Sorry for the late update, my wonderful followers and such, but i had a few obligations and stuff to take care of, to which I am still working through but i wasnt going to leave you guys and gals hanging for too long.

Plot is moving along again, though i didnt pass up the chance for fluff, so enjoy that.

Edit: Another thing! I have just received a completed commission for the cover art to this story! Created by the brilliantly talented Red Velvet Panda. all credit to her and no one else. She did an amazing job with the character design and outfits. I love it so much and I'm sure you will too.

Read, enjoy, review, fav, follow, and grab that strange snack. Mine is jelly covered Reese's cups. wanted to see if it's anything like a PB & J sandwich... candy form!


"Ewe-topia?" Meeko repeated in slight skepticism.

"Yep," Honey chirped back.

"Why would we leave when we can be safe here?" Akela inquired, with a raised paw.

Kiara cleared her throat, drawing the attention of all in audience.

"I believe I can answer that concern," she started with a reassuring glance from Kovu. "Our city may be diminished in populace but in the amount of mammals Honey here has been telling me, we would be overpopulated within months if an exodus happened that brought mammals here."

"Couldn't the city expand?" the old wolf followed up. He meant no ill will with his line of questioning, but was curious all the same.

"As you can probably see," Kovu cut in, "our city is positioned in a wondrously protected place, but it is limited in its capacity for expansion. And trying to expand the caves through construction might cause a collapse. It's how we lost one of the furthest districts nearly a hundred years ago."

"Alright," Akela relented, nodding politely. "I see your point." He then turned to Honey. "So then, how will we make it there with all the mammals we have now? We're not exactly fit for travel under the mammal hunt that's going on. It's only a matter of time until an army dares to venture the forests here to look for us."

"Actually, our two lion patriarchs here have agreed to let anyone here, that wants to, stay here for the time being, as long as we don't go sending more their way," Honey explained. "As they said, they can only handle so much. Meanwhile, we and whoever wishes to, provided they are strong enough to, may come with us and help establish a line of communication to Ewe-topia. Mammals from everywhere will hopefully follow and we can take refuge there."

"Who will come with us?" Gazelle asked in her soft tone.

"With Kovu and Kiara's permission, I will have Bogo make an announcement to that effect later," the badger pointed out. "They feel that their own populace should get a choice in that matter as well."

Bogo looked surprised, Nicholas noted, apparently having not been told of his role.

"Why can't you do it?" he grumbled out slowly. Honey turned and placed a paw on her hip, giving him a sassy look.

"Do you think my tone of voice is the best to set the scene for all of that?" she snarked. "No, you're far better a choice than I in that regard." The buffalo seemed to accept that but still groaned slightly at the prospect.

Nicholas and Judith felt fairly unnecessary to the proceedings going on. They merely sat back and let it all unfold. The fox understood where this was going though, leaning down to whisper to his bunny.

"We're likely going to try and keep the group small and quick to move," he said softly into the rabbit's perked ears. She nodded in understanding and turned.

"You know I don't need you to simplify everything for me, right?" Judith remarked with a raised brow and thin smile. The tod shrugged.

"Sorry, you just seem so lost in some of these conversations," the fox reasoned to her. "Figured I would lend a paw to helping you understand."

"I'm not practiced in the ways of the world, but I'm a quick learner," the doe replied swiftly.

"If you two are done over there…" Honey interjected, her arms crossed and foot tapping the ground as both fox and bunny grinned nervously, "we would like to include you two in this discussion."

"Of course," Nicholas politely replied to his mother. "What do you need from us?"

"Furstly," the fox's mother started, "we need you to meat with a few of the locals and see who would be willing to lend us some provisions for travel. We have coin to pay them, but some would prefer trade of goods rather than coin. Get a good idea what would be best and what we can work with."

"Why us?" the grey doe piped up. "I have no objections honestly… but I don't see how we're fit for that role?" Honey tapped her chin in thought and raised a digit to point at Judith.

"You are quite likable and honest, so mammals would be willing to talk to you easily. And him…" she pointed her son, "well… he won't let you get swindled."

Nicholas looked rather taken aback and hurt for a moment before sighing and waving Honey off with a smile.

"You sure know how to butter me up, don't you, Mother?" the fox tod spoke with all due class and sass. The badger rolled her eyes.

"If only you were as sweet at Judith there," she commented in mock lamentation. The red tod's face turned sour as the rest of the room laughed at him.

0000000

Despite having a plethora of confidence in themselves, neither Nicholas nor Judith had much of an idea how they were going to go about their task.

Both were too tired to think about it and headed to their own assigned living quarters for the night. Each were given a scrap of parchment with directions to their temporary living quarters. Nicholas became suspicious though, as his directions appeared to mimic Judith's. He tried to peek over at his mate's parchment, but she had the worst timing with her ears or head blocking the way every time he tried.

The tod pretty much gave up and went with the expectation that they had neighboring rooms.

He was slightly surprised, but none so much, as the duo ended up looking at the same door in a small complex for smaller mammals.

"We get to be roomies again?" the grey bunny chirped excitedly, her previous fatigue lightened a small amount.

"I suppose we do," confirmed the fox.

Judith opened the door, making the red fox's ears pin back a bit as he saw the inside of the room.

It wasn't badly decorated or terribly worn. In fact, it was quite the cozy, but still somewhat spacious, living quarters…

…with one bed.

"It looks so comfy," the rabbit remarked, flopping forward and splaying her arms out like she was making a snow angel, face down in the sheets. She then turned over on her side and stared back at the tod, still frozen in the doorway.

"Aren't you coming?" she goaded him with a welcoming wave. He hurried inside the door, closing it and turning to see the darkened room feeling that much more stifling. Judith's violet eyes were almost glowing in the dim lighting that leaked in from the cave crystals outside. The red fox gulped, looking around.

"I'll… uh… I'll sleep over here," Nicholas stuttered, grabbing a spare blanket and heading for the chair in the corner of the room. A paw gripped his wrist, pulling him back. He could easily break the grip and continue onwards, but the action surprised him into tensely stilling himself.

"Why?" came a question that sounded almost pleading from the young bunny. Nicholas turned to give her many reasons why he shouldn't…

They were all forgotten when he saw the trembling nose and lip of Judith. Her posture on the bed, with her knees together and ears heavily drooped behind her head. Her eyes were inquisitive and thoughtful, pleading him to not turn away from her.

His eyes almost unwillingly locked onto hers as his jaw tried to work itself into speech. Words failed him and the fox's tail flicked in a combination of irritation at himself and happiness at the display of need the doe showed in favor of his presence. The tod lamented to himself that he wished the Veri-tea was still working its magic in his system. He felt he needed the boost to be brave enough to play right into her paws, but he was fearful.

Pulling away after nearly a minute of being still, the red fox tod walked over to the chair and sat down, covering himself in the blanket he took for himself.

His eyes flicked over to Judith, looking rather despondent and disappointed. It nearly broke his heart, but despite everything they had been through, everything they had divulged to each other, he didn't trust himself as much as she did. In the past, he had killed mammals. He sometimes swindled money for his next meal when traveling with no coin to his name. He would be no good to her if he was the cause of future conflict because of the difference in their species. Sure, Lord Hopps accepted defeat back at his estate, but Nicholas knew he hadn't quelled the furious rage at stealing his daughter. He said what he had to in order to keep the rest of his family from massacre.

Acceptance had been a lucky thing to come by so far, especially for Heather and Rose, both being of the female persuasion and different species. In traditional provinces, they might be stoned in the streets and never given a second thought. Even those in the refugee group they travelled with had glares and mumblings to throw his and Judith's direction, but it was tempered by relief at being free and escaping from oppressive states.

Snapping himself out of his reverie, Nicholas tried to focus on sleep, only to be interrupted by a grey doe climbing her way up his legs underneath the blanket. She slunk up, much like he once saw an otter when hugging, and curled up under his chin to place a kiss in the nook under his jaw. It sent a shiver through his body as he let out a sigh and attempted to regain some semblance of mental clarity.

"Why?" the doe repeated her question from before, much more gently and with a determination to it that made him tense to answer.

"I'm… worried about you," the tod divulged.

"Okay…" Judith hummed in response against his chest. "How?"

"I don't trust myself with you…" Nicholas stated slowly and softly. "And I don't want to get you hurt just because I'm with you."

"Because you're a predator?" she asked kindly. "Didn't we already go over this?" the fox nodded tentatively.

"But when I see the stares and hateful intent towards me, I fear for you when others will see that you are 'with' me as my mate. You will be treated like some heretic to an imagined crime that they believe is some unspoken natural law of the world… and I…" his voice was rising now, growing in volume and slight desperation…

The grey bunny doe pulled his snout down to silence him with a kiss, lowering herself into his lap and raking a paw down the back of his neck. The fur on his neck and tail fluffed up in response as a tingling chill pleasantly worked its way up his spine. He tried to pull back to speak again, but the little bunny doe yanked his muzzle back to her.

She began licking his nose in a feverish rush, letting out little squeaks as she caught her breath time and again. Her paws made their way under the hem of his tunic, feeling his belly and chest fur as her claws dragged upward slowly.

By sheer instinct, his tail played the traitor and curled around to encompass the grey bunny. She giggled slightly and smiled as she broke her close contact to gaze deeply into his eyes.

"I… sorry," he mumbled. "My fear got the better of me."

"And now?" Judith asked, leaning in again to kiss under his muzzle, alternating between pecks and little licks.

"I think you're getting the better of me…" Nicholas whispered to her.

The red fox was unsure what was going on before, but now he was sure…

She was grooming him. A pleasant bubbling feeling surged forth from within and warmed him from the inside out. Grooming was a bit of a strange custom and usually frowned upon by the more high-class populace. Mainly because it felt to many like a throwback to the primitive tendencies of old. While those not of a high-class standing weren't overly opposed to it, the overwhelming stigma of being shamed against it was there from various angles in many cultures.

Nicholas was taught differently though. He was taught that to let instinct such as that take hold and to release the restraints pertaining to that around a mammal one loves… is to show them that a mammal truly loves them. While he didn't believe the cliched line was ingrained into all, the tod was swept away knowing that Judith wasn't any mammal and was willing to make this display for him.

He closed his mouth and his eyes, feeling her claws dig in to his fur, combing through it and sending tingles cascading over him. At furst, he imagined he would have to fight some rising sense of arousal at her actions, but they were so devoid of any ulterior motives, that both his mind and body found no recourse to betray that intention with impure thoughts.

Judith propped herself on her knees as she tilted her mate's muzzle up, nuzzling and nipping at the fur where his jaw met his neck. Her stubby claws trailed the lean musculature of his upper arms and shoulders, as she roped the other paw around the back of his neck.

Her head brushed by his as the grey bunny doe found an ear and gently nestled her nose into the base of it, giving timid licks and nips at the edges. Nicholas did his best to keep his ears from reflexively flicking at the slightly ticklish feeling he got, but the overwhelming sense of affection he felt at his mate's actions helped him quell the recurring urge.

"You are… amazing…" Nicholas squeezed out in a low growl. The doe hugged him tighter and giggled nervously.

"I've never done that before," Judith admitted rather timidly. "I barely know what I'm doing."

"Then I would be a goner if you actually did," the tod snarked back softly. His mate let out a short laugh.

"Can you… return the favor?" the grey bunny asked tentatively, her paws gripping him ever so slightly more than before as she awaited his answer.

He said nothing, but instead let his claws unsheathe and drag them over the back of his rabbit's head and down her neck, to trace a claw in circles in the divot above the doe's collar bone. Her shuddering purr and thumping foot definitely denoted a sense of innocent pleasure from the ministrations.

Opening his maw, Nicholas gently closed his teeth around an errant ear, a gasp escaping the doe as his teeth raked and dragged up and down the ear. The fox let his paws migrate down to her hips, where he dug his claws in slightly, scratching and kneading her soft, pliant flesh, feeling her full thighs and letting her press against him. She was purring and cooing softly in his ear as her own were played with.

Nicholas continued to rake his claws over many parts of her, doing similar combing motions as she had done to him. He had to be more careful though, being that his claws were somewhat more pronounced than a rabbit's short and stubby claws.

It wasn't long before…

"You pretty much became a bunny puddle, huh?" the red fox tod mentioned in passing, to which Judith nuzzled against him and nodded.

"Now come to bed and stop your worrying," the bubbly sounding grey doe ordered, tugging her paws at his chest and pulling the fabric of his tunic.

"Fine, you win," the tod fake grumbled, "but be warned, I'm a cuddler." The rabbit turned to give him a raised eyebrow stare.

"Do I look like I'm complaining?" she sassed. "And are you speaking from experience?"

"Fair point, and no, more like my sleeping habits when I have a pillow," Nicholas answered.

The fox hesitated as Judith crawled into bed, but was quickly overridden in his decision making by the pull of a rabbit paw on his collar. Stumbling into bed, Judith quickly latched onto him, keeping him from running away from her. Her legs wrapped around his waist and arms encircled his chest, head buried into the tuft of cream colored fur that peeked from the V of his tunic.

He could feel her slow and deliberate breaths, obviously being so that she could take in his scent. It made him want to do the same as he tilted his head down to dig his nose into the crook of his mate's neck and breathe deeply. Nicholas's tail wrapped around them both, pressing up against Judith's back and rump.

Neither cared to actually pull the covers over themselves as the warmth they felt pass between each other was like nothing they ever felt before. To slip into the realm of sleep, cradled in the arms of the one you love, tis the sweetest of all nectars one would taste in a lifetime.

0000000

Blinking slowly, Nicholas awoke, feeling rather dazed but wholly refreshed.

He wasn't sure how long he had slept, with the time gone by down in a cavernous city being difficult to pin down, but the fox was at least sure it was probably the best sleep he ever had.

Looking down at the bundle of fluff that shifted from wrapping around him, to becoming curled up against him, the tod placed a small nuzzling nose kiss upon his mate's silky soft head.

Instead of waking, like the red fox had hoped to gently do, Judith instead stirred a bit and nestled herself in further against his chest and legs. She also let out a light groaning moan, quite effectively signifying her distaste in getting up.

"It's time to…" the fox tod began…

"Wakey, Wakey!" came his mother's voice with a loud rap on the door of their quarters.

"What do you want?!" Judith yelled, perking up immediately, as if she were awake since the red fox's first attempt at doing so.

"Oh, my… feisty this morning, are we?" came the sweet and sour reply. "I have some news and we need to get a move on as soon as possible."

"What's the word?" Nicholas interjected. "Need us to move along with the provisional procurement?"

"No," the badger replied bluntly through the door. "A trade convoy was let in and brought word that scouting forces are probing the forest for our group. They know to look for Upendi by name. Soooo, if they by chance find this place, then it'll be 'goodbye new checkpoint'."

The fox groaned, releasing the rabbit, to which she whimpered at the loss of contact, and padded to the door to pull it open a little forcefully.

"Thanks for at least respecting that the door doesn't have any locks by not opening it yourself," the son respectfully sassed.

"I'm not interested in seeing my kit tied up with a bunny," Honey remarked, putting her paws up. Nicholas looked back to Judith with horror and a blush in his ears, noting that the bunny didn't get his mother's very crude humor.

"Mother!" he exclaimed. "It was nothing like that! Just tell us what you need." The tod's paw ended up on his muzzle, dragging down in exasperation, making the badger chuckle.

"I need you two to get up, get ready, and prepare to move," Honey spoke with a mildly demanding tone to her voice. "I don't want scouts thinking they can get in here and bringing a whole army here. They just want us… so, we'll take our group and lead them away, then lose them as soon as we can."

"What about talking to the populace here about coming with?" Judith inquired, slipping gracefully off the bed and walking with her haunches raised over to stand next to her mate, grasping his arm.

The fox tod had to both wonder and stare in wonder at how great that made her legs look. He suddenly felt the reason why only her hind paw toes touched the floor. It was a stone floor that was pretty cold.

"You two already missed that earlier," the badger spoke. "It's not so late in the morning but enough of the city was awake to get a good feel about who wants to leave, stay, or is willing to support our journey with supplies. From our recruitment, we now have 28 mammals total coming with. A balanced team, if I do say so myself."

"Just… let us clean up and we'll be right out. Okay?" Nicholas requested, his mother nodding curtly, turning away to pad off. Before she was out of earshot, she near shouted down the hallway…

"Try to wait a while before giving me grandkits… I'd like to feel young for a bit longer if you don't mind."

"Mother!" the tod whined in embarrassment, slamming the door shut and turning to see his mate still hanging off an arm, blushing and nuzzling him slightly. "Sorry about her… strange sense of humor…"

"it's no big deal," Judith said, writing it off. "Now, let's get ready."

0000000

It wasn't too long, probably less than an hour, before the duo was fully prepared and dressed in their light armor.

They had sprinted along the roads and alleyways of Upendi to find the grouping gathering in the center of town, with Bogo, Gazelle, and Honey giving various orders and assigning mammals in the group their duties.

Nicholas and Judith noticed a recently familiar face among the crowd.

"Penny?" both questioned in unison.

The snow leopard beamed at them, dressed in brown, padded, armor and armed with a multitude of throwing knives and a few short swords.

"Aren't you supposed to be running a bar?" the tod asked bluntly. Penny deadpanned from her previously happy grin.

"I'm not just some pretty bar maid, Little Red," the feline said in a biting tone at the fox.

"Sorry," he apologized, "I didn't mean that. I meant that your place was only really run by you… who's to care for it?" The snow leopard's expression went back to smiling brightly.

"Well, I have a few frequent visitors I bribed into taking care of the place in exchange for some free drinks," Penny explained, sliding a blade into a small pouch, "as long as they don't abuse the privilege, of course."

"That'll do it," remarked the tod.

"Aye, that it does."

"I take it you know your way around throwing knives?" Judith asked, trying to get her own paw in the conversation. Penny nodded.

"That I do," the feline confirmed, then gesturing to the bow and quiver the doe was carrying for Nick. "I could teach you to wield that properly, if you haven't any skill with it?"

"That would be wonderful, but Nicholas here has offered to teach me already." Judith grabbed his paw in a show of validation. The leopard grunted approvingly but held up a paw.

"Quick question for you then," Penny started, pointing to the fox, who nodded. "Ever taught a bunny? They can't see as well as predators and need to rely on other senses… like hearing. Know how to teach others like that?"

Nicholas frowned as he hadn't thought of that. He was an expert marksman when he needed to be, but never really had to teach other mammals. Close combat like swordplay was fairly simple and didn't play upon a distance that would be disadvantageous to his teachings of the rabbit, but he had to agree that archery would be far more… difficult in that respect.

"I do now, but I take it you have done so?" the fox tod inferred. The feline grinned wider.

"I used to be an adventuring mammal a while back," she explained. "Had to teach a few mammals accompanying me on occasion how to fire an arrow. Archery is probably the simplest thing to pick up. Swordplay takes too long and my knife throwing abilities are through skill and experience. Archery takes some fundamentals and understanding of basic wind patterns."

"I didn't think archery was that easy," the grey bunny chirped in slight excitement. Both Nicholas and Penny laughed a bit.

"I never said it was easy, just simple," the snow leopard clarified. "Like I said, the fundamentals are simple to understand but you need to practice. Other combat skills you could learn are more dependent on reading your opponent and accounting for their weaknesses, circumventing their strengths, and turning both to your advantage. That takes many years to perfect. So does archery, but it's quicker to pick up in the beginning."

"I think I get the point," Judith voiced with a little less confidence than before. She turned when she heard a voice approaching and spotted Honey coming towards them. "What's going on?" the doe asked in concern.

"Sorry Judith," the badger remarked. "I don't mean to worry you but I thought you should know…"

"Know what," Nicholas spoke from beside his mate.

"Another trade convoy arrived with some clearer details about the forces searching for us…" Honey started. "They said that a mercenary army is on the march this way, with a lord in the south having sent them to acquire lost mammals…"

"I don't understand…" the grey bunny doe tepidly voiced, feeling unnerved by the badger's uncharacteristic nervousness. Honey shuffled a bit and spoke.

"Your father has hired mercenaries and is leading them into the forest to… 'save' you and Heather from my son and the one you called Rose. Lord Hopps is attempting to bring you home by force…"


Ohhhh what did i just do...

Right... I brought him back. mwahahaha. it was always the plan. Got a lot of people questioning how it was TOO easy that Lord Hopps let his daughters go without much fight. *clears throat* let me explain that a bit, though i thought i already did...

Lord Hopps didnt exactly accept everything that happened as set and done. he relented due to the fact that his family was his army and even if he thought he could win... his kits would suffer major losses in a battle. He was furious at a fox(s) corrupting his daughter(s) but knew he couldnt sacrifice his family like that. I wanted him to bide his time. And now the time has come... hehehee. This time he has an army he wont care to lose... they are mercenaries anyways... XD

Madness to ensue.

REVIEWS!:

GusTheBear: I dont plan on bringing Bellwether into this. Just stating that now. lol. I think you'll like what i have in store for this.

judithwildehopps: Thank you. XD I wanted to incorporate that line from Lion King 2 with the passionfruit so divine, you'll lose your mind, so i figured a tea that acts like a self control inhibitor would be fun. the truth will out!

Matri: maybe... hehehe

akanomie1: . congrats... you got it on the mark... you get a cookie... might need to take a few bytes of it for it to go down.

FeyFable: Thank you very much. XD I'm glad you like how i'm doing things. and while i like OC characters... i love playing around with inducting updated versions of ones Disney has already created. especially when it makes one want to rewatch a film they havent seen in a while. I do love the tea. wish i had some. lol. I mainly figured it would taste like raspberry white tea with a little lemon. XD

Leon Banz: No worries. lol. Bellwether has no place here. not really a spoiler but just easy your mind hopefully. i have other plans. hehe. Thank you.

ShadowRaven27: Action scenes are coming hopefully soon. I didnt mean for things to go this slow but i wanted to set up a few things for their trip north instead of glossing over Upendi too fast. and Thank you. XD

ChaoticImp: Glad you love the idea. the Veri-tea is playing out well in reviews lol. and I'll do my best to keep updating regularly.

DONE!

Now, i'm going to climb a mountain of skulls to pluck a cloud from the sky and wear it like a hat because that sounds like fun... will it happen? No idea... will i care? you bet not.

Until next time, It's been a hustle, Sweethearts!