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When the bell finally rang for lunch, Eric was one of the first out of his seat. The ocelot ducked and weaved through the crowd until he was abruptly stopped by a paw landing solidly on his shoulder, tugging him back.

Skidding to a stop, he looked back to the stocky form of Dani - the raccoon hated being called Danielle - another of his friends. She was about two inches shorter than him but twice that wider at the shoulders, built on a sturdy body model with muscle to spare.

"Rushing off without me, huh?" she asked in her throaty alto.

Eric rolled his eyes. "Well, c'mon, then. I want to get there before the lunch line gets huge..."

"So you don't waste away?" she teased with a poke for his ribs before falling into step beside him.

The coon's shorter legs, combined with the delay, meant that Theo caught up with them before they got to the line, the otter slipping in on the other side of Dani as she barrelled her way through the crowd to clear a path.

As the trio fell into the line for lunch - worse than Eric had hoped, but better than he feared - the ocelot's stomach rumbled audibly.

Theo giggled. "Didn't get a chance for breakfast this morning, either?"

Eric shook his head. "Way too rushed..."

The otter boy giggled again, nodding, and Dani tilted her head to one side. "There something I haven't heard about, here?" she asked, looking to first one boy, then the other.

Blushing, Eric started to open his mouth, then closed it again. Dani stared at him, then turned to Theo. "You know anything 'bout this?"

He nodded. "Eric didn't sleep much last night, 'cause..." the otter began, then went silent, seeing the ocelot's blush around the girl.

Dani turned her attention back to Eric, reaching up and putting her arm around his shoulders with a thud to draw him down towards her level. "Because what, hmm?"

Eric didn't think his ears could get any redder. "I, ah.. well..." he began, gaze going between Dani's inquisitive grin and Theo's quieter curiosity. "I, uhm..." his voice dropped to an undertone, as his ears proved they could, in fact, glow brighter, as he murmured, "...had sex..."

Theo's expression turned to pure shock, and even Dani's facade of brash certainty shattered into surprise.

"You ha -" began Theo in a high squeak, before Eric hurriedly shushed him.

"Not so loud, okay?" he protested, glancing around nervously at the people who'd turned to look. "I mean.. I don't want everyone to know..."

"But you... really did.. that?" the otter asked, managing to keep his voice lower, if not his eyes any less wide.

Eric nodded, feeling as if his ears were going to burst into flame. "Yeah."

Dani grinned. "So, who's the lucky girl, huh?"

Theo nodded eagerly. "And how did you get her to...?"

Eric hesitated, looking around nervously at the other kids in the line. "I.. look, I'll tell you, but not right now. Someplace more private."

The cat looked down under Dani's glare, her curiousity sparked, and then Theo offered, "We can go to my house after school.. my dad's working late today."

The raccoon grinned fiercely, putting her other arm around Theo's shoulders and dragging the shorter otter close. "It's a plan!"

Still blushing, Eric nodded agreement. Lunch passed uneventfully, save for the occasional awkward pause as one or the other of his friends stared at the ocelot, and the afternoon classes were a blur as he tried without much success to figure out what he'd tell them.

After school, the three friends met again, chatting about their classes as they walked over to Theo's house. Once they were in the otter's room though, with the door shut behind them, all eyes were on Eric.

"So?" Dani demanded. "Spill!"

Theo just nodded his agreement, both of them watching the ocelot as he padded over to sit on the edge of Theo's bed.

"Well..." Eric began, toying nervously with the sheets as Theo sat down nearby on the bed and Dani appropriated the chair from his desk, turning it around backwards to sit on.

"You remember what.. I told you on the way in, Theo?" he asked the otter, who nodded.

"About the ocelot girl? You mean.. it wasn't just pictures?"

Blushing, Eric nodded. "I didn't mean to lie, I just.. got really nervous."

Theo began to nod understandingly, but was interrupted by Dani. "So, who was this girl, anyhow? I don't know any other ocelots in our class."

"She's not in our grade," Eric replied, then trailed off again.

"Older or younger?" prodded the raccoon expectantly.

"Younger. She's.. eleven. All slender and pretty, with dark spots along her back almost the size of my hand, and her ears just a little too big for her face," the ocelot replied, smiling warmly.

Dani nodded appreciatively, and Theo's face got a considering look. After a moment, the otter spoke up softly, asking, "So who is she, Eric? I mean..."

Eric blushed, looking downwards a moment before lifting his gaze to meet Dani's, then Theo's. "S-Sara."

"What!?" exploded Dani. "Your sister?"

Theo didn't look quite as surprised - perhaps he'd had more time to think, or a better read on his friend - but he was still left at a loss for words.

Turning his gaze back to Dani, Eric nodded again. "Yeah. I... Last night, in the middle of the night, there was that storm, right?"

His friends nodded, and Eric went on, his voice gathering strength. "So, it woke her up; and she came to bed with me. I was sort of awake, too, and then she feel back asleep, and I was just petting her."

"Just -" Dani began grumbling, but Eric shot her a glare and she quieted down.

"Okay, yeah, it didn't stay just that. I mean.. I don't know why, but she was really warm, and soft, and I could sort of smell her and it was nice. I started getting hard, and I was hugging her, so my cock sort of pressed at her belly, and I could feel her fur all around where it's bumpy and it was really nice."

It was Theo that interrupted, this time. "What do you mean, all bumpy?"

Eric paused, caught off guard by that question. "Huh? Like, at the tip? Where the skin's all..."

Theo just shook his head, confusion painted on his features.

"Look, I'll show you," said Eric, standing up for a moment to unzip his jeans and tug them down around his knees. He did likewise with his underwear, the other two watching curiously as his furry sheath was exposed, his cock halfway poking out already from the story he was telling the others.

The otter wrinkled his brow in bafflement at the pink flesh, and at the ragged concentric rings of backward-pointing barbs. "Wow.. that's pretty weird."

Eric paused. "Huh? What do you mean?"

"Well..." Theo began, and then, blushing a little, undid his own pants and wriggled them down. His sheath was longer than the feline's, and when he reached down to brush back the fur and expose the pink flesh, the cock inside was smooth and barbless, the tip more rounded.

"Huh," was Eric's response, looking between the two, and Theo nodded as he did the same. Dani grinned, unabashedly taking in the boys on display.

Theo glanced up and saw the raccoon's expression, and ducked his head abashedly, looking over to Eric instead with another curious gaze between the boy's legs.

"Well, anyway..." the ocelot continued after a few moments, not bothering to put away his cock again; it was more comfortable like this anyhow, especially as he got more aroused.

"I got turned on, against Sara like that," Eric explained, his cock repeating the process as it gradually swelled, "So I started sort of rubbing, against her fur."

Nodding, Theo found his paw straying to his own lap to rest lightly along his shaft as he found himself getting harder, poking out further from his sheath.

Dani shifted her position on the wooden chair, watching Eric as he told his story with arms folded over the back. "So, what happened?" she asked, less brusquely than usual.

"I came, in her fur like that; and I guess she wasn't as asleep as she seemed, because she woke up," Eric explained, his cock poking out proudly from his lap. "I didn't know what to do, because she was asking me what happened..."

Theo let out a soft moan as he listened and stole the occasional curious peek at Eric's lap, watching the differences as his fingers petted slowly along his own shaft, an inch or two longer than the feline's.

Eric smiled warmly, his eyes distant with memory as a glistening droplet of pre swelled at his tip. "But then she said that she.. she liked it."

"Heh... and it's pretty obvious you did, too," Dani replied, with a laugh and a nod towards Eric's erection. The ocelot looked down, and blushed for a moment, the laughed as well.

"Yeah. I really did... do. She's really pretty, and I dunno why I never noticed before," he replied, dabbing at the wet droplet with a finger and then giving his shaft a squeeze. "I just wanted her, a lot, so I asked her if she'd actually.. y'know, do it."

Leaning back in her chair, Dani gave a slow squirm, rubbing herself against the wood through her jeans. She nodded to the ocelot, watching him intently, as Theo's paw moved faster along his own dribbling shaft.

"She said yes," Eric continued, and Theo mouthed the word himself, as his paw stroked harder, squeezing at his hard cock. The otter seemed mesmerized, listening to the story, and Eric had Dani's full attention as well.

"So I pulled her on top of me - it was dark, but I could see her figure, feel her.. oh, she felt so wonderful..." the ocelot purred, picturing her here with him now, spread over the cock his fingers rubbed.

Theo shuddered, his own cock twitching in his hand, now, the pre flowing copiously as he got close. "Oh..." he murmured, echoing Eric's words again as his body quivered, close-dangling otter sac drawing up even closer to his body.

"I came again, in her," Eric explained, and Theo moaned as his cock exploded into his waiting paw, hot bursts of lutrine cum spattering thickly into his webbed grip.

As the otter squeezed around his spurting cock, Eric continued. "We fell asleep, then... but in the morning, when we woke up, she.. she asked if we could do it again."

Dani chuckled to Eric as Theo's orgasm subsided, the otter giving a final squeeze around his shaft with his fingers and leaning back against the headboard. "Well," she said, "I guess you made an impression."

Eric nodded, grinning like a fool. "I guess so. We did, and that's why I was in such a rush this morning; and I've been thinking about her all day, because..." his fingers rubbed strongly along his shaft, squeezing it as the barbs began to flex and quiver, "She's just.. pretty and warm and I just want her, so -" Eric moaned, feeling himself near, feeling his cock shudder in readiness and wanting, "- so much..." he finished, panting.

The ocelot's fingers cupped the tip of his cock, massaging at the sensitive head and the twitching barbs, and he came with hard bursts of his cum against his hand, glad for his friends and so very turned on by the thought of his little sister.