WARNING!! This story has been posted freely of charge solely for entertainment and arousing purposes only. This story is Copyright 1999 Matt Stevens (ME!!)

Starfox, Fox McCloud, Peppy Hare, Falco Lombardi, Slippy Toad, Katt Monroe, General Pepper, Bill Grey, and Great Fox are Copyright 1993, 1997 Nintendo of America.

Fara Phoenix is Copyright 1993 Benimaru Itoh (did I spell that right?)

I really welcome your commentary. Please e-mail me at mstevens15@hotmail.com. I just LOVE getting e-mail.

All was quiet onboard the Great Fox. The Starfox team was getting some sleep for their next mission in the morning. All of them were asleep in their quarters. All except Fara. She was sneaking down the hall towards Fox's room. His doors slid open with a swish. She saw Fox lying asleep in his bed. She crept over, trying not to make much noise. "Wake up, my lover." she whispered into his ear.

"Huh? What? What time is it? Who's there?" Fox yawned.

"It's me silly." Fara said.

"Fara, can't you wait till the morning?" Fox said, yawning again.

"Fox, I think you know what I want to do..." she said, giggling.

"Sex? Now? But.... Oh, Fara, alright. I can't say no to you." he said. Fox got out of bed and took off his boxer shorts. His sheath and large white furry balls were plainly visible. Fara stared at them. Remembering what they were going to do, she quickly slipped off her nightshirt, which was all she wore at night. She never wore any underwear because she usually fingered herself three or four times every night.

Fara walked over to Fox and shoved her paw into his sheath and explored it. After awhile of exploring his sheath, she forced out his erect penis. Fara moved her paws up and down its length. She figured it was about eleven inches long, maybe twelve... She bent down and took his penis in her muzzle. Fara bobbed her head up and down, sucking on it gently. Fox threw back his head as her tongue crawled up and around his penis. Fara increased her speed, sucking more powerfully. Fox could take no more. With one big yip, he came into her mouth with geysers of hot cum. Fara greedily swallowed as much as she could down her throat.

"What was that?" Peppy Hare asked, getting up from his bed.

"Oh, those two are at it again." Slippy Toad croaked from across the hall.

"Well, they sure are getting louder than last night. Come on Katt, let's cuddle..." Bill Grey, the canine leader of Husky Unit, suggested. He wrapped his arms around Katt's naked body and cuddled with her in their bed.

"Oh Bill, touch me there some more." Katt purred.

Meanwhile, Fox and Fara were back at it. Fox was fucking her with quick steady thrusts. She was clutching at him with her inner hand. "Oh Foxxxxxxxxxxxxxxxxxxxxxx!!!!!!" she cried, at the peek of her orgasm. Fara was in ecstacy. Fox gripped her breasts tightly and continued to fuck her, his swollen head bumping against her cervix. Finally Fox was coming to a climax. With one huge yip, he came into her. Hot jets of his seed found its way into Fara's receptive body. At last spent, Fox collapsed on top of his lover.

"Fara, was that to your liking?" Fox asked, licking her muzzle.

"Fox, I can't find the words to describe it..." Fara moaned.

"Then let me enlarge your vocabulary..." Fox said. He kissed her and snuggled with her under the covers, never taking his penis fully out of her.