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.

"Hi Bill!" Katt Monroe said as he walked through the door to their quarters onboard the Great Fox. "How was your day?"

"Hi Katt." Bill said, kissing her. "My day was fine. I had fun at target practice, but most of all, I missed you."

"Well, I missed you too honey." Katt said, licking his face and muzzle.

"What do we have planned tonight, my kitty?" Bill asked. He placed his flight helmet on the couch with his sunglasses. Katt helped the husky dog take off his coat and scratched at his chest through his shirt with her claws.

"I was hoping we could do something fun, my cute little husky dog." She said in a seducing tone. Bill caught on quickly to her request.

"You naughty little kitty." Bill smirked. Katt walked up to the aroused husky dog and started undressing him. She took off his sunglasses and tossed them on the couch. Katt unbuttoned his shirt and slipped it off, revealing his gray furry stomach and underbelly. Then she moved hr paw downwards. Bill's tail immediately began to wag. He was no doubt aroused by the movement of her feline paws down his pants and into his large canine sheath. As her paws explored his sheath, Bill clumsily unzipped his pants, and removed his boxers. He stood naked in their quarters. Katt took out her paw and licked her fingers.

"You're sheath tastes good. Now comes the fun part. Undress me, my pet." Katt ordered. Bill outranked her in the Cornerian military, but he didn't mind taking orders from her. Especially this one! Bill lifted up Katt's shirt up over her head and hastily took off her bra. Katt's breasts were just waiting for him to touch. Katt knew what he was thinking and she let out a sigh. "Come on pet. You can feel my breasts after we have sex. Now finish undressing me."

"Oh... Okay. Sorry." Bill said coming out of his trance. Bill untied the laces to her shoes and pulled them off. He unzipped her pants and pulled her underwear down with them. Naked, they lay in their bed.

"So, how are we going to start this? Oh, I know what you can do. You can taste me." she said seductively. A wide smile appeared on Bill's face. He had always wanted to do this. Ever since he was a little pup. Bill licked her thighs and moved his tongue up inside her vagina. Her sweet musky nectar tasted so good to him. He licked up as much of her juices as he could.

"Unnnh Bill... That's the right spot!" Katt moaned. Bill's tongue explored all of her vagina, looking for the most sensitive spot. He was rewarded when Katt let out a scream, her orgasm bringing her much pleasure. Bill gulped down all of the overflowing juices from her vagina. There was so much liquid coming out, he could hardly keep up with it all. At last, Katt's orgasm subsided. There was no more juice for him to lick up. Bill took his muzzle out of Katt and looked up to her. Katt had an approving smile on her face. "How did I taste, my husky."

"You tasted great, my love." Bill said. He moved up to lay beside Katt on their bed. He wrapped his strong arms around her body. Katt melted into his arms. She never wanted this moment to end. She wanted to be in bed with him forever.

"Now, let me taste you." Katt said. Tasting Katt had made Bill very aroused. His penis was already half exposed from his large sheath. Katt reached down with a paw to pull out the rest of his penis from inside the folds of his sheath.

"Are you sure you can handle all twelve inches?" Bill asked. Katt burst out laughing.

"You actually measured it?" Katt asked, continuing to laugh.

"Well, I had nothing better to do." Bill said. Katt finally recovered from laughing and licked at Bill's chest with her tongue. She slowly licked her way down his stomach and finally got to his sheath. With one sudden motion, she took all twelve inches into her muzzle. She teased the head with the tip of her tongue, which made Bill moan. "Mmmmmm Katt..."

Katt ran her tongue up and down its length, feeling various places. Katt loved the feel of Bill's pulsing organ in her mouth. Bill took her ears in his paws and pulled her face into his crotch. The warm head clamping on the back of her throat. Katt began to bob her head up and down. Bill helped her. Whenever she'd push down, Bill would pull her head into his crotch. Bill know he was about to shoot off, so he grabbed her breasts and came. Jet after jet of semen shot into Katt's muzzle. She eagerly drank every last drop Bill had to offer. She was milking him dry. She licked the last drop of semen of the tip of the head and pulled out. Katt nibbled and licked at his balls. She nibbled and nibbled, but not hard enough to damage his furry balls which she knew would give her so much pleasure in the future. She finished nibbling at them and held them in her paws. They felt heavy in her grasp. She stroked them again and again with her fingertips. "Bill, my husky, you tasted great." Katt complimented.

"I know. I know what I taste like. I've tasted myself."

"You have?!" Katt laughed.

"Yes. That was three years ago, when I was 16. It didn't taste that great to me. It was too salty." Bill said.

"Well, I liked it and it tasted great." Katt said.

"Now comes the real fun part, my kitty." Bill said.

"Finally... Okay my husky, climb on top of me and slip inside... my love." Katt said. Bill climbed on top of her. He felt Katt purring, causing her body to vibrate. She was obviously aroused.

Bill had always known Katt to get aroused very easily. Especially when her lover was naked and on top of her. He entered her body, his penis slipping inside of Katt's vibrating vagina. The fact that it was vibrating made him even more aroused. "Mmmmm Bill, yes..."

Bill started thrusting into Katt. He started at a steady pace, but then he got faster. Katt put her paws on his rear and pulled with his thrusts, helping him drive all of his marvelous twelve inches into her. As he fucked, Katt rotated her lower body against his hips, making his penis fuck her at every possible angle. Katt knew that she was close to orgasm. With one big howl, her orgasm began. "Billlllllllllllllllllll!" she howled. Bill knew he was close to letting it go.

"Here it comes kitty!"he shrieked, shooting his seed deep into her. Katt's orgasm only brought her lover's cum deeper into her body. His swollen knot was lodged into her vagina. Tied, they both collapsed on top of each other, panting hard.

"Oh Bill, my sexy husky dog, that was wonderful." Katt purred.

"I'm glad you enjoyed it, but it's not over. I'm still hard. Have any ideas?" the husky asked, snuggling into Katt's fur.

"Tit fuck me." Katt purred, stroking his strong back.

"Huh?" Bill asked. He had never heard of the term before.

"Tit fuck me. You know, put that penis of yours in-between my breasts and start fucking." she explained. "It's simple."

"Okay, my kitty. Just wait for my knot to shrink." Bill said. They both waited. Five minutes suddenly turned into ten. Then twenty. Finally his knot shrank and Bill was able to pull out. He moved his position and sat on her. His massive penis barely fitting through the valley of her breasts.

"Good. Now start fucking, doggy." Katt commanded. Bill happily did as told, although he was still a bit new to this form of sex. He'd do anything to please her. Each time his penis head would came towards her mouth, Katt would give it a lick, sending pleasure up his spine.

"Unhhh, Katt, that tongue feels great. I love it." Bill moaned. Each time he fucked her breasts, her breast fur would tickle his foot long penis, sexually stimulating him. The tickling from her fur and the lick from her tongue caused Bill to spurt out semen all over her upper body.

"Oh Bill, that feels great. It's so warm." she purred. Katt rubbed Bill's hot cum into her fur. There was so much of it. It covered both of her breasts, all of her chest, and her chin. Bill helped her rub it into her purple fur.

It had been an hour. Bill's cum had already dried into her fur. Katt and Bill both lay in their bed, feeling each other's caress and enjoying each other's company. Bill had his strong arms around her. He kissed the back of her neck and blew softly in her ear. "Katt, I love you." Bill mumbled, licking her while talking. As Bill licked, one of his ears was already in her muzzle.

"Bill, I never want this night to end. I want your strong arms around me forever. I love you so much." she purred. Katt nibbled and licked on one of Bill's floppy ears. Bill rubbed her stomach with a paw.

"Katt."

"Mmmmm... what, my husky?" she purred.

"What will we name our child?" Bill asked, nuzzling the back of her neck. He hugged her tight.

"Why don't we ask Peppy or Falco? I'm sure they can help." Katt suggested.

It was five and a half weeks later when Katt gave birth to their daughter Jessica. Peppy, also a medical doctor onboard Great Fox, had delivered her. And what really was a shock was that Fara had given birth to her kit, Tony, just one day prior to Katt. The war with Andross was over, so they had plenty of time to raise their children in peace without having to worry about another massive invasion from Venom.

Katt was in their quarters. She just got back from putting Jessica to bed. Bill walked through the door. "Hi honey. How's Jessica?" he asked.

"Oh, she's fine. I just put her to sleep." she said.

"Is there any milk left?" Bill asked.

"Yes, there's some in the fridge." she said.

"No honey. I meant your milk." he said. Katt knew he was thirsty.

"I don't know, I need to save it. But just promise me you won't take too much." Katt said, purring. She slipped off her shirt and took off her bra. Katt lay on the bed.

"I love you." Bill said, playing with her nipples. He took one of her nipples in her mouth and started sucking. Milk poured into his mouth. It tasted so good to him. He sucked and he sucked. Finally, there was no more.

"Okay Bill, that's enough. No more." she said.

"Awww. That's it?" Bill groaned. "It tasted great."

"I know." Katt said. Bill stuffed her head into her breasts. She stroked Bill's face with one of her paws. Bill was whisked away to sleep by Katt's stroking. It wasn't long before Katt fell asleep too. They lay asleep, the covers pulled over them.