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

Also, this is an M rated chapter, you have been warned.

Yang pushed hard and hefted the weights up above her head, then dropped them back to her shoulders and then the floor. Deadlifts were one of her favorite exercises to do because they worked all the muscles she used the most, but that was enough for tonight. She moved around to re-rack the weights, seven plates on each side. It took her a bit to take them all off, even carrying them two at a time over to the rack. She really felt like they should have some heavier weights for them to use but she figured she would just have to make do.

Yang racked the last plate and glanced across the lifting area at her girlfriend, Pyrrha. She was lifting as well, though she tended to go for lower weights and high reps to compliment her more speed based fighting style. Yang took a moment to appreciate the girl she was dating. Low weight for her meant ninety pound dumbbells. She gripped them tight in her hands and worked her arms over her, pushing straight up and together. As she reached the top Yang could see every muscle in her back starkly outlined by her tight tanktop. It was a sight to behold.

Yang shook her head to clear all the terrible things she was thinking out of it and turned to go stretch some. She and Pyrrha were going to work some cardio next and she had to be good and loose if she wanted to keep up without hurting herself. Pyrrha finished her reps and lowered the weights to the ground before turning and smiling at Yang.

They both worked hard when they came to the gym. There wasn't a lot of talking or standing around because they both had something to do. But, they really enjoyed the company for what would have otherwise been fairly lonely nighttime workout sessions. Plus, it was an added benefit that Yang got to ogle her incredible girlfriend the whole time.

Yang returned Pyrrha's smile and spread her legs just slightly to work into the stretch. She leaned over and touched her right foot with her left hand, then her left foot with her right hand. She repeated the process again and again until her legs started to feel warm, then she stood straight and tall, nearly locked her knees and bent as far over as she could. Yang wasn't really flexible, not like Weiss or Blake, but she could still touch her palms to the floor.

She pulled up out of the stretch after a solid minute and stood to crack her back. Touching her toes like that always made her spine lock up just a little but all it took was a quick twist to either side and she was good to go. She twisted one way and saw Pyrrha looking at her. Twisted the other way and saw her still looking.

"Hey Pyrrha, you ready for the cardio stuff?" Yang turned all the way around and faced. She hoped Pyrrha hadn't been waiting on her.

"Huh?" Pyrrha seemed to jump, "Oh no, no. I still have a few sets left. Sorry."

"No worries, don't rush yourself." Yang chuckled, "I gotta stretch or I'll pull something trying to keep up with you." Pyrrha chuckled as well and moved over to a new set of weights. Yang shrugged and turned back around to face the mirror.

She plopped onto the mats and swung her legs out to either side, as far into a split as she could manage, nearly all way there but not quite. Yang pushed her left hand out to her left foot and then swung her right hand over the top to really pull on sides. She could feel that familiar little burn as her fingers locked around her toes and pulled her whole body tight. She really needed to stretch more. Yang closed her eyes and began to count out the stretch. Thirty seconds on this side, then thirty on the other, then repeat. Like she was cooking a piece of chicken or something.

She hit thirty and opened her eyes as she rose up again. She glanced in the mirror to see if she could catch a glimpse of Pyrrha curling because oh how she loved that girl's biceps. What she found instead was Pyrrha looking at her, or rather, looking at her reflection in the mirror. As soon as she did though, Pyrrha jerked her head away and stared very intently at her weights which still laid unused at her feet.

Had Pyrrha been watching Yang while she stretched?

No that wasn't possible. Pyrrha was so reserved and modest, definitely not the type to stare like that. Even if she was, Yang had never caught her doing so before so why would she tonight? There was really only one way to find out though, she had to test it. So, instead of leaning off to her other side and finishing this stretch, Yang stood and walked over to the bar bolted into the mirror.

This usually wasn't a tool she used, it was definitely more of a Weiss thing. But she had watched the limber little heiress use it enough times to know what to do with it. She threw her leg up on the bar, planting her foot against the mirror and leaned over far. This way both of her legs were on full display, her arms were over her head so her cleavage was pushed out and if Pyrrha was really looking, Yang's legs were open and her shorts pulled quite tight against her inner thighs. If her usually demure girlfriend was watching, she was getting quite a show.

Yang closed her eyes as she stretched and felt it pull on her in all sorts of strange ways. How did Weiss always stretch like this? It was like she was trying to rip herself in half and letting gravity help.

She waited twenty or thirty seconds before she felt like it really would rip her in half and then threw her eyes open as quickly as she could, though she pushed off the bar much more slowly. There, in front of her, clear as day, Pyrrha was staring right at her.

That cleared things up rather nicely, as did the blush on Pyrrha's cheeks and the speed at which she turned around. Yang's girlfriend had just been staring at her and pretty blatantly too. She wasn't surprised about the second part since she was sure that Pyrrha didn't have a ton of experience hiding it. But the fact that Pyrrha was doing it at all is what caught her off guard.

So, taking advantage of the clear floors, noisy fans, and other users of the gym, Yang decided to sneak up on the unsuspecting redhead. She had spun around so quick when Yang caught her that her ponytail had nearly come undone. That loose hair tie was all the excuse Yang needed.

She crept across the floor, slow and quiet and waited for Pyrrha to put her weights down. She didn't need some stupid prank getting one of them hurt, or more likely, damaging some of the equipment.

"Hey," Yang murmured in Pyrrha's ear, bringing her lips right up next to her ear. "Your hair came a little loose, let me fix it for you." Yang slid her hands up along Pyrrha's back all the way to the top of her head where she could reach the hair band. She dropped her elbows over Pyrrha's shoulders and pulled the other girl tight against her chest while she worked the ponytail back into place.

"O-Oh… Th-Thank you Yang." Pyrrha trembled slightly as Yang pulled away. She couldn't let her off that easy so Yang placed a light kiss just at the nape of Pyrrha's neck. She could see the goosebumps rise on her skin as she lifted her lips.

"Of course Pyrrha, I'd do anything for you." Yang practically purred. She slid her hands around Pyrrha's waist and pulled the redhead against her own waist.

"I-err.. That is-" Pyrrha forced a cough "I have a set or two left." Pyrrha stepped away just slightly and acted like she was going for her weights again, but Yang knew better. She watched as Pyrrha bent over, relishing in the way her spandex shorts gripped every part of her. When her hands touched the bars, Pyrrha glanced behind her. Instead of looking away abashedly, like how her girlfriend usually did, Yang winked and crossed her arms.

"You know, we could always wrap up a little early." Yang never took her eyes off Pyrrha, "There's some other cardio we could do. Back in the dorm."

"I don't know what you-" Yang didn't let Pyrrha finish.

Instead, the blonde gripped Pyrrha's jaw gently, yet firmly with both hands and pulled Pyrrha's lips to hers. Most likely because of the adrenaline, the kiss moved from small to passionate quickly. In this rare moment, Pyrrha was the one who initiated a bite first, nipping on Yang's bottom lip as she gripped Yang's hips, while said brawler tilted her head to make more room. But Yang had a plan, and was having fun teasing her girlfriend, not allowing the Mistralian access.

Pulling back, and moving her hands to rest on Pyrrha's collarbone, Yang grinned teasingly. "Are ya getting it now?"

Yang was always happy with a steamy make-out session, something they had done plenty of times before. However, Yang had promised herself when they started going out that she would be gentle and slow with Pyrrha. This was her first real relationship and Yang had the honor and privilege of taking her through more than a few milestones already. She had been Pyrrha's first kiss, the first time she had touched someone and been touched back, her first overnight that wasn't with a friend and the door was open for so much more. But that was Pyrrha's choice to make.

Yang had no problem waiting and biding her time. Sure it meant a couple times she had to seclude herself in the bathroom and try not to be too loud. Other times a cold shower was all it took to calm herself down. But no matter what it took, Pyrrha was worth the effort every time.

Pyrrha had pouted, which was so rare, although everything revolving around Pyrrha had been rare today. "Is that okay? I'm not asking for anything that far." Yang kept her close and lowered her voice. Not to a low sultry tone, but to a quiet, considerate one. Pyrrha hesitated, glanced around the floor then slid her hands slowly around Yang's waist. She raised her head and looked Yang directly in the eye.

"I think I'd like that." Pyrrha pulled forward and their lips met. Soft at first and then harder as Pyrrha put her hand to the back of Yang's head and pulled her closer. Once again, Yang was the one who pulled back first, not wanting to waste her breath too early.

"Then let's go to my dorm, Ruby and Weiss went out tonight but I made Blake go along to make sure they behave. I can't really trust that Princess alone with my sister." Yang laughed and took a step back away from Pyrrha. "But I don't expect them back for a couple hours at least." Pyrrha turned to walk alongside Yang, who was cheekily walking at a faster pace.

By the time they had reached RWBY's dorm, the wavering heat around them from working out had faded, mostly. Now there was a new heat in the air, and Yang could feel it.

The blonde unlocked the dorm she shared with her team, and walked inside like she always did, looking around with more attention since it was empty of her teammates.

"Awe," Yang grimaced. "Ruby didn't wa-"

What Yang was going to say, not even she knew, because Pyrrha's enticing lips caught her completely off guard.

The taller girl feverishly moved her lips against the blonde's, whose mouth was easily tempted open. Because Pyrrha was so much more reserved than Yang in moments like this, Yang treasured, and would sometimes let Pyrrha have dominance over her. Yang loved her reputation as a badass that answered to no one, but secretly, Yang would let Pyrrha have control over her in a heartbeat if she asked.

Pyrrha pressed forward on Yang, both hands on her shoulders, forcing her back towards one of the beds. Yang's legs hit the furniture and she fell backwards. Pyrrha pulled away and looked at her. There was a fire in Pyrrha's eyes that rivaled Yang's own, burning passion for her. Yang felt vulnerable laid out like this, her legs slightly open, her hands out at her sides. But if Pyrrha was the one to pounce, she wouldn't mind at all.

"Wow Pyrrha," Yang took a moment to regain her breath, "You're in a good mood tonight aren't you?"

"You're the one who was teasing me in public," Pyrrha muttered. "I couldn't do anything with everyone watching. Now no one is."

"Well you know Pyrrha," Yang smirked as she stood back up, closing in on Pyrrha. "If you're really that riled up, there's plenty of other things we could do." She slid her hands a little higher up Pyrrha's waist, and under the hem of her form-fitting white tank-top, scratching her nails lightly at the mostly untouched skin there.

They had been through this routine more times than she could count. Yang would follow the same routine of playfully poking at Pyrrha, but whenever Pyrrha would get nervous, Yang always jumped back to make sure Pyrrha knew that she wasn't trying to force her, and that she was more than happy keeping all clothes on. Except this time, Pyrrha didn't have the same intense look of worry.

"I think I would really like that Yang." Pyrrha leaned forward and kissed Yang's neck, then her chin, then her lips again. Yang couldn't believe her ears. Had Pyrrha just said yes?

"Pyrrha?" Yang pulled away from the kiss, she had to be sure. "Wait, Pyrrha are you sure?" Yang lifted her hands, one back to Pyrrha's side and the other to tuck an errant strand of brilliant red hair behind her girlfriend's ear.

"Yes Yang. I'm sure." Pyrrha smile was sweeter than Forever Falls sap, but Yang had to keep herself together through pure force of will.

"Just so you're...aware...you won't be my first…" Yang wanted so badly to just start, but her Pyrrha was just so kind, and quite gentle outside of battle, she wanted her to be warned. "Sometimes...it's hard for me to stop, so if you're having second thoughts, please tell me now."

Pyrrha was hardly expecting Yang's small warning, eyes widening in the time it took to process what Yang had said, and after she did, she placed a small, sweet kiss on Yang's forehead.

"I trust you," she murmured quietly.

Without question, Yang believed her, and lifted her shaking hands to cup Pyrrha's cheeks, leaning in as soft as she had when she initiated their first kiss. She wanted to give Pyrrha the most comfortable first time she could ever have, and used pure effort to not push Pyrrha into the nearest bed immediately.

Yang slid her hands down Pyrrha's neck and shoulders as the redhead lifted her own arms to drape around Yang's shoulders. Yang tilted her head off to the side and grabbed her girlfriend's hips, tugging her closer.

Releasing her girlfriend's mouth, Yang shifted and pulled Pyrrha to her completely, holding the other girl on her lap on top of the small bookcase.

Pyrrha's eyes grew darker with desire as she crawled up to straddle Yang's waist, legs tucked behind her as she pressed her mouth against Yang's with a less gentle kiss, immediately brushing her small, warm tongue along Yang's bottom lip.

The blonde complied to her girlfriend's wishes, parting her mouth to allow Pyrrha access, yet impatiently tugged up on Pyrrha's tight tank-top.

Surprisingly, the taller redhead was the one to pull back from the kiss, and without breaking eye contact, pulled her white tank top and sports bra over head and cast them off to the other side of the room.

Yang wasn't completely sure how much Pyrrha had really wanted this to happen, until her Pyrrha was toplessly straddling her, and she recognized a new look in her girlfriend's eyes, lust.

Yang's breathing hitched as she stared at the banquet laid out before her, but she didn't lose herself right away. She reminded herself that this wasn't just their first time, it was Pyrrha's first time ever. She had to make it incredible for her. So she leaned up and nibbled on the Pyrrha's collarbone. The Mistralian girl was blushing fiercely, feeling comfortable but more than a little exposed.

"You are beautiful, Pyrrha." Yang whispered breathlessly into her ear.

"T-thanks...Should I be the only one...unclothed…?" Her face was a deeper red than her hair.

The brawler gave a small laugh. "No, of course not," and smirked as she lifted herself up just enough to pull her shirt off. She tossed it to the side, then reached behind her back and unclasped her bra. As intent as she was on giving Pyrrha a good time, she had been enjoying the excitement that came from teasing her. She shook out her long, blonde mane which had fallen slightly out of place. More importantly she made sure the motion carried down to her chest. With a single eyebrow raised, Yang pushed the rest of her hair behind her face and grinned at her lover.

"Pyrrhaaaaa, you're staring," Yang sing-songed, noticing how Pyrrha's eyes were drinking in the show Yang was giving her.

Giggling good-naturedly, Yang leaned in to kiss along Pyrrha's chin, down to her throat. She nipped and slowly licked in that spot, then moved further down to her collarbone, giving a harsher bite that forced a squeak from the unsuspecting redhead. Yang sucked on the teeth marks, pulling Pyrrha's squeaks down into a sultry moan as Yang smoothed over the mark with her tongue, happy with the small bruise that was slowly appearing.

Meanwhile, Yang kept her hands busy as well, slowly dancing up and down the tanned skin she had never explored before. She eagerly mapped it with her fingers and when Pyrrha's own shaky hands started to move in closer to her breasts, Yang decided her girlfriend's neck had received enough attention, at least for now.

Pulling her off with a pop, Yang grinned to see the sizeable hickey she had left. She tilted her head down to her girlfriend's generously sized breasts and gave them a light squeeze. Pyrrha moaned quietly and clasped one hand around one of Yang's much larger breasts. Yang shuddered in delight, it had been so long since someone had touched her like that. She leaned forward and kissed Pyrrha's lips again. Oh how she loved this girl.

Feeling her excitement to start to get the better of her, Yang pulled her lips away from Pyrrha and lowered her mouth down to those beautiful breasts. She kissed lightly around her nipple then gave the stiff little nub an experimental lick. Pyrrha pulled Yang's head closer, a good sign. Yang licked again, then sealed her lips around Pyrrha's nipple and played with it in her mouth, flicking it back and forth with her tongue. Pyrrha's legs clamped hard around Yang's waist and she could feel the girl's virgin core spilling warmth onto her.

As gentle as she was forcing herself to be, Yang wanted leave another mark or two on Pyrrha and her breasts seemed as good a place as any.. Pyrrha yelped at first, not expecting more bites, especially in such a sensitive area, but Yang wasn't aggressive about it. As quickly as she clamped onto the underside of her right breast, she released her hold and brushed over the mark with her tongue, and sucked on the bite. Pyrrha's back arched at the sensation, and she groped Yang's chest mindlessly, lost in the feeling Yang was causing.

"Ya-ang…" Pyrrha spoke uncertainly, not wanting this experience to end. "C-can you please p-put me down…? I feel like I might f-fall…"

Nibbling on the mark one last time, the blonde brawler lifted her head up to momentarily rest on Pyrrha's shoulder.

"Anything for you, gorgeous." Yang purred in her girlfriend's ear.

Reluctantly, she lowered her hands from the taller girl's chest to grip at her hips, pulling her off her lap without much effort to tenderly lay her down against the nearby mattress.

She crouched over Pyrrha on all fours, her deep purple eyes tracing over the marks she had created to claim what was hers with a sense of pride. And she was far from done.

"Are you ready?" Yang panted in a low growl, and Pyrrha's eyes dilated at the sound.

"Oum yes," She breathed with no hesitation or fear; only desire.

Yang wasted no time dipping down to more tanned skin she had not explored yet as intently as she did her chest just a few moments ago. The blonde lightly dug her fingers under the waistband of her girlfriend's shorts as she sucked and nipped on the heated skin along Pyrrha's hips.

She especially enjoyed the firmness of her taut stomach, kissing along down to her navel, Pyrrha squirming underneath her at the feeling.

Finding the undergarments beneath the shorts, she held onto the fabric firmly and proceeded to pull them past her girlfriend's ankles and discarded them to the floor, revealing everything that it was covering.

Yang didn't dig in right away with all the self-control she could muster, instead she started slow and savored the warmth coming from Pyrrha, making her heart beat quicker. She pressed open-mouthed kisses along the inside of her girlfriend's thigh, then repeated on the other thigh, before pressing a small kiss to a patch of red curls.

Pyrrha gasped and moaned as Yang licked along her lower lips, and reached out with shaking hands to grip Yang's thick blonde hair, wanting something to hold onto as the newly felt pleasure jolted through her entire body.

Yang prayed that her hair wouldn't be torn out of her head, but didn't voice this fear aloud, not wanting to break the mood.

Instead she continued to lick slowly and tenderly along her labia. She tilted her head up to glide her warm, wet tongue against the redhead's sensitive clit and slowly brought a finger to her waiting entrance, steadily pushing the digit inside.

The gasps and squeaks from earlier were nothing in comparison to the screams of pleasure erupting from below her now. Pyrrha writhed beneath the brawler, gripping the blonde hair tighter and wrapping her legs and arms around Yang's back as she eased in a second finger, stroking the hot, wet tissue inside. Yang's other hand scratched lightly along Pyrrha's inner thigh, sending goosebumps along her body despite the sweat that was dripping from her.

She continued to suck on the nubbin that was so pleasingly sensitive and rolled it in her tongue, before releasing it to reach up to murmur into Pyrrha's ear.

"Pyrrhaaaa…" She growled huskily. "Come ooonnnn…"

She increased the pace of her fingers' caressing, and in turn the pitch of Pyrrha's screams and moans increased.

She started to place another hickey on Pyrrha's neck, just below her shoulder, and before long, her muscles clenched tightly around Yang's fingers, and the volume of Pyrrha's screams increased until they were no longer there. Her eyes closed tightly shut and her back arched as her mouth opened in a silent scream, and a warm liquid pooled around Yang's hand.

Her fingers slipped out from inside her, and Yang lifted herself off of Pyrrha, kneeling as she rode out the orgasm. She cleaned her fingers quickly with her tongue, relishing in the essence while her other hand serenely rubbed Pyrrha's leg.

The redhead's posture soon relaxed, and lay on the mattress gasping, out of breath.

"Are you okay?" Yang murmured, bringing up the blankets that were at the bottom of the bed to settle just past their chests as Yang tucked herself on her side next to Pyrrha, sweetly kissing her shoulder.

"Yes," Pyrrha sighed contently, a small smile gracing her lips. "I am perfect."

"I'm glad," Yang grinned, before her mouth stretched open in a yawn.

Pyrrha exhaustingly turned over to face Yang, pressing a light kiss to her lips, before tucking her head beneath the blonde's chin to rest on her chest, reaching her arms around the brawler's waist. In turn, Yang extended her own arms to hold Pyrrha securely by her shoulderblades. They both started to slowly drift off into sleep, at least, until, a terrifying thought made it's way into Yang's mind and her eyes leaped open and widened.

"Pyrrha," the blonde blurted all of a sudden, alarming the other girl. "We're in Weiss' bed."

"Oh." Was all that Pyrrha said, stiffening as slight terror gripping at her heart, wondering what the heiress would do to them.

"You know what? It's fine." Yang breathed out, attempting to relax. "She owes me after I let her go out with my sister. I'll even offer to clean the sheets tomorrow."

Pyrrha chucked nervously, bringing herself closer to Yang. "I hope she sees it that way too." The taller redhead mumbled, once again settling down to head to sleep.

Finally, the two drifted off into slumber; Yang relieved that she successfully gave Pyrrha a good first time, and Pyrrha contently pleasured without any regrets.

Everything they had both been through felt completely worth it as their bodies comfortably and perfectly fit against each other, and even the rude awakening from Weiss' high pitched shrill voice was worth it, because their night couldn't have gone more perfectly, and no one could take that from them.

A/N - WELL THAT WAS A THING WE DID.

I've debated a long time with whether or not I was going to post any smut at all but she convinced me. Honestly it was a lot of fun to write. Definitely a new experience, but honestly not all that different. Was it any good?

We more or less we convinced each other. He suggested the M rating and edited it, I'm the one who wrote the smutty part. I borrowed small ideas from Dongyrn's Ember Legacy, really good fic.

Anyways, we really do hope you enjoyed it. We had a heck a of a lot of fun writing it. These won't happen all the time in this story but will be peppered throughout. They will always be marked though so you can skip over them if you want.

~Anastasia

-Zach