Jaune was frustrated. For far too long, he'd wanted someone, and not had her. He saw her every day, each time a reminder of the fact that she wasn't his. And it burned him up. This morning was no exception. He woke up in the JNPR dorm, to the sound of a musical voice.

"Rise and shine, Jaune. You better hurry, or you'll be late for class."

He opened his eyes and looked at the reason for his frustrations, the reason his days had become agony. She was standing above him, hands on those beautiful wide hips. Tall and thick, her body was firm but soft. The vest she was wearing barely covered anything; after months together in the same dorm, she'd become quite comfortable with showing some skin. Her large breasts hung free, unrestrained by a bra under her vest. Jaune stared at their tantalizing curves. Pyrrha's jugs were deceptively big, and without her armour, nothing was stopping them from revealing all their delicious roundness. The form of her nips poked out against her vest, making this already erotic image even more so. Lower down, a pair of maroon shorts left almost the entirety of her soft, smooth thighs visible. Her red hair was not yet done up in her trademark ponytail, instead framing her face like curtains. She had a slight case of bedhead, which combined with her angelic smile and those emerald green eyes, had Jaune absolutely rock-hard.

It was a good thing he still had his blanket over himself. Huddling up to avoid the shape of his boner sticking out, he answered hastily.

"Yeah, all right, I'm up. Just give me a moment, I'll be ready."

She hummed slightly and went to get dressed in her school uniform. As she sauntered away, Jaune was mesmerized by the sight of her swaying booty. Her shorts ended just high enough that the bottoms of her ass cheeks were visible, jiggling slightly with each step.

Jauned groaned under his breath. He was even harder now. Looking around, he tried to make sure Ren and Nora were both busy getting changed into their uniforms. When he was sure they weren't looking, he got out of bed and dashed into the bathroom. Slamming the door behind him, he sighed in relief. This was really getting out of hand. At this rate, it was a matter of time before one of his teammates noticed, and once they did, things would be extremely awkward.

With a bathroom door separating him from his teammates, Jaune undid the transformation he always used whenever he was in front of people. His skin changed to a gold colour and glistened slightly, while his muscle mass grew, regaining its normal level. He stood slightly taller as well, and his blue eyes shined with their own light. Most prominent of all, however, were the changes that took place in a certain part of him. His shaft was bigger than it was in human form, and surrounding it, growing from his abdomen, were long, thick, sinuous tentacles.

The truth was, Jaune was not human.

The Arc family, famed for its prowess in combat, had demon blood coursing through their veins, specifically, that of the Succubi and Incubi. Contrary to popular belief, they did not absorb power through body fluids. They simply transferred life energy directly during intercourse. Nor did they drain their partners dry of it. While they could survive well enough on food alone, they would eventually weaken and lose their powers if that was all the nourishment they received. Thus, all of them, both male and female, were incredibly horny.

When Jaune had told his parents he was going to Beacon, they weren't worried about him surviving. Though he was to stay in his human form to avoid revealing his secret, he would still have physical abilities far surpassing his peers, and more than enough to eliminate any Grimm he encountered. No, the problem was something else.

Getting laid.

That was what they were worried about.

And he was starting to understand why.

Here he was, stuck at Beacon.

With the most gorgeous girl he had ever met.

Who also happened to be his partner.

Needless to say, he had fallen for her right off the bat.

And that was where Jaune's unique brand of overthinking and poor decisions kicked in.

Fearing rejection once Pyrrha found out what he really was, he did everything he could to hide it from her, going so far as to fake a crush on Weiss Schnee just to create some distance between them.

Of course, that had ended up failing.

And so, that left him here, in a bathroom, hiding.

"Uhh. I'm going to take a cold shower."

By the time he got out, everyone else was already dressed, and he quickly put on the uniform as well. It was time for class.

Throughout the day, Pyrrha was confused. She'd been noticing it for a while now.

Jaune was avoiding her.

Well, not avoiding per se.

They were still partners, and sat next to each other in most classes. They had discussed and exchanged notes, even made plans for what the team would do over the weekend. But something was off.

He was… keeping a distance.

Physically.

When it started happening at first, she thought it was just a coincidence, or maybe she was imagining things. But after a while, it became obvious that that wasn't the case.

Whenever she drew near, whether it was to borrow a pen, read his notes, or even just say something to him, he moved away.

It was only a little, but he still did it.

As if he was trying to avoid touching her.

It was weird. Something was definitely off, and she decided she'd find out what it was.

That evening, after classes, she waited patiently for her chance, and got one when Nora managed to pester Ren into going to the kitchen with her to make pancakes.

As the door closed behind the two, Pyrrha turned to look at Jaune. He was across the room on his bed, going through assigned readings.

She got up from her own bed and walked over to him.

"Jaune. Can I have a moment?"

He all but jumped at the sound of her voice from so close. He definitely hadn't been expecting her to approach him. This wasn't good at all! He'd been trying so hard to keep it in his pants the entire day, and now she was coming over to him!

Taking a deep breath, he tried to calm down.

"Uh… sure, Pyrrha."

As she took a seat on the bed next to him, Jaune was all too aware of her presence in every way.

She was clothed in her dorm wear again, boobs all but spilling out of her vest, even as her perfect round ass squished against the bed as she sat down. Her hair was up in a ponytail as usual, and she exuded a faint fragrance of something sweet and slightly musky. Jaune's heartbeat sped up. In class, there were a hundred different things he could use to try and distract himself. Right now, it was just the two of them in the dorm.

"Jaune," she said. "You've been acting strange lately."

His heart skipped a beat.

Shit! She's noticed!

Pyrrha, however, was unaware of his reaction, and continued.

"You've been avoiding me for the whole day."

Jaune gulped slightly.

So that fact hadn't escaped her. It was true: he was already at his limits. It was everything he could do to restrain himself.

Pyrrha, blissfully ignorant of his predicament, drew a little closer, sliding towards him.

"Jaune, is… everything okay? You've been going out of your way to avoid touching me. If something's wrong, you can tell me. You know you can count on me for anything, right?"

"Anything?", he whispered, looking down.

Pyrrha drew a little closer, happy she was finally getting through to her partner.

"Anything," she said firmly. "I'm your partner, Jaune. I'll do whatever it takes to help you."

And at that moment, with Pyrrha's emerald doe eyes looking at him so gently, the last of Jaune's inhibitions were utterly shattered. Throwing caution to the winds, he decided to say what was on his mind.

"Have sex with me," he said.

Pyrrha blinked.

Sure she hadn't heard him properly, she decided to clarify.

"Jaune, can you repeat that?"

"Have sex with me," he said, looking right into her eyes. "From the moment I saw you, I've been turned on like you wouldn't believe. I want you. Now."

Pyrrha stared, not daring to believe what she was hearing.

From the very beginning, she'd liked Jaune, but had avoided confessing her feelings. First, because of Weiss, and then because she was afraid she'd be rejected.

And now, Jaune was saying he wanted her.

A part of her was thrilled. She wasn't some naive princess: she knew quite well that the physical mattered, and she'd be lying if she said she hadn't thought about what it might be like to do it with the blond knight.

She was surprised that he'd come right out and state his request, but she wasn't going to lose this chance.

"All right," she said. "We can do it."

"Don't give your answer just yet. There's something you need to see."

Standing up, he backed away a little, and then undid his transformation.

Pyrrha stared, transfixed, as Jaune changed shape right in front of her, ripping out of his clothes as he did so. He became taller, bigger. His skin became a leathery, glistening gold, and his eyes gleamed slightly. But more than anything, her eyes were drawn downstairs.

Between his legs hung the biggest cock she had ever seen. It was massive. And surrounding it… were four very mobile tentacles.

Her eyes widened in alarm.

What was he?

Jaune noticed her reaction right away.

"And now you've seen what I really am, you don't want this anymore. I can understand. Look, just keep this a secret, okay? I don't hurt humans or anything."

He was about to walk away, causing Pyrrha to spring to action.

"Wait!" she said.

Slowly, cautiously, she approached. Jaune might be… whatever this was, but she trusted him. No matter what shape he took, he wouldn't harm her, or anyone. This much she believed.

"What are you?" she asked.

"Incubus," he replied shortly.

Her eyes flashed with understanding. She'd read legends about them long ago.

Curiously, she looked at the swirling tentacles extending from his nethers. Each of them moved continuously, as though it had a mind of its own.

"May I?" she asked.

Jaune took a moment to figure out what she was asking, but when he did, he nodded, dumbfounded.

Reaching out a hand, she tentatively touched one of them. Right away, she withdrew it. It was extremely slippery, like an eel, and it felt very much alive. Slowly, she reached out again, and touched it once more. This time, she extended the contact, brushing it lightly with her fingertips. It felt sinewy, muscular. It also responded to her touch, moving slightly as though to prolong it.

Despite the extremely weird nature of the situation she was in, all Pyrrha could think was one thing.

"They're kind of cute."

Jaune all but fell on the floor.

For a moment, the two of them stood there silently.

"If you still want to do this, I don't mind," said Pyrrha.

Ten minutes ago, the idea of sex with an Incubus would have been dismissed as something out of one of Blake's smut novels by her. Now, it didn't seem like a bad idea.

"Are you sure?" Jaune asked. "It can get a little intense."

The fact that Pyrrha hadn't rejected his true form, hadn't run or turned against him, powerfully attracted him to her. The more time she spent with Jaune in his current form, the more she was realizing he was still the same person, just, with a slightly different body.

"We'll figure it out as we go," the redhead replied.

That was all Jaune needed to hear.

Launching himself at her, he grabbed both her shoulders, and kissed her.

"Mmmph?"

A muffled cry was lost as Jaune hungrily devoured those plump, perfect lips. He captured them ferociously, sucking on them and taking control. Taken by surprise at his intensity, her mouth opened involuntarily, and he took the opportunity to slip his tongue inside.

"Mmmmmph?!"

Like a snake, it slithered, coiling around her own, and lapping it. It moved with unbelievable flexibility. Pyrrha was helpless as he thoroughly explored every inch of her. Within moments, he wrestled her tongue into submission, licking it all over before grabbing it with his lips and pulling it all the way out of her mouth.

"Mmmmmmph~!"

He sucked on it for a moment, before finally relinquishing his hold on the tasty morsel, and backing away slightly.

Pyrrha was panting. Her face was flushed and her tongue hung out, dripping with saliva. Her eyes, which had been surprised a moment ago, were now half clouded over with lust. This had… exceeded all her expectations. She had thought Jaune's body might make him good, but this was far beyond anything she had imagined. She drooled, not even attempting to stop the undignified display, as she silently waited with trembling anticipation for what would come next.

The sight was beyond perfect.

"Jaune…"

"Every day, you walk around with that sexy body. Do you have any idea what seeing that does to me?"

He pushed her down on the bed, flipping her over onto her stomach.

As she lay, her bum towered over the rest of her profile, and Jaune could no longer hold himself back. Sitting down with his legs on each side of hers, he reached out and grabbed it, one ass mound in each hand, and began to knead them like dough. His fingers sunk into the sheer volume of the heavenly butt in front of him. It was exquisitely soft, and he squeezed it hard, revelling in the feel of them.

From up ahead, a moan of pleasure was heard.

Pyrrha couldn't believe it was possible to feel this good just from groping.

Encouraged by her vocalizations, Jaune tore off the flimsy shorts she was wearing, and toyed with her bum in every which way he could, in turn causing Pyrrha's ecstasy to heighten.

And he hadn't even gotten started.

Pyrrha felt strong hands pull her ass cheeks apart, and she felt a draft on her asshole.

"W-what are you doing?" she asked.

"Something you'll enjoy."

Lowering his face, he motorboated Pyrrha's butt, while tonguing her asshole.

The sheer dexterity of his tongue was incredible, and Pyrrha giggled and moaned as waves of unbelievable pleasure rocked her.

When the feeling stopped, she raised her head from the pillow and turned to look at him reproachfully.

She only held that look for a moment, as Jaune got up off her, and flipped her over again, so that she was lying on her back this time. A moment later, the annoying vest was torn off her as well, and her breasts flopped out.

"You found these guys cute, didn't you? They find you pretty cute too."

Pyrrha, whose body was already feeling weak from wave after wave of pleasure, spread her legs, biting her lips.

Jaune's arousal reached all new heights.

Each of his four tentacles moved into action. The two upper ones latched onto Pyrrha's breasts, while the two lower ones moved to her pussy and anus.

Pyrrha had never felt anything like it. The tentacles were indeed like eels, and each one seemed to be alive and sentient. They groped her breasts, wrapping tight around them. Jauned had them squeeze, bounce and play with those wonderful jugs in every way he knew. At one point, he pulled them upwards while using the wet tip of his tentacles to play with her teats.

She squealed. They were more flexible than any tongue, and something about their wet, slightly sticky nature made them incredibly arousing.

And all the while, the two lower tentacles continued to work on her ass and her pussy, playing with the rims of both. He took special care to gently rub the clitoris.

A small puddle had already formed on the bed from how wet she was. Jaune decided it was time.

Simultaneously, he thrust one tentacle into her ass, and another into her pussy.

The feeling of having both holes filled hit Pyrrha all at once.

"Oooooooooooooh~!"

It was ecstasy like she had never experienced before. As they slid in and out of her, they writhed very slightly, stimulating her even further.

She was a panting, moaning mess by now.

Looking at Jaune, pleadingly, she reached out a hand, towards one appendage of his that hadn't been inside her yet.

Jaune smiled.

Retracting his tentacle to make way, he finally inserted his dick inside her pussy. Right away, her walls, wet with juices, squeezed tight, as if to never let go.

Jaune groaned.

This was too good.

He began to pump. He'd been holding back for a long time himself, and he was nearing his own climax.

Right when he was about to reach it, Pyrrha moaned explosively, squirting out a flood of juices. Jaune pulled out for a while just to admire the sight.

She lay in bed, tongue out, squirting out spurt after spurt of juices, until she was finally done.

"Think you can handle a few seconds more?" Jaune asked.

Pyrrha nodded, licking her lips.

"Cum inside me."

Jaune, being what he was, wasn't alarmed at the statement. Incubi can choose when to conceive.

Entering her once more, he thrust into her, feeling it building inside him, until, with a final, earth shattering wave of pleasure, he shot ropes of cum into her.

Satisfied at last, and utterly drained, he used the last of his strength to collapse on to the bed next to her.

The two of them panted, having enjoyed the best time they'd ever had.

Now that it was all over, Pyrrha felt a little sad. While it was good to know that she had finally become more than friends with Jaune (and it had been amazing), she was a little sad that it had just been sex.

That was until Jaune spoke from next to her.

"Hey. I know it's a little late to say this, but I really do like you."

If he had seen the smile on her face when she heard that, he would have learned that even after everything that had happened, this was the happiest he had ever made her.