Made by RandomFanfictioner13 and myself.

WARNING: Rated M.

Pairing: Skalex.

Pre-movie/Pre-tv series.

It was night in the Central Park Zoo, and all was quiet. Too quiet, in fact. That is, until, a figure was spotted wandering the zoo. It was none other than Skipper.

He'd snuck out of the HQ for some air and mostly just to think. Sleep never really came all that easy when you had paranoia. You'd turn over and think your pillow was some kind of assassin or something sent by walruses. It was a very concerning matter. The walrus credo was different. That had to be the reason. So, he decided that some air would do him good. A small perimeter check couldn't hurt either.

He didn't trust anyone. There, he said it. There was something about these larger animals that gave him some form of heebie-jeebies. Those untrustworthy scum. He'd take all of them out with his flippers! He swore on it! He was watching them!

Those giant hippies could always be planning something-even in the middle of the night! One day they'd be nice to ya. The next-WABAM! They betray ya. So he always double checked on those freaks, just to make sure they weren't getting together to plan some kind of hippie uprising. They'd do it one day. He just knew it. Could FEEL it even. In the air, he could HEAR it- wait, what was that?

He furrowed his brows. There had been something alright, and he was gonna find out what those hippies were up to one way or another!

Those freaks thought they could get away with trying to start that hippie uprising he'd just mentioned but not on HIS watch! Those hippies were so-

The noise of the uprising took him straight to that psychotic lion's pen. What a surprise that this cat was the mastermind, NOT! He knew it all along! Skipper exclaimed in his head as he climbed over the wall. This freak was so going to be- uh…freak?

The penguin was left blinking at what was in front of him.

The lion was simply lying in his bed, doing nothing! That was impossible! He had heard something come from here! He just knew it! So, jumping in, he took a look around. There had to be something there!

That freak had another thing coming if he thought he could hide something from him!

Skipper looked up, down, and all around the habitat, but he found nothing! "What are you hiding from me ya psycho?" He murmured to himself, looking at the lion. There had to be something-ANYTHING! He could feel it in his gut!

Soon he ran out of places to look. The habitat was completely clean. So with narrowed eyes he approached the sleeping lion with its back to him under the rock heater.

"I know you're planning something!" Skipper started. "But I swear, when I find out what you're up to, I'll-" He was cut off as the big cat let out a throaty moan.

The penguin looked confused but soon saw through the cats facade. "Don't you OHH me, mister! You got a lot of explaining to-" Again he was cut off by a groan.

"What the-" Skipper was generally confused by now. What was going on with the freak?

Was…was it in pain? Well he always knew one day he'd have to put the cat out of its misery, so the leader penguin raised a flipper over the lion's head, ready to bring down the mercy death blow. That is, until the cat suddenly turned over.

Skipper back flipped out of the way and took a good look at the feline, but then he wished he hadn't!

The lion was perfectly fine except for one 'little' problem. The penguin's eyes traveled down the body to between the legs, and there was the cat in all his glory. He seemed to be fully ready to-

There was another moan from the hippie, this time, accompanied with the words, "Oh, yea!" And an arched back.

Well that was new. The penguin blinked and took many steps back. Freak was right! What the heck was getting into this hippie? Or what did HE think he was getting INTO? There wasn't a partner around for this. What was the cat so turned on about? And how did you shut him off?

There were many more sounds coming from the mouth of the lion. All of them sounded so erotic, and just aroused the cat even more.

Really though? How'd you turn this thing off? The sounds just kept coming and coming, each one of a different tone and aroused pitch. The lion even twitched and bucked his hips every once in a while, the freak.

The penguin knew he had to get out of there before something even worse happened! However, he couldn't seem to look away from the mess in front o him. It was like a train wreck. You just couldn't look away. The tingling in his gut wasn't good either. He tried his best to snap out of it, but the unknown force simply kept him there. Was he…interested? ...In this? No, that was ridiculous. The lion was disgusting him right now, right? That must've been it. That's why he couldn't stop looking.

But that didn't help in explaining the tingle down below. Here had to be some reason besides the one where he's... Attracted to this deranged thing! The tingle, that persistent tingle. It was something. What was it?

The mewls coming from that muzzle were getting more frequent, and, Skipper knew that couldn't be good.

The penguin watched on, eyes wide and intrigued. The moans got louder too and the bird had to look around just to make sure no one else was hearing this. Then he turned back as another pleased mumble of words escaped the cat.

Skipper's breathing gradually got deeper and deeper as he watched on. This feeling he was getting... It felt so good... 'No' the flightless bird thought. 'This, oh boy, this is wrong!'

The leader shook his head to clear it and was forcing himself to turn to leave when these nature sounds started randomly. The ambience speaker turned on right over the lion habitat from the tall speaker.

Then Alex stirred.

'Have to get out of here!' Skipper thought. He just had the slight problem of forcing himself to move. By that time, however, Alex had already awoken and spotted him.

Alex's eyes were wide at the penguin standing in his house, a little shocked too.

"Um...Skipper?" Alex spoke first. "What are you doing here?"

"What are YOU doing here?" The penguin snapped. Who was that hippie to be questioning him in what so happened to be not his own home?

"Uh, I kind of live here!"

"Many activist wackos in Connecticut could argue that statement."

"Activist wackos in Conne-" Alex repeated in a murmur. "What?! Skipper, what are you doing in my habitat? What time is it?"

"Just having a midnight stroll. What, is there something wrong with that?"

"Well yeah, when you go around breaking into people's homes and supposedly watching them sleep it kind of falls under wrong." Alex said, sitting up and accidentally hitting his head on his ceiling again. "Agh!" Man the people needed to extend that thing. It was only when he sat up did he feel a wetness on his fur.

Skipper just stood there, feeling uncomfortable, but not showing it.

Alex looked down and was sent into immediate alarm. "Oh man! Wh-what happened while I was asleep! Oh no, this isn't good. This-This is bad!" He looked over at Skipper. "Stop looking at me!"

The lion covered himself and looked back up to find the penguin hadn't stopped looking.

"What do you even want? Can't you just leave and..." He trailed off upon closer inspection. It seemed like Skipper was now horny from just looking at the lion. "Huh…" Alex blinked, thoroughly taken aback.

They stood there, staring into each other's eyes. There was a tension between the two, but it had been blended with another feeling. The feeling of arousal and need.

"Uh…Skipper…its…it's getting really late..." Alex began, eyes darting to his bed and back.

"Um, yea, uh-huh." Skipper's eyes darted to the lion's bed and back as well.

"Why don't you...I mean, if you want…" the lion stammered, wondering how you invite a penguin into your bed.

"You mean...?" Skipper looked at the bed once again.

"Yeah…"

Without another word, Skipper pounced on Alex. The lion carried him to the bed, and Alex gently pinned the tiny bird.

The penguin was left to stare up at the large cat over him, shaking slightly.

There was a small, barely audible growl in the feline's throat, and his rough tongue was dragged over the bird's feathers.

The bird closed his eyes when the warm wet appendage lapped over him, having not suspected such but still feeling intrigued to go on.

The lion's muzzle sent puffs of his warm breath towards the penguin, and the tip of his tongue made its way down the chest and towards his opening.

The cat made him shiver in anticipation before the first swipe along his cloaca was had.

There was a sexy sounding chuckle from the cat. "Eager, are we?" And the tongue dipped back in quickly, enticing a small moan from Skipper.

While the tongue worked down below, the cat's claws trailed up und teased the bird's body.

"Nng!" The penguin exclaimed as the nails started to graze him. Skipper could feel the smile plastered on the lion's muzzle. "Y-you think this is funny?" the penguin glared and immediately after arched as the tongue purposely went faster.

"No," The lion paused in his tongue movements, making the penguin whimper out. "But you surely look cute like this."

"Watch it, lion! I can still- Huuuh, mmm!"

"Still what?" Alex asked, replacing his mouth with one of his paws.

"Still-" Skipper groaned as the paw palmed his opening. "We can go- r-right now!" the penguin threatened a fight.

"Why when you're enjoying this so much? Instead, if you wanna fight, just try and dominate."

"Y-ya think I can't?!"

Alex caught the penguin's beak between his teeth and raked under Skipper's mouth before pulling away. "I think you can try." Then, without warning, Alex oddly slammed his mouth on the same beak.

"Mmmmm!" Skipper whined as one of the fingers started to marvelously stroke against him, along with the forceful mouth on his.

Alex continued to use one of his paws to hold the bird still as one of his fingers gently prodded at his entrance.

The penguin groaned loudly and fought against the cat's hands.

"Aww, come on." The cat fake pouted. "You don't want that, now do you?

The bird wasn't really a match for the lion's strength in holding him down, which Skipper mentally cursed.

"Tell me how much you want this!" Alex whispered enthusiastically.

The penguin defiantly turned his head away from the mouth by his ear.

"So you don't want to know the way I'd feel inside of you?"

The sentence registered in his mind and Skipper turned back with his eyes wide. "Excuse me?"

"You heard me. So, ya want me or not?"

"Want you?" the penguin asked obliviously with a raised brow, looking the lion up and down. "Want you for what?"

Alex frowned. "Haven't you ever done anything like this before?"

"Like what?" Skipper's pinned armed shrugged.

"Like..." The feline didn't quite know how to word it. "Like, made love to someone? Haven't you ever had a lover?"

"That is very classified information you're trying to get your paws on." Skipper said sternly.

"Oh trust me. There's something else I'd rather have my paws on." The palming resumed along with the penguin's pleasure.

He couldn't stop the gasp from escaping his beak if he tried, and he could tell the lion was enjoy having him in this position. That sneaky hippie probably had this all planned from the beginning! Somehow! They couldn't be trusted!

"Hippie..." Skipper groaned out.

There was a tiny growl from Alex, and Skipper froze as his paw moved and was replaced by something bigger. Skipper was sure he knew what it was. The growling kept him frozen as he hesitantly looked up to the lion's face.

Instead of a face of lust of ferocity, there was an expression of kindness and caring which couldn't be more surprising. "Are you alright?"

Breathlessly the penguin nodded and started to look down between them but a paw brought his face back up.

"It'll hurt. Are you sure you want this?"

"Want what?"

"You know what? I'm just gonna start, okay? Tell me if anything." the lion positioned himself to the opening.

The commando gasped in slight pain as the head started prodding at Skipper's hole. That thing was bigger than Skipper anticipated!

"Ow! What are you trying to do!" the penguin shouted in alarm as the head tried to slip in.

"Sorry, sorry." Alex mumbled and held still, the tightness almost being too much to bear.

Skipper tried to take deep shallow breaths. What would you expect from a hippie of this size? Maybe he was trying to kill off the penguins, and he himself was the lion's first target.

However, Skipper's mind was muddled with pain once again as Alex moved a bit.

"Ah! Watch it! I knew you were a spy!"

At the cries from the penguin, the lion stopped and looked down at him. "Ah…Skipper, I'm not…a spy. What are you…" Alex groaned as he paused once again. "…talking about?"

"This was a set up! You knew this would happen the whole time!"

"Calm down, you're just in pain right now." Alex told him."And we don't need you going all psycho, waking the whole zoo. Marty and I wake them up enough already without doing this. I don't need you getting me transferred or kicked out. I kind of like it here."

"Or do you not want to get transferred because you're on a secret mission?"

"I'm not a spy!"

"Or are you?"

Alex sighed. "I'm sorry Skipper, but this isn't gonna work. You're making me do this."

"Do what? What are you-"

The lion covered the bird's beak and yanked himself out of the tiny bird, whimpering himself. However, Skipper was worse. The penguin screamed into the paw.

"I'm sorry!" Alex whispered, trying his best to sooth his tiny lover. He knew that must have hurt, but he had a feeling it would have been much worse had they gone on.

Skipper's mouth was wide as the paw was removed, so were his eyes. That hurt! "WHAT IS WRONG WITH YOU!"

"I'm sorry! It's just- I'm so big and you're so small! I didn't want to hurt you even worse! Please," There was a small stray tear starting to fall from the lion's eyes. "I'm sorry."

"Are you crying? You really are a cat, huh?"

There was a small nuzzling in the neck from the lion, who could only do that to try and show how sorry he was.

"Hey freak, what do you think you're doing?"

"Trying to make it up to you somehow." Came the muffled response.

"I don't understand you hippies." Skipper shook his head as the lion nuzzled his neck . "I wish there was something that could just make me understand for once!"

"Oh well. We can still relish this." There was another gentle lick from the lion. "Thanks for trying, Skipper. It was enough."

Skipper looked at the lion. "Really?"

"Well yeah." Alex shrugged. "There's only so much the people can do for me I guess and that's not part of the deal."

Skipper looked at the lion fondly. "Well, we can still lie together tonight."

"I think I'd actually like that." Alex half smiled as he lied back on his rock with the penguin right beside him.

"Why wouldn't you?" Skipper asked.

Alex frowned. What? Did the bird not know the answer to that one too? "Skipper, we don't usually get along all that well."

"So? Every duo has their moments. This is one of ours."

Alex nodded, looking up at his stone ceiling heater. He frowned, sitting up. "Do you really think I'm a freak?"

Two months later things returned back to normal in the Central Park Zoo and neither of the two forgot that night between them, at least that's what Alex liked to make himself believe. He and the penguins became even more distanced than before if that was even possible but in the last couple of weeks Skipper had been giving him glances every now and again.

The lion hadn't thought much into them, maybe he should have. He never would have thought he'd ever see Skipper regretful. Alex just thought the penguin was regretful of what happened and so the distance between them still stood.

It wasn't until the night of Marty's 10th birthday did Alex actually understand the looks and by then it had been too late.

"I wished, that I could go to the wild!" Marty had said.

"The wild?! Woah!" Alex had fell off his wall in shock. Was his best friend serious? Was he insane?!

Marty shook his head. "I told you it was bad luck!"

Luckily he'd been watching those penguins climb over walls for years and Alex was able to do so. "The wild? Are you nuts? That is the worst idea, I've ever heard!"

Melman choked. "It's unsanitary!"

"The penguins are going, so why can't I?" Marty argued.

The penguins were- what? A quick look in the direction of the blacked out penguin habitat had told him it was so. So that was why Skipper had looked at him that way. The penguin was reluctant on leaving him behind. With this new information the lion paused solemnly before finally saying with the utmost certainty, and Alex had found that more or less of it had really been true. "The penguins are psychotic!"