Samuel and Pantherlily
       
       “Hmm… I may be in need of more training…” Lily rolled his arm and stretched his neck. It had been a quiet day in the guild hall by Fairy Tail standards until about a few seconds ago. Generally he was a reasonable cat and enjoyed these rare glimpses of silence. That’s why it was somewhat strange for him to break it by throwing the first major punch of the day. “My apologies, Happy. I really shouldn’t allow myself to be surprised so easily.”
       
       “It’s okay… I think it was my bad…” The blue cat in the smoking crater next to him choked out something like an apology. Lily nodded politely back just to indicate he’d heard Happy’s apology. Then, he swiftly shrank out of his battle form and took a seat back on at the table they’d been sharing. “You didn’t need to hit me so hard though…”
       
       Lily chose to ignore the second comment. He picked up the beer he’d been drinking and started back in trying to forget what had just happened. His other breakfast companion stubbornly wouldn’t let them though. “You know very well you deserved that for acting like a child, tomcat.” Carla huffed, stomping up to Happy and scolding him sternly. “You can’t just go sneaking up and groping people like that.”
       
       “It was just a joke…” Happy whimpered out another complaint that Lily tried to ignore. Unfortunately, since he was crawling back up to his seat on the bench right next to Lily, that was easier said than done. “Why’d you have to get so bent out of shape?”
       
       Lily pointedly refused to answer, returning to his drink. Admittedly, he didn’t want to think about the answer. It was already embarrassing enough that he couldn’t block out the incident. It made his tail twitch and his fur stand on end. It also made him uncomfortably shift in his seat. Internally, he berated himself for letting someone as idiotic as Happy get to him with just a touch. He did his best to figure out exactly what had gotten him feeling this way and to forget the feeling of the paw roughly slamming against his rear.
       
       He made no progress on either effort. All he did was manage to distract himself long enough that he forgot he’d been drinking, splashing a considerable amount of beer onto his chest. That drew a couple more concerned looks from his fellow exceeds, and neither was afraid to voice it. “Oh dear. Are you okay, Lily? You look much more flushed than I expected.” Carla leaned in close, noticing that Lily was quickly starting to blush while he gulped down more of his drink. 
       
       Happy, for his part, was smart enough to back away. Though, he also showed his concern. “Hey, seriously I was just teasing you know…” 
       
       Neither bit of commiseration calmed Lily down, unfortunately. In fact, for some reason, something about the situation seemed to make things worse. It was making him hot. “I’m fine!” Lily shouted, abruptly slamming his drink down with a banging crash that sent both of his fellows away from him, and a shiver ran through all three exceeds at the sudden passion in that moment. Lily calmed himself quickly. “I… really should get some more training in.” He steadied himself with a breath. “You’ll have to excuse me, Happy… I need to cool down.” He took another breath and stood up. 
       
       Both Carla and Happy were too stunned for the second to consider why he had only apologized to the tomcat, thankfully, for the moment at least. Lily was sure that would last long though. He turned to stare at the blue cat before he left, considering something for a moment, then quickly dismissing it. He was certain Happy noticed though. In the moment he was sure anyone would have noticed, humiliating as that was. That’s why he made his way out of the guild hall and to the training ground as quickly as possible. 
       
       That was somewhat more slowly than he would have liked though. It was somewhat hard to walk quickly while concealing an erection. That meant he had to hear the mutterings of concern on his way, something that he tried to ignore. 
       
       The breeze outside was a relief, thankfully, if only a temporary one. “What on Earthland am I thinking?” He added to the muttering himself just before stepping outside and trotting toward the training ground. It was a bizarre thought, really. Happy had groped him, yes, but he’d never thought of the blue cat that way. Even putting aside his youth, he just wasn’t Lily’s type to put it plainly. “There’s no way I’m just that hard up am I? It hasn’t been that long has it?” 
       
       Technically it had been something in the range of 7 and a half years, but most of that couldn’t possibly count. Exceeds may experience time somewhat differently than humans, but the effects of being locked in a magical stasis should have certainly been the same. Even putting that aside, he wasn’t exactly known far and wide for his libido like some men were. 
       
       Still, it was suddenly striking him that it had been very long since he felt the touch of another man in a moment other than battle. He slumped against one of the pillars in the training yard. “When was the last time?” It was somewhat blurry. The last time that was even close was the kid from the legion platoon. Prior to that, he couldn’t even recall the name of his last romantic partner. 
       
       Frustratingly though, he could remember the feelings. They were blurry too, but not because he couldn’t feel them clearly. In fact, they were starting to overwhelm his ability to name them. Frustrated, he drew his sword and spun to strike the training pole just to vent them even for a second. 
       
       It was an embarrassingly pathetic blow. He hadn’t even assumed his battle form. His arm was awkwardly limp in the swing too. “Damnit.” He muttered again, trying to quiet some intrusive thoughts that made his tail stand high. 
       
       That attempt would fall through almost instantly with the utterance of simple greeting. “Oh! There you are, Brother Lily.” Lily’s ears suddenly rang and his flushing face overwhelmed the rest of his body. Suddenly, he was hot enough he was positively steaming as the intrusive thoughts not just won, but intensified and focused. He looked up as calmly as he could to see their main subject floating calmly above the training ground. A blue furred cat in glasses was looking down at him, expressionless. “I had hoped to find you today. I hope you’re faring well.”
       
       “Sammy.” Lily took a breath and steadied himself again. First he needed to make certain he wasn’t losing his mind. If he wasn’t, then he certainly couldn’t betray himself so obviously in front of this upstart. “What are you doing here?” He sheathed his sword and shifted his stance to hide any signs of his shame, at least, he hoped it was hidden. 
       
       Samuel didn’t seem to notice. He floated down, calmly as ever, though a small smile did crack his expressionless face. “There was a lead on a piece of the infinity clock in the area. Dan insisted that we stop by Magnolia on the way to the Exceed village.” He adjusted his glasses before landing in front of Lily. “I hope I’m not intruding, but I had wondered about another rematch while we were in the area. The odds of an opportunity such as this are rather rare.” 
       
       “Hmph. That’s certainly convenient. You want me to think you had no saying in this stop then?” Lily crossed his arms, briefly thinking about teaching Sammy another lesson. Sammy’s smile grew then, and his glasses shined while a glare pierced through them. Then, the intrusive thoughts won again, and Lily had to hold himself back. His mind very rapidly shifted to a different sort of lesson he could teach the young upstart. “Unfortunately, this might not be a good time.” 
       
       “Oh? I believe you said, ‘Any time, any place.’ I don’t think I misremembered. My memory is infallible.” Samuel’s confident smile transitioned fully into a smirk and he took a step forward. It took an incredible amount of effort for Lily to keep himself from tackling the smug cat right then and there. He forced himself to take a step back instead, feeling more uncertain by the moment. 
       
       Samuel noticed immediately. His smile vanished in an instant, replaced by an uncertain analytic gaze. Awkwardly, his eyes went straight to looking at Lily’s uncertain stance, and that meant they passed over his groin on the way. Lily’s flush came back with a vengeance when he noticed. There was no concealing anything after that. In fact, it was getting harder to conceal by the moment as he felt himself pressing up against his loose pants. Happy may have been stupid enough to miss it if he was lucky. Samuel wasn’t. 
       
       Very quickly, Lily wasn’t the only one blushing. “O-oh!” It was Samuel’s turn to take a step back. He adjusted his glasses and did his best to display stoicism, but the blush was unmistakable. “I suppose I understand what you mean. My apologies.” He shifted awkwardly and looked away. “I don’t suppose I could simply let you take care of that and get back to you could I?”
       
       “That’s remarkably frank of you.” Lily tilted his head, still keeping his somewhat awkward stance. The mention of taking care of things did make the intrusive thoughts worse, but they were becoming somewhat less intrusive and more oddly welcome. Unable to stop himself, he looked Samuel up and down. For a second he genuinely considered grabbing the other cat. Especially when he noticed that the blush wasn’t the only physical reaction he was getting. 
       
       Then Sammy spoke. “Well, I do know that some men simply can’t control their baser urges.” He shook his head and shrugged. “I can’t fault you for your brutish nature. It’s what makes you a fighter worth challenging after all.” He lifted his nose very smugly, keeping his paw on the nose of his glasses. Either he hadn’t noticed his body betraying him or he had intended to show it off, but Sammy’s arousal was obvious as he spoke. The blush hadn’t left of course, and his stance remained uncertain, but the clearest sign was that his little white pants were becoming noticeably tighter. Lily couldn’t keep himself from watching. 
       
       That and the mockery were the final straws. Lily stomped forward. “So that’s what you think, huh?” He growled and moved in close, grabbing the other Exceed’s arm as he did. Sammy glared at him, but Lily didn’t feel him tug away. “You know what, maybe I am up for that rematch after all. How about we see how you handle these ‘baser urges,’ Sammy!” He paused just briefly as the thought of how sudden this was tickled his mind, but more and more he couldn’t help but think of teaching the brat a lesson. That idea drove him forward with a fierceness that would have surprised him had he not already lost control mere minutes ago. 
       
       There was just an ounce of resistance when Lily tugged on Samuel’s arm, and Samuel tried to not let either his expression or his stance falter. “What are you implying, brother?” Both gave way at the second tug. Lily knocked him off balance very directly, with a paw to the groin. After that was done, it was child’s play to drag the shocked Exceed into the nearby brush. He offered just one complaint, but no more resistance. “O-oh! You can’t be serious!”
       
       Lily ignored the complaint, focused as he was on getting them both out of sight. He tossed Samuel roughly past the bushes and followed right after. Truth told, he was humiliated by the act too. He’d been this rash before once or twice, but never without at least some forward thinking. He even briefly reconsidered going forward with it. However, the overwhelming feeling in his loins and the sight of Samuel in a blushing heap that greeted him just beyond the bushes spurred him on. 
       
       He steadied himself with a breath, and then he reached to undo his pants. “Honestly, Sammy, you look like you’ve never done this before.” His tail twitched anxiously as his eyes ran over the other Exceed. Sammy’s glasses and hat were askew, and he was leaning back on his hands, barely even managing to keep a seat. Lily needed to steady himself again as he examined the other Exceed. The feelings were getting more intense, especially when he saw that Samuel’s pants had gone from tightening to positively bulging. “Hmph… It looks like I’m not the only one that desperately needs this right now.” He calmly dropped his pants and stepped out of his shoes, treading surprisingly cautiously toward Samuel.
       
       The younger Exceed was too taken aback to talk at first. His eyes darted all over Lily, betraying an uncertainty that greatly surprised him. “I-it’s not…” He stuttered once Lily was standing over him, proudly displaying his dick for all to see. Samuel reached out and touched it cautiously, softly. “I-I mean… I’ve certainly done some research.”
       
       Lily was purring at the touch immediately, though he reflexively grabbed Samuel’s hand to stop him. It was just like what had happened with Happy, the rush was far more intense than he dared to admit. It made it difficult to want to continue. Even Samuel’s gentle pawing was threatening to make him lose control. “Hng… research is one thing…” He tried to steady himself, but it wasn’t helping now. The need was overwhelming. He tugged at Samuel’s paw, pulling it away from his cock and placing it on his rear. “This… is a dynamic thing… follow my lead…”
       
       Whatever was left of Sammy’s stoicism shattered the moment his paw touched Lily’s rear. His eyes went wide and his paw squeezed tightly on Lily’s cheek. “B-brother! Y-you can’t mean-”
       
       Lily’s control shattered too. This wasn’t some playful, surprising slap. Samuel groped him, purposefully and deliberately. In spite of his stated inexperience and his shock, the younger Exceed was willful and active, not just feeling Lily, but kneading and spreading him. With the state he was in already, it was enough to make the black cat bite his lip and crumble. He leaned down and grabbed Sammy’s shoulder, and then he positively slammed himself onto the younger Exceed’s lap. “D-damnit!” It was all he could think to say, he couldn’t tell if it was frustration at how pathetic he was, or frustration that Samuel’s pants stopped him just short of contact with what felt like a massive cock. He chose to express the former. “Ngh! I’m acting like a cat in its first heat!”
       
       “Th-that’s unlikely. Male Exceeds don’t have an estrus cycle.” Samuel dug his free paw into the dirt to keep himself steady. Lily gave in to his loss of control, he’d started grind against Samuel’s lap, pressing back and forth desperately against Samuel’s clothing while the younger Exceed helped to spread his ass. Between that and some awkward shifting, Sammy’s pants were pulling down. “Come to think of it, they also don’t produce their own lubricant back umm… back there…”
       
       “Do you really think I care about all of that right now?!” Lily groaned, lifting himself up reluctantly to grab at Samuel’s pants, tearing them down without an ounce of grace, but with deft hands that allowed him to release the younger Exceed from them entirely. He then casually tossed them away and sat back down. “Gah! I feel like I’m on fire!” He finally felt the other Exceed’s cock, right there between his cheeks. It did nothing to help though, if anything the need was getting worse. 
       
       “Still, we must have some patience, brother.” Samuel gripped Lily tighter, and Lily’s ears rang. Something in the younger Exceed’s tone was calming, though he groaned as well once he was released. His grip was also more than just groping now. In a second, his other paw had left the ground and his arm wrapped around Lily’s hip. Then, with a motion that felt surprisingly practiced, he lifted his cock and carefully brushed it under Lily’s tail. “I understand this can be quite painful if we don’t.”
       
       “S-Sammy!” Lily stopped paying a mind to Sammy’s tone entirely. That brush against his needy hole sent him spiraling. His limbs went weak and the only muscles that would move were his hips. He kept rocking, forcing that dick to brush against him again and again. Sammy was surprisingly deft with it. Though, while Samuel was in control, focused on preparing him, Lily didn’t think of anything other than need. It was growing more intense b the second. Not just a need for anyone either, but specifically for the cat pressed against him. “Sammy! Don’t… stop!”
       
       It was a demand not for Samuel to keep going, but to just hurry up and fuck him already. Suddenly the pair was in a duel. Lily closed his eyes and concentrated, trying to get the timing so he could press against the cock before it had the chance to pull away, then the force to press hard enough that he could push it deep before Samuel squirmed out of his grip. With each pass, he got closer, but also with each miss he became more desperate. 
       
       “Damnit just fuck me already!” He shouted after one particularly close call. Sammy had pressed in, deep enough that Lily could feel his hole properly spread, but he had pulled back too quickly. The action left Lily desperate enough to not just rock, but writhe. 
       
       And it brought the most insufferably smug smile to Samuel’s face. “Hmph, as you wish.” He smirked and steadied himself. There was a deep breath, and he held his cock still for the other Exceed. From there, it was merely a matter of waiting second before Lily’s writhing aligned him properly. 
       
       Once it did, Lily wasn’t in the mood to waste any more time. He dropped himself down with a hungry, almost vicious force. Soon, the pair was overwhelmed with the heat of it, the strength. “I feel like I’m boiling!” Lily screamed, dropping himself back as far as his body would allow. It had been too long. It hurt, stretching him, but he needed it. So he didn’t let it go, only allowing himself to bounce just enough to bring himself back down harder. “Sammy!”
       
       “B-Brother…” Samuel tried to keep his calm, keeping himself to merely holding his cock steady and kneading Lily’s rear. It wouldn’t hold though. They both knew it. The sensations were utterly overwhelming. The heat was enough to make him burst. His inexperience would show soon, Lily could feel it. The dick inside of him was already pulsing like mad. “Lily, please.”
       
       Lily threw his head back, moaning and drooling. Something in him was snapping as he felt that dick pulse. He started to talk without thinking. “E-eggs….” Something was actively wrong. He couldn’t stop thinking about it. “B-babies… Sammy…” He shut his eyes and tried to hold back, but his dick was already spasming with the thought. He started to soak Sammy’s shirt as it overwhelmed him. “Sammy! Give me your babies!” His mind was breaking. He couldn’t stop picturing himself gravid, heavy and full with an egg of his own.  And desperate for that feeling, he dropped himself down all the way around Samuel’s pulsing cock.
       
       Sammy’s response was as humorous as it was intense. He closed his eyes, no doubt seeing a similar picture. “That’s impossible!” He shouted, grabbing Lily tighter. Then he slammed the other cat’s back onto the ground. “But! I’ll try for you, brother!” With a forceful lift, he hefted both his and Lily’s hips high, and with a single, desperate, and careless thrust, pushed himself as deep as he would go. Lily felt it all through his body, pounding in his stomach. Sammy kept shouting as he came too, not leaving that position for an instant. “Gah! I’ll try!”
       
       Lily lost all sense then, he didn’t even have the strength to move his hips. His eyes rolled back in his head as he covered his own chest and stomach in cum. For some reason, the fantasy would not leave him either. He imagined the egg growing in his belly, the beautiful dozen babies they’d have together. The next baby they would make together. Most of all, he imagined the next time they would make it. In his mind, it wouldn’t wait more than a minute. “S-Sammy…” He started to drool, utterly lost in that fantasy. The only part of reality he was even mildly aware of was the cat drooling above him, just as lost in his overwhelming heat. 
       
       Unfortunately, Samuel was blessed with enough remaining sense that he could still hear the world around them. He was also blessed enough that, in spite of how much he wanted to remain in the embrace, he could notice something wrong. This sort of reaction wasn’t anywhere in his research. “Brother Lily, are you...” He panted, steadying his breath and leaning close enough to press his head against the other Exceed. “Are you… okay?”
       
       “B-babies…” Lily moaned and writhed, trying to squeeze more out of Sammy as he did. “Want k-kittens…” He was melting, completely lost in his fantasy. 
       
       He was so lost he didn’t even notice the group that had come looking for him. Sammy did. He did his best to make himself small, shrinking into the bushes and covering Lily’s mouth to keep him from giving them away. He was in no shape to reveal himself to a pair of curious Exceeds that had just flown to the training ground like this after all. Lily just reveled in the touch. 
       
       “Honestly, what was that girl thinking?” Carla complained aloud as she scanned the training ground. “Can you imagine what would have happened if Gray had actually gotten that drink? We should count ourselves so lucky that it wound up with someone as cool-headed as Lily.” She crossed her arms and huffed as she scanned around. “Now if only we could find him.”
       
       Samuel shrank further back, pulling his noisy brother with him as he did. It was rapidly becoming clear that both him and Lily had gotten a bit more than they were asking for. They wouldn’t be able to hide for long. Happy was already hovering dangerously close to their hiding place. “Yeah, he’s always so cool.” The blue cat giggled covering his face. “I can’t wait to find him! He’s gonna look so silly all lovey dovey!” 
       
       A cooling wave washed over Samuel as the blue cat approached their bush. It wasn’t enough to cool the heat from Lily’s body entirely but, it was enough to at least notice. Even lost as he was in ecstasy right now, Lily shuddered with just the faintest hint of awareness. The images of happy family life faded to a wedding night, and the dress he’d wear, and the insufferable blue cat that would be relentlessly mocking him from the pews. 
       
       For some reason, he couldn’t think to care about that though. He reached up and held his Sammy tight, abruptly forcing him even closer. When reality outside of him faded back in all he could do was glare at the blue cat he saw staring at them. A smirk came to his face in spite of himself. Based on the shocked look on Happy’s face, he was doubtlessly jealous. 
       
       So, Lily made sure that blue tomcat was watching when he pulled his now oddly panicked lover into an inescapable kiss.  Something in his mind was certain now, it was taking. He wouldn’t let Samuel go until he was sure though, even if it took a few extra tries. 
       
       That would cause some trouble for the Exceeds that were about to try and pull them apart, and eventually for the rest of the guild that joined in.
       
       But, that was their problem. Right now, Lily was just focused on a growing need for more kittens, and he wasn’t about to let his upstart go until he had taught him everything about making them.