"Oh, come on!" Little Cato seethed weakly when the familiar sensation of constriction down below was the first he felt amongst exhaustion. And annoyance. 4:25 AM. He's two hours away from where he usually woke up at. Dammit. He stared down at his bulge, his night vision given to him by birth allowed him to see his clothed penis sticking up in the air, clear as ever. He sighed heavily in frustration, this wasn't the first time this happened. He remembered Gary giving him 'The Talk' some time ago about erections (behind Avocato's back) and something else about getting prepared to deal with Morning Wood and these 'thoughts' about certain women that would get him hard in an instant. Yep, pretty sure this was one of those 'Morning Woods' he talked about. At least he knows what to do when it came to this, but he was all kinds of exhausted from the intense dance party he had with his dads in a dance club many hours ago. Guess I'll wait it out. That notion was easier than said done. You see, Little Cato nodded off just as Gary got to the part where trying to sleep off a raging boner was impossible, and he now currently regrets taking that power nap during the talk. He tossed and turned, trying to reenact that drowsy feeling he got, but felt only the growing anger in his being and the uncomfortable feel of his penis straining against his underwear within the blanket. After the seventh time, Little Cato finally gave up and settled back into his tousled bed in defeat. His erection remained, and he wasn't anywhere near sleepy. His ears lowered and his tail tapped harshly against the mattress as he snarled. "Grrr, dammit!" He snatched up the pillow next to him and tossed it across the room. He laid on the other one in thought, his hand edging towards the and of his underwear, just about to tug them down when he heard a small click off to his left. He jerked around to the source of the sound and found something was opening the window to get inside. He could barely see who it was thanks to the added darkness of outside. But the visage of what looked like a sharp horn was all the feline needed to see. He sat up and jabbed a hand underneath his pillow, feeling around for the cold feel of his gun, pulled it out, and took aim at the figure that made it through before it froze upon seeing the weapon. "Come any further, and I get chewed out by my dads next door for 'accidentally discharging' my weapon." The kid whispered warningly at the silhouette floating in midair. The stranger raised its paw-like hands in defense. "H-hey, don't shot! Don't shoot! It's me!" It begged frantically in a hushed whisper. He recognized that voice from anywhere. Felicity. He placed his weapon back under the pillowed and blinked twice, breathing a sigh of relief when it was indeed the rainbow kitten and laid back down. But it ended in a huff, as his morning wood was still present. The feline flew down and landed beside the reclining Ventrexian. They laid there in silence for a full minute before the orange feline spoke softly in a hushed tone. "So, what's up?" "Oh, uh, nothing much," Felicity replied in the same tone." Just came by to see you." His rose an eyebrow. "What for? I almost shot you." The rainbow feline just shrugged. "I dunno, I can't sleep. Just thought we'd hang out for a bit..." She trailed off once her eye caught a glimpse of his pitched tent. "And uh, to take care of-of that." She stammered the last part as she blushed red. Little Cato shared her gaze and frowned. As much as he wanted to reconsider letting her do as such, he couldn't help but nod stiffly. His sleep schedule was on the line here. " Uh, yeah yeah, sure. But what're you gonna do?" "Well..." [][][] "Shh-hh. Your, unh, dads are next door asleep, remember." Felicity huffed quietly as she gently lowered herself down on the kid's pelvis again. Little Cato was trying to keep from moaning out loud, as the kitten's hot sex engulfed his cock painfully slow each time she rose up to his tip. "I-I'm trying, but you feel so good, mrrr, don't stop." He mewled in bliss. Her hips come down on his again, sending his pulsing length coursing through her hot, wet walls inside her slot, forcing her to hold in a groan. Instead, she let loose a shivering exhale when she came down again. He reached up and ran his hand up the side of her face, feeling her soft fur all over his padded palm, giving him a sense of relaxation. While she rode him. And also the heat of Felicity's pussy clenching around his cock. Her paw intertwined with his as he started moving his hips in sync with hers, but did it gently so the bed wouldn't begin to give off the slightest squeak, as his original dad's ears were more susceptible to sound and that the petite kitten was delicate. Luckily though, he made sure to throw his hips up every two times she came down on him. "So hard. So big..." She meowed quietly. "I just wanna go on like this forever. Feel your rock hard cock pulsate inside of me, until you burst." "Y-yeah, me too." Little Cato agreed, inhaling sharply. "You close at least?" She asked huskily. "Getting close to being close- *gasp*! He stopped abruptly when Felicity came up to the tip of his penis and started bouncing there, not taking his length in any further. His body stiffened just as the feline's heated sex stroked his sensitive head. He slapped a hand over his mouth to stifle a groan. His other hand clenched the paw he held with more force than he intended. She obviously acknowledged his reaction, but kept it up as she freed her paw from his vice-like grip. "Hehe, that must have really felt good." She whispered smugly. "Ah! S-slow down, you're g-gonna make me- at this point..." "You mean, like this?" She wondered before coming down again, moaning softly. She rose up a few centimeters and began vigorously bouncing in place while most of his mender was still inside. The orange kit choked down a guttural moan and suddenly snapped his hips up, catching Felicity off guard. Her blue pupils dilated as she managed to firmly plant both paws on her mouth, barely silencing the surprise groan. Briefly after, she wasted no time in resuming, just as Little Cato settled down. She planted both paws on his t-shirted chest and threw her hips down on him with vigor, eager to make him cum. Little Cato was overwhelmed by the slick heat coming down on him over and over with more speed than when they started off. So much, all he could do was lay there and ride the wave. He grit his teeth, dug his clawed hands into the mattress, and focused entirely on keeping the lower half part of his body still. Two minutes go by with Felicity riding away on the kit's cock, barely even trying to suppress her moans when she heard him audibly whimper. "Felicity," He moaned in a whisper. "I'm gonna...Agh, I'm really gonna- ah!" She quickly retracted to the tip just as she felt his cock pulse and the warm sensation of something shooting into her entrance. It was there and then that she let out an actual moan. She moved her hips around to coax more seed from the kit. She relished in the strangled sound he made when she did and stood all the way up, letting his softening cock plop on his chest and sat down next to him. Little Cato laid there, panting heavily before sitting up. "H-holy fuck. That was amazing, thanks." "Don't mention it. Just think of this as helping a friend out." "Ye-yeah...mmm." He drifted off, his eyes closing shut. Smiling softly, she tucked him in and flew out of the window, relocking it and flew off into the early morning air.