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Benny stood outside his English class, staring at the closed door.

"Ten minutes late." He thought to himself, "Teacher's not going to like this." The young rabbit sighed to himself and opened the door tentatively, bracing himself for what the teacher had to say to him. The entire class's attention turned to the teenager as he entered, his tiger of a teacher immediately locking eyes with him.

"You're late again." He said.

"Uh, yeah..." Benny muttered.

"Do you have an excuse this time?" The teacher asked.

"Not really... I just missed the bus." Benny answered, rubbing the back of his neck nervously.

"Benny I'm going to have to start giving you detention if you keep arriving late." The tiger sighed, "Take your seat." Benny was surprised. He had expected to be chewed out more. Not that he was complaining.

"Um, okay." He said as he closed the door and took his seat next to his friend; a silver-furred wolf named Jay.

"Hey." The wolf greeted him with a smirk, "Late again?"

"Eh." Benny shrugged, "The bus was early and I missed it." he sat back in his chair and pulled his English book from his bag before listening to what the teacher was saying. Being ten minutes late he barely had a clue what he was talking about, but he tried to catch up nonetheless. Although there was something else distracting him. He kept sneaking glances at Jay. Benny would never admit this to anyone for fear of what they'd say, but he had always though the wolf was pretty good looking. He was a big, silver wolf, taller than Benny with a bit of a chubby belly. Benny had often caught himself sneaking glances at the wolf whenever he could. Specifically in the locker rooms during gym class. Although, unfortunately for Benny, he had never been able to see much. Jay seemed to be pretty good at covering himself up while he was changing which meant Benny never really got a good view of what he looked like downstairs, much to his disappointment. Although, going by the package in the wolf's pants that he had checked out many times, Benny assumed he was a good size down there. Benny couldn't help checking out the wolf's crotch on a regular basis and imagining what he was packing down their underneath all those clothes...

Jay had been the focus of many of the young, chubby rabbit's fantasies over the years. Benny would often spend time during school undressing his friend with his eyes which would eventually get the rabbit hard and horny. After school was over he would immediately rush home to give his cock a good stroke, the whole time fantasising about him. Even now, as the teacher explained to his students what to write down in their books, Benny found himself trying to sneak glances at the wolf's crotch, not that he could actually see it from where he was sitting.

Benny spent the whole class absent-mindedly writing down what the teacher told them to while periodically taking the time to ogle the wolf next to him. He blushed as he started to feel increasingly turned on. That happened a lot in class. It was pretty common for Benny to spring a boner in the middle of class while he was checking the wolf out like this. Not that it ever stopped him or anything. Benny jumped in surprise when the school bell rang, signalling the end of class.

"Already?" He thought to himself, "That went by fast..."

"Okay guys, that's the bell." The teacher clapped his hands together, "Off you go, I'll see you all tomorrow." the students all stuffed their books back into their bags and started to leave.

"Uh, it's music class next, right?" Benny asked.

"Uh-huh." Jay nodded as he grabbed his bag, "I hope I don't have too much work to catch up on. I got sick and had to stay home last time we had music."

"Really?" Benny asked, "Huh, me too."

"Heh, that's a coincidence. Maybe we can help each other catch up with our work."

"Yeah, that sounds nice." With that, the two students grabbed their bags and set off for their next class.

A few minutes later the two were sitting next to each other, as they usually did, in music class, their teacher looking over some notes he had made. The fox teacher paused and spoke up.

"You two." He looked at Benny and Jay, "You were absent from class last time, weren't you?"

"Um, yessir." Benny nodded.

"Mmhm. In that case you two have some catching up to do. I had the class do some important work that day." The fox tapped his chin with his pen, thinking to himself for a moment, "I know. Why don't you to pair up for this? See, last time I had the class pair up into teams to compose a music piece using the class's keyboards."

"Okay, that sounds fun." Jay said.

"Great! All right, you two, come with me to the keyboard room. Usually I'd let you do this on your own time, but you'll need to use the school's keyboards and equipment and this is important work, so you're going to have to do it now." with that, the teacher led the two out of the class and into the keyboard room next door. The room, as the name suggests, was filled with keyboards, all hooked up to computers which were used for recording purposes.

"You two have used these before, right?" He asked, "The work's simple, just make something that sounds good using the simulated instruments on the keyboard and record it using the software on the computer. I'll leave you two to it, you know where to find me if you need help."

"Yessir" Jay nodded. With that, their fox teacher left the wolf and rabbit alone, closing the door after him.

"So, ah, how are we going to start this thing?" Jay asked, taking a seat at one of the keyboards. Benny sat next to him and pulled up the recording program on the computer.

"I dunno." Benny shrugged, "I've always just hit random keys on the thing whenever I get work like this."

"Heh, yeah, me too... So what instrument do you think we should try first?" Jay asked as he checked the list of instruments the keyboard could simulate.

"Uh, I dunno, piano?"

"That's boring! Pick something else." Jay said.

"Ah, well, guitar then?"

"Yeah, that's better." Jay nodded before pushing in the code for the simulated guitar, "So... how do we start?"

"Hm... I'm not sure..." Benny said. He scooted his chair closer to get better access to the keyboard. He blushed slightly when he accidentally rubbed his leg against Jay's.

"Dammit..." Benny thought to himself as he felt a familiar flustered feeling coming over him. Suddenly all he could focus on was the wolf's strong, chubby body and what he looked like under those clothes. He knew now wasn't the time to be getting all horny over Jay like this; they needed to focus on their work, but he couldn't help it. He kept stealing glances at Jay, his eyes working up and down the wolf's chubby body. The rabbit felt his member twitching as he did. His staring didn't go unnoticed for too long, however. A few moments later, Jay turned his attention away from the keyboard and looked at the lapine next to him.

"Are you going to keep staring at me like that or are you going to help me work on this thing?"

"Huh? Oh, uh, sorry..." Benny said, blushing and embarrassed at being caught like that.

"You keep doing that." Jay said, "I've seen you looking at me like that before. What, you think I didn't notice?"

"Wha- no, I... I just-" Benny stuttered. He was shocked to have been found out like this. He had always tried to be discrete when checking his friend out, he had no idea that Jay had been on to him the whole time.

"I keep seeing you looking at me in gym class too." Jay continued, "You keep checking me out when I'm changing clothes." Benny blushed deeply, "So, what, are you into me or something?" the rabbit hesitated and stuttered, trying to fin the right words.

"I, um, I don't... um..."

"That's it, isn't it?" Jay smirked, "You're into me!" Benny blushed and looked away, "Well? That's it, isn't it?"

"Y...yeah." Benny muttered, "Yeah..."

"I thought so." Jay chuckled, "I didn't think you were, you know, gay." Benny remained silent, "Heh, I bet you're after my cock, right?" Benny looked up in surprise, his cheeks turning bright red underneath his pale yellow fur.

"Um, I, well..." Benny stuttered. Jay stood up and gestured for Benny to do the same, which he did, feeling increasingly worried about what his friend was going to do.

"Yeah, I bet that's it." Jay smirked and reached down before groping at his own crotch, "Is this what you want?" the rabbit remained silent, trying desperately to find something to say in this situation,

"Well, if you really want my cock..." Jay smirked. Suddenly, Benny found himself flung against the wall, the wolf pinning him against it.

"Mph! What are you doing?!" Benny grunted.

"Just giving you what you want." Jay breathed. Benny felt the wolf's hands stroking his waist and rubbing against his chubby body. Benny gulped nervously. Jay stroked at Benny's thighs before moving his hands up his body and sliding them under his shirt.

"Oh!" Benny gasped as he felt the wolf's warm hands on his chubby belly. Jay stroked across his body, moving his hands further up until he came to the rabbit's nipples. He gave one of them a quick pinch and grinned as he heard the smaller male let out a surprised squeak. Without warning, Jay reached down with his other hand and squeezed the bulge in Benny's pants.

"Ah!" The rabbit let out a surprised gasp as the wolf groped at his semi-hard member through his pants.

"You enjoying this?" Jay smirked, "Heh, I bet you are. Here, I'm sure you'll really enjoy this." with that, he pulled the rabbit close and locked lips with him, shoving his tongue inside the smaller male's mouth as he kissed him.

"Mrrph!" Benny let out a surprised gasp as the wolf kissed him deeply. His cock twitched as the wolf held their bodies close together. Benny couldn't believe this was happening. The wolf he had fantasised about so many times was actually kissing him... it was way too much to believe. Jay rubbed their bodies together. The wolf could feel Benny's hardness through his pants, rubbing up against his body. Jay gave it a good squeeze.

"Pants off." He ordered.

"Huh?" Benny looked up at him.

"You heard me." Jay said impatiently, "Come on, hurry up." Benny hesitated before doing as he was told. He unbuckled his belt before undoing the button at the top of his pants and pulling them down around his ankles, revealing his hard, throbbing rabbit cock to the wolf.

"Good boy." Jay said, reaching down and taking the hard shaft in his hand. Benny let out a soft moan.

"Oh! J-Jay..."

"That feel good?" Jay asked.

"Y-yes!" Benny gasped in reply as the wolf gave his cock a tight squeeze. Jay gripped the rabbit's cock tight and worked his hand slowly up and down his throbbing shaft, listening to the soft moans and gasps he was getting from the smaller male.

"Heh, hey Benny, I have a question." Jay said, "You ever imagine yourself sucking my cock before?" Benny blushed deeply and remained silent. Jay gave his cock another squeeze when he didn't answer, "Hey, answer me!"

"Ah!" Benny gasped, "Y-yeah, I've fantasised about it before." he admitted shyly.

Heh, really?" Jay smirked, "Well in that case... why don't you get down on your knees?" Benny hesitated.

"On... my knees?" He asked.

"Yeah, you heard me." Jay growled.

"Um, I don't... I mean..." Benny rubbed the back of his neck nervously.

"Just do it." Jay ordered, "You said it yourself, you've fantasised about this before." Benny blushed and nodded his head before slowly kneeling down in front of the wolf. He looked forward at the large bulge in Jay's pants. He could clearly see the outline of Jay's now semi-hard cock pressing up against the fabric of his trousers.

"What are you waiting for?" Jay asked, "Get it out already."

"O...okay." Benny nodded and reached up. He gave the hardening bulge in the wolf's pants a feel first. Jay let out a soft, content sigh as he felt the rabbit groping and stroking at his package. Benny groped and squeezed at the wolf's package. Jay felt big down there. Benny could feel his heart beating fast and his cock throbbing hard as he imagined what he looked like under those clothes... He reached up and undid the button on Jay's pants before unzipping them, revealing the wolf's tight underwear which were straining to contain the hardening wolf cock. Benny hooked his fingers into the waistband of Jay's pants and underwear before pulling them down. Jay's semi-hard cock sprung to attention.

Jay smirked and took the base of his cock in his hand.

"Like it?" He asked. Benny just nodded in reply. It was big and thick and continued to harden in anticipation.

"You want a taste, bunny boy?" Benny blushed.

"Y-yes." He said.

"Heh, I bet you do." Jay chuckled. He pushed his throbbing wolf cock against Benny's face, rubbing his warm meat across the rabbit's cheeks, "All right, open up." he ordered. Benny hesitated. He had never done anything like this before and he feeling slightly nervous. He gulped and pushed his nervous feelings aside as he opened his mouth for the bigger, stronger wolf.

"That's it, good boy." Jay smirked, placing a hand on the back of Benny's head and pushing him towards his aching, chubby cock. Benny opened his mouth wide and let the wolf push the tip of his hard length inside his mouth. The rabbit let out a soft moan as the taste of Jay's cock filled his mouth.

"Mm, suck on it." Jay ordered as he shoved the first inch of his length inside Benny's warm mouth. Benny moaned and did as he was ordered to. He started sucking on the wolf's big, hard cock which, at this point, had grown to full length at eight inches. Benny moaned out around Jay's cock, hardly able to believe that this was happening. He had fantasised about this so many times and now, he was actually there, sucking on Jay's cock. Benny couldn't help himself and he reached down, gripping his own cock in his hand tight and stroking it.

"Mmm!" Benny moaned, sucking long and hard on the wolf's huge cock. Jay grunted and forced inch after inch of his hot, throbbing wolf cock deeper down the rabbit's throat, letting out soft, pleasured gasps as he felt him suck it.

"That's it." He breathed, "Keep going. You've got a good mouth, Benny." Jay grunted and pushed forward, shoving another inch inside Benny who let out a muffled gasp around the thick shaft. Benny groaned. He had never sucked off anyone before, let alone someone so big. He was having a tough time accommodating it, but he still tried his best to pleasure the wolf. He pushed back his gag reflex and worked his tongue over the throbbing shaft, getting an approving moan from the wolf.

"Ohh, that's it!" He moaned as he felt the rabbit's tongue licking across his throbbing cock tip. He looked down and smirked when he saw the rabbit stroking his own hard cock.

"Heh, I guess you're enjoying being my little bitch, huh?" Jay grunted and thrust forward. Benny moaned in reply. His cock was now dripping pre-cum down his shaft and onto his yellow-furred hand.

Benny reached up and took the base of Jay's cock in his hand, getting an approving grunt from the wolf who started to hump into him. The rabbit worked his hand up and down the base of Jay's cock as he let the wolf shove more of his cock down his throat. He continued to suck it long and hard as he stroked it, working his tongue of the now pre-dripping shaft and tasting the sticky stuff. He let Jay hump into his mouth and work his huge cock in and out of his mouth, a hand placed firmly on the back of the rabbit's head, holding him in place.

"Mmmrph!" Benny moaned as he found his mouth quickly filled with the bigger male's sticky pre-cum which he had no choice but to swallow. He moaned around Jay's thick shaft as the taste filled his mouth and he swallowed the stuff.

"Mph! How's the taste, slut?" Jay moaned, "You like it?"

"Mm!" Benny moaned in reply as he continued to work over the hard member. Jay placed both hands firmly on the rabbit's head and worked his throbbing cock in and out of his mouth at an increasing speed. Benny could feel his thrusts getting faster and harder and braced himself for the face-fucking he was about to get.

Jay grunted as he started to ram his pre-dripping cock in and out of the rabbit's mouth, gasping and moaning in pleasure as he felt his bitch sucking hard on his shaft.

"Ohh, that's good!" Jay gasped, "Your mouth feels so good on my cock you little slut!"

"Mmrrph!" Benny moaned, sucking obediently on Jay's shaft. He worked his tongue over the sensitive cock head, eliciting a soft gasp from the wolf. The bigger male shivered as the blow job he was getting from the rabbit sent waves of pleasure through his body. Within seconds he had started face-fucking him, holding the back of his head tight and ruthlessly shoving his big, thick cock down his throat with every powerful thrust of his hips. Jay tensed up and clenched his teeth. He felt himself drawing close to orgasm and he knew he wouldn't be able to last much longer.

"Mph! I'm getting close, slut!" Jay moaned, "I want you to swallow it. You hear me?"

"Mmmph!" Benny groaned. Jay smirked.

"Good boy." He grunted as he continued to wildly face fuck the rabbit. He felt his climax approaching and tensed up, moaning and groaning loudly. He thrust deep down Benny's throat which got a loud, muffled moan from the rabbit. Jay's cock throbbed and twitched as he shot the first rope of warm, thick wolf cum inside Benny's mouth. The taste of the salty stuff filled the rabbit's mouth as he swallowed it, groaning out around Jay's length as he shot load after load of his cum inside him. Jay moaned out, shooting several ropes of cum inside Benny before pulling out and gripping his cock in his hand. He stroked it furiously, thrusting his hips forward and shooting his load across the rabbit's face, covering his fur in the stuff. Benny gasped for breath, his mouth now free of the huge wolf cock. Jay kept stroking his cock, panting and moaning as his orgasm slowly subsided. He looked down at the cum covered rabbit and grinned.

"You look good covered in my cum like that." He smirked. Benny blushed deeply, "Stand up. I'm not finished yet." the smaller male looked up at him curiously before doing as he was told.

"All right. Put your hands on the wall and stick your ass out." Jay ordered. Benny did so obediently. Jay approached the rabbit from behind and placed a strong hand on his plump, chubby ass.

"Oh!" Benny squeaked as the wolf gave his rump a good squeeze.

"Mm, nice ass." Jay breathed, "I'm going to have some fun with this." with that, he positioned himself behind Benny, his still hard cock pointed at his tight hole. Benny gasped when he felt the warm, cum-dripping cock head prodding and rubbing against his taint.

"This what you want, bitch?" Jay breathed. Benny moaned. He couldn't believe this was happening... the wolf he had fantasised about, about to stick his cock in his ass... Benny wanted it so bad.

"Yes!" He moaned, "Jay, I want your cock so bad!" Jay smirked as he heard the rabbit begging for it. He slowly pressed his hard cock against Benny's hole.

"How bad?" He asked.

"Oh, J-Jay! I want you to fuck me so bad!" Benny pushed backwards, desperate to feel that huge wolf cock inside his ass. Jay gripped the sides of Benny's ass tight and pulled him close, pressing the tip of his cock against the rabbit's ass.

"Mm, keep begging for it Benny, it really turns me on." Jay breathed, shoving the tip of his cock inside the smaller male's hole.

"Ah!" Benny gasped and tensed up as he felt his hole stretching around the fat length, "Oh, m-more! Please!"

"How much of it do you want, slut?" Jay smirked.

"All of it! I want all of your cock inside me!" Benny pushed back, moaning submissively as the wolf pushed another two inches of his throbbing cock deep inside him.

"That's it. You're my dirty little slut, aren't you?"

"Nghh! Y-yes!" Benny moaned, "Oh, Jay, your cock's so big!" Jay smirked and gripped the rabbit's ass firmly before thrusting forward, burying his cock deep inside Benny's tight passage.

"Ahh!" Benny cried out as his ass was suddenly stretched around the length! "Oh! Oh Jay!" he gasped and moaned as the wolf started to slide his cock in and out of his ass, fucking him steadily.

"H-harder, please!" Benny begged.

"Heh, you want it harder, bunny boy?"

"Yes! Please! Fuck me hard, Jay!" Benny moaned and pushed backwards, letting the wolf fill him with his cock. Jay started to thrust into the rabbit's ass harder, moaning and grunting as he enjoyed the warmth and tightness of his virgin hole. Benny's own cock was still throbbing hard and freely dripping pre-cum. The rabbit reached down and gripped it in his hand and started stroking it. He worked his hand up and down the shaft furiously and let out high pitched moans as the bigger, stronger male fucked his ass hard. Every other thrust of the wolf's hips had his cock slamming against Benny's g-spot and sent waves of pleasure through him which made him shiver.

"Mm, your ass is so tight, Benny!" Jay groaned as he rammed his hard cock in and out of the rabbit's ass.

Benny kept stroking at his cock. He could feel himself getting close and let out a soft moan.

"J-Jay, I'm going to..." He moaned out.

"Heh, you getting close, slut?" Jay asked, thrusting deep.

"Yes!" Benny gasped, the fur of his hand now covered in his warm pre.

"Good. I want you to cum for me, bitch." Jay growled softly. Benny gripped his cock tight, stroking it furiously as he felt his climax approaching. Moments later, he let out a loud cry of pleasure as his cock twitched, shooting a hot load of thick rabbit cum across the wall he was leaning against.

"Oh! Oh, Jay!" Benny cried out, shooting several hot ropes of cum from his hard, throbbing cock. Jay felt Benny's ass clench around his thick cock and let out a soft groan. He could feel the rabbit's ass pushing him towards his orgasm. He pulled the rabbit closer to him and thrust deep, burying his entire cock deep inside his body, his cock throbbing and dripping pre-cum inside him.

"Mm, I'm getting close!" Jay grunted. Benny just moaned in reply and pushed back, eager to feel the wolf filling him with his cum.

He didn't have to wait long. A few moments later Jay was thrusting wildly into Benny's ass and fucking him hard until he finally passed the point of no return and thrust in deep, his cock twitching and shooting his thick load inside Benny's ass.

"Ohh! Oh, Jay, that's so good!" Benny gasped out. He could feel the wolf's thick seed filling his body as Jay came, still humping into him as he blew his load.

"Unf! Nggh! Damn, Benny, your ass feels so good!" He grunted, shooting a couple more ropes of cum inside the rabbit before exhausting himself. He stayed himself him for a moment, enjoying the feeling of Benny's ass around his cock before slowly pulling out, his cum dripping from the rabbit's ass. Benny turned around to face his friend and collapsed against the wall, exhausted and panting for breath.

"J...Jay..." He gasped, looking up at the wolf who looked back at him, a wide grin on his face, "That was... so good!"

"Heh, yeah."Jay chuckled, looking at the cum-covered lapine, "You need to clean yourself up."

"Um, yeah, but... I don't have anything to clean myself with." Benny answered. Jay thought to himself for a moment before an idea popped into his head.

"Use your underwear." He said.

"Huh? But... But then my underwear'll be covered in cum."

"So? You can go commando for the rest of the day, can't you?" Jay smirked. Benny blushed deeply.

"I, um... I guess..." Benny took a second to pull off his underwear and wipe the cum from his face, as well as the cum that was dripping from his ass. Having cleaned himself up, Benny pulled his pants back on, shivering slightly as the cool fabric of his pants pressed up against his naked sheath. Jay pulled his own pants back on as Benny stuffed his cum-covered underwear into his bag.

"You know, this isn't the last time we'll be doing this." Jay smirked as the two sat down to continue the work they had been sent there to do. Benny looked at him curiously, "Whenever I get horny, I expect you to be between my legs sucking on my cock, got it?"

"Y-yes." Benny nodded and blushed deeply.

"Good boy." Jay chuckled, "I have to say, you've got a really nice, tight ass, Benny." Benny blushed again.

"Ah, t-thanks." He said. With that, the two returned to work. Benny had to wonder when Jay would want to use his ass next. Being fucked by the bigger, stronger wolf felt so good and he was already looking forward to the next time he could feel that big, thick wolf cock pounding away at his ass.