Umbra Forest... Quite the place to meet up, especially at night time. Of course, it wasn't just any old hangout.

Tall trees, thick with strong branches and broad leaves to only let flecks of sunlight through every now and then. Of course, come nighttime it was a much better sight.

Then, the forest's usual patrons thinned out to mostly Dark types, and that's when things became more... interesting.

Another nightfall, and Umbra Forest was filled with a light buzz of life. A few of the resident Trevenant had messed around with the position of the trees, not only giving the place a light purple glow with their energy, but also making it so the center would be tougher to reach for anyone who hadn't stayed earlier.

One of said Pokemon happened to be making her way through the trees now. Pale white fur, with dark blue on her face, claws, and tail, there was even a certain white and blue pendant hanging off her horn.

This was Rei, an Absol, and a frequent sight in the nighttime forest. She made her way down the dirt path with an air of importance about her. The light bustle of conversation up ahead was her lure, along with everything she already knew would await her.

Only a few minutes later, she came to the large clearing she had come to know like the back of her paw. The set up was simple, after all. Just a few little stalls set up around the perimeter of the clearing, namely the food and drinks station ran by a sly lookin' Zoroark. With the majority of pokemon staying around there, either for a quick meal or for some of the stolen wine mixed with berries, it was easiest for Rei to pick out her targets there.

She sat down in place, her tongue swiping over her muzzle quickly as she watched the little crowd seethe with life. That orange ringed Umbreon? No... Rei had her a week ago. Maybe that Cacturne would be some sort of interest? Even a drunken Bisharp had caught her attention for a moment.

Rei continued to quietly deny them, though. Either she had already pounced them recently, or they didn't quite pique her interest.

That is... Until she spotted him. At first, he looked like any other Scrafty, but he had that hood tugged up over his face, where his eyes were still peeking through the holes. And even in the moonlight and ghostly aura, she noticed the powder blue crests beneath his hood every now and then. But more interesting was his demeanor. He seemed... shy. Maybe even nervous. He didn't seem to have that nigh endless, thug-like bravado she'd grown accustomed to for the species. He even seemed meek when made his order!

She couldn't resist.

Hefting herself to her paws, Rei made her way right over to him, ignoring the calls and coos of the others that tried to take away her focus.

"Well well... I don't think I've seen you here before." She spoke as soon as she was close to him. The Scrafty nearly yelped, but cleared his throat and held his glass firmly, his chest puffed out a little as he turned to face her. And yet... He didn't say anything. But he was noticeably trembling slightly. Rei gave him a little smile, sitting down to point a paw at his glass. "Whatcha got there? Looks pretty good."

He relaxed a little then, glancing off to the side. "Just some Roseli mixed with... some crummy wine, I bet... I'm not a big drinker." he says.

"Let me guess. It's your first time here?" She asked, giving him a playful nudge away from the crowd. "You don't exactly look glad to have shown up."

The Scrafty let out a little huff, sipping from his glass and setting it down at his side as he sat. "I heard about this place from someone and I wanted to see it for myself. But then I got lost when the trees started to move... I kinda thought I'd be able to find the exit, but I just found the spot anyway." He gave a little, weak laugh, tugging on his hood as if trying to hide himself more. "Sounds lame, huh?"

"Please, I'm sure everyone gets lost on their first trip alone, hon. Don't fret." Rei said, giving his side a playful poke with her paw. "You got a name?"

"It's... Cyan." the Scrafty admitted, his tail sweeping over the ground a little.

"Nice~ I'm Rei. So... if it's your first time here, I ought to give you something really special to commemorate it." She says, licking her lips again as she gave him a gentle bump. "C'mon, bring your drink. We'll have to go back in the trees."

Cyan gulped a little as he watched Rei go with a swish of her tail, beckoning him back into the depths of the forest. He quickly gulped down the rest of his drink, then rose to his feet, following after her warily, peeking back behind himself to make sure he wasn't followed.

"Uh... Rei? I think we're pretty far in now." Cyan piped up. At this point, his hood was off, and he was constantly tugging up his pants. An anxious twitch of sorts, maybe?

Rei didn't respond until she made a sudden stop, not minding when Cyan ended up bumping into her rear, audibly falling down with a yelp. "Yeah... I think this is good enough." She spoke, turning around to eye him up. "No one ought to come and interrupt." She said as her tongue swiped over her muzzle, crawling forward until she had a paw down atop Cyan's belly. "Hold still."

"W-What?! Wait, we can't do that here! We're outside and exposed!" He squeaked, unable to bring himself to push away her paw.

"Relax. You're gonna love this. Now lose the pants." She said with a somewhat wicked grin, moving her paw down until it was at the hem of Cyan's pants, pushing down against the garment.

Cyan remained still, however, his chest rising and falling with his frantic breathing. He leaned up, propped up on his elbows as he just... watched her. Rei rolled her eyes and did the job for him, managing to nudge down those pants of his getting them down around his knees.

Well... He was pleasantly built. He was still soft, however, but Rei couldn't help waving her tail in interest. His shaft and balls possessed the same color as his belly, even with the little lines of detail crossing them. The tip, though, was like a human's. Hell... he even had a foreskin of sorts. She could just barely make out the color of a pinkish tip beneath the soft flesh.

Needless to say, she was into it.

Rei looked him right in the eyes, refusing to look away as she lowered her head, her tongue rasping over his crotch once. Cyan's rapid breathing was immediately interrupted by a moan. His hands curled up into fists as Rei gave him another lick, then another, purposely leaving his shaft on its lonesome as she listened to his moaning.

"Ohhh j-jeez... Rei, that feels awesome!" He moaned, his feet kicking at the ground softly. The worry of being found was quickly melting away from him with each passing of the Absol's gentle, smooth tongue. The way it just barely touched the base of his length... the warmth of the drool she left behind... Cyan's cock was quickly growing stiff, all without even being touched yet.

"You just enjoy it, cutie." Rei told him in between licks, finally letting her tongue touch the very bottom of Cyan's cock, slowly trailing her tongue upwards towards the covered tip. 'You're gonna be screaming during the main event...' she thought, quivering a little while her tongue circled around the tip, pushing downwards in order to start exposing the pink head within, gaining some louder moans from Cyan as he suddenly bolted up, grabbing her by the horn and thrusting his hardening cock right into her mouth.

Taken by surprise from the sudden move, Rei took a moment to regain her composure. But when she did, she just couldn't bring herself to stop Cyan's desperate humping. So, she kept herself steady, letting him have his moment.

And have it he did! Cyan, now on his knees, gripped down on that horn, right where the pendant was dangling, using it as a support as he pounded her face. At this point, his length was already as hard as could be, the foreskin gliding back and forth along his head with his movements. Cyan tilted his head back, tongue poking out his mouth a little as he released a hiss of pleasure, his cock giving off a good throb as it spurted out a hefty glob of precum right onto her tongue.

She didn't really have the time to get the taste, but Rei was able to pick up a noticeably salty flavor in the slick mess, accompanied by some bittersweet flavor in the background. She groaned, planting her paws down in the ground as she focused, lifting her tongue so it was now rubbing at the underside of Cyan's pulsating shaft.

Boy did he squeal~ His hold on her horn tightened as he sped up his thrusts, whimpering in between his moans. "Yes... Yesss, yes~! Rei, keep your tongue on it! P-Please!" He begged her, his tail whipping side to side now.

Rei couldn't say no to that. Poor guy must've gone forever without some proper attention!

Cyan got a few more thrusts in before Rei moved her paw suddenly, grabbing his rump and making him hilt in her mouth. Certainly not her first time, it was only a few seconds before her tongue poked out, managing to lick at his hanging balls as well, tonguing the sack again and again while Cyan tried his best to make do with such short, rapid thrusts.

His efforts were gratefully rewarded with Rei suckling on his length as best as she could manage with her tongue still out of her maw. Cyan certainly didn't mind, far too busy trying to bust a nut to fuss. Actually, it seemed that his moans only grew louder from that.

'He's got good stamina, I'll give him that...' thought Rei as she gulped down another helping of Scrafty pre, gently pressing her claws down against Cyan's butt, carefully grazing the skin as she pushed her nose against his crotch, tongue lashing up against his nuts again and again as they bounced from his constant moving. It was nice to hear him moaning out her name more often now~

"Aaah... Rei, I... I'm about to..." Cyan began to slow down, biting his lip as he instinctively gripped the front of his hood. That, Rei didn't allow. She growled right on his shaft, her teeth gently pressing on the tender flesh of his rod, drawing her tongue back in so she could suck on it firmly, her paw keeping him close despite his pleas for her to stop.

After that, it was out of his control. Rei didn't cease, and even began to bob her head along with her ever-present suckling, practically milking his length for what it's worth.

And in no time...

"It's coming out! I-It's coming ooout!" Cyan groaned, moving his hands down to her shoulders, firmly gripping into her fur as he gave one more good thrust, his length fully engulfed in Rei's mouth as he began to feed her his load of seed.

Unsurprisingly, the stuff was rather warm. But with him practically reaching her throat, Rei couldn't catch much of the taste, but whatever she did manage to get was noticeably more pleasant than the precum was. Orgasm didn't stop Cyan completely though. He whined, grunted, and panted as he tried to give more thrusts, though it was clear he wouldn't be able to do so. Rei hummed softly, continuing to nurse on his length until his climax died down, the Scrafty now just trying to catch his breath again.

What did surprise her, though, is that he remained stiff as a board when she pulled her maw off of him. Rei blushed, but still put her paw down on top of it, rubbing up against it playfully. "Well, I think that was plenty for you, huh? Guess I'll be on my way now~ Unless... You think you can handle more." She teased.

"I can! Watch!" Cyan whined, making himself stand up. Rei grinned with amusement, laying down on her belly as he moved himself behind her. She raised her tail up for him, leaving both holes exposed to the Scrafty. Cyan let out a squeak as he stared, his tail quivering as he grabbed his pulsating length.

"Well? Whatcha waiting for?" Rei teased, lifting her rear off the ground to give it a playful shake. "You're not getting cold feet now, are you?" She taunted, scooting herself back so his tip was brushing against her soft flower.

During all that, it only made sense for Rei's cunny to be absolutely soaked. Though, it would have been even if she had been able to sneak a paw down.

Cyan let out a little growl, pushing against her tail before getting a sudden rush of boldness, ramming himself right inside of Rei's folds. He managed to make it in over halfway before he had to come to a stop, letting out quite the loud moan as his hands grasped handfuls of white fur.

Even Rei had to let out an audible gasp from that. Sure she's gotten around, but most males took their time! With him just diving right in, she had to hook her claws into the ground, scratching up the earth as she released her own moan.

Once he had adjusted to the feeling, Cyan tugged on Rei's fur as he began to hump again, steadily rocking his hips against her's. "Ohhh y-yeah... You're the bessst~" Cyan moaned, already drooling a little from the sheer bliss alone. Rei had to suppress a laugh when she felt it drip onto her rear, opting to just push herself softly into his slow thrusts.

"Mmf... Feels that good already, huh big guy? You're drooling~" She taunted him, wiggling her hips once more. "You don't gotta go so slow, silly. I'm no delicate rose." Rei said.

"B-But..." Cyan huffed, leaning over her as he complied, stomping the ground softly as he immediately doubled his effort, humping into Rei's tunnel enough to cause her body to rock back and forth with his own, reveling in each of her sweet little moans. "Y-Yeah... You moan for me!" He said, pride swelling in his chest a little as he continued to pound into her.

Rei didn't reply then, instead just moaning more and more, lowering her head as she just took it. For such a timid guy, he sure seemed to know just how to get her flustered with that dick... Cyan's loud moans were probably gonna catch someone else's attention, but she couldn't muster up the effort to care about that. All that was on her mind was getting him in deeper, and she was gonna get it one way or another.

Luckily, Cyan seemed to notice her growing desire, because he lurched forward again, burying more cock into her clenching walls, his pre splashing against her already drenched inner tunnel. "Aah! You l-like how that feels?" He growled softly, holding Rei by the hips now, his hands tugging on her fur each time he drew himself back. "Not gonna cum fast this time!" He moaned out loud, lowering his head to rest it against her back.

"Heh, I'll believe it when I feel it~" Rei teased him, her tail giving a slow wag now as she closed her eyes, her head resting atop her front paws as she let herself enjoy the waves of pleasure that were washing over her. Cyan's shaft was just hitting all the right spots~ Of course, she wouldn't tell him that. He might get overexcited again and spew. She had to bite her own paw every now and then to stop from getting too loud, though.

Cyan didn't respond to that taunt very well. Rei let out a gasp as she felt his teeth against her back; he just gave her a bite! It wasn't enough to leave a mark, but she certainly felt it! And he soon gave her another! Rei groaned and buried her muzzle into her paws, her claws tearing into the dusty ground when Cyan's eager thrusting devolved into a more feral plowing. "H-Hey! What happened to not finishing fast?" Rei squeaked.

"Mmf! I said I won't!" Cyan panted against her back, his hold on her body tightening as he kept to his frenzied speed, most of his shaft kept warm by Rei's slit. "Just gonna... make you cum!" He grunted. Though the relentless throbbing of his cock was telling a different tale, Cyan didn't cease this time, making sure each thrust of his hips caused Rei's body to rock forward a little. It didn't help that he had been going a while without even touching himself...

He forced himself to steel his nerves, eyes shut tight while he was fighting back the tempting call of climax at the back of his head. Cyan gave Rei another little bite, reveling in her moan as he moved a shaky hand downwards, pressing it to her crotch and feeling around her soft, wet nether lips. It took some fondling, but he found his prize.

Among the dark blue flesh, he found Rei's little bud, a noticeably lighter colored little thing. Without hesitation, he had pressed a digit on it and was rubbing it in circles.

And Rei's response was quick. She gasped, she tensed, she even shoved herself up to stand on all fours, eyes wide and tongue hanging from her mouth, dripping with drool as she nearly squealed. And Cyan didn't stop, pushing down against her so she couldn't get away from his hand or his rough pounding, the mix of juices dribbling onto the ground below with each thrust.

"C'mon... Let it out, let it out, let it ooout~!" Cyan groaned, his nonstop touching trying to encourage her to peak.

Rei nearly did too. But before she let herself burst then and there, she had one little moment to focus herself back to reality.  A smile was coming to her face again, and she dug her claws into the dirt, watching as the pendant on her horn began glowing. 

"You... asked for it~". Her body took on a similar bright glow, getting brighter and brighter with the pendant. 

After that, everything seemed to happen in the blink of an eye. First, Cyan was pushed backwards by an unseen force, causing him to land right on his ass. As he tried to soothe the spot, he ended up looking at Rei, only to gawk at her with an open mouth.

Her form had some... noticeable changes. First and foremost being the large, fluffy wings that seemed to be perched right at her shoulders. Her tail's shape had been altered as well, and from behind, he could tell she had two horns now, one larger than the other.

The two of them were panting, but Rei turned around, glaring right at him. Even with an eye covered by the long fur, Cyan found himself frozen in sheer awe. He gawked, dick still throbbing with need.  Rei had to break the silence.

"Sit by the tree... Now... I'm gonna make your legs stop working." She said simply, her gaze unwavering as she padded right up to Cyan, who had yet to move. Even if she had to nudge him there, Rei was surprisingly gentle with it. "I don't have a lot of time, so get moving!"

By the time Cyan finally snapped out of it, he found himself eyeing a face full of white fluff as Rei straddled his lap, her claws hooked firmly into the tree bark and even causing it to crack and tear as she quickly dropped herself right back onto his shaft, causing them both to moan loud enough for any passersby to hear.

"Again! Touch it again!" She ordered, her teeth clenched in a snarl of pleasure as she began to bounce herself along Cyan's cock, riding him at her own rampant speed. The pleasure must've snapped him out of it, because both of his hands were at work now, constantly rubbing Rei's twitching clit in between two digits.

To think he'd be hearing a mega Absol moaning... And for him no less! Still lost within the mist of pleasure and awe, Cyan had lost himself before he even realized it, his dick pulsating harshly as his latest load was deposited right into the bouncing female. He only realized it when Rei let out a blissful howl, and ended up having to bite into the base of his hood to muffle himself. And with her still riding him like mad, Rei was practically milking him for every last drop he had left to offer.

And his body was more than happy to give it up.  Even when the sensitivity began to teeter on the edge of pain, he couldn't do much more than moan desperately.  

Rei, in the meantime, was in a world of her own. She couldn't remember the last time she ended up changing in the middle of a session! And now here she was, practically howling enough for anyone in the forest to hear her sounds of bliss. Even as she could feel Cyan painting her insides white, she couldn't come off of the pleasure high so soon. With shaky legs, she ended up stumbling forward, just so her clit could rub along his belly area with each desperate bounce she gave, her claws cleaving clean through the tree's bark now and leaving deep scratches behind.

She could feel it... It was right there. Her body and mind begged for her to experience her peak. And she was going to oblige her form's plea. She did have to ignore Cyan begging her to slow down, though. If he wasn't messing with her bud, then he wasn't helping now.

"Don't... fucking... stop." She growled out, her head lowered as she got a good look at Cyan's face. He was a sweaty, blushing mess... whatever noise he was making clearly didn't know if it was good or bad.  She must've looked much worse than that then. But, luckily for her, Cyan had enough energy to continue messing around with her clit as she requested. He tweaked, he prodded, he caressed, he stroked, and Rei squealed nearly each time he did, her hips rocking against his as her legs stopped working for her, leaving her stuck in Cyan's lap, with the desperate Scrafty relentlessly teasing her clit.

Letting out a little whimper, Rei tilted her head back as her eyes rolled a little. It was too much... By the time she had finally orgasmed, it hit her so hard it left her breathless, her mouth hanging open in a silenced whine of absolute ecstasy while her sticky juices, now mixed with fresh Scrafty spunk, splattered right back out on Cyan's crotch.

Her mind was spinning and racing at the same time. Lights danced in her vision as her afterglow took its toll, causing Rei to fall onto her back, her chest heavily as she caught her breath.  Her tongue hung out of her mouth while she did, 

"S-So... gonna... find you... next time..." She managed to say.

...

As soon as Rei had come down from cloud nineteen or so, she found herself being tended to by Cyan. He had recovered much sooner than she did, and was using his tongue to clean the mess they left on each other.

"Aah, hey... For a shy guy, you sure do know how to make a girl feel numb." Rei said, simply laying there as Cyan continued. He mumbled out something about just being curious as his little explanation, but she didn't care too much. It's not every day someone's willing to handle the mess with their mouth~

Once she was cleaned up, she stood and shook out her fur, effectively reverting back to her normal form. Rei took the lead as she brought him back towards the main festivities. She may not have known how much time had passed, but it didn't even matter to her. As long as the moon hung overhead, the night was still young to her.

And who knows? Now that Cyan had his good time, maybe he'll show up more often. But until then, there's always plenty others she could pounce.