Pairings: Fem!Gray x Beth

Warnings: gender bender, lesbians/yuri, cunnilingus, first time

Disclaimer: I know what you're thinking. "Lemony Yuri Snicket, back at One of the Girls? This is impossible!" But here I am, with a brand new chapter of everyone's favorite sexy Fairy Tail story! The one thing that could possibly redeem Mashima's... kind of failing franchise. Not gonna lie, I'm more than a little displeased with how the canon story's turning out lately, but hey, I'm not its author, so... cut your losses, I suppose? Well, anyway, you're not here to listen to me complain about stupid plot points; you're here to read a saucy lemon!

Let me just say one quick thing before the chapter begins: if you want to further support my work, please hop on over to Patre0n, the popular patron website - - just be sure to replace the "0" with an "o". If you navigate to /LemonyYuriSnicket on it, you can find my very own page there, where you can become my patron for access to cool rewards like behind the scenes access to my documents! Please note that this does not violate any copyright laws as donation is something that people can choose to do. Everyone can still access all of my content for free, meaning that no laws are being broken.

Self-promotion finished, on to the lemon!


Chapter 17: Fem!Gray x Beth

Once Natsumi had returned to the team's room at last, red-faced, sweaty, and smelling strangely of beer, the Grand Magic Games had begun, despite the discovery that Wendy was not with Natsumi as Erza and the others had hoped. Elfman had wanted to step in for her, but a perky Lisanna had opted to take her place instead, due to wanting more time with her beloved genderbent Dragon Slayer. The Fairy Tail team managed to pass the elimination round of the Games by the foreskin of a futa's dick, coming in dead last. By the time it ended, the exhausted girls decided to call it a night and get some sleep in before the next morning's events.

When morning arrived and the Games fully started at last, they discovered two things: that Wendy still had been found in the palace gardens but was suffering from magic deficiency disease, and that the first round of the Grand Magic Games was a game called Hidden. Grace was elected to participate in the match, alongside a handful of other contestants.

Wading through the sea of copies that made up Hidden, Grace kept her eyes peeled for the other contestants, focusing her magic sensing to pick out the real versions from the crowd. There were so many copies of everyone in this fake city that it was tough to determine the real people from their fakes. Add that to the fact that Nalpudding kept going after her, and the game was very rocky so far. Despite the seriousness of the match, however, the image of that cute farmer girl with the red pigtails and overalls, Beth Vanderwood, took up the storage in Grace's current thoughts. She was really cute, and just barely legal - - 16 being Fiore's age of consent. The last Fullbuster shook her head vigorously; she couldn't waste time thinking about sexing up other contestants, because she had a game to win.

So suddenly that Grace's heart leaped a mile, the ground in front of her burst open, and Grace dived to the side, sure that Nulpudding had somehow found her again. Instead of an arm covered in more needles than a grandmother's pin cushion, however, a hailstorm of carrots stabbed through the space that the Fairy Tail mage had occupied mere moments before. Grace sweatdropped. What the hell were carrots doing in this magically erected city? Her head swiveled to the direction from which the carrots were raining, and there saw the object of her desires sticking out of the ground, wearing a countenance of adorable disappointment.

"Aww, why'd you have to move?" whined Beth Vanderwood, picking herself up out of the hole in the ground. "I was gonna get a point for Mermaid Heel."

"Sorry, sweetcheeks," said Grace with a smirk, "but Fairy Tail members don't just let people get points on them! I'm gonna have to pay you back for that! Ice Make Dome!"

"Eh?"

Beth stared in shock as ice spread into the air, summoned by Grace's fist crashing against her palm and creating a magic circle. The pervading ice amalgamated into a parabolic dome that shielded both her and Grace from the prying eyes of the outside world, and stopped the GMG's Lacrima Vision from seeing the two girls. A smirk played on the Ice Make mage's lips as she waltzed forward, and Beth took a nervous step back, uncertain of what was to come.

Damn Natsumi's always getting the girls lately, thought the Fairy crossly, looking hungrily at Beth. Well, I'll show her that she's not the only one good with the ladies. "How about this," proposed Grace, folding her arms across her large chest and making her boobs stick up, "I'll give you a chance to get a point off me."

Beth blinked in surprise. "Wait, what? Really?"

"Really," confirmed the genderbent woman. "But in order to do that, you'll have to best me in a little… minigame of sorts. You ever had sex with a woman before?"

The farmer girl's cheeks burned in a furious blush. "Um, no, I've never had sex at all."

"You're as innocent as you are adorable, then," declared Grace, humming. "The minigame is as follows: You make two carrots with your magic, and we use them on each other to make the other cum. Whoever cums first takes the loss… and has to do what the winner says for the rest of the day. Of course, if you don't want to, I can always steal this point easy."

For a moment, the Mermaid Heel girl hesitated, nervous at the prospect of giving up her first time to a woman she didn't know whatsoever. But at the same time, she had a game to win for her team; she couldn't let her guild down, especially now that she was being given a chance to make up for the point she'd fumbled. Fighting the embarrassed knot in her throat, Beth nodded anxiously, mumbling, "A-Alright… I'll accept your terms."

A vicious smirk played across Grace's lips. "That's what I was hoping you'd say!"

With a shout of words Beth couldn't quite make out, the other woman slammed her fist against her palm again; there was a flash of white light, and in the blink of an eye, Beth found both herself and her opponent completely nude, the ice dome reflecting countless mirror images of their nakedness around them. Beth yelped and covered up her chest, shifting her leg to hide her pink pussy from view, and tried not to look at the beautiful form of the girl before her; but the combined facts that there wasn't much else to look at and the dome's reflective properties made it impossible not to stare at Grace's protruding bust or wet cunt. She looked around for their clothes and discovered them scattered about the floor behind her budding sex partner.

"Your turn," said Grace pointedly.

Beth shivered. She had willingly agreed to this, so… it had to be done. Blushing in embarrassment, the young girl relaxed her arms, holding them trembling in front of her before striking her own fist against her palm. "Vegetable Magic: Carrots!" she exclaimed, and two carrots popped out of an orange magic circle which swirled into existence around her fists. Her already flustered mind imagined they were shaped rather un-carrot-like and more like the dicks she'd once accidentally seen on the futanaris in Kagura's magazine. Not that she'd ever admit to Kagura she actually knew of the magazine's existence, of course. The swordswoman would kill her if she ever found out.

"Lookin' good," said Grace approvingly. She stepped forward and took one of the carrot-dildos from Beth, examining it carefully and humming, a dusting of a blush coating her own cheeks. "Alright, let's get this thing started then," she said, and before Beth could make a move, Grace darted forward and pulled Beth into a hot kiss.

Beth wasn't sure what she had expected a kiss to feel like, but that expectation certainly did not consist of a surprising softness of her lover's lips mixed with a roughness that seemed to clash wonderfully. The farmer girl was also quite sure she had never expected the passion overwhelming her, like the feeling of swimming out in the ocean and getting caught in a riptide, except… really, really good. A moan which she hadn't aware she'd been capable of making rose from Beth's throat, something that seemed to please Grace. Upon the moan's arrival, Grace hummed against Beth's lips, causing the girl to shiver, and also pulled her in tighter.

The Mermaid Heel mage's arms lost much of their tension, relaxing to the point of being nearly limp. Her head swam as Grace evidently decided she'd had enough of Beth's mouth, and instead moved on to her neck, biting the skin she found on the parabolic slope between her neck and shoulder blade. Beth yelped, unable to hide her surprising enjoyment of the action, and immediately clamped her hand over her mouth. Her cheeks burned. Grace just hummed and bit lightly at her neck again, no doubt leaving a red mark that would flame on her flushed skin for days to come.

"Don't be shy," grunted Grace, her hands roaming up and down Beth's tight back. "Just let it all fly loose… it'll feel better if you don't hold anything back… 'Course, you're gonna want to do all of this to me, too, or else you'll lose before you realize what's happening…"

A sultry voice in the back of Beth's mind whispered that she really wouldn't mind that at all, but she shook her head and the voice faded away.

"R-right," she said breathlessly. She whimpered at how high-pitched and pleasured her voice sounded, but took a nervous breath and leaned up to nip at Grace's ear.

The Ice Make mage shuddered. "Oo, that's good," she moaned like a girl on a pole. An unbidden shiver raced up Beth's back at the tone of her partner's voice. Wondering what would please Grace the most, Beth copied the other woman's hand movements, tracing random patterns on her back, a painter searching for a pattern to use. Her uncertain paths granted her delicious grunts of approval, and her body slowly relaxed.

"For a first-timer," groaned the last Fullbuster, "you're brilliant at getting someone hot and bothered."

Beth's lips twitched up in a nervous smile. "Thanks?"

"Still, you know what I think?"

"W-whaaaat~?" The farmer girl's sentence drawled off into a slur as Grace suddenly lowered herself down Beth's body and took an experimental lick of the young girl's breasts. The nipple touched by Grace's warm tongue tingled with amazing sensitivity, causing heat to ripple throughout her whole body.

Grace looked up from her breast like a cat looking up at a ball of string. "I think it's time to get playful!" she declared, and she elected to bite the girl's quickly hardening nipple gently at the same time as her hands lowered to Beth's pussy and drew a line across the sopping pink folds.

The only barely legal girl's back arched in the unforeseen passion of having her breasts sucked and pussy fondled. Her crotch was hot, was a furnace; her whole body was flush with lust. Groaning, Beth's knees knocked together until she was finally able to stand no longer, and settled for sitting back and laying on the rimy street of the magically-erected city. Humming, Grace crawled over her, eyes tracking the girl's movements like an animal. All the while the older woman brushed her finger over the younger's slit, never even hinting at entering, causing a terribly hot wetness to well up in her lover's core. Squirming against Grace's finger, Beth tried to create some friction to save her aching mind, but her grinding was fruitless.

"I don't see you fighting back," hissed Grace, kissing and lapping at the younger lady's small breasts. "I'm beginning to think you do want to lose the point…"

"A-Ahn!" moaned Beth, hissing with a sudden flick of Grace's now-soaked finger against her pussy. "U-um… I mean, n-no of course n-not…"

Feeling very much like a club girl, Beth squirmed and wriggled on the ground almost worm-like in an effort to turn herself around, so that she could have better access to Grace's own waterfall of a cunt. Thankfully, this endeavor turned out to be far more successful than easing along Grace's ministrations to Beth's pussy. Seconds later, the farmer girl found herself doing what she never thought she'd be doing: staring up at the pussy of an older girl who was clearly turned on by her. Both the sight and musky smell were strangely appetizing, and with a bit of a start she found herself absently licking her lips, as though about to partake of a particularly sweet honeypot. After only a moment's hesitation, Beth gave into her carnal desires and reached up to play with her opponent's pussy just as hers was being played with.

Grace had to pause in her ministrations to give an almighty shudder like a cat very pleased with the way a human was petting it. "Mmmm, that's the stuff," Grace groaned. "Feels so different from getting jacked off, but so damn good…"

Beth was not surprised by this statement; she had, of course, heard about how two members of Fairy Tail, Gray Fullbuster and Natsu Dragneel, had received impromptu gender changes recently, and had deduced that Grace was actually the former from the very start of the Games. Even so, she could not quite imagine what it would feel like to have someone jack her off. Just having the thought felt scandalous and lustful, but at the same time… unusually hot.

Strange thoughts aside, Beth discovered something else that she'd never expected: when stroking another girl's pussy, it was probably best to bring along a towel or handkerchief, because damn her fingers were wet now. She ran her finger up and down, translating the movements she'd made on Grace's back to what she did against her pussy, and the woman was immensely enjoying it. This was obvious due to the sheer amount of glimmering liquid pouring from Grace's smooth, pink folds; Beth's wild mind calculated it to possibly be liters of love juice, although this was probably not the actual case.

The more her fingers stroked this welcoming, pulsing hole between her lover's legs, the more lust dripped on her face, covering her cheeks, overpowering her nose and filling her thoughts. More and more frequently, she imagined herself leaning up to lick that sweet honeypot, to just dig in and eat until she was full. At last, the young girl was simply unable to hold herself back any longer.

Taking initiative this time, the redhead arched her back just enough for her mouth to press against Grace's lower lips in an awkward, delicious kind of kiss, and her tongue darted forward and entered the sensational cavern. Once again, the mind-numbing pleasure induced by the woman's finger ceased momentarily while she lifted her head up to moan in a high-pitched, sultry voice. Beth shuddered, invigorated to lick and suck harder, and proceeded to lick like an animal drinking water. Grace's pussy quickly covered her tongue in a thin sheen of girl-cum, sweet and salty all at the same time; it was an acquired taste, but one Beth could easily see herself becoming thoroughly acquainted with.

"You are so good at sex," groaned Grace, and promptly bent her head to partake of Beth's own pussy.

The young girl yelped into the warm cunt she was eating out at the feeling of another's tongue inside of her. It was a wholly carnal sensation, having the slick appendage wriggle around and lick and tease her. To make matters even worse - - or, as it may be, better - - Grace quickly discovered Beth's weak point: having her swollen clit pinched and prodded while she was being eaten out. Face entirely red (as well as soaked with Grace's love juice), Beth resigned herself to renewing her attack against Grace's pussy, eating the woman's honey with an unprecedented fervor. The game had long since flown out of her thoughts, and her sole focus lay on pleasing Grace as much as possible so that she would be pleased as much as possible.

The pressure on her clit applied by Grace's finger drove Beth absolutely crazy, filling her mind with the desire for more more more. At the same time, Grace was overcome with the same passion from Beth's licking and sucking. The Fairy Tail girl's cunt squeezed around Beth's tongue, and a subconscious knowledge that her orgasm was close flitted through her mind suddenly. Moaning into Beth's muff, she closed her legs tightly around the girl's cheeks, trapping her head between them but at the same time restricting much of her movement. Using the opportunity given by the girl's surprise, Grace lifted herself up and out of Beth's pussy, bringing her hands up and extending only her middle and pointer finger.

I will when this point for Fairy Tail! she thought victoriously, and with that, plunged the two fingers deep into Beth's pussy, which immediately clenched around them.

Beth screamed; the friction against her pussy walls caused by the super-fast entry of Grace's fingers into her cunt was simply too much for the already-flustered girl to handle. Her mind awash with pleasure, she blacked out for just a split second, but that was enough for her orgasm to explode out of her. When she woke back up, the only thing she was aware of was blinding pleasure, so strong that the whole world was white. Her climax, unseen by anyone outside the ice dome, coated the frost on the street, and her body shivered with delight until, at last, everything was over and she collapsed on the freezing bricks, energy spent. Grace, meanwhile, stood up tall and smirked as she stuck her own fingers up her cunt, masturbating herself to her opponent's beautiful orgasm, until she squirted her own climax all over her fingers.

Huh, thought Grace, raising her eyebrow with a shake of her head. We never did use those carrots. Eh, we'll save it for some other time, I guess.

One minute later, the ice dome dissolved, revealing a clothed Grace standing tall with her fist in the air, and Beth, also once again wearing clothes, laying deliriously happy on the street.

"Um…" echoed the announcer's unsure voice, "I don't think anyone's quite sure of what went down just now under that ice… but it looks Grace got the hit on Beth! One point to Fairy Tail Team B!"

"I'll… finish… you off… someday…" groaned Beth as she disappeared to some other part of the city, her eyes spinning.

Grace grinned wickedly. "I'm looking forward to it!"

"GRAAAACE-CHAN! I… SMELL… LOVE ON YOU!" roared a voice like an enraged shark, and Grace's face paled.

"J-JUVIA!?"

...And she was promptly tackled twenty feet down the street by a wild, tearful Juvia.

"YOU MADE LOVE WITH SOMEONE ELSE AND NOW YOU'RE GOING TO PAY FOR IT!" bellowed the rain woman, and inwardly, Grace groaned. Just what had she gotten herself into?

At least the tackled counted as a point for Team A, meaning that Grace was magically whisked away from an unplanned voyeurism play.