Disclaimer: RWBY and all affiliated characters/titles belong to Rooster Teeth, those wonderful geniuses.

Jaune tapped his pencil rhythmically on the desk in front of him. Why did Grimm biology have to be so damned complicated?

Grimm fed off of desperation and anxiety and sadness and used that energy to propagate more Grimm as well as power them through the rigors of combat they used to attack and dismantle-

"Ohhh~ it's so hot in here." Nora pulled her blouse open even further and fanned herself with a notebook.

Jaune's stream of thought was cut off by her outburst. Not only had she practically screamed in the confines of their dorm, but Oum damn it all, her tits were nearly hanging out of her shirt at this point.

Normally that wouldn't be that bad but once he had noticed it he couldn't stop images of those two beautiful tits flopping around from entering his head. It had been about a month since he had seen them up close and personal, or at least from across the room, and they were still engrained there as if he had just seen them yesterday. Add that to the fact that it was hot and she had delicious looking sweat running down the crevice between her breasts and he was just about fed up with his lot in life. The door to their bathroom clicked open.

"Umm, did I leave my clothes out here?" Pyrrha asked hesitantly from the door, glancing around the room quickly. She was wrapped in a towel that started just below the top most edges of her breasts and made it almost halfway down her juicy things, stopping well short of her knees and of regulation skirt length. Her body was literally steaming from the shower she had just taken and she was wet everywhere Jaune could see and presumably places he couldn't see as well. Why was this his life?

"You did, yes." Ren picked up the neatly folded stack of clothing off her bed and handed it to her with monk like focus on her eyes and nowhere else. But of course he could avoid staring at her glorious body, he was fucking Nora and she was jaw dropping in her own right.

Pyrrha smiled as she accepted the clothes and turned back into the bathroom. Jaune got just a glimpse of the inside of her thighs as she turned around and then was robbed of anything significant by the impenetrable barrier that was the door.

Oum be damned, this was frustrating. Jaune stood and pulled his jeans down to try and hide his boner.

"I'm gonna go for a walk." He said as he headed towards the door.

"Are you feeling alright?" Ren asked politely as he made his way back to his desk over by Nora.

"Yeah, I'm fine. This Grimm Bio is just dense. I need to clear my head." Jaune tried to chuckle nonchalantly and headed for the door.

"Don't get eaten," Nora offered oh so helpfully without ever lifting her nose from her book.

"Yeah, sure." Jaune opened the door, "Thanks."

It closed with a solid thud and he sighed. Jaune clenched his fists tight for a moment, squeezing his fingers against his palms in an act of fruitless frustration and then went lax. He didn't even have the will to be angry right now. He was just so...spent. All day he was bottled up and restrained in class and during training, trying not to stare at every glorious girl that walked by. Then, he came home to his dorm room and was faced with two of the hottest girls trouncing about practically in their underwear, just teasing him without even knowing it.

"Are you really thinking of going out with Neptune though?" Jaune heard Yang's voice drift down the hallway. "I mean, he has blue hair."

"And your sister has red hair." Weiss snarky voice cracked like a whip, "Neptune is very handsome, and quite charming. I just don't know if I can stand anymore time around that friend of his, what was his name?"

"Sun." Blake's deeper voice answered as they came around the corner. "You need to get over you feelings about Faunus Weiss. He's not-"

"It has nothing to do with him being a Faunus Blake." Weiss actually sounded calm and their group stopped in the middle of the hallway, seemingly without having seen Jaune, "It has everything to do with his inability to wear a shirt, or behave like a civilized person should."

Blake went to respond but was cut off by their energetic leader as Ruby caught sight of Jaune standing despondently in the hallway.

"Hey Jaune!" she threw her arm up above her head and waved despite the short distance between them.

"Oh hey Ruby," Jaune waved back meekly, "Blake, Yang…..Weiss." Jaune tried to stay cool but he still got a little sad whenever he was around Weiss. It didn't help that she had just been going on about some other guy.

"Whatcha doin'? You look kinda out of it ya know?" Yang crossed her arms and fixed him with a heavy, concerned stare.

"Nothin', just taking a break from Grimm Bio. I gotta clear my head, decompress." Jaune laughed again, a little easier this time since he was already comfortable with the terrible excuse.

"Oh I know right, that stuff is crazy hard." Ruby giggled happily and moved down the hall, closer to him. The rest of her team followed but now it was Weiss's turn to cross her arms.

"Ruby Rose, that should not be hard for you. We spent hours studying it last weekend." She cocked her head off to one side and bored holes into the back of Ruby's head. The team leader refused to turn around and acknowledge her partner. "Come on, you're coming to study right now." Weiss grabbed her shoulder from behind and dragged the diminutive brunette off towards the dorm.

"Alright, I guess I'll see you later Jaune." Ruby waved again as she was pulled into her dorm. Jaune waved back, that small smile on his lips that her antics always brought.

"C'mon Blake. We better make sure they don't kill each other." Yang waved her own partner into the dorm, "See you later Vomit Boy," she tossed over her shoulder without looking, "Don't study too hard and fry that little brain of yours." she added with a playful wink as she and Blake disappeared into the dorm and shut the door behind them.

Jaune's smile dropped before the lock clicked. 'Vomit Boy'. That's what she had called him while she was fucking Pyrrha. Those were pleasant but excruciating memories to dredge up. Sure watching them go at it had been great, but the fact that Pyrrha was with someone else still hurt even though they were just partners and had never been anything else. Plus that off handed way that Yang tossed the insult his way. He knew that was just her nature, always joking around, never really censoring her words. She didn't mean much by it but it still got to him, if only because she had used it so derisively when she thought she was alone with Pyrrha.

Then there was seeing Weiss, that was always hard. At first it had just been a silly crush. She was Weiss Schnee after all, beautiful and rich beyond compare. Her skin was flawless, her figure just incredible and the way she did everything with a seemingly effortless grace was so captivating. As Jaune became more and more interested in her he had felt his feelings towards her develop in a way he hadn't really expected.

Weiss was a lot of the things he thought he needed in a girl. She was smart and successful, even among the girls at Beacon. She was absolutely stunning but fit his type perfectly. She was short and slender, easily much smaller than himself and he felt very masculine around her. That coupled with the tiny scar over her eye to set it all off with a dangerous tone that reminded him she was a huntress made her incredibly appealing to him.

Of course, she had mercilessly shot him down time and time again. Damned Ice Queen.

Jaune sighed again and trudged down the hall.

The air outside was clean and fresh feeling, helping to lift his spirits a little and calm his raging hormones almost immediately. He took a deep breath and stretched both arms up above his head. The dorms and the hallways weren't cramped by any means, they had to be able to accommodate the likes of Yatsuhashi after all, but still, he always felt smothered and claustrophobic in them. It was like he could never quite get enough room to move. Outside though he felt good and free.

With a renewed vigor Jaune marched off down the pathway. He would do a few laps of the dorm area, following the path as it wound between the different buildings meant for the freshmen and sophomores and so on. Just a few laps to let him think a little and work off some of this nervous energy then he would be good to get back in there, finish his studying and get to bed. Hopefully by the time he finished it would have cooled off some in the dorm and Nora would be fully dressed again. Hopefully.

Jaune threw his hands in his pockets and tried his best to relax, look up at the sky and ease the troubles out of his mind. Most of them faded back rather easily, school and training he could handle. His parents had gotten off his back a little lately so he wasn't worried about that either. But the one that stayed around and refused to go anywhere was Weiss.

More specifically his concerns about girls in general. Those just centered themselves quite readily on Weiss. He didn't understand what the big difference between him and a guy like Neptune was. Jaune was fit and muscular, he smiled a lot and asked her out with well practiced lines. Isn't that what Neptune did? Sure the guy wore fancy clothes and had that crazy blue hair of his. Was that really so much better than Jaune's Pumpkin Pete's hoody and his shiny gold hair though?

Apparently.

So what, Weiss wanted a pretty boy? Okay, what about everyone else? Why couldn't Jaune make a single female friend that could develop into something more? He got too frustrated with himself to keep walking and so threw himself down on the nearest bench.

"Agghh, what's wrong with me?" Jaune groaned and let his head fall into his hands. He combed his fingers through his hair and stared at the ground, desperately searching for an answer somewhere in the thinly mortared stones.

At least he had gotten to see some of those girls he was always lusting after. That's more than he thought would ever happen a few months ago. Then he got to see Nora get railed by his teammate. That was quite a show. But Jaune's luck hadn't run out there, he got to see Pyrrha and Yang, possibly the two most desirable girls his age grind it out on the dorm room floor. That was even better than Ren and Nora's performance. Jaune shuddered a little in pleasure and disgust at himself.

He knew he had enjoyed it, watching them fuck. Oum, that was probably one of the best orgasms he'd ever had and he was still just stroking himself off. He still just couldn't really come to terms with it though, with his desire to watch other people without them knowing or with the exhilaration he felt whenever he came close to getting caught. He understood that that was something people were into, but he had never thought he was one of those people. It always seemed kind of gross and dishonest to him. He knew he wouldn't want someone watching while he was with someone, so why would anyone else?

It felt so amazingly incredible though and he couldn't resist.

Just thinking about all the things he'd seen and the excitement he'd felt was getting him going. He lurched to his feet and strove to walk off the stress.

Even though it was still hot out, it was getting dark already. How it stayed this warm after the sun went down Jaune would never understand. He was thankful at least that he didn't wear his armor everywhere he went anymore, that had gotten old really fast. He was just in his jeans and a t-shirt with his favorite cereal mascot, the Pumpkin Pete's bunny, outlined on the front.

He pulled at his pants a little, tugging at the hem of his underwear through his jeans, to let some of the pressure off. He returned to the path and wound his way around until he reached the second year's building. It looked almost exactly like the one for the freshmen but was a little larger. Apparently second year students got larger rooms with kitchenettes and small sitting areas. Damn that sounded nice. Still no real privacy from each other though, they had open floor plans and remained co-ed as the teams still shared a room.

"Oh fuck Fox, oh my Oum!" Jaune heard a rather familiar voice come from around the corner of the building. He also recognized that tone, pained and overjoyed at the same time. But they were outside...no way were they having sex outside, and in public.

At this point his curiosity got the better of him more than his desire to see them having sex. So Jaune ducked into the bushes just off the path and tried to be as quiet as he could. Not that he was worried they would hear him over their own moans and screams.

So he worked his way through the decorative undergrowth until he came to the bend in the path at the edge of the building. He sat down and was happy to find that just his head poked over the top of the hedge, obscuring the rest of his body from sight. He took a moment to build his courage and poked his head up and over the leaves.

Much to Jaune's surprise, even though he knew exactly what to expect, they were indeed having sex outside, right up against the wall of the dorm. Second Year student and leader of team CFVY, Coco Adel was getting mercilessly fucked by her teammate Fox. They were both mostly dressed still too. Fox had his shirt on and had just dropped his pants around his ankles, not even bothering to take off his shoes. Coco had her leggings pulled down just to her thighs and her sweater pulled up just above her breasts with her bra sloppily shoved out of the way. She was even still wearing her beret and sunglasses.

Fox was holding onto her shoulders and just slamming into her over and over. His dark waist smashed against her pale ass again and again, smacking loudly every time. Coco had her hands against the wall and her legs spread wide to take the force of his thrusts.

"Oh shit Coco." Fox leaned forward and wrapped a hand around one of her breasts, kneading it with his fingers.

Coco pulled one hand away from the wall and gripped Fox's arm so tightly that Jaune could see her perfectly trimmed nails pressing into his flesh.

"Don't stop Fox. Don't you dare stop." Coco moaned loudly again, letting her mouth fall open as she rocked back and forth with the force of it all. Her loose bangs swayed with the rest of her, rippling with excitement as she built up.

"So what if I do?" Fox asked teasingly, though he didn't slow at all.

"I swear Fox, you stop and I'll bring Yatsuhashi out here next time." Coco put both hands back on the wall and pushed her ass back as Fox surged forwards. The sound of them coming together in the middle grew louder, as did Coco's groans of pleasure.

'

"Oh really? I wonder how Velvet would feel about that?" Fox laughed and slid his hand down from her breast to between her legs. Coco opened her mouth to retort but her head kicked down suddenly, the pleasure overcoming her for a moment. She snapped her head back up though and whipped her head around to glare at Fox.

Jaune ducked his head as quickly as he could. He was sure that her impeccable fashion sense had kept her from seeing him, what with the sunglasses at dusk and all, but he still felt nervous.

"Maybe I'll bring her too then. I bet she won't talk this much." Coco finally replied. The comment would have seemed harsh had it not been mumbled between moans and gasping breaths.

Jaune stared at his lap and closed his eyes hard.

What the fuck was this place? Just everyone fucking all the time. Everyone but him. Clearly Fox and Coco were an item, or at least partaking in all the activities of one. If their conversation was to be believed then so were Velvet and Yatsuhashi. That or they were just open as a team and were willing to be with any other member.

Jaune's eyes flew open as Coco let out a rather un-Coco yelp, her usual deep somber tone replaced with a high, incredibly girly one.

"Oh my Oum. Yes Fox, keep going." Jaune peeked his head back above the leaves to see Coco with both hands back on her own waist, holding Fox's hands in place. She seemed to be using him as an anchor so she could erratically thrust back against him. Fox was content to pull her back on him over and over, his head kicked back in pleasure.

After a moment or two Coco's movements regulated and she went back to pushing on Fox's dick with some sort of rhythm.

Fox slipped one hand out of hers and moved it up along her back towards her head.

"I swear Fox. If you grab my hair, I will cut your dick off." Coco snapped, much of the ecstasy gone from her voice, replaced with tangible anger

His hand slid back down her back and around her chest to grab at her breast again.

Jaune could feel himself bulging in his pants at this point. What could he do about it though? He couldn't exactly whip it out and masturbate right here. Even if they were around the back of the dorm, nearly at curfew. He still couldn't just bear it all for the world to see like this could he?

They were.

Fuck it.

Jaune forced the zipper on his pants down and pulled his dick out. He was throbbing by now and the tension of watching them go at it for so long without touching himself really had him on the edge.

He didn't even bother to pull his pants down or move his underwear out of the way, opting instead to work himself as much as he could with what reached past the fly of his jeans. He blinked rapidly a few times to clear his eyes and strained to see the couple against the dorm in the fading light as he pumped up and down his own length.

Coco pulled off of Fox and stood erect. Without a word he sat down and laid himself out on the ground, dick sticking straight up in the air. Coco placed a fashionable boot on either side of his waist and lowered herself down onto him in a deep squat. Damn, her thighs must be incredible.

Fox lifted his hands to her knees and stroked the length of her legs as she moved up and down on him, going faster as they both grew accustomed to the new position.

"Oh shit, I love when you ride me Coco." Fox's hips bucked up towards her but she put a hand down on his stomach and pinned him to the ground.

"Ah ah ah." She waved a finger at him which Jaune thought was curious since he was blind. That didn't stop him from stroking himself into a frenzy at the sight of them.

They were splayed out fully in front of him, in full view. Coco's tits bounced up and down viciously as she rode her teammate. Somehow her head managed to stay nearly still, her glasses and beret perfectly in place even as her waist and hips flew up and down.

The smacking noise was gone now, replaced by a soft, wet noise as Fox pressed against Coco's slick insides.

"Oh my Oum. Coco, I'm almost there." Fox pressed up with his hips against her hand but she held him firmly in place and rode it out of him.

Jaune's vision blurred a little as he came right along with Fox, spraying his load into the dirt between his knees.

Fox's entire body shook as he came, dumping all he had into his leader. Coco sighed happily as Fox finished and slowly pulled off of him.

"Well done as usual." she said with some hint of sweetness. Fox didn't move from the ground, still trying to regain his breath. Coco did however, lean down and slip a now very full condom off his quickly wilting penis and throw it in a nearby trashcan.

"Damn Coco. That was good." Fox finally sat up and began pulling his pants back on. Coco was nearly done rearranging herself when she grimaced down at him.

"Don't go getting all mushy on me now." She laughed lightly and straightened out her sweater.

Jaune lowered himself carefully to the ground, trying to avoid making any noise at all. He pushed his now flaccid member back inside his pants and pulled the zipper up slowly. Eventually they would go back inside and then he could return to his Grimm Bio and hating himself.

"Back inside boy, we don't want to keep them waiting much longer." A loud smack finished Coco's command and Jaune assumed she had smacked Fox on the ass to hurry him along.

Fox grunted in either affirmation or indignation, probably some slight mix of both and their footsteps receded into the night.

Jaune waited until they had been gone for a full minute or two before sitting up again to check and see if the coast was clear. He stood up and brushed the dirt off his knees and back. It wouldn't do to get back to the dorm room covered in soil with no reasonable explanation.

He looked down at the small puddle of white semen slowly soaking into the dirt and grimaced. How could he have done this again? And outside? It was disgusting that he hadn't even really thought twice about it. What had his big concern been? That's right, the fact that they were outside. Is that how far he had sunk? So far that the whole jerking off to others having sex thing didn't phase him anymore. Jaune grunted with disgust and kicked dirt over the puddle.

He extricated himself from the bushes and walked slowly down the path to the front of the sophomore dorm to head back to his own room.

"Well, well. I definitely did not expect you of all people." Coco announced with a sharp laugh of surprise as Jaune rounded the corner.

Jaune nearly fell backwards. He had been staring at the ground, walking along lost in his thoughts and hadn't even noticed Coco and Fox standing in the path. Apparently waiting for him.

"Whuh? What? I'm just….. I'm just taking a walk." Jaune fumbled after his words desperately. Had they caught him?

"Jaune…" Fox spoke slowly and sighed, "You do know I have some of the best hearing on the planet right?" He gestured to his ears as if his point may not be clear otherwise.

Jaune stood there dumbstruck. He had been found out.

"We're professionally trained and we never drop our guard. Ever." Coco pushed her sunglasses up along the bridge of her nose to accentuate her point.

"No! Really, I wasn't…. I didn't mean to….." Jaune waved his hands around in the air, struggling for what to say.

"There's something you have to understand Jaune." Fox leaned forward slowly and Coco crossed her arms.

"We really don't mind having an audience all that much." She laughed and took a step forward, "It was actually kind of exciting." She slapped him on the shoulder and turned to head for the door.

"You tell a single person and you're dead. You understand?" Fox poked a finger towards Jaune's chest but never actually touched his chest.

"Just keep quiet and you can replay the whole thing over again in your head as many times as you like." Coco smirked over her shoulder as she held the door to their dorm building open. "You're one lucky guy Jaune Arc."

She and Fox both tucked into the building and the door shut slowly behind them.

Jaune finally fell backwards onto his ass with a rather pathetic thud.

What in Oum's name had just happened?

A/N - Oh…. my….. Goodness… It has been absolutely forever since I've posted. I have my life back on some sort of regular schedule now though so hopefully I can post much, much more often.

I swear this is going somewhere and isn't just mindless sex. I really, really promise. If you're paying attention to the sections outside of the porn you should be able to see the story starting to come into view. If not, well then I hope the smut is good enough to keep you reading until the plot becomes more obvious.

To answer some questions I've been getting. YES, Jaune will eventually get some. The tension and the waiting make it better though right?

Also, YES, there will be other straight couples. Hopefully this chapter cleared up some of the doubts that Ren and Nora would be the only straight couple.

Anyways. I know this chapter wasn't quite as much smut as I usually include. Hopefully there was still enough to be interesting and true to form though. The next chapter should be a lot like this one, then they'll pick back up to more like the first two.

Until then. Happy browsing friends. Thanks so much for reading.

-Zach