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"Pride of the Pridelands"

Darkness surrounded Simba as he lay in the cold room; a stormy night outside filling the area with a frigid chill that woke him from a sound sleep. Immediately, he attempted to move his front legs, then his back legs; neither would budge. He looked at his arms and saw that he was not bound in any way, moreso that his body was numb; the tingling sensation from his arms and his legs reaching his brain faster than he expected as he growled in pain.

"He-hello?" He asked off into the darkness, but only getting his echo in return. It must have been a small room, because his echo literally reached his ears as soon as he spoke. "Nala? Timon?"

A soft grinding noise caught Simba's ears and the lion turned his head up toward the door and saw as a sliver of light appeared in the small slot near the top. Curiously, a pair of eyes stepped into view, along with a deep growl. "Hmm... so he's awake, huh?"

"Very good." Another voice could be heard off in the distance that earned Simba's further curiosity. "Perhaps with this one, my experiment will succeed."

"Hmmph... that'll be the day." The man at the door uttered.

"What was that, Victor?" The other voice spoke up, and only for a moment the eyeballs of the lion's observer widened.

"Nothing. Nothing. I'm just curious what you're planning to do with this thing."

The slot then snapped shut and the room was once again doused in darkness. "That's for me to know, and for you to find out. Now, what about those X-Men?"

"X-Men?" Simba said to himself curiously. Though he did not dwell among the humans of the world, occassionally, Timon and Pumbaa would bring human trash to investigate. One such object was an illustrated book portraying a team of superheroes called the X-Men. Timon; having been among humans before, had read him the story again and again as he grew up. It was hard to put it down; especially detailing the lives of the semi-beastial X-Men, Beast, Wolverine, even his personal favorite; Nightcrawler. He often imagined what it would be like to suddenly teleport from one place to the next. He had no idea they actually existed.

Simba turned restlessly over onto his belly before trying to push up off the floor with his strength; to at least stand up, and after a couple of staggering steps, he was able to stabilize himself enough to walk to the door. His toes were numb, he felt groggy; what had these fiends done to him to make him feel this way? The ground under his feet was old and crumbly; the stones worn down so far that each step was rough on his paws and the floor rested at an awkward; if not slight tilt. As he walked toward the door, Simba placed his paw upon it; it was solid wood, maybe oak or a thick pine. As his claw dragged down it, clear lines of discoloration emerged from where his claw scratched at the wood. "Hello? Is anyone out there? What's going on? Why have you brought me here?" He scratched again. "Hello! Can anybody hear me?"

"Victor. Could you do me a favor and turn on the gas pumps?" The voice from before spoke. "It sounds like our friend is awake and we should really move onto phase two..."

Simba raised an eyebrow. "Gas pumps?" He asked himself.

There was a soft clicking noise from the other side of the door, then a long-drawn hiss which quickly brought a choking sensation to Simba's throat. Simba gagged and coughed as the room began to spin and he took several steps back from the door. "No! Stop!" He exclaimed as he spun uneasily back until he felt the wall against his backside. The sliver of light appeared again; the eyes behind the door staring at the lion suddenly becoming blurry and distorted before Simba himself finally fell to the ground once again. He could hear his voice; raspy and wheezy as he tried to catch his breath, the smell of the gas in the room overwhelming him quickly as his eyes rolled back and once again, his world turned to blackness.

A bright, blinding light stirred Simba again as he found himself in a different place; this time, his arms and legs were stretched out, his back pressed back on a smooth, shiny table. The lights over his head were so bright that he couldn't even make out what was happening three feet beyond his face. He whimpered a bit and tried to move. "Hey... wait a second." He muttered, surely this time they would hear him.

"Oh look. Beasty is growling again." A deep voice spoke with a chuckle. A hand emerging from the darkness stroked the lion along the mane and on impulse he growled and recoiled.

"Careful, Victor. You may be resilient to pain, but I have a very detailed plan and I can't risk contaminating it with your blood." He clicked his tongue. "Now hand me the syringe."

It couldn't be that these people didn't understand Simba, could it? He struggled at the bindings on his wrists and ankles. "Please. What are you doing?" As he said this, he felt something push into his arm and sting him. "Ahh!" He winced and felt some burning sensation from the point of penetration.

Immediately, Simba's heartbeat began to pick up and he found it difficult to keep his breath. He suddenly felt exhausted and began to pant wildly as his arms and legs started to burn. "Ahhh! Wh-what are you doing?"

"His growling is going to get a bit tedious; Victor, would you mind?"

Before Simba could say anything or object, the feeling of something being strapped over his face interrupted the lion's thoughts and he suddenly couldn't even open his mouth to speak. "Mmphh....mmmrph..." He grunted.

The other man breathed a sigh of relief. "Much better. Thank you, Victor."

"So, what's this stuff supposed to do anyway?" Victor growled. "You still haven't mentioned--"

"If I were to detail all my plans to you in advance, I'm afraid I'd make your tiny mind explode."

Simba wasn't paying much attention to their conversation; the burning sensation was suddenly spreading throughout his chest to his arms and legs, down to his stomach. He could hear bones crackling and he could feel his body popping as his shoulders slipped up and out of their normal places. Simba shivered and grunted as his back popped straight and his legs grossly turned down and forward, leading to a more comfortable positioning to the way he laid.

"What is happening here, Magneto?"

Simba could hear the name of his captor and realized that Victor must have been Sabretooth from the comic books. He still couldn't see past the light, but even if he had been able to, the wall of pain now dully spiking throughout his body would have prevented him from looking at them. "M-mag...neto?"

Both men froze and looked at the lion. "Did... he just say your name?" Victor asked in surprise; and was met by a chuckle from the other man.

"I shouldn't be surprised. But somehow I am."

"What did you do?"

Magneto gave a laugh of amusement at the other man. "I have been perfecting a serum which we could apply to all normal animals and give them the traits of men. I had heard of one scientist who has done it to himself and to others; his studies intrigued me, so I simply applied that theory to my work here. Making animals into mutants, if you will."

"You're insane." Victor said. "Why would we want--"

There was a thundering boom heard that shook the table on which Simba was laying, still writhing in pain but feeling very different than he had been before. The light went out overhead and he tried to move, but found that he was still tied down. "Come on." Magneto says. "We better go take a look at that, likely our fuse shorted again, but we can't be too careful. Come on."

There were several steps that Simba counted before there was the sound of a door opening. As soon as the door closed again, there was a three second moment where nothing happened; suddenly, a white cloud of smoke flashed over his head, a man's slender arms wrapped around Simba's body and then there was another flash of light and suddenly, Simba felt the cool air of the outdoors; he gasped loudly and was trying to come to grips with the ground under him. His claws raking through the grass as he tried to catch his breath through a series of coughing.

"You must forgive me, young one." A hand rested on Simba's shoulder. "My method of travel is not... what one could consider orthodox."

"Wh-what was that... that smell? That feeling?" Simba opened his eyes and looked up to see a familiar and strange blue face looking back at him. His yellowed eyes a clear luminescent in the nighttime air. "Wha--what?"

The creature frowned. "I am sorry. When I teleport, I pass through a different dimension and there is the scent of brimstone. That is probably what you smell."

Simba coughed. "Yeah, I gathered that... but you... you're Nightcrawler, aren't you?"

"You've heard of me?" Nightcrawler asked in surprise.

"Well... yeah. I've read at least three comic books with you in it." Simba said with a shrug. "I probably would have read more if I had more access to them. Being the king of Pride Rock has a lot of advantages; but that's not one of them. Your real name is Kurt though, right?"

"Yes. Kurt Wagner; but Pride... Rock?"

"That's my home. I--" He looked at his hand and realized that they were shaped like a human's hand, his body upright though covered in fur, he would definitely stand out in both worlds. "Man, what am I going to do? I can't go back looking like this. Isn't there some kind of... of an antidote?"

"As a matter of fact, there is." Nightcrawler said as he seated himself beside Simba. "My teacher; Professor X told me that if you wanted it, I could cure this... change. Make you yourself again."

Simba swallowed, nervously. "Y-you could?" He asked as he scooted back an inch or two, but not so much that he was out of Nightcrawler's reach. "How?"

Nightcrawler smirked, his jagged fangs proclaiming themselves among the flash of white teeth as he pressed his hands against Simba's humanoid chest. "Like this..." He said as he pushed Simba's back to the ground and straddled him. "Though it seems like such a waste."

"Wh-what does?"

"Well... many people would desire a body like this. You have such a perfect build, as if Wolverine somehow turned into a lion..." His hands pressed down hard so that Simba's hips would raise some, the thick meat of his crotch pressing against the red and black unitard Nightcrawler wore. "It is... very desirable. Have you ever kissed anyone, Simba?"

"Not like--ahh--humans... lions don't necessarily find a need to--"

Simba's voice was cut off by the mutant, who pressed his lips against the lion's muzzle. There was a long pause of silence as Nightcrawler's tongue slipped into Simba's mouth. Simba instantly grew an erection, and his hands began to pass down the mutant's waistline. Taking a cue from Nightcrawler's move, he too began to return the kiss. His tongue moving awkwardly and pressing against the mutant's own as they wrestled on the ground. After a long time, Nightcrawler pulled back with a sigh and began to unfasten the front of his uniform, revealing a slender, but built chest underneath. "What..." He stammered. "What are you going to do to cure me?"

"My mutant genes should counteract the transformation Magneto inflicted upon you." Nightcrawler explained as he loomed over the lion, their lips only a few inches apart now as he responded. "Therefore, my seed will cure you of this... anthropomorphism..."

"Your... seed? But I'm not--"

Another kiss proved Simba's attempts to claim wrong as his arousal thrust up against Nightcrawler's backside. He gasped and moaned softly as the mutant's tongue invaded deeper into his mouth. Simba's hands reached up and felt along Nightcrawler's slim waist; Nightcrawler growled a bit and pulled back a bit, letting a trail of spit break off between them as Simba pulled at his outfit. Nightcrawler almost effortlessly slipped out of his suit, pulling his arms in and dragging the fabric down his body until his entire blue form loomed over the lion's body. It amazed Simba to see that the X-Man's suit was all pretty much one piece, excluding his boots themselves, which he kicked off before finishing his strip down. Hooking an arm around the back of Simba's neck, Nightcrawler kissed him again and pulled their bodies together, allowing the mutant to sit directly against the lion's cock; his prehensile tail winding teasingly around it.

Simba gasped as he felt the precum leaking from the tip of his thick shaft and start dripping down over the tail. His fingers began to drag down the mutant's slim body, and like with the wood earlier, he could see that his scratches slightly discolored the man's flesh as he felt Nightcrawler's cock pulse and leak between them as well. Kurt grinned a bit. "Of course before we cure you, I wouldn't object to a little fun first." He said.

"Neither would I." Simba grinned as his hands slid down and fondled the blue ass sitting on him as he began to grind his member against the space between Nightcrawler's legs; dragging it along the flesh between his cheeks again and again as the mutant slowly responded by tightening his tail's coils and loosening them again. Simba shivered and moaned again, enjoying the rough treatment as the two kissed once more.

Kurt's tail almost had a mind of its own as it flicked and angled Simba's humanoid member around, grinding it harder against his ass. Simba couldn't get a word in about positioning, leaving the controlling mutant completely up to the task of pressing his flesh against the warm fleshy ring of his ass and pushing it inward. He could feel Nightcrawler shudder and absorb the lion's member into himself. Simba winced; the mutant was so tight that it almost hurt to penetrate him; almost. Rather abruptly, Simba grabbed Nightcrawler's ass and drove himself hard into the mutant, making him reel back and let out a satisfied howl of pleasure. "Nnn you certainly fe-feel like a king... let's see what you can do with it..."

Without much warning, Nightcrawler began to slide himself up the lion's flesh and back down on it even harder, making Simba buck upward on instinct. "That's it..." Nightcrawler moaned as his arms tightened around the lion's neck and he began to drive himself down again and again as Simba grabbed Kurt's ass and spread it out for every consecutive thrust; but things were getting more and more intense as his heart started racing. He pulled Nightcrawler into another kiss and for the first time, stood up on his new feet. This didn't last long as he immediately leaned forward, pulled Nightcrawler's legs into the air and plunged in deeper. "Ohhh, yes!" Kurt moaned as the lion fucked him. "Exactly as I was told, you are certainly a king." He panted loudly.

Simba knew this wasn't going to last long, his body was already beginning to convulse wildly. His precum was splashing hard into Kurt's body and a loud slapping noise could be heard every time he pulled back before his fur would again strike Kurt's flesh. Their bodies grinding together. His grip tightened; the urge to climax rising fast. He'd never had arms before, and the way he sank deep into the mutant's hole only made it all the more enticing. He rolled his eyes back, his tongue lolled out and with a loud grunt, he felt himself let go deep into the mutant. He felt pulse after pulse shoot against the back of Nightcrawler's ass. He clenched every muscle on his body and continued to pump his seed into the blue elf-like man as Kurt stared back at him, his mouth agape as his stomach and chest were showered in his white precum. He was panting and Simba was still coming when Nightcrawler then smirked.

"Mmm that was amazing, Simba... and now..."

There was another sudden flash of white smoke, which sent Simba to the ground where the mutant had been a second before and suddenly Nightcrawler's arms were wrapped around Simba's body as the positions had reversed. Nightcrawler bit firmly on the back of Simba's neck, and Simba moaned; his body convulsing, and still shooting seed as Kurt slid his shaft along the lion's firm humanoid ass. The penetration was almost effortless, despite Nightcrawler's unexpectedly huge size, Simba rolled his eyes back and had memories of his more carefree days flooding back to him. Memories of before he was with Nala; in his worry free, carefree days with Timon and Pumbaa. He howled out and threw his backside back into Nightcrawler's cock, immediately driving him to his hilt with a hiss from the mutant, who then growled and scratched at Simba's thick chest. "F-fuck, Simba. You almost make me want to keep you like this just a l-little while longer!"

Simba was getting aroused by the feeling of his shaft dragging along the ground under them, getting the grass good and wet with his cum and his newly re-saturating precum as he got hard again. He licked his lips and raised his ass, letting Kurt take as much of it as he could. "F-fuck... yes!" He moaned.

"NNNNHHHH!" He heard Nightcrawler cry out as pumps of heat began to flood the lion's anal canal. Simba felt strange for a moment, his head growing light as he rolled his eyes back. He almost didn't feel himself orgasm, he'd never had such a hard orgasm in his life. He roared, throwing his head back to look at the night sky.

Suddenly, the night sky began to blur, the stars turning into streaks overhead; it didn't take long until Simba could no longer feel the mutant crawling all over his back, flooding him with copious amounts of cum...

"Nnnhh! What?" Simba jolted awake and looked around.

He was normal again, the lion looked at his paw and pressed it into the ground under him. He stared for a good long time at it, then looked around; he was back at Pride Rock, sunrise was a few minutes away. Looking under his other arm, he saw Nala sleeping, her breathing slow and steady. She'd been dreaming for some time now. Simba looked down on the ground where he was laying; he'd truly climaxed in his sleep, but something else was there. As he stood up to stretch, he realized that his cum had soaked one of his comic pages: Nightcrawler in particular had received quite the facial...but had it really been a dream?

THE END