Author's note:

Hope you got your fill of Natsu's love life, because we're returning to Gray's situation.

Gray flopped down in his comforter chair, which tipped sideways and crashed to the floor as the two left legs finally crumpled to dust. He rolled to his back and looked up at his ceiling.

"Damn it…" Gray sighed and just laid there. It seemed like Erza was getting more and more thirsty by the day. Ever since they got back from the Tower of Heaven and dealt with Erza's old friends, she'd been riding and running before showing up a few hours later in fresh new clothes, there to celebrate a job well done. Gray wasn't complaining (yet). It was just… New.

He swiveled around and sat against his sideways chair. From the new position, a thought occurred to him. "Is it Juvia?"

Juvia, the ex-"Rain Woman of Phantom Lord", had joined the team in their mission to rescue Erza from her former friends. Juvia had protected him from their ambush in the casino and later teamed up with Lucy to take on some rock 'n' roll reject in the Tower. That had just been the start. She'd joined the guild and started to downright stalk him, always following him or lingering nearby whenever he was in town or in the guild hall.

So, all of that in mind, he had to wonder if Erza was feeling jealous. Then again, it was her decision to keep their relationship a secret. "Setting a good example" and "not playing favorites" had its downside.

Gray was roused from his thoughts by a knock on his door. He was anxious immediately. Erza never knocked any more. Was it Juvia? Had she found where he lived?

He slid across the floor and up the door, peeking through the shutters to see… Erza?

Still suspicious, he opened the door for his friend with benefits and was immediately tackled back. Two handfuls of soft, feminine appeal pressed to his shirtless chest as he was backed into a wall.

Erza smiled up at him as she saw his eyes wander into her cleavage. "Hello, Gray."

"Um, hi?" Her clothing was as strange as her approach. She was wearing a black sun dress, the cut running so deep that he could feel the full curve of her cleavage against his skin. "Did you forget something?"

"What I forgot," Erza said, "was my bath."

She took him by the hand and started leading him to his bathroom. "You were supposed to take it with me, remember?"

Now, had Gray been a dumbass (like Natsu, for instance), he might've said something about how he just saw her earlier today, how they'd already bathed together, and how hard she'd ridden him against the wall.

Instead, he said, "The job was pretty easy?"

"Yuh- Correct," Erza stammered, her thumb sliding into the shoulder strap of her sun dress. "However, now I'm filthy and you're going to help me out of my clothes."

That was when Gray realized that his pants were about five feet behind him. He merely shrugged and followed Erza into the bathroom.

Erza turned and crashed into Gray once more, slamming the door shut and shoving her tongue in his mouth. Her hands practically clawed at his naked chest; it was like she hadn't seen him in weeks. Gray returned the attention by groping and squeezing Erza's heavy rack, pulling her dress straps down and letting her slip her arms free. The black dress coiled at her feet, soon joined by Gray's boxers.

Erza jumped into Grays arms, moaning as his fingers dug into her plush posterior. She grabbed his head and smothered him with her breasts, her moans going right into his brain when she buried her nose in his black hair.

"Mmm, yes." She pressed her tits more around his face. "That's right, naughty boy, get an eyeful. Get two eyefuls. Oh!"

He passed one nipple into his mouth, then the other, sucking them both together. Erza leaned back, her bottom lip curling between her teeth as she slid her dripping pussy along his cock. Her boobs stretched from his mouth as she hung on to his neck. He groped them from the sides; they were still so soft that his hands still sank into them.

"Oh! MMM! Wait, Gray!" Erza let go of him and tumbled to the shower floor, his fat tip dragging between her plush thighs. He turned on the water as Erza got on her knees.

"Here," she said, hefting her enormous bosom. "Fuck my tits. Blow your load all over my face."

Gray frowned at that. Something seemed off about the way Erza said it, but there was nothing off about her huge titties. Soon, his dick was lathered up with water and spit as Erza pressed her girls around his shaft and lolled out her tongue. She caught the tip whenever it emerged, licking his precum off before the water could dilute it. Gray grabbed Erza's hair but she slapped his hand away, surprising him.

She grinned and dove on his cock, sucking and slurping and humming with horny satisfaction as her tits furiously flopped in her hands.

"Agh!" It felt so good, Gray couldn't stand up. He sank down against the wall as he felt himself start to build up. His cock began to buck; Erza merely sucked harder. He found her looking at his face as she sucked him off, hugging her girthy girls to herself and his dick.

"Erza…!" he grunted. "I'm gonna blow!"

Erza drew back and slammed her tits up and down with her forearms, her tongue lolling out again.

"Do it, Gray," she panted. "Give it to me. Mark me as your personal cumdump."

"Rrrgh, take it!" He grabbed Erza's hair and shoved her face against his shaft as his first load spurted out. Erza's eyes rolled back as his discharge painted her forehead before he dragged her up by her hair, smearing his cock on her tongue and splattering sticky white goo on the rest of her face.

Erza panted, her cheeks dusted with lust still unsated. Her tongue wound around her mouth, tasting the salted nut that Gray had given her, enjoying how thick it felt and how it made her head spin.

"Gray…" Erza stood up and stuck her face under the shower head, letting the water run his cum down her naked body. She smiled open-mouthed when she felt him slide his re-hardening cock between her legs. "Fuck me. I need you to fuck me!"

"Seriously, Erza, what is up with you today?" Gray said, not a shred of complaint in his voice.

The bathroom door flew open.

"I could ask the same thing!" Erza declared angrily, standing in the doorway with her Heart Kreuz armor and sword ready.

Gray stumbled back, his head darting from Erza to Erza like a malfunctioning lawn sprinkler. "What-… But-… Who?!"

'Erza' snorted and rolled her eyes. "Come on, Gray, who else could it possibly be?"

With a poof and a cloud of magic, now sharing the shower with Gray was Mirajane Strauss, in the naked and cum-varnished flesh.

"Mira!" Erza pointed her sword at the model. "How could you?!"

"How could I?!" She folded her arms in such a way as to bulge her breasts around them. "You were the one who went on and on about how sweet the candy was, then expected me not to eat any, and then spent weeks upon weeks of eating it all in front of me!"

"In front of-" She dropped her sword as the implication sank in. "You were peeping on us?!"

"No!" Mira shot back. "I was trying to get some! You were just always there first, and never left any for me!"

"That still doesn't explain why you were disguised as me!"

"Because that seemed to be the only way I could find time to get here!" Mira leaned forward with a challenge. "Why? Afraid Gray couldn't tell the difference, or that I'd fuck better than you?"

"I could tell the difference," Gray said, causing both women to round on him and point at each other.

"How was she better than me?!"

Gray shrugged. "Not better, just… Different."

Erza and Mira turned their glares on each other. Lightning seemed to crackle where their eyes met. The flames of their old rivalry had been rekindled and Gray's dick was the log that fueled it. They both knew there was only one way to settle this.

Erza's body and sword both glowed. In a flash of white light, her clothes had vanished, replaced by a yellow two-piece bikini. Her crimson hair was tied back in a pony tail.

"'Not better, just different,'" Erza repeated as she stepped forward. "We'll see how long you hold to that."

"Oh no you don't," Mira said, dropping to her knees in front of Gray. Erza hopped into the shower but Mira was already in action, sucking and slurping on Gray's huge dick before Erza could hit the tile. Undeterred, Erza dropped to her knees as Mira deepthroated Gray entirely, tears running down her closed eyes as she fought back her gag reflex's response to her rushed dick-swallowing. Erza clung to Gray's leg, mashing her breasts on his toned thigh and waited for Mira's breath to run out.

Instead, after a few seconds, Erza's patience ran out. She groped Mira's breast.

"Kughk! Ulk!" Mira's throat quivered at the sudden kinky pleasure before she had to retreat. Her lips slid back along Gray's vascular shaft, but her pouty lips stopped short of giving up his head. She moaned and panted as she sucked on his bulbous tip, on that sweet and salty candy she'd been craving.

Erza pushed her cheek against Mira's and tried to force her off. When that didn't work, she resorted to kissing and tonguing Gray's shaft. Her own lips puckered around Gray's cock while Mira's kept hold of his head, her tongue ringing his tip and rapidly driving him to the edge.

"Hey… I'm not gonna last long."

Both women looked up at him with gazes that made it clear: lasting long was never the point.

Mira's mouth started to reclaim Gray's cock, so Erza pivoted her strategy by trailing her lips and tongue down to his large, quivering balls. She purred against them like a cat, humming against them as they started to contract. She made it clear that she didn't care whose mouth he came in, only that he did.

Mira caught on to this, and so leaned back to bring her nipples up to draw lines along his cock.

That was the final straw. Gray grit his teeth and came, letting Erza feel the virile cum being pumped from his balls straight into Mirajane's slutty mouth. Both women's hands shot to their hot spots, pleasuring themselves off the back of Gray's climax. Mira had been so wound up that she came herself, her legs splitting beneath her as she sank onto her fingers. Twitching along with Gray, Mira's eyelids fluttered as the hot shot of cum filled her up, just like she'd wanted.

Erza, however, stopped fingering herself and leapt on the opportunity.

"Sit down, Gray!" she dragged him to the floor and laid him out, pushing Mira away as she captured his cock behind the string of her bikini, pulling it into her deep cleavage. "If you think she's my equal after all the time you've spent inside of me, I simply have to pleasure you more!"

"Hwah?" Mirajane's thoughts returned as she found herself staring not at Gray's thick shaft but up at the running shower head. "What? No!"

She crawled over and tried to muscle Erza aside, but was practically pushed out of the shower by Erza's return shove. Harrumphing, Mira switched tactics and spread herself along the bathroom floor, water trickling over her body as lay perpendicular to Gray. She pushed her bust against Erza's, a pair of pinup-caliber cans versus sweater-puppies swollen on a diet of sweets.

"Holy shit…" Gray went limp as the two wild women gave him the most aggressive titfuck he'd ever imagined. They constantly pushed at each other, their boobs ballooning around his cock as each sought to socket him between their glorious titties. Erza tried to pull him in again, only for Mira to press forward and keep Gray's cock firmly within their velvet vice. The two leaned forward and started kissing his exposed tip, their hot breath mixing with each other as shower water trickled from one forehead to the other. Lightning continued to spark between their eyes, less than two inches away from each other.

"FUCK!" Gray's hips bucked and he came again. Mira was quicker and glomped onto Gray's tip, catching all of his spunk in her mouth. Her cheeks hollowed as she sucked him dry, swallowing every drop while glaring at Erza. Erza was so startled by Mira's quickness that by the time she hefted her bust and forced Mira back, Gray's shaft was empty. Every bead of cum and precum had disappeared down Mira's throat.

"Checkmate," said Mira.

"You surprised me. That's all," Erza replied. "Once Gray's reminded of what it's like to truly be inside me, he'll forget all about you."

"Oh, we'll see about that," Mira said, before sticking her face under the shower head and rinsing her mouth out.

Gray quickly got back to full mast and the position changed. Erza's one visible eye was rolled back as Gray pounded her into the wall, her cheek pressed to the warm stone. Erza panted and groaned incoherently as Gray ravaged her breasts, his fingers between her soft titty meat and the wall for double the groping. Every slam of Gray's hips sent a ripple up Erza's ass, her firm muscles turning to jelly as his massive cock stroked every part of her needy cunt.

Mirajane wasn't one to play fair, though, so Gray didn't notice how erotic Erza looked. His hips were on autopilot, pounding Erza into ecstasy while Mirajane kept his face and lips all to herself, moaning while she made out with him. Her own huge titties enveloped Gray's arm, her stiff nipples drawing messy lines on his skin. Her fingers dipped into her cooch; she knew it was counter-productive, but she couldn't help it. Gray's slim, athletic body was too good to not rub one out to.

However, her cheating didn't stop there. When Mira decided that Erza had held out long enough, she took one of Gray's hands and moved it from Erza's tits to her sloppy hot button.

"AH!" Erza cried out as her clit was now coaxed from two sources. "Fuck, Gray! No! I can't-"

She sure couldn't.

"GAUUUH!" Erza cried out and came, her pussy tightening as it tried to drain Gray's balls last-second. However, with how tapped the two women had made him, it would take more than that for more cum.

"Oh well!" Mira chirped smarmily. She pulled Gray's hand away as Erza crumpled to the floor, still twitching. Mira faced Gray and raised one foot high to the wall, letting the water from the shower drip her pussy juice onto Erza's hip. She stuck two fingers into her exposed pussy, then those same two into her ass. "My turn, Gray. Impale me."

Gray frowned even as he slid an arm under Mira's upraised leg. "No lube?"

Mira smiled lustily as she felt his huge tip press against her tight little asshole. "Nnnh, you have any idea how much time I had to 'practice'?"

She looped her arms around Gray's neck. "Unless you think Natsu could do me better?"

Boy did that rile him up. Gray's eyes shot wide and he clasped his hands behind Mira's back, her upraised leg locked in position.

Mira squealed as Gray slammed his whole length in her ass, her delicious booty cheeks hugging his shaft as he drew back and did it again.

"Say you're sorry!" he snarled, grabbing and squeezing her ass like he was trying to pop it.

"Oo! Oo! Gray, you're hurting me!" Mira cried. She got in his face and grinned. "I bet Natsu could squeeze me harder."

That tore it. Gray revved up and became the steam piston she'd been craving, mercilessly fucking her ass like no toy or finger ever could. His hands slapped her ass and lifted her up along his cock, before letting her drop and slamming his hips into her. Soon his hips were throwing her higher than his hands, so he resorted to spanking her each time gravity dropped her back on his dick.

Mira squealed in time with each impalement. "OH, FUCK, I MISSED, THIS! YES!"

Gray grimaced and switched it up again. He caught the undersides of Mira's knees and folded her in half, slamming her against the wall and holding her there while he used her like a two-handed onahole. Even that wasn't enough. So, he slid his hands behind Mira's back, now with both her legs caught, and stepped back. He swung her body down onto his cock over and over again, beating his meat like it was a railroad spike and Mira's whole body was the hammer.

Mira's head lolled back. Her boobs bounced against Gray's chest. The pain was so exquisite, paired with having her guts rearranged by her boy-toy's hard, throbbing cock.

Erza rose behind Gray as Mira's hands slipped. She clawed at Gray's arms while Erza hugged Gray's back, her tenderized tits feeling the shocks of Mira's pounding.

"That's it," Erza murmured. "Put her in her place. Teach her a lesson for deceiving you."

Truth be told, Gray was in no position to teach anyone anything. Back-to-back fucks had his cock swelling and his balls building.

He sank to his knees, water running through his hair. He released Mira but kept thrusting, curling her into the corner where the wall met the floor. "Gonna cum…"

"No!" Erza hauled him out of Mira. She slid under his tip, staring upside-down at his balls, jerking him off. "On my face! Cover me!"

"W-Wah? No!" Mira was right beside her, as was her hand on Gray's cock. "On my face!"

With the water running over their naked bodies, outlining every sexy contour of their chests, legs, and faces, Gray couldn't help but comply.

"FINE!" Gray thrust and busted. He kept fucking their hands as he creamed all over them. Rope after rope flopped down, the two of them cheek-to-cheek as they tried to catch his virile seed. Both women were in heaven as they worshiped Gray's orgasm, tongues out and smiles wide. Their free hands were knuckle-deep in themselves, Erza stroking her g-spot and Mirajane finishing a huge anal orgasm that had her squirting.

With a few final, twitching spurts, Gray petered out and sank against the wall, only to find two basted sluts up in his face.

"So?"

"Who's better?"

"Jeez, gimme a minute!"

They glared at him, then each other, then pounced. The fact the answer wasn't obvious meant both of them still had work to do.

Several hours later…

Mira toppled off of Gray, off the bed, and onto the floor. Her ass closed up and kept the precious cum inside. Erza got off his face, dragging her sticky buns down his chest before turning around and lying atop him.

"So?" Erza asked, out of breath from many orgasms.

Gray took a deep breath and sighed. "I feel like we're right back where we started."

"He's right," Mira said, slinking into Gray's other side. The sun had long since set. "Maybe we should share him for now?"

"Perhaps so," Erza replied. "I've read novels with such an arrangement. We can fuck him whenever we like, with no hard feelings."

"...Do I get a say?" Gray asked.

"No."

Two soft, feminine hands clasped his dick, waiting for it to harden again as the three fell asleep.

Author's note:

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