Hollyleaf quickly and quietly made her way through ThunderClan territory, her whiskers twitching as she sniffed the air for any sign of prey. She had already caught a mouse, a vole, a sparrow, and a small rabbit, but she was not yet satisfied. She needed to catch more if she planned on being the greatest warrior ThunderClan had ever seen. So she had buried her current catch and gone off in search of some more tasty woodland creatures.

It was as Hollyleaf was brushing past a bramble bush that she realized she was straying way too close to WindClan territory. Frowning, she turned and retraced her steps. She didn't like WindClan. For some reason they made her uneasy. She wasn't entirely sure why, though.

She would have pondered over this a bit more, but she was distracted when something wet dropped onto her nose. She blinked in surprise, then yelped as several more drops fell from the sky. It's starting to rain! Mousedung! I better get out of here. Abandoning her search for prey, she moved forward as quickly as possible, trying to avoid getting herself wet. She hoped that maybe this was only going to be a light drizzle, so that she could get back to camp before the rain worsened. That was not the case, unfortunately. The rainfall quickened, and in a matter of seconds had become a slow, steady downpour. Hollyleaf's black pelt was now completely soaked. She cursed under her breath. I'll go back to camp later. Right now I need to get out of this rain.

She looked around, squinting in order to see through the streaks of water pelting down towards her. Through the rain, she spied a wide hole in the ground nearby, tantalizingly offering shelter from the water. Hollyleaf didn't think twice. She rushed forward and ran inside the tunnel, not stopping until the patter of rain had all but disappeared. She slowed down her brisk pace and came to a stop, trying to catch her breath. "Thank StarClan it's dry in here," she muttered, shaking her fur. Rain droplets splattered in each direction as she did so. Once she had mostly dried herself, she sat down and stared sullenly out the tunnel entrance. "Great. Just great."

As she sat there, gloomily thinking about what wonderful luck she had, she felt a prickle down her spine. Why did she feel like someone was... watching her? That was impossible. There was no one here except her. Right? She glanced around, and was shocked to realize that she actually recognized this place. It was the tunnel where her brother had been meeting that WindClan she-cat, Heathertail, back when they had been apprentices. Hollyleaf shifted uncomfortably. She didn't like this place.

However, Hollyleaf knew from experience that it would be much drier farther into the tunnels. She definitely wasn't going to stray too close to the underground river, though, not unless she wanted a death wish. So, getting to her paws, she proceeded cautiously into the tunnels.

She eventually arrived in a small, sort of cozy cave. Hollyleaf looked around, grudgingly admitting to herself that it wasn't all that bad. She could see why Lionblaze had liked to come down here.

It was at that moment that she heard a whispering noise somewhere in front of her.

Immediately on her guard, Hollyleaf narrowed her eyes and asked out bravely, "Who's there?"

The whisper sounded again, sounding much closer than before. She turned to her left and jumped back in surprise.

Beside her was a white and ginger tom-cat, staring at her unblinkingly. His eyes were unnerving, as they were filled with more sadness than should have been possible. But that wasn't what really shocked her. His body was... see-through. Almost ghostly. Like... an apparition. Hollyleaf's fur bristled. "Get away from me," she hissed.

As she glared at the tom, his body flickered, then seemed to flesh out. Suddenly, he was no longer see-through. He looked like any other normal cat, except for the sadness in those green eyes. He looked at her and meowed, "I am Fallen Leaves."

Strange name. But Hollyleaf didn't particularly care. "That's nice. Now leave me alone."

"Alone," he echoed, his body flickering again for a brief second. "I am alone." He moved towards her. Hollyleaf stepped back uncertainly and backed into a wall. Fun. The tom continued to move towards her, breathing, "I'm so lonely. Lonely..."

He was now very close to her face. She growled at him, "I'm not here to keep you company. I just want to stay dry. If you don't go away, then I'll - " She stopped short when he leaned over and slowly drew his tongue across her cheek. Despite his strange ghostly appearance, his touch felt as real as anything else. She shuddered, wanting to tell him to stop, but finding herself unable to speak. Her mouth had gone dry.

Fallen Leaves gently pushed her down, and she fell to the ground without saying anything. She could practically hear her heart beating in her throat. She had a feeling that she knew what was going to happen. She knew she should run. This was not something that went along with the warrior code, and it wasn't right. But there was something about the way he looked at her that froze her in place. And those eyes...

With agonizing slowness, Fallen Leaves spread open her hind legs and nuzzled her pussy lips, which began to moisten at his touch. He flicked out his tongue and experimentally licked around the edges, silently drinking in her obvious heat scent and savoring the taste of her wetness. Below him, Hollyleaf let out a low moan.

Fallen Leaves suddenly plunged his tongue inside her awaiting hole, hungrily licking her walls and slurping down her juices. Hollyleaf writhed beneath him, mewling in pleasure. She had become incredibly aroused by now, and already she was swirling her hips around, attempting to position herself to where he could have better access.

The tom suddenly pulled his tongue out, licking the juices off his muzzle. Hollyleaf whimpered in disappointment. Fallen Leaves took no notice, instead glancing down to gaze at his stiff cock, which was completely erect and quivering with need. He touched it lightly. "I have been alone here for so many moons," he murmured. "With no one to keep me company, in more ways than one. But now you are here for me." He looked back at her, meeting her gaze.

Hollyleaf said nothing. She was too busy staring at his penis and trying not to salivate with desire.

Fallen Leaves must have seen this, because she stood up and meowed, "Crouch, please." Hollyleaf obeyed, getting into her best hunting crouch and shoving her rear up into the air. Her pussy was swollen with need, and she was fidgeting impatiently for him to penetrate her. Fallen Leaves took his time in clambering on top of her, and, once there, pressed his shaft against her entrance. "Ready?" he asked gently.

"Yes," she breathed, her voice coming out whisper-y and excited.

He slowly pushed his length inside her. She whimpered below him. He paused, eyeing her with concern, then continued, pulling out and pushing back in as carefully as he could. He didn't want to hurt her, not when she was being such a willing participant. It was no use, though. It was bound to hurt no matter what, especially since Hollyleaf was a virgin. She hissed as his barbs scraped along her walls, and involuntarily squeezed her muscles around his dick. Fallen Leaves gasped, pleased. "Mm..." He bent down and bit the scruff of her neck as he proceeded his slow pumping.

Before long, Hollyleaf was feeling the twinge of pleasure. "Go faster," she groaned. "Please go faster."

Fallen Leaves grunted. Her permission was all he had needed. Without further ado, he increased the speed of his humping, though he was careful to not be too rough with her, no matter how excited he was getting. Back and forth, back and forth. His dick, although not as large as what other toms might have, was still fairly thick. And it was long enough that it made Hollyleaf feel a jolt of pleasure each time Fallen Leaves hit her sweet spot. She had begun to gasp and pant, clawing at the dirt ground as her eyes clouded over in lust. "Ohhh, ahhh, more, moooreee," she moaned loudly, her groans quickly turning into screeches of excitement as he began to thrust his dick deeper inside her body. Fallen Leaves had begun to forget about his carefulness with her, and was now pushing into her with all his strength. He didn't realize it, but each hard thrust pushed her body forward, until she was soon pressed up against the rock wall. He rammed into her, grunting as he humped her against the wall.

A few minutes later, he released her scruff and yowled as he pumped his semen inside her. Hollyleaf yowled along with him as she came also, her juices spraying out onto the wall and dripping onto the ground below. Fallen Leaves pulled out of her stretched hole, his dick dripping. He quickly licked off the juices and watched it recede back into its sheath. Then he moved Hollyleaf aside and lapped at the juices that were drizzling down from the wall. He savored the taste for a moment, then straightened up and nodded to Hollyleaf, who was gasping on the ground beside him. "Thank you." He licked the top of her head, and then, just like that, his body began to fade again. And then he was gone.

Hollyleaf remained sprawled across the ground for a moment longer, still panting. Once she had recovered, she sat up, amazed by how intense that had been. She craned her head and began to clean herself of the semen, thinking, I came in here to get out of the rain and I still got wet. Figures.