitate, and, taking a breath, she slammed herself down. Her insides struggled to accommodate the second shaft now occupying her pussy, but as a consequence, every movement – every slightest twitch – sent paroxysms of ecstasy through her body as she rode him, her Grimmling cock slapping wetly against his stomach each time she bucked her hips. She rode him like a horse – a stallion – bucking her hips faster and faster, with less and less control as Mercury's cock pleasured both her natural walls and the internal length of her borrowed phallus until finally, forcing herself as far down his shaft as she could and staying there, working her hips, she came, coating Mercury's thighs and spraying white cum onto his stomach.

It wouldn't end there though; Cinder was insatiable, and seeing her mistress's lust A shaky Emerald crawled over. Mind occupied completely with lust, Emerald got up, straddled Mercury's face, and reached out to pull Cinder in for a kiss, It was sloppy as Emerald tried to slip her tongue into Cinder's mouth, only to have the attempt reversed on her, but she didn't care; Cinder could dominate her any time she wanted, and Mercury… he wasn't doing a terrible job eating her out either… But that still left Cinder's ribbed, pulsating cock, and that simply wouldn't do…

Without a thought in her head save perhaps to earn Cinder's gratitude, Emerald reached down and began to stroke the member, and when Cinder moaned into her mouth, Emerald wrapped her fingers around it and began to jerk it off. At that moment though, it was Emerald herself who was driven to the moon and back, as first Mercury's tongue extended to probe her sensitive insides and Cinder grabbed each of the thief's nipples between two fingers and pulled, milking her onto the floor on Mercury's either side. Emerald came again then and there, directly into mercury's mouth, and he swallowed her juices. He himself was next, ejaculating into Cinder's already thoroughly filled pussy, only to have his cum met with a fresh flood of her own and a hot jet of Grimmling seed which sprayed all over Emerald's stomach.

Finally satisfied, Cinder Fall collapsed to the floor, the Grimmling withdrawing its member back into her. Emerald, for her part, toppled forward, exhausted and now without motivation to continue since Cinder had finished – it just so happened that as she fell forward, mouth agape, that Mercury's cum-drenched cock found its way into her mouth, but she didn't even have the energy left to spit him out.

Well, how was that? Not as long as other chapters have been recently, but I like to think it does the job; I didn't want to overdo the set-up this time, and I figure we all know what this story is by now… At any rate, next chapter will be Serra Lansel and Miku Sakura, and after that… Cyborg Penny! It is kind of about time… Before I close though, I have another question for you all; it's been suggested to me that I should fudge with canon a little more and have Summer Rose get tentacle-raped – possibly with Ruby – and I've been giving it serious consideration. The question then is would you prefer she still be alive and physically present, or should it take place in Ruby's dreams for a little more Freud? While you mull that over, I'll call it a day, and hope you look forward to the next one…