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With the passage of time, trials are endured and bonds within wizard guilds are strengthened. This applied to none more than the wizards of Fairy Tail. With tight-knit bonds and a deep understanding of family and camaraderie, Fairy Tail wizards could rest assured knowing that there would always be at least one fellow guild member they could count on for counsel and solace.

The Exceeds Happy and Carla fit snugly into this mold of familiarity. In Happy's eyes, Carla was gorgeous at first sight and he only felt more infatuated with her as time went on. Carla, on the other hand, had been more gradual in respecting and admiring Happy. Yet, her passion burned strong.

Years had passed since the guild's war with the Alvarez Empire, and even longer since the two Exceeds first met, and in that time, they learned firsthand what Pantherlily meant when he first told them that Exceeds perceive time differently from humans. They, on average, aged slower and had longer life spans than humans, but Exceed kittens matured faster than human children. Needless to say, Happy and Carla had each undergone a quick, albeit hectic and hormonal puberty. Luckily for them, Shagotte had returned and revealed to Carla that she was her mother, while Lucky and Marl had revealed that they were Happy's parents. The parents were hoping to make up for their absence in some small why by helping their children through this difficult period of development.

Carla's body shape had become reminiscent of an hourglass, with her waist becoming noticeably slim and slander, while her hips and chest and broadened. Her breasts had grown to a point where she had a similar buxom to her mother. Her butt had also become more pronounced. Carla had admired and respected Happy to the point of knowing she was in love in a romantic sense, but she had come to admire him in a new way. A sexual way. Happy. It was he who was often the object of her fantasies.

Happy, while retaining a thin frame, had broader shoulders and had grown taller. His seafood consumption increased, too, of course. His muscle mass had increased. The biggest change in his body, though, was the emergence of his sexual desires. Every time he thought of Carla's mature body, her breasts, her butt, the way she walked and the dignity she carried herself with, he could feel his cock grow and stiffen, a transformation he had come to know as an erection. He had been very confused the first few times it happened, but after some experimentation, he had come to embrace these thoughts and feelings.

Though neither of them had outright referred to it as such, they had been dating for some time. The first time they had spent together alone was a picnic in South Gate Park, and never before then had Happy lived up to his name so much. The entire time, all they had done is eat and talk. Each other's company was all the ambiance they had needed. It was a wonderful time for both of them, and a dear memory.

"Carla? Earthland to Carla," Wendy waved her hand in front of her best friend's face, as they sat across from each other in their Fairy Hills dorm. "You've been staring into your teacup for a long time now..."

Carla blinked twice and looked up from her cup at the wave of the hand. "I'm sorry, Wendy. Did you say something?"

"I asked if you and Happy had any plans for the Blossom Viewing Festival this year. You two are almost inseparable," Wendy repeated.

Instantly, the white Exceed's face lit up and she beamed at her best friend with pride as she explained, "Yes, actually, we do have a plan. We're going to go for a fly above the town and watch the trees glow from above."

"Wow! Carla, that sounds amazing! Was it your idea?" Wendy asked.

Carla answered with a giggle, "How'd you guess?" She felt her cheeks grow hot with an intense blush as she thought of hovering over Magnolia, holding paws with Happy, as a warm flood of color would wash over their vision. A world full of color and life. That was the kind of world she saw when she was with Happy. That was the kind of world where dreams met reality.

"So...you're not going to any of the parties going on today?" Wendy asked, and Carla shook her head to affirm that she wasn't. "Aww. But Chelia is coming!"

"And the two of you can enjoy yourselves. Come now, Wendy, you should know me being absent is nothing to fret over. It'd really bring me some peace of mind to know that you can have fun without me being present," Carla replied.

"I know, I know. I'm just playing. Speaking of parties, I should probably start getting ready."

"As should I. Would you be opposed to me taking the shower first?"

"Not at all."

With that, Carla entered the bathroom and shut the door behind her. Thoughtlessly, she stripped down to her underwear and looked at herself in the mirror. She smiled at her reflection, imagining Happy behind her, helping her take off her undergarments. First, she unhooked her bra and let it fall to the floor, her breasts giving a slight bounce at the sudden release. An idea crossed her mind, and with her right paw, she opened the medicine. She grabbed a bottle from the medicine cabinet and closed it.

Once again looking at her reflection, she put the bottle between her large tits and pressed them together with her paws, kneading them over the small cylindrical vessel and imagining it was Happy's rock hard member. The rubbing sent a delightful, tingly sensation over her chest, and she imagined it would feel even better with Happy's actual dick between her robust mammary glands.

The more she imagined Happy being intimate with her, the more her moistening loins craved the carnal union of flesh. She wanted him to pound her like some sort of sex-addled beast. She wanted to ride him like he was an amusement park ride. She wanted...

Stop it, Carla! You need to get moving! Miraculously, she was able to regain rational thought and suppress her sexual urges. Swiftly, Carla replaced the bottle in the medicine cabinet and took to the shower.

Meanwhile, Happy was staring at himself in a mirror when Natsu kicked in the door to their house. "Happy, I'm home!"

"Geez, Natsu, you--why do you have all that meat?" Happy asked. Sure enough, Natsu had kicked in the door because his arms were stuffed with various kinds of meat products.

"I'm gonna grill it!" the Fire Dragon Slayer had exclaimed. "You gonna be there to try it?"

"Maybe. Probably not, though. Carla and I are going to get an Exceed's eye view of the trees when they glow," Happy informed him before blushing and smiling gleefully.

"I'll save you some. The date takes priority," Natsu assured. "I gotta say, you'll be missing out on fresh meat!"

"I'll smell it from above," Happy assured absentmindedly. His mind and his heart were up in the clouds, where he and Carla soon would be. The two of them, open, free and together. Happy was eager to see her, hold her paw, see those beautiful brown eyes, that cute smile, those wide, round hips, those voluptuous, shapely breasts... He had to try to divert his thoughts in order to avoid getting a boner right in front of Natsu and spare them both of the awkwardness that would have otherwise ensued.

"I'm gonna grab the meat bag off the clothes line," Natsu announced.

"No, let me do it. You've got your hands full," Happy offered and, before Natsu could offer a rebuttal, flew out to a clothes line they had set up. On the line was a big burlap sack. They really should have gotten something better for transporting mass amounts of meat. To the surprise of some, they always managed to clean it thoroughly afterward to prevent cross-contamination, spoiling and infestation.

The faster he could get the bag to Natsu, the faster he could get back to preparing himself for the date he and Carla were to have. She was his friend, his love and his passion. While he would wonder, at times, why she ever took a chance on him, Happy was not normally one to look a gift horse in the mouth. The longer he spent around her, the more he likened a world without Carla to a world without air.

When he thought of Carla, he felt like he was on cloud nine without even sprouting his wings. When he was with her, he was even further beyond.

Both Exceeds spent their time preparing themselves for seeing one another, more so mentally than physically. The excitement of their evening together simmered in their souls. Their plan was to meet where the town met East Forest and fly a lap around Magnolia as the trees began to glow. Happy, donning a simple pair of red shorts, was adjusting his signature green bag when his ears perked to the sound of that angelic voice.

"Happy!"

Happy looked up to see her running toward him, and his face lit up at the sight of hers. Her attire consisted of a pink, form-fitting blouse and a black pleated skirt. He felt his face heat up a bit when she gave him a hug.

"H-hey, Carla! Are you pumped?" Happy asked, trying not to think about her breasts pressed up against his chest as he wrapped his arms around her clothed curves.

"Of course! The spectacle is bound to be even more beautiful from the air!" Carla exclaimed, subtly taking in the feel of his toned, yet slight build in their embrace. She felt comfortable with him, and with herself when she was with him. Even at times of worry and doubt, he was her bluebird of happiness and her beacon of hope.

"Well, it's almost sunset. Let's get going," Happy suggested. They let go of each other and he took her paw in his. They looked each other in the eye and couldn't help but smile at one another's gaze. After a pause, they took to the skies, making sure not to go too high, but high enough for a significant view of Magnolia. As the sun was going down, the special cherry trees of Magnolia were preparing to glow.

The phenomenon celebrated across the town was one of life's little wonders that would remain a highlight of spring. Happy glanced at Carla as they ascended, delighted and content to share this wonder with her. There wasn't anyone else in his life who made his heart race the way she did. There wasn't a soul out there that was quite like hers.

Carla glanced at Happy and their eyes met. She immediately looked away and her face flushed with emotion. Her grip on his paw grew a bit tighter. She knew he loved her, and she hoped that he knew she loved him. There were many times where she would look back on her first impression and would be amazed at how different she was now. It was all because of him.

Then it happened. As the night sky took full dominion, the trees below lit up and created a storm of color throughout the town. The dazzling rainbows sparkled and shimmered in their field of vision and observing it from above brought entirely new meaning to the spectacle for the two Exceeds. Spring brought forth many miracles, and the two of them considered this sight to be among those miracles. A magic unlike anything they'd ever experienced before dwelled in the air. As they took their tour around town, they took note of the scores of people gathered around the trees.

"This is gorgeous...! Simply extravagant!" Carla exclaimed as they continued to observe from above.

"I, um... Aye..." Happy stammered. He wanted to connect that to how beautiful she was, but he couldn't find the words that wouldn't make him sound corny.

"Is something the matter?" Carla inquired.

"Well, it's just...I wanted to tell you that I think you're really beautiful. I guess I'm a little afraid of sounding like a dork," Happy sheepishly admitted, ending with a modest laugh.

Carla simply stared at him for a moment, then smiled and planted a peck on his cheek, causing him to blush. "You're a sweet tomcat, you know. Sometimes you can act foolishly, but you've become one of the most important people in my life."

"You mean it?" Happy asked.

"Of course! I wouldn't have said it otherwise!"

"Gosh... Thanks, Carla!"

"Hey, Happy, I've been thinking..." Carla began to say. For a moment, she looked away from him as she trailed off. Then her gaze returned to his. "I want you to come back to the Hills with me."

Happy's blush deepened and he almost couldn't believe his ears. His tail puffed up at the prospect of what she was implying. "You mean...you want to...with me...?"

"I'm ready if you are, Happy. You're the right cat for me, of that I'm sure. I want to lose my virginity with you," Carla affirmed, her own face now a shade of scarlet. Happy could feel his member stiffen in his shorts. She quickly added, "I-it's not like I'd be all that disappointed if you said no or anything!"

"No, I...I want you, too, Carla. I've loved you for about as long as I've known you and, just like the lights on the cherry trees down there, that love has only grown stronger and brighter," Happy confessed.

With a giggle, Carla teased, "What happened to being afraid of sounding like a dork? In all honesty, though, that's really sweet, Happy."

"Let's do it," Happy abruptly suggested.

"Right now?" Carla asked before glancing at his crotch as they flew. Sure enough, the blue tomcat had pitched a tent in his shorts, and it was a tent she wouldn't have minded camping in. "Someone's pent up."

"Well, I'm not the one who brought up sex, so I can't be the only one," Happy countered her teasing with his own.

"Alright, I suppose you win, then. Not that I'm not looking forward to it," Carla conceded with a smile and a roll of her eyes. With that being said, the two changed course and flew over to Fairy Hills.

As predicted, the female dormitory was empty. Everyone else was out partying by the trees. The guild tended to park themselves at South Gate Park when the Blossom-Viewing Festival rolled around. Ever since Lucy first wrote her book based on her adventures in Fairy Tail, tourism based around such festivities boomed. It was good publicity for Fairy Tail and good for the local economy.

It also meant that the two Exceeds were unlikely to be disturbed since Fairy Hills was a bit more remote from the rest of town than the guild hall. The duo entered the dormitory and Carla led the way to hers and Wendy's room. Happy was internally thankful that none of the other residents were around. Admittedly, the idea of having sex with Carla worked him up so much that his erection lasted the entire flight to the Hills and still persisted. He noticed that Carla was walking with her legs abnormally close together. At first, it puzzled him. Then, he had seen the sheen of a clear liquid on her inner thighs. For many reasons, ranging from the view to his passion for the beautiful white cat, Happy smiled.

When they got to the room, Carla sounded relieved when she announced, "Here we are." He could practically here the lust edging her voice, and it was doing his throbbing boner no favors.

She opened the door and let herself and Happy in, then closed it to ensure their privacy. With exaggerated movements, she threw off her blouse and skirt, making a show out of her stripping down. Happy could feel his penis craving freedom as he gazed upon the love of his life, wearing only a bra and soaked panties before him. With a smirk and one finger, she beckoned him forward. Mesmerized by dripping pussy and her supple breasts held captive in her bra, he obeyed her and approached her. She took his paws in hers and guided them to her bra clasp. Instantly, the blue cat knew what to do. He undid her bra and took it off of her, releasing her tits. Her soft, white mounds barely had a moment's air before Happy had her right nipple in his mouth and her left nipple under his right paw.

He sucked feverishly on the nipple, swirling his tongue around her pink areola and feeling the nipple stand at attention. Had his mouth not been occupied, he'd have smiled at the sound of Carla's aroused moaning. The feeling of suction around her nipple was something that she had never felt before, and it was heavenly. It was like the nerve endings in her breasts were being brought to life. Foreplay with another was certainly different from when she played with herself.

"Ha... Ha...! Happy...!" Carla moaned, feeling the fire in her loins build. Swiftly, Happy switched to the other breast and his tongue began its assault on the left nipple. The index finger of his left paw began to swirl around the residual saliva on her right nipple. "You tease... Ah...!"

"Mmm...!" Happy moaned on her nipple. The feeling of contact with her mounds was unlike anything he had ever felt before. He had dreamt of this. If this was a dream, he didn't want to wake from it. His painfully hard cock throbbed in his shorts, begging for some action.

"H-Happy, hold on. Let me return the favor," Carla recommended as she gently pushed his head away from her boobs. Making sure he was standing at full height, she got on her knees and gripped the waistband of his red shorts before eagerly pulling them down. Though she lacked experience and reference, the shaft that stood at attention was what she assumed to be average length, give or take a half inch. What made her tingle with excitement was its girth. She was confident he could hit all the right spots all at once with her. That was for later, though.

Happy felt a shivering sensation of pleasure surge throughout his body as she kissed his tip. She giggled at his reaction and took the phallus into her mouth, bobbing her head as her tongue slid around his shaft. Happy let out a series of involuntary moans.

"Oh, Carla...! Hey, keep going... Ah... C-crap, that's good..." Happy moaned. Carla continued her blowjob. Due to her inexperience, her speed was a bit slow as she tested the waters. Happy didn't seem to mind, though. In fact, he seemed to be loving this! His moans turned her on even more and a paw subconsciously traveled to her netherlips, only to be met be a soft appendance. "Ha... You found my surprise, eh? Mmm..."

Carla soon realized that Happy managed to slip his tail into her soaked and disheveled panties and was now rubbing her moist labia. As his tail brushed against her clit and lips, she couldn't help but tremble in pleasure as she continued to blow him off. She could taste his pre on her tongue and, to the brief disappoint of both of them, stopped and pulled away from his dick.

"Aww, it felt so good! Why did you stop?" Happy asked, continuing to use his tail to caress her pussy.

"B-because," Carla stuttered from the sensations threatening to override her sentience with pure lust, "I w-want to do this..." With that, she grabbed her breasts and engulfed his saliva-soaked member with them.

"Aahh... How are you so good?" Happy moaned as she began to knead her breasts along his cock.

"They say toys are tools for learning," Carla huffed, working her boobs on his member as he continued to grind his tail along her pussy.

Happy was near helpless, caught and held captive by those beautiful, plentiful mounds of hers. And he had no problem with that whatsoever. He relished the feeling. He moaned and moaned as he placed his paws over hers, and they kneaded her fluffy, fleshy mounds over his rock-hard dick together.

Pleasure drove him to think creatively and take action. He removed his tail from her panties, causing Carla to pause. This gave Happy the opening he wanted, as his paws traveled from her boobs to her plump butt and he lifted her up before throwing her and himself onto hers and Wendy's bed.

"O-oh, I see what you want," Carla huffed as he pulled her drenched panties off with her teeth. He then got on top of her and kissed her, his length grinding against her pussy.

Parting his lips with hers, he rasped, "We can stop if you want."

"Oh, no, we're finishing what we started," Carla seductively informed him. "Happy, I love you and I want you."

"I love you, too, and you're about to have all of me," he promised, lining up his tip with her entrance before gently sliding in.

She felt his girth stretch her walls, and it hurt at first, but pleasure soon overrode that pain. This was everything she wanted, only better than she imagined. She let out a strained moan before it melted into pleasured whimpers. He had pushed himself about two thirds of his length into her before pulling out until just the tip was in the warm embrace of her nethers before pushing himself back in. His thrusting was so at first and he really took his time to appreciate her velvety walls, but he finally picked up speed once he found his rhythm. Being inside of her was a fantasy come true.

"Mmm... H-hold on... My turn," Carla groaned sensually and pushed her bodyweight upwards, now the one topping him. His white-hot rod was still buried in her vaginal canal, and she wanted to ride him like a horse. "Now you're my little pony, and I'm the cowgirl."

Happy tried to laugh, but it came out as a series of short grunts. He joked, "I guess I know what you've been looking at in your down time."

Carla said nothing and began to bounce up and down, the slick, wet friction between them causing them to groan in unison. Happy began to buck his hips in time with hers. Never before had either of them felt so alive. With their sexual union, they felt more in tune with one another than ever before, their synergy turning the room into an environment where their love and lust coexisted peacefully and passionately.

"Happy, I'm going to...!" Carla cried out as she drew dangerously close to climax. Once again, like a hunter stalking its prey in the night, Happy pounced on opportunity. He shifted his body against hers and put them back into missionary position before bucking his hips wildly against hers. Her G-spot was getting pounded by his persistent penis. She screamed in pleasure, wrapping her arms and legs around him. "Happy!"

Her climax was powerful, shaking her entire body. Her juices coated his balls and her butt with a mighty splash as her tunnel gripped him like a vice. A series of arrhythmic, wet slapping sounds filled the room as his cum-covered balls collided with her. Her contractions brought him close to the edge, making his movement much more limited but no less pleasuring. He looked her in the eye, his gaze alone telling her that he was about to cum. She gave a small nod before kissing him, squeezing herself around him as tightly as she could manage. Happy moaned into her mouth as he couldn't hold back anymore. He came inside her, sending rope after rope of hot, sticky seed into her depths. It was better than either of them could have imagined.

Even after the high of his orgasm faded out, Happy remained inside of Carla and cuddled and purred with her, the two of them lying among the love juices they left on the sheets.

"That was amazing..." Carla commented, being the first to break the silence.

"Aye... It's because we were together," Happy replied, nuzzling his face against hers. "Say, why did you ever take a chance on me?"

"Well, I guess I had no reason not to. If I had a choice, well... I'd rather be in love with you," Carla replied. "You've always been there for me, and I wouldn't want to share a time like this with anyone who wasn't as kind and loyal to me as you."

"Aw, shucks!" Happy sheepishly exclaimed, pulling her a bit closer. "You're one of a kind, Carla. And I'd rather be in love with you, too."

"I guess we both made the right choice then."

"Aye."