My first ever TMNT fanfiction! Contains adult themes, so if you don't like that sort of stuff, don't read. Let me knwo your thoughts!

When Karai first asked if she could accompany him on a trip to visit Usagi, Leo hadn't been entirely sure of her intentions. Sure, he'd told his lover on numerous occasions about the fearless ronin with whom he had shared many an adventure – both in battle, and in bed – yet she had never exhibited too much interest. That was, until he said he would be visiting again. A few days before he was due to leave, Leo had turned around and accused Karai of being jealous that he would be taking another lover while away from her, but to his surprise, she merely threw back her head and laughed.

""God, Leo. You think you're so special!" She mocked, "No, no, no. Let me put it to you this way," her hand began running down his body, aiming towards the tail she could harden with a single touch. "Imagine three brutal warriors, all that muscle, all that skill and stamina… Imagine it merged together in union." The words faded away to a seductive whisper as her lips met Leo's, their tongues entwining in a desperate tango. The turtle's mind threw up images of Usagi's muscular torso, the way his silky fur barely concealed the powerful body beneath, the way he had – on numerous occasions – called out Leonardo's name as their hips ground together causing their organs to explode simultaneously in a meeting of fur and scale, leaving both breathless. But then the image merged into Karai, her pale skin glinting with sweat as her full breasts heaved with each erotic shiver that passed through her, the way her limbs were coiled with firm muscle beneath the nearly flawless skin. Such a mingling of images made Leo's organ hard before Karai could even begin her magic and the pressure building up suddenly in his nether region was almost unbearable. With animalistic desperation he pulled his mouth away from Karai's and spun her so she dropped to her knees before him, the sight of her beneath him only increasing his hunger. With frenzied movements the turtle all but ripped off his lover's clothes, almost tearing the tight black fabric as he removed it from her beautiful body. For a brief moment he enjoyed the sculpted rear before him yet the moment was soon over. With a grunt, he cupped her toned buttocks and entered her moist caverns. As he plunged and bucked, all he could think about was holding this woman while he himself was embraced by Usagi. So pleasurable was this fantasy that he came much faster than normal, bringing a low moan to Karai's lips.

Much later, once their energies had been deflated and they lay tangled together, their bodies covered in sweat and one another's juices, Leonardo finally agreed to bring Karai along with him. His consent brought a smug grin to Karai's sharp features, the mocking sense of victory clear for all to read. But Leo was a turtle of honour, so when his sensei set up the portal to Usagi's dimension, Karai was at his side, ready to travel as well.

And now here they all were, huddled in a small cave as a storm raged on outside with only the light of their campfire to illuminate their bodies. As he watched silently, Leo noticed Usagi suppress a slight shiver and casting a glance to his right he saw Karai nod. She'd noticed too. It was time to make his move.

Standing, Leo began to drop his gear to the floor as he made his way before his friend. Usagi's eyes contained a barely suppressed hunger, yet there was confusion as well. He raised a questioning eyebrow while the turtle just smiled. His hands found the knot of Usagi's obi and began to pull it apart.

"Leonardo-san. You're partner…" The samurai began but he was silenced with a deep kiss, the soft fuzz around his lips brushing against Leo's scales, sending a shiver through him.
"She would like to join us as well…" Was his reply as he seductively pulled away his tongue, leaving a thin trail of saliva on his friend's lip. With a hesitant nod, Usagi followed suit, his hands beginning to roam the turtle's body – a form he had yearned for so many nights and had been so long without. His fingers traced the tender skin which joined skin to shell making the turtle tense and let out a soft moan. As the fingers traced lower, the turtle arched his back in pleasure, a throaty churr escaping his throat while between his legs, his organ threatened to break free at any moment, yet as the deft fingers reached his slit they paused. Leo opened his eyes to find Karai – now free of her own gear – beside the two males. Giving Leo a wicked smirk she climbed between them, her exposed breasts level with the samurai's face. She leant forth, teasing Leo with that perfect backside. He swallowed thickly. Karai's voice dropped low, and the turtle noticed a faint blush creep between the fur covering Usagi's cheeks despite the clear hunger in his eyes.

"Go on samurai, see if you can tame this ninja…" Inclining his head slightly, Usagi's lips slipped upwards.

"It would be my pleasure, Karai-san."

Unable to wait anymore, Leo's fingers entered between her thighs, forcing her legs apart and lowering her to the ground so he could place his head between them, immersing himself in her heat. Meanwhile Usagi began to get acquainted with the woman's upper body, drawing her to his fur, feeling the heavy breasts rub against his fur, enjoying the silky smoothness of her skin. Suddenly Karai let out a gasp as Leo's tongue began to tease her openings, a wetness building between her legs from both his tongue and her own juices. The sound threw the samurai into motion. One hand cupped one full breast, toying the nipple between finger tips while his other drew her face to his own, forcing their mouths together. The sensation of human skin was new yet invigorating. There was no static of another's fur against his own, nor was there the pleasing sensation of scales but rather a smoothness no creature from his universe could offer him. She gasped against him again and he deepened his hold on her, squeezing her plump offerings as his own member rose its head in pleasure. Pulling back he moved his mouth down her chin, across her frail looking collar bones and towards the other breast, a trail of bite marks and saliva marking his path until he found the nipple. Pinching one with his hand, the other was offered his mouth and he bit and sucked the fleshy goodness. The woman's hand made an attempt to pull him closer, yet the samurai wanted control. He bit harder, causing Karai to let out a cry before withdrawing. He pulled her face down so she was on all fours with Leo entering her from behind while Usagi rested in front, his enlarged organ almost touching her lips. She smiled and obeyed the silent command, her tongue dancing along the length of the fur covered member causing a shudder through his entire body. His fingers found her hair and grasped her, pulling her closer and forcing her to take him in her mouth as he began to buck, bringing himself deeper into her. The quick teasing caresses became more frantic, the pace quickening as all three neared their orgasms. Their bodies became one, a tangle of flesh as their moans rose in the dark night skies. It was impossible to tell who came first for three cries echoed around the cave, Usagi throwing back his head as he came in Karai's mouth while in turn she orgasmed as Leo's fingers found her soft spot. Leo's own organ took care of itself unattended, yet he was too deep in his lover's body to even notice – something Usagi found a shame.

As the three parted and lay together in the bask of the afterglow, Usagi's hand found Leonardo's limp member and rolled on top of him, hardening the organ once again with a few quick grinds of the hips.

"I never had the chance to thank you properly, Leonardo." His voice was husky and the two shared a passionate kiss, their tongues entwining. A moment later Karai appeared beside them and she took Leo's mouth from Usagi. Taking the hint, the samurai turned Leo over so he could enter him from behind, allowing the turtle's arms free to grasp Karai's breasts just as he had done. He began by taunting his friend, running his member around the edges of Leo's openings brining a symphony of churrs before he entered suddenly causing a cry as the turtle's insides were stretched to fit the enlarged organ. Once satisfied, Usagi began to thrust against the rear, panting with exertion yet filled with an additive shiver of please with each moan.

On the other hand, as Leo was rocking with the rabbit's movements, he was also focused on the beautiful body before him. Karai had wrapped her legs around his shoulders so his face was pressed between her breasts, and her own fingers were toying with his organ. With each thrust from Usagi, Leo grasped at Karai while her hand jerked at his member, so that all three were moving to the same rhythm and Leo found himself looking back at his vision which had convinced him to bring Karai along. All had gone to plan, he was pressed between the two most honourable beings he knew and the sensation was unlike anything any one person could make him feel. Another churr escaped his throat as Usagi came once more, his semen trickling down Leo's thighs in a warm stream as he exploded moments later onto Karai's pale skin. As they removed themselves from one another they shared a look. A look of hunger and pleasure.

"So…" Leo gasped as he lay back against Usagi, pressing their bodies together as Karai lay his other side, "Shall we postpone our little pilgrimage across your homeland?" He grinned at Usagi and was pleased to see the same cheeky grin on the rabbit's defined features.

"Well the storm does not sound like it shall be ending any time soon." He agreed. Beside Leo, Karai laughed softly as she curled closer to Leo's side, her breasts warm against his plastron.

"Dorks." She teased, yet she did not argue. The coming days would be filled with their moans and cries, various positions and the continuing quest for the ultimate pleasure until the sun rose of the final day of their vacation.

No one ever learnt of what had transpired that week, yet to everyone's surprise from that day on Karai would always follow Leo to Usagi's dimension and the two would return seeming much happier and more at ease with one another. Whatever was going on, it was good for both of them so no one ever complained, not even when they could swear they smelt three scents mixed together… One human, one rabbit and one turtle, forever bonded by honour no one else could understand...