One-Upped - May Rule 34 Story #1

Story by GrifterWolf on SoFurry

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#65 of Patreon

Falco Lombardi and Panther Caroso meet up some time after beginning an unexpected relationship under the noses of their respective team leaders; only the second time they meet, the bird decides to flip the cat's dominant nature.


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"One-upped"

"What if Wolf hears us?"

"Who the fuck cares?"

If the doors were opened by traditional means, the pair would have slammed through it, but instead it slipped apart vertically and snapped silently into the wall plates on either side of the opening as Falco Lombardi and Panther Caroso barged into the panther's quarters. Falco grunted as Panther slammed him hard against the wall, out of the way of the door to allow it to close, he dragged his claw down the panel, locking the doors as they snapped shut as he grabbed the bird's jacket collar so hard that it practically ripped clean off his back.

"Hey, watch it. I don't want to ruin the jacket." Falco objected as he let the jacket slip off his shoulders and quickly yanked Caroso's sleeveless shirt up over his head. The panther's sheen black body was tight, well muscled, though deceptively lean in appearance.

Panther growled and lunged his chest against Falco's, pulling him into a deep and passionate kiss. His whiskers tickled Falco's beak, and his tongue was rough against it as he struggled to keep up with it. His clothes were already half off before Caroso finally threw him onto the bed and landed down on top of him. The bulges in the front of their uniformed pants pressing hard against one another, Falco felt short of breath as Panther's weight pressed down on him, the claws dragging along his feathers as Panther leaned in and bit wildly at Falco's neck, making him moan. He didn't want this... not to be the bottom, but Panther was so aggressive that he didn't have much choice in the matter. The tip of his cock poked out past the waistband of his pants and Panther quickly took advantage, unfastening Falco's pants and pulling the flesh free. He did the same with his own, laying their shafts hard against one another, it was almost a crude sensation as Panther spit into his paw and began to stroke their cocks together, but the sensation made Falco's member begin to immediately drain precum all over his stomach. Falco's head rolled and he groaned into the pillow he found himself resting on. Panther chuckled in delight, then shifted his body upward, probing his shaft hard against Falco's cheek.

"Go on, Lombardi." He goaded. "Give it a taste."

Falco wasn't sure if it was instinct or the pure lust of having the cock pressed against his face, but he turned his head and gently introduced the member to his beak. Immediately, Panther growled and lunged his entire shaft inward. If Falco hadn't been quick in reacting, he may have had to gag on it. He swallowed the cock, letting it go as deep as it could and he could feel the shot of precum jizz that exploded into the back of his throat. He swallowed that too, and his hands instinctively went to Panther's hips, rocking him back and forth as he indulged the thick feline penis in his mouth. Caroso's growls slowly transitioned to yowls of pleasure as he grabbed Falco's head and plunged himself harder into the bird's throat. His entire body was shaking now, his thighs slapping against the sides of Falco's head as Panther's continued drive toward him led him to practically drive himself vertically down the falcon's throat. Deeper and deeper now, the panther's heavy balls slapping against his chin, Falco's nostrils filling with the deep aroma of Caroso's musk, which made him so hard that it was as if someone turned a faucet on, precum poured over his stomach now.

"FFFFFuck I never thought you'd be this good!" Panther growled as he pulled his shaft back, extracting it from the bird's beak and 'accidentally' spilling a streak of white over it. He pulled himself back, sliding his saliva-soaked cock down between Falco's legs. Falco wanted to object, but his body wouldn't let him. As Panther began to feel around with the tip, his eyes locked with Falco's. "You're mine now." He said with an intimidating glare before suddenly finding the spot and thrusting in.

"AHHHH-HAHHH!" Falco cried out, his entire body tensing up under the pressure of pain. He rarely ever became someone's pincushion, he loved to be the dominant type, but there were certain moods that made him simply want to be fucked. As the pain began to subside and pleasure began to consume him, his cries turned into moans. "Fuck! Nnhhh! Fuck me!" He demanded and Panther seemed happy to oblige.

The cat raised the bird's legs up and rested them on his shoulders, bending Falco double over like a pretzel as he began to fuck him hard. Falco's toes curled, his fingers grabbed at the sheets under him and Caroso grabbed hold of the bird's thinner ankles and pulled them up as he came crashing down again and again. There was no real feeling of impact, the bed shook wildly, but the mattress only flexed in under them. Falco was howling in pleasure now, the glass behind them overlooking the planet of Titania below them. He twisted and writhed, somehow Panther was hitting Falco's sensitive spot with every single thrust, the soft ridges left over from the days of his ancestors dragged against his anal walls and after a bit began to tickle, but every time he came down, he grew closer and closer to--

"NNHHHH!" Falco's grunt was only quaffed out by him turning his head and crying out into the pillow under his head. A fountain of cum began to shoot from his cock, sending waves of wetness across his stomach and chest.

It didn't take long until Panther was also on the edge of climaxing. As he finally did, he growled and pulled his member free, grinding it hard and fast against Falco's inner-thigh before exploding in a massive shower of white to compliment the falcon's own. Panther hissed and shook wildly as his cum soaked into Falco's. Still shaking after his release, Panther grinned at the bird, drawing his body away and coming to a rest on his back beside him. "Pretty hot, Falco." He panted.

"I know." Falco responded, removing any pretense of modesty. "Next time though we're gonna have to switch roles. I can send you to another galaxy and back."

"Heh." Panther mused. "We shall have to see." He glanced at the bird. "But for now, I think it's best that this be... a discreet encounter."

"Huh." Falco mused. "I suppose."

"You weren't expecting anything... long term out of this?" He asked. "I mean it was a good fuck, but you and I..."

Falco snorted indignantly. "Yeah sure. I still hate your guts. And look at you, you're a cat and I'm a bird. Things'd never work out."

"Well. I'm glad we're in agreement then."

Falco got the hint from Panther's cold demeanor and rolled out of the bed. He pulled his pants and his boots on as the feline lay still, his eyes closed. He wasn't sure what he expected out of this, maybe a quick fling and fuck was the whole intention, but as he left Panther's room, an idea crossed his mind; if the situation ever came up again, HE would be the one in charge. And Panther wouldn't have the slightest warning of it...

*SIX MONTHS LATER*

It had been six months since Falco's last encounter with Panther; even in subsequent battles with the rest of his team, they had not come across the Star Wolf team, and have heard relatively radio silence from them ever since. After Fox's sudden departure over a week prior, Falco decided it was time for him to take a break from Peppy and Slippy and took off on his own. Generally, these times were best spent in his cockpit, roaming the systems he happened to come across; but today, he decided to head toward Ascalon; a small colony space station well past the Lylat System and at the maximum range that his ship could travel without the Great Fox. It was a chance for him to unwind, and to relax, but as his Arwing was lowered into the dock, a ship in the distance caught his eye: One of Star Wolf's cruisers was in the bay; as Falco disembarked his own ship, he strolled past it, noting the visage of a panther scrawled on its hull.

"Well, I'll be damned." He said aloud as he continued past the ship and into the station.

Panther pressed the button on his visor, sending a sheer glass mask over his eyes. The HUD responded and targeted in all available targets down range. He was dressed in a white sleeveless shirt, a pair of brown cargo pants and a black belt; standard for what he wore when he wasn't on duty. The fact that Wolf had been out of contact with them for a couple of weeks didn't bother him; it was not unlike their leader to take a sabbatical without telling the team, and he often did the same. Finding time on the Ascalon gun range was as relaxing to him as a day at the beach getting a massage for others. He raised his weapon and fired several shots down the range. The targets immediately evaporated upon contact with the gunfire; sixteen in total before Caroso was out of ammunition. He allowed the targets to reset as he inserted a new magazine into his pistol.

"Aww, isn't that a cute little thing?"

Panther was startled by the voice suddenly coming in from behind him and he turned around to see Falco standing there, resting a much larger pistol on his shoulder. "Lombardi? What the hell are you doing here?" He asked.

"I'd have to ask you the same thing." Falco answered, peering at the weapon. "I've seen you in combat, are you sure you know how to work that thing?"

Panther scowled in frustration and aimed his weapon down range. His aim was impeccable, he shot down each target one at a time up to fifteen. The sixteenth blast however missed the target by a wide margin. He groaned in disappointment as he lowered his weapon. "Fuck." He said.

He knew it was coming; Falco aimed his weapon with one hand and submitted a powerful blast of energy toward the last target, it struck and obliterated the object in an instant. "Aw, so close and yet so far." Falco said. "You're getting better, Caroso." He said. "But try to hit all the targets next time."

"I did just before you arrived." The panther scowled defensively.

"Mmhmm. Sure." Falco said. "To be honest, I'm pleased. I stopped here for a little vacation and I've found more than I expected."

Panther rolled his eyes. "If you think anything that's happened between us is going to happen again I--" He paused, a loud thump beside him turned his attention to Falco's hand resting against the wall directly to the cat's right. He turned around to see Falco grinning, their eyes locking as he then put his other hand to Panther's left, cornering him in.

"Oh, I don't think what happened last time is gonna happen this time, kitty." He said. "I think it's gonna be a lot different." He grinned.

Panther didn't fight the instinct to grapple Falco by the waist as the bird leaned into him, the moment their bodies touched, he could feel the pulse of arousal; he hadn't remembered if he'd been with anyone since he and Falco were together. In fact, he hadn't gotten off at all, and the rush of that realization only encouraged the bulge in his pants to grow. Falco roughly grabbed the back of Panther's waist band, and let his hands slip smoothly down into his pants. "No undergarments? You must be on vacation..."

"I don't like 'em." He admitted. "They ride up, and they can be a real pain on long flights." He said.

Falco's hands found the bottom of the panther's ass and he aggressively gripped the muscle below his pants. "I'm seeing something I want to ride up." He said.

"N-now you're reaching..."

Without a word, Falco moved one hand and flicked aside Panther's belt buckle and tugged at it to remove it. Panther shot a look at Falco of "Are you kidding me?" before the falcon's quick fingers unzipped and unfastened the cat's pants, letting them fall to the floor. Falco pushed Panther over the edge of the console, his own jacket was partially off his shoulder, but he was more focused on pushing Panther's shirt up, the fleshy feline cock flopping about was pressed in under the bulge in Falco's pants. Panther grabbed hold of Falco's waist, unsure exactly how far back his back would bend. The falcon didn't seem to mind as he grinned and dragged his tongue along Panther's torso, biting at the man's nipples buried under his furry chest. He brought his hands back, trusting Panther to keep himself balanced as he unfastened his own belt and dropped his pants, just enough so they would fall to his thigh, his cock freed from its confines, Falco abruptly aimed his cock against Panther's ass and pushed forward.

"AHH! Fuck!" Panther yowled loudly as the bird penetrated him. "F-Fuck!" He repeated himself with each long thrust of the bird's wet phallus. His legs pent and tightened around Falco's waist, surprising the falcon with his enthusiasm. Panther had bottomed before, his thick feline cock was bouncing through the air, a steady stream of pre dangling and making strings of white over his stomach. Spurts of thicker white occasionally dripped down his cock and Falco eagerly stroked the man's shaft, grinding the seed against it for a slicker hold. Panther twisted and moaned, no longer caring that they were technically in a public place. Falco plunged in harder and faster, thrusting in to the point where Panther continually bumped his head into the range window behind him. "Y-you're gonna make me..."

Falco didn't care what the end of that sentence was, Panther's claws dug into the console, leaving scratches under him as the bird's grip tightened and his stroking sped up. He felt Panther's ass clenching around his cock tightly in pulses, it felt amazing and his shaft was at home in the hot depths of Caroso's ass.

Panther let out a cry and his cum exploded forth, soaking him and Falco in its eruption. His roar echoed through the room and Falco took the opportunity to grind himself in as deep as his cock would go; he didn't mind to understand in a flash, that while he wasn't as long as Panther was, he had a much heftier girth; the fact that Panther could take a can-thick cock was rather impressive, but he wasn't done with him yet. Grabbing Panther by the waist, Falco then lowered him to the floor, onto his hands and knees. Panther didn't seem too surprised by this and signified he wanted more by dragging his shirt completely off so that he was completely naked now.

Falco removed his pants as well, but left his tank top shirt on before lowering himself again. He pressed Panther's chest downward, forcing the feline to raise his ass and using a free hand, Falco pulled Caroso's tail aside, aiming himself directly into the ass once again; which he came down with a volatile thrust. Panther cried out again, his hips grinding with want--with need against Falco's. Falco continued to thrust, driving his weight down on Panther and almost burrowing him into the floor as he punched down on him hard. Falco could hear Panther's flesh slapping against himself and the floor under them, he wasn't through just yet. Panther's moans began to crescendo and with it, Falco was beginning to lose control himself. His body shaking each time he came down hard into the feline's ass. It wasn't often that the bird outdid the cat in traditional games, but he knew he had gotten him right where he needed. Flesh slapping, fur and feathers rustling, the smell of sex filled the air and Panther's claws were dragging long and hard against the floor, leaving marks that would require replacements. Neither of them cared and Falco was about ready to pop.

"NNNHHH! Fuck!" Falco grunted out a cry as he came deep into Panther's ass, he felt Caroso's tail wrap around his hip as he pumped his bird seed to the point where filling the panther became overfilling, and the excess began to spill onto the floor.

"AHH! HAHHH!" Panther let out a cry of anguishing pleasure before suddenly letting a hefty second load splash to the ground under him. It was so thick and so hard that puddles began to pool under them, adding a slick and sloppy wet sound to the noises in the room.

Falco's arms wrapped around Panther as he emptied himself completely, his grinding slowly coming to a halt as both of them panted in exhaustion.

"That was..." Panther shuddered... "Rather acceptable." He admitted.

Falco smirked. "I'm glad you approve." He said, slowly sliding his cum-covered shaft from Panther's ass and allowing the cat to finally stand up again.

"But what a mess. We better get out of here before--"

"What the?!" A canine entered the room and almost recoiled in horror. "Who the fuck are you two!? WHAT HAPPENED HERE!?!"

Instantly both men grabbed their outfits and bolted from the room, the man screaming at them at the top of his lungs a string of profanities that may have gotten him banned from the firing range; had he not been the man in charge of it in the first place. Both Falco and Panther kept running until they found Panther's quarters and bolted through the door, locking it shut. After a time, both of them began to laugh until they practically had to hold each other up to keep from collapsing from the hilarity of the moment. "Oh man, that was fun." Falco admitted.

"Yes, it was." He said. "Perhaps we can do this again sometime."

Falco grinned at the panther and nodded. "Yes. Perhaps we can." He said. "Well, my cabin is a few floors up from here, I suppose I better get my pants on and--"

"Ah come on Lombardi, there's no need for all that." Panther said rolling his eyes and tugging the bird's arm. "Why don't you stay here tonight, get showered and dressed and you can check into your room in the morning. Assuming you will be here for a few days."

Falco briefly considered it before smiling and pulling the feline into his arm. "Well, if you put it that way, then perhaps I could make an exception to my "No cats" rule. Hmm?" The two of them kissed as Panther slipped his paw along the controls, allowing the lighting to dim within the room.

THE END