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Groaning to himself, tossing and turning, clutching the sheets before kicking them to the ground. A certain panda woke up from his sleep. And as he did, that familiar feeling washed over him. He winced and clenched his teeth, knowing exactly what it was.

Po had gone into heat. A particularly strong one this year. Usually, the panda would wake up the next morning drenched in sweat and panting. For the first time, Po was forced from his sleep by the sheer force of the lust that burned within him.

Shaking the last bit of sleepiness off, the panda got out of his bed and sought out the chest in his room. After opening it, he rummaged around, looking for a few things that would helpfully ease the sensations within him, at least enough for him to return to bed.

In one paw he clutched a rather lengthy and weighty dildo. His other paw was holding onto the vial of lube. Sighing to himself, the panda let the chest close itself and let the thick toy fall onto the ground. For Po his heat was nothing but an annoyance most of the time. Sure, when it first came about, the very prospect of being filled with so much lust was thrilling.

The day that he first went into heat was the most he ever jerked off and cum in a single day...

But now, with his busy life and all the people he had to interact with, the panda wasn't keen on just walking around with a tent in his pants. His heat was a needy beast that followed him to the ends of the Earth, demanding satiation at the most inopportune times. And Po would be left with little choices, subjecting to stroking himself hard and fast, forcing himself to cum as quickly as he could.

For the most part the thrill of heat was gone. It was something that he had to endure more than enjoy. It ate up way too much of his time and refused to fully leave him, even when his balls ran dry and his shaft was starting to hurt.

Even now, Po wanted nothing more than to just go back to bed, but his greatest and oldest foe would have to be dealt with first. At the very least, using a dildo was guaranteed to sate him more than his paw could, at least to last him the rest of the night.

Without any further to do, Po grabbed the vial of lube and eased the top off of it. Him sleeping in the nude made the whole process quicker. Two of his thick fingers were already pressing against his hole, rather roughly worming their way inside.

A small groan came from the panda, the one bonus that heat provided was the increased sense of pleasure. Even more so, Po couldn't help but treat himself a little rougher than usual. If he had to do this, he might as well get some pleasure out of it.

Another shove inwards popped his fingers inside and they got to work, pressing and dragging against his sensitive walls. Moaning as he did so, Po groaned against the waves of pleasure that made his hole clench down on his digits. Through the many sensations he was feeling, Po remembered to smear that lube against his walls, leaving them heavily coated in slippery fluids.

Lubing himself up should have been the end of it, but Po just couldn't help but go a bit further. Those two fingers were soon dragging out and shoved right in before they popped free from the hole. This made Po want to moan but he stifled it, not wanting the others to find him like this.

Keeping as quiet as he could, the panda slipped his fingers back and forth within his own ass, taking in the simple teases of them lightly pressing and wiggling against his sensitive walls.

While he teased his ass, Po's already hard cock was passively oozing the precum that made his balls heavier than usual. Leaking heavily was something he was already used to and even enjoyed heavily, making a huge kink of a mess. But his heat now only made his ass more sensitive, but the functions of his loins were put into overdrive as a whole.

Just from simple eases up and down, back and forth against the pink walls, Po's cock was throbbing and spurting out lines of pre, something akin to an actual orgasm. The panda bit his lip, now able to see that this issue was worse than he had thought...

Getting a hold of himself, the panda tugged his fingers free, keeping another moan held back. He leaned over and took hold of the hefty dildo, already awaiting its insertion. His hole was clenching, begging for something to fill it again. Po did his best to ignore it and used his other paw to grab the vial of lube.

Pouring the stuff on the toy's surface, Po made sure the surface was properly lubed. But he was aware of how much he was using, enough to not actually hurt him, but just lacking enough of the stuff to give him that little bit of thrilling pain. And as rough as he was with just his fingers...

Satisfied with how it looked, Po angled the toy down towards his hole. Upon making sure that he was properly lined up, the panda pressed the toy against his pucker and pushed inside with a bit of force. He clenched his teeth and held back another moan as his ass was being stretched quickly around the toy's girth.

About halfway in, Po tugged the toy back, shuddering as the smooth surface slid against the walls of his hole. Before it could completely leave his ass, the toy was shoved right back in. It jammed up even further inside of him that before, even harder as well. Po had to prop himself up on his elbow for a moment, covering his mouth as he practically yelled into it.

Pulling and pushing, Po filled his ass with the long, girthy toy. He pushed it in deep and pulled it back quick, repeating the motion. He did his best to replicate the sensation of another male fucking his hole good and rough.

Between his legs, his cock continued to spurt and ooze precum, forming a puddle in front of him that only grew wider and spread out further as time went on. Just the feeling of the hot stuff rushing from his cock made it twitch and pulse even harder.

He cursed his heat for making act like a needy slut, but he was thankful that he could feel his climax rising. It would be over soon. Just a bit more...

Gritting his teeth, Po gripped the toy as hard as he could and pistoned it deep within and back towards his rim. Hard and fast, even more so with each passing second. His moans were still muffled but the squelches and pops of his ass could be heard clear enough. But the risk of being heard hadn't even occurred to him, instead there was something else that demanded his immediate attention.

Biting into his paw, nearly enough to draw blood, Po came hard across the floor of his room. It shot from his cock in wide arcs, splattering down on the floorboards. They joined the puddle of his precum, making wet splatters, one after another. He huffed through his nose and bucked his hips, continuing on for a solid minute before the flow finally tapered out.

Sure his climax lasted a good while and it was strong the whole way through, but Po himself was shocked to realize that it only did so much to dull the burning within him. The ache of lust was still there, taunting him by staying strong, perhaps even threatening to build up again.

There were more toys to play with within his chest and the panda was soon digging inside of it again. His ass was winking again, missing the hold it had on a thick toy. Rolling his eyes, Po made himself focus on finding something new to satisfy him. But what awaited him instead was a rolled up scroll. Raising an eyebrow, Po wondered where it came from. Although, he was the kind of guy to just toss it in the chest and forget about it...

For a small moment, his curiosity overpowered his lust. Picking up the scroll and unfurling it, Po's eyes scanned over the contents written within. And what he found were the actions and directions needed to perform a technique he didn't even know existed. It was interesting, very interesting indeed...

Po was about to just leave it at that but the flare up of lust within him pushed an idea into his head. An idea of how he could really take care of his heat and test out this new sort of kung fu. With his cock rising again, Po acted upon his idea and left his room quietly, not even bothering to get rid of the large dildo or clean up the mess he made.

***

As carefully as he could, the panda stalked along the halls and corridors of the Jade Palace, slowly and quietly making his way towards the main entrance. Surprisingly, the panda was able to slip through the large, old doors. Usually the doors would creak and groan from the smallest of touches, but it seemed that something out there spared him this night.

Dashing off into the night, Po took solace in the cool air that dulled his heat just a bit. Just enough for him to make it there. If he could pull it off, then he could take care of his heat, perhaps for the entire season. He continued to run through the reaches of the Palace, approaching a specific location on the hill's grounds.

And that location was the jail built within one of the thick, towering walls. And in the jail were two criminals, locked away and still fast asleep.

Quietly coming up to the jail's bars, Po wore a grin. On the other side were his former foes Tai Lung and Wolf. The leopard was thrown into a new prison where he could be quickly dealt with the moment he escaped. And Wolf, thought to have perished, was found and put inside as well.

The lupine was the first to wake up, snarling upon laying eyes on the overweight bear.

"What the hell do you want, Panda? You hear to rub it in?"

His tone and growls work Tai Lung up as well, leaving him to growl as well. But he said nothing, the look in his eyes made the message loud and clear.

There was no response from the panda. Instead he took full advantage of the eyes on him, positioning and moving his paw in specific motions, following the instructions along the scroll as best his slightly tired and lust filled mind could remember.

His grin faded as Tai Lung and Wolf continued to glare at him, but they paid attention to his paws moving around. The longer the bear went on, the longer they stared. And soon there was a glazed, far off look in the eyes of both jailed predators. Po stopped and waved his paw in front of their eyes but received no response.

There was a feeling that made him sure that the technique had worked, but Po really wanted to test it out, just to make sure for himself.

"Tai Lung. Take off your pants."

The leopard responded to the panda's command, gripping and effortlessly taking off his pants. They fell to his ankles and he stepped out of them, showing off his sheath and balls.

Seeing the proof for himself, Po gave the same order to Wolf and the lupine took off the clothes covering his top and bottom, also showing off his bits. Unlike Tai Lung, the wolf's tip peeked from his sheath, proof that the lupine was slightly aroused upon seeing the black and white bear.

The jailed mammals stood still, awaiting their next orders.

Po thought for a moment, feeling his heat flare just at the sight of them both. He wanted to use them to ease his lust, but his mind was too hazed to actually come up with something...

"Um...k-kiss!" Po ordered, saying the first thing that came to mind.

To his surprise, the lupine and feline were almost immediately on each other. They pressed their bare chests closer, wrapping their arms around each other. Pulling themselves closer and opening their muzzles, Tai Lung and Wolf kissed. They skipped past the light presses of their lips and soft smooches. Instead, the leopard and wolf were already swirling and crashing their tongues against each other's.

While they continued to kiss, making small moans and leaking strings of their mixed saliva, Po ate up the scene before him. Body pressed against the bars and his cock growing hard again, the panda watched the other males kissing, grinding their lower halves together, coaxing their cocks from their sheaths.

It all came to a head within the panda, instantly driving him wild. His cock throbbed and his mouth was watering at the sight of the two well endowed males going at each other. He wanted- No, he needed to be a part of it. The panda had just enough of a rational mind to use another technique on the jail's door. His first slammed against the lock and as it bounced off, the metal door eased up slowly. Just as quickly, the bear rushed inside of the cell.

Once inside Po approached the two of them, placing a single paw on their shoulders, pulling them apart.

"That's enough..." They stopped and another thrill ran through the panda's body. His cock was leaking again, pushing out more precum with each throb. "Lick my cock instead..."

Just as fast as they stopped kissing, Tai Lung and Wolf dropped to their knees. In perfect sync, the two of them met the throbbing thing with their tongues, pressing and dragging them against the shaft along both sides. Their spit slathered and dribbled from the tip, joining with the small puddle that formed underneath them all, a combination of three cock's precum and the drips of drool that came from Tai and Wolf.

Licking along the underside, the tip and even flicking the length of their tongue against the heavy bear's balls. They made the space damp in no time flat, swirling and suckling along the shaft with different speeds and motions. Each little tease and suckle coaxed another noise out of the panda. He could help but pressed his paws down on their heads, increasing the pressure and heat on his shaft.

Holding them close and telling them to keep still, Po ground his hips, humping them back and forth. His cock slid against the very different feeling tongues. Deep moans spilled out into the quiet night as he raised his head. Rising deep within him was the spike of his climax, steadily approaching.

He humped against the tongues even faster, holding the heads of Tai Lung and Wolf even closer to himself. They continued to lick and slurp at his dick with no letup, working in conjunction to push the Dragon Warrior over the edge. Groaning from the intense pulses within his loins, Po watched the sticky ropes shoot yet again from the pulsating tip.

Letting go of the other males, Po rose to his feet but realized that his cock was still rock solid and his balls were still heavy with seed that had yet to be spilled. And the heat within still lingered, taunting Po again with its presence.

All the Dragon Warrior knew was that he wanted more and there was no way he could wait any longer.

***

Po was soon moaning out again, his body was sandwiched in between the males still under their trance. Both their mouths were put to work again, Tai in front sucking on his thick shaft again, while Wolf was behind, his muzzle shoved deep within his large, heavy asscheeks, slurping heavily against the pick pucker.

"Yeah! Fuck! Harder, both of you!"

Wolf was the first to respond to the new command. Working accordingly, the lupine's muzzle was pressed even harder against the pink rim. And inside of the hole, his long and flat tongue was swiping over the smooth, quavering surfaces, sending tingle after tingle through Po's ass. There were no second thoughts, or any thoughts for that matter. Wolf simply did as he was told, using his tongue on his master as best as he could.

Likewise Tai Lung got busy bobby his head up and down, grinding his rough tongue against the oozing and pulsing shaft. He gulped down the precum as it shot from the tip, not allowing it to subtract from his ability to blow his new master. Instead, the leopard was intent on following orders, pressing the tip against and past his tongue, allowing it to slip down his throat with nary a single gag.

As Wolf pressed himself even deeper, tonging the deeper reaches of his already ruined hole. This led to Po moaning out even louder, putting his focus on Tai Lung. Gripping the predator's head with both hands, Po grunted and hissed while he pushed and pulled the leopard along his cock.

Again and again Po forced his cock down in the other male's throat, never getting enough the tight clenches and heart down on his shaft. He could feel his pre squirting down, making the space even wetter and hotter... Tai Lung still made no gags and was licking diligently, powering through the pops of the thick thing tugging itself out and ramming right back down.

So consumed the pleasure around his cock, Po had nearly forgotten about Wolf altogether. But the panda was reminded of his presence by a sudden burst within him. And it happened again, and again after that. That hot tongue continued to press and flail over his prostate, forcing a huff out of the bear.

Gritting his teeth again, shoving his cock back down the tight space, Po reached his peak again, spraying his load down Tai Lung's swallowing throat. The leopard was simply drinking down on the cum of his master, but it doubled in milking even more of the substance out of the panda.

***

Heavy pants came from Wolf as he gripped and stroked the cock of both Tai Lung and Po. Even a blowjob from the leopard failed to sate the panda, leading to this now. He wanted Tai to be next to him, being pleasured as well to add an extra thrill to his own experience.

But, of course, things progressed from there. It wasn't enough for Tai to simply feel a paw squeezing and tugging along his cock. While that happened, he leaned over and wrapped his lips around one of Po's meaty nipples. His rough tongue swirled around and dragged over the nub, further teasing his master, making him feel even better than he already did.

From all these sensations striking and building within him, the only thing Po could do was moan out and drool on himself, allowing the pleasure to yet again consume him. While he suckled on the pink flesh, Tai Lung's paw squeezed the rest of the soft tit, using his claws to lightly comb through the black and white fur.

Po reached over and took hold of Tai's head again, lifting it up and pressing it against his own face, forcing the leopard into a kiss. His tongue shoved against the other male's getting a taste of his own pre and cum. It clung to and coated his own lips, spreading between them from the hypnotized feline returning the kiss.

This continued until the panda cried out and the leopard snarled. Their noises were muffled against each other's mouths. At the same time, Wolf's face was hit with strings of hot cum from both sides, painting his muzzle in streaks and globs of seed. He opened his mouth, catching the last few volleys within. As the stuff was gulped down, the cocks were rubbed against his snout and cheeks, rubbing the thick fluid in his fur.

***

Tai Lung and Wolf were yet again working together on the panda. On top was the wolf, gripping and stroking his master's cock in a series of quick thrusts. His paw was wet and slick with spit and precum, making squishy pops and slurps against his palm.

At the same time, Tail Lung was pressing his fingers against the panda's puffy pucker. Just as fast as Wolf stroked his paw back and forth, the leopard was rocking his fingers back and forth, pressing down on the trembling anal walls and bashing his master's prostate without any ease.

Po couldn't form words against the intense pressure inside of him and the firm squeezes on the base and tip of his cock. All he could do was keep moaning and watching while the hot males worked him over.

In time with each other they picked up the pace, going deeper and faster. Pressing further within his depths, rubbing on his prostate, forcing Po to squirm and groan from the feeling. That on top of the persistent stokes and bashes against his tip

It certainly didn't take much more before Po was crying out, thumping his fists against the jail's floor. More seed spurt from his balls, squirting out on Wolf's face, further coating in seed. It was a bigger load than the others, being milked and pressurized by both the squeezes and continued stokes along his prostate.

***

The cell was soon filled with the moans of all three males. Tai Lung was pressed against the jail's floor, the weight of Po's body on top of him. But the leopard held firm and endured, even as his body was being rocked back and forth by the panda thrusting his thick cock inside of his ass.

Even more than that, Wolf was on top of the large, heavy bear. His own cock was pressed between those wide, large cheeks. It missed its mark a bit but made contact with the puffy rim, easing in thanks to the stretching and pointed tip.

In between them both was Panda, completely overcome with the bliss of fucking a tight ass and having his own pounded by a cock that ended in a knot that bashed against his hole, slightly pressing in. The bit of stretching added an extra layer to the experience.

The humping of Wolf's dick inside of him aided Po himself in thrusting his own cock inside of the grunting and clawing feline. They all rocked against each other, moaning and grinding their dicks, making them leak and throb.

The heavy pants and groans were directly in the panda's ear, joined by the hot puffs of his breath on it, making it flick the moment another came. They became all the more frequent upon the wolf picking up his pace, ramming himself even faster and harder within his master. Every hard pound of his cock pressed his knot against the rim, slightly stretching it more and more.

Po picked his own pace to match, his heavily leaking cock quickly making the hole he pumped his cock into even sloppier, filling it with the thick, clear liquid. His thrusts pushed the excess out, making it splatter over the leopard's firm and toned asscheeks. Strings of precum clung to Po's hips, smearing the fluid even more along Tai Lung's backside.

Loud claps and oozes of precum slathered the bodies of all three males, their moans spilled out within the jailhouse and they all bucked their bodies against each other's.

It started with Wolf shoving his knot inside of the rim in a sudden, unexpected motion. The sudden stretching and the quick pop within, it all happened at once. That bundle of flesh was more than another toy. Lodged inside of him, deep and pulsating, it was the real thing. And from it spurt hot strings of cum, shooting deep within him.

Feeling that, Po thrust his own cock inside of Tai Lung, just in time to feel the rise of his climax and his shaft throbbing within the still tight and clenching tunnel. His weight pressed further down on the groaning leopard, who also did little more than groan long and deep from the bliss of his own orgasm.

It struck all three of them, and as they lay stacked on top of each other, their cocks pulsated and shot their loads, making even more of a mess within the cell...

Panting heavily on the jail's floor, Po could finally feel the lingering heat leave him. But his cock was still hard, kept fueled by his lust alone. Though the torment of mating season left the panda be finally, he was still in mood to do a bit more, still feeling his cock pulse. The pre that usually ran freely from his cock was starting to taper out, a sign that his balls were actually running dry.

All it took was the simple snap of his fingers Po released Tai Lung and Wolf from their trance. He could hear them both grunt and then grunt in confusion. Before they could realize what had happened to them a hefty paw had taken hold of their cocks, eagerly stroking them.

A growl came from Tai Lung but it was instantly silenced by a quick flick of Po's tongue against the feline's tip. That was enough to get the message through to them. There were lingering questions within their minds but they both decided to just take the opportunity before them.

But Tai Lung immediately aimed for more. He leaned back against the cell's wall, sitting down upon the floor. He gripped and angled his cock, clear for the panda to see. And Po did respond, all but rushing over to the leopard.

Tai Lung was confident in his approach, but the panda was even bolder. Faster than he expected, the bigger and heavier male sat himself down on his lap and eased the pulsing thing inside of him with little trouble.

Making the feline groan and snarl, Po got to work, bouncing his ass up and down the shaft, slamming himself down, pressing his body weight upon the leopard over and over again. Though Tai regained his free will and initiated the act, Po established himself as the one in control, aiming for his own pleasure and taking joy in hearing the other male groan and even whine underneath him.

Wolf watched this all happen, his mouth agape and his cock throbbing with need. Po noticed this as well and signaled for the other male to join him and Tai Lung. It was just the simple curling of his finger, but the wolf understood and he took no issue as the panda pointed to his own thick, leaking cock.

Po pressed himself down on Tai, sitting still as he allowed the lupine to approach him, turn around and sit on his dick. A deep groan came from the bear as his tip poked against and slid within the rim. More and more of his cock disappeared within the wolf's ass, making the other male yelp and whimper as he was filled, slowly sitting until his ass touched the panda's pelvis.

Po did most of the work, bouncing up and down Tai Lung's cock. That led to him bucking and pressing his own dick inside of the moaning and whining Wolf. The lupine sat down against the rocks and bucks of his pelvis, slamming his own ass against the panda's thrusts. His fangs were grit and drool was leaking from the corners of his mouth. For some reason his ass was more sensitive than usual, even putting aside how long it had been since he was last fucked...

And on the receiving end of it all was Tai Lung, groaning and scraping his claws against the jail's wall. Even more weight was pressed down on him and every thump of Po's massive ass threatened to pound the wind from his lungs. But above it all he could feel the soft walls and smooth flesh of Po's ass. As far as the leopard was concerned, this was their first sexual encounter, a rather unexpected one too...

He was left to endure while Po practically used him as a living toy. Even more surprising was how much he enjoyed it. There was no need for him to take hold of the Panda's hips or even demand for more. In fact, Tai Lung wondered how he managed to last this long. Against his shaft were the powerful squeezes of the panda's ass, and that same ass was mercilessly pulling up and slamming back down, consuming his cock, leaving it surrounded with heat, and squeezing down on it with smooth, hot flesh.

He could feel his climax looming over him, threatening to overtake his body and make him lose control. But before it did take over, Tai was given a distraction in the form of a muffled howl of bliss. Po covered Wolf's mouth, keeping him from alerting the others resting within the palace.

Moaning against the sticky fur of Po's paw, Wolf winced and drooled even more as he came. The orgasm hit him full force but he was surprised to find that no cum ejected from his cock. It simply pulsed and seized, trying but having no more seed to give.

Po slammed himself down and forced yet another orgasm out of Tai Lung. A smile spread on his muzzle as he felt just a bit of seed filling his ass. That was enough to make him cum as well, spilling the last of his load within the other prisoner. He groaned, filling Wolf's ass with the last of his seed, still quite the amount that painted his insides. Another whine came from the canine as heat set deep within his body, making his cock pulse feebly even more.

***

The exhaustion of their activities left Tai Lung and Wolf completely exhausted. They were completely unaware of all the activities they had done before. And upon cumming yet again, the fatigue hit them out of nowhere, at least that's how it was from their perspective.

But Po knew what had happened and kept the secret to himself. After the prisoners had fallen asleep he simply walked out of the cell and made sure it was securely shut and locked before he returned to his bedroom.

Just like before, he paid no mind to the toy and puddle of fluids that were still wet and in need of cleaning and tidying. He assured himself that he could take care of that in the morning. Climbing into the bed and rolling on his side, Po fell asleep almost immediately, knowing that if his heat struck him again, he had a surefire way to take care of it...