"Lady Catterly!" Felicity called as she and Mayor Snowball entered through the doors of San Simio Mansion. "There's a fish treat festival at the Palace of the Perfect and we were wondering..." she trailed off, her hype demeanor turning confused. The magenta feline didn't answer back, nor was she anywhere to be found, even if she went around the first floor calling out her name.

"Huh, she must be asleep," Snowball sighed, reclining on a nearby chair in the living room. "We'll have to include her next time."

"And by next time, you mean next month? Are you crazy?! Felines never leave their own behind, especially if you're going to a Palace of fishy heaven!" The feline declared, literally flying up the stairs. She was determined to bring Lady Catterly along, no matter what she was doing.

"Felicity!" Snowball exclaimed in a hushed tone as she was up and after her. "You know cats don't like having their naps disturbed! Felicity!"

She gets upstairs finds the door to Lady Catterly's room partially open with the kitten looking through it. Muttering curses under her breath, she maded her way to the door, fully prepared to snatch Felicity away and take her to the festival as duos. The mayor was about to say something when she noticed Felicity's tail was swishing side-to-side. She couldn't see from where she stood but the rainbow kitten was drooling, staring wide-eyed at what was going on in the room.

"Nnngh, Nacho..."

Her yellow ears perk up at hearing a faint moan through the wall. Snowball pushes Felicity aside and peaks into the room.

She gasped. Lady Catterly was laying on her bed with her legs spread, all her clothes discarded on the floor. Her paw between her legs, furiously working her fingers around her pearl. The other squeezing and rolling her nipples. Her eyes were closed, her mouth hung open with her tongue lolling out. The magenta feline moaned louder, jamming both fingers in her entrance, pumping them in and out in time with her flicking a nipple.

"Fuck me unconscious! Make me scream for you!" She clenched her teeth, finger-fucking herself even harder.

For some reason, the Mayor couldn't tear her eyes away from the steamy display, no matter how naughty it is to peep on someone taking care of business. It was perhaps because she had wanted to see the cat like this at some point in her fantasies. Her physique was certainly something to behold, that's for sure. She wondered how she'd react if she were to-

"Um, Mayor Snowball?"

The quiet voice snapped her out of it as she looked to the blushing kitten behind her. "What?"

"I, uh, can smell you...down there." Felicity pointed out, her nose.

Her pink nose crinkled. The sight of Lady Catterly masturbating must have made her wet. Great, now she has to take care of it before they took off for the festival. Luckily for her, the festival won't happen for at least two hours. With any luck, she should be done by the time Catterly is, and it'll be snuggle-fest before they take off for the event.

"It won't take place for another hour, so we'll have to wait until she's done." Snowball whispered to Felicity as she took her hand to walk her downstairs. But she failed to see the small puddle that dripped from her arousal when she turned. The feline felt both footpaws leave the ground in a rush. She floated backward in the air for a split second, as if she were in slow motion, and hit her back on the door. She couldn't tell if the surprised yowl came from her or the magenta feline on her bed. Getting the wind knocked out of your body does something to a lady.

"Good heavens!"

"H-hi, Lady Catterly." The embarrassed tone from the feline beside her meant she went down with her. Snowball shook her head and flipped around to face the aristocat, who covered herself with her blanket, sporting a rather alarmed look.

Stumbling to her hind paws, she scratched the back of her head nervously. "Our apologies, Lady Catterly. We didn't know you were taking care of personal business, we'll wait downstairs. Like a certain kitty was supposed to." Snowball lifted Felicity to her paws by the scruff of her neck despite her protests. The feline shielded by her pink blanket settled down, looking quite calm.

"D-did the festival start yet?" 

"Not for another hour or so."

Her shocked demeanor quickly turned into a smile Snowball knew all too well. "Then we've plenty of time, come in. I could use some help from my favorite felines."

"But Ca-"

"Oh, we'd love to very much!" Felicity piped in, cutting the mayor off. Catterly giggled, letting the covers slither down her curvaceous form, exposing her impressively sized tits. "Delightful."

Felicity flaps her butterfly wings over and lands gracefully on her lap. She buries her face in between the aristocat's soft mounds, humming contently. The soft rumbling that came after gently rattled her tits, making her mewl. 

"Come now, Snowball. I won't bite. At least, not very hard."

Snowball sighed, and stepped forward hesitantly, blushing a deep red. She gets up on the bed and scoots close to the cats. Her anxiety melted away completely, she cups Catterly's cheeks and connect their lips together. While their tongues wrestled for dominance, the rainbow kitten takes one of her nipples in her mouth, sucking on the bud feverishly while tweaking the other, causing the feline above to moan into the kiss. She slides a paw down to her little kitten, rubbing the folds lightly. It was warm and slick to the touch. Not to mention it was sensitive due to not having any alone time in a while. The kitten purred, rubbing her slick folds faster.

They parted, catching their breaths. A small grin creased Snowball's lips, she brought the magenta feline in for a chaste kiss, then drags her tongue up her cheek. The aristocat giggled and returned the favor, going all the way to her ear. Then, she laid back on her pillows with Felicity suckling her other bud. The mayor undid her coat, tossed her skirt aside, and joined the others.

As soon as her head was in Lady Catterly's arms, she reached down with one paw and slowly rubbed circles around her swollen pearl. She reaches down with the other and tended to her own, curling her fingers into her warm slot.

The combined forces of Felicity sucking on her buds and Snowball rubbing her button made her gasp. "Ooh, so divine. Oh Mayor, care to give my other nipple some attention, Felicity's occupied with the other o- ohh!"

The aristocat let out a surprised moan when the fingers rubbing her clit was now pumping her pussy vigorously, her mouth planted on her mound, sucking away on the erect bud. The kitten on the left stops for a moment to see Mayor Snowball fingering both herself and Lady Catterly. Her eyes lit up with an idea, she stopped her suckling and descended down on top of the pair of lips being scissored open by two yellow fingers belonging to a yellow kitty.

Her paw stayed on her kitten, gently fingering herself open. Her nose rested centimeters from the swollen bead of pleasure leaking kitty juices, the scent hypnotizing her to give it an experimental lick. She felt the taller feline jolt and let out a louder moan, the mayor knew exactly where Felicity was going with this and unlatches from her breast with a pop.

With a smirk, she dove down between the taller feline's legs, her fingers still embedded in her slot. She looked up to Felicity and gave the ok. Before Lady Catterly could question what these two were planning, both tongues in addition to the little kitten's three fingers attack her vagina at once, a huge wave of pleasure and pain from her overstimulated button crashed over her entire being.

"Oh goodness!" She screeched, burrowing her claws into both the feline's backs. Two sandpaper-like tongues dance around her throbbing clit while two sets of fingers stroke her wet caverns. The two kittens going overboard on the bigger cat were in bliss themselves. Their occasional moans turned to soft groans as their paws working up a rhythm on their own little kittens.

"Felicity...Snowball...f-fuck, more."

They both oblige to give her more. Felicity pulls out her fingers and continues licking circles all over the pearl now close to spurting juices. Mayor Snowball spread the lips wide and drives her tongue deep within. Wasting no time, she starts wiggling her tongue around inside of the aristocat, tasting the sweet, almost salty flavor dripping from her overworked button. 

Felicity was enjoying this even more. Her digits fiercely fucking her entrance, making sure to swipe her tongue over her clit. Her skilled tongue slurping up anything that leaked out of the reddened button. Her blue pupils widened when three soft fingers replace hers, the aristocat was fingering her in sync of her lapping her juices.

"Just a little more...I'm almost there, my dears." Lady Catterly meowed lustfully, massaging Snowball's ears while fingering Felicity. The two were close as well, seeing as they were aroused from seeing the magenta feline polishing her little kitten earlier. A lick from the mayor made her thrust her fingers all the way into the smaller kitten, down to the hilt. 

"So good- Ah!" Felicity moaned loud as she seized and orgasmed on her magenta chest, staining it a darker color with her kitty juices. She rolled off to the side, purring happily. Catterly stuck the digits in her mouth, sucking off the taste of rainbow kitty orgasm, enjoying the taste. 

One down.

Her attention was now on Mayor Snowball, who had her nose buried in her mons, slurping away. Her fingers jamming in her increasingly wet & hot cunt, angling her arm to hit her spot dead on. Damn was she good with her tongue, she was flicking her tongue in every part of her vagina she could reach, going deeper with each kiss on her pearl. The feline's actions sped up, meaning she's getting closer to cumming.

The aristocat wrapped her legs around the feline's head, locking her in. Her groans turning into meows, the coiling warmth in her gut now burnt bright.

(A/N: Squirt scene may not be correctly detailed)

"Oh, Snowball!" Catterly squealed as she exploded. Juices spewing from her clit in thick shots. Some drops landed in Snowball's hair, but she didn't care, her orgasm was too intense.

The mayor lapped up the substance leaking from her quivering vagina as she too hit her orgasm after a well-placed thrust to her spot. She shot up and groaned through clenched teeth, fingering herself throughout her climax. As her high dies down, she laid down on the magenta-furred feline's sweat-beaded torso, hugging her.

For a few moments, all three cats lay together, panting softly. The atmosphere reeked of kitty sex, their furred bodies slicked in sweat. The aristocat was the first to recover.

"What a wonderful performance, you two." Lady Catterly applauded weaky after catching her breath, petting both cats on the head, relishing in the rumbling they gave off. In the midst of the petting, she somehow felt as if she forgot something. The last thing she remembered before they dozed off was...

'The Fish Treat Festival.'

Her eyes open wide as she shot upright. She looked at the clock on her nightstand. Two ten in the afternoon, the festival kicks off in twenty minutes!

"Oh my! Girls, girls, wake up!" Catterly said urgently, shaking the cats awake. "The festival, it's in twenty minutes!"

Snowball shot off the bed, sloppily throwing on her clothes in a hurry along with the taller feline doing the same. "Oh yeah, I almost forgot! Come along now, Felicity, we got a place of wonders to go to...?" In her haste of tucking in her inner shirt, she stopped in her tracks to see the feline was fast asleep. shaking her head and almost throwing off her glasses, she scoffed and scooped the kit in her arms and hurried out the room, down the stairs with Lady Catterly close behind, adjusting her belt.

After making it just in time for the opening ceremony out of breath, and after waking up Felicity and reminding her to mind her business, they ended up having the time of their lives amongst other feline-kind. As much fun as it was at the palace, it could never amount to the time they spent with each other.