FSE

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Written by rand0m https://rand0m.sofurry.com/

Commissioned By Me

*Weeks Later*

"Hey chief, mind if I ask you something?"

The question surprised Mufasa as he was walking the Pridelands, but the massive male didn't need to turn around to identify the speaker. After all, only one of his subjects addressed him that way.

"How are you adjusting to your new life, Banzai?" he asked the hyena as the other male ran up to walk beside him. Banzai was still far from popular, but Mufasa would have to admit he was surprised that the lionesses had accepted him at all, especially due to the other demands he'd made while bartering for his position among them.

"Well, the thing is my new mate, for whom I'm very grateful for, of course, has been a little... rough with me."

"You're saying a cub has been mistreating you?" Mufasa asked, not bothering to mask the disbelief in his tone.

"Hey, she's still fast and armed with razor sharp claws! Being small just means she can easily reach some sensitive areas. Now I don't feel that's right since I've kept up my part of the deal - not a scratch on her..." he said, and Mufasa had to grudgingly agree. "I think we both know who the bad influence on her is and I just wanted to see if you'd prefer to handle it yourself, 'cause if I do it my way, the little fur-ball won't be able to sit down for a week!" the hyena finished, the twitching of his cock as it left its sheath telling the regal lion which solution Banzai would prefer.

"Thank you for bringing this to my attention. Rest assured I will have a serious talk with Simba..." he said, irked that his own son was the only one not obeying his command to the letter.

"Glad to hear it. Now if you'll excuse me, all this talk has put me in a mating sort of mood..."

"When you are done, tell Nala to come and see me. I need to have a word with her about her behavior."

"Whatever you say chief..." Banzai replied, padding off in the direction of the cave he shared with his little mate.

*******

"Pinned ya again!" came the triumphant cry from deeper within the cavern, the hyena male's eyes soon focusing on the sight of Nala's rump as she stood victorious over her little friend, her tail raised in triumph and coincidentally giving Banzai a nice view of her feminine charms.

A short tousle ensued as two furry forms circled and jumped before each cub launched themselves at the other, struggling briefly until the female once again ended up on top. If he can't even get on top of that little thing, he's better off just raising his tail for someone who can...

"Well, looks like you're feeling better... " he spoke up, surprising the two tussling cubs "... when I left you told me you could barely stand." he finished, the little lionesses ears folding against her head as she was caught in the lie.

"Simba, you should go. My... mate needs me..." she said, forcing that word from her muzzle.

The young male considered saying something, but the leering look the hyena was giving them both as well as the red cock now hanging from between his legs told him that if he stayed he might end up sharing Nala's fate. He walked past the hyena as Nala came up to the male and stuck her face in his crotch, opening her muzzle and taking his shaft in her mouth. As he left the cave, he picked up he sounds of whimpering, followed by a sharp squeal as Banzai sheathed himself inside the cub.

"S-she was supposed to be my mate..." he lamented, the idea that had seemed ludicrous when they first heard it now seeming like a lost dream. He padded away, his tail-hole twitching in sympathy as his friends cries seemed to follow him...

*******

"Aaah! B-Banzai, not so rough, please! I'm still sore from last time..." the young lioness protested as her mate shoved himself into her tawny little body so hard that his knot had bruised her tender folds.

"Well I'm still smarting from all those little 'accidental' bites and scratches, but you don't hear me complaining. Now you're going to spend your life taking my cock, so the sooner you get used to it, the better off we'll both be!" he replied, giving another buck of his hips that had knocked Nala over so that her chest was resting on the stone floor while her rear remained in the air.

As the familiar wet noises began to echo in the cave that was her new home the lioness grit her teeth, unable to imagine herself ever getting used to the vile male's attentions. The smooth, steely shaft stretching her out day after day just felt wrong to the cub, and that wasn't even the worst part.

The worst part was even now trying to slip between her lips - that bulbous knot at Banzai's base that would swell inside her until the cub thought it would split her apart. And worse yet, the thing would tie them together, forcing her to take every drop of the hated male's seed until her little belly actually swelled with the vile spunk he pumped inside her.

*******

"Mufasa... are you sure there's nothing that can be done for Nala?" Sarafina asked, approaching the regal male on his way back towards pride rock.

"She is Banzai's mate, and that's final. The best that can be done for her is to help her find happiness in her new role..."

"I understand..." the lioness said with a heavy sigh, ears falling a little even though she'd expected that answer. "Then do I at least have your blessing to proceed with what I have planned?"

"Are you certain you wish to go through with it?"

"I've already seen Rafiki. If there is any way for me to shoulder my child's burden, I want to try."

"Then you may do so." Mufasa rumbled, noting the bitter-sweet smile curving the lioness' muzzle. Although after they'd parted he could see the fur on the back of her neck bristling and her tail whipping angrily as she set of in the direction of Banzai's dwelling.

*******

As she walked up the slope to the cave where her daughter was forced to make her home with her new 'mate', Sarafina's keen ears picked up the familiar yet strange sounds of a lioness being bred. She walked silently as she clung to the shadows, although she doubted the rutting pair would have noticed her even if she hadn't bothered.

The sight of her daughter whimpering under the hyena should have filled her with rage and disgust, but after what she had done prior to coming here, Sarafina found a familiar heat blossoming between her legs at the sight of the unusual coupling. The unnatural heat hit her with its full force as she watched Banzai's red cock slide in and out of her daughter's stretched sex, the smell filling the cave telling her the pair had been at it for some time now.

By both law and custom matings couldn't be interrupted, so the lioness sat down in a little alcove where she knew she wouldn't be visible but could still see the breeding taking place in front of her. Once she realized she was grinding her hot slit against the smooth stone beneath her, she knew she'd have to get some relief before the two were done. Spreading her legs, she maneuvered herself so that she could still see the two even as she dipped her tongue into her already dripping sex, forcing herself to stifle her purrs as the nimble appendage began to part those tender folds.

Both Nala and Banzai remained oblivious to the older lioness' presence, each of them lost in the sensations of their mating, even though Banzai seemed to be the only one enjoying it. The hairs along the male's back were sticking out as he hunched over his smaller mate, hips a blur as he pumped away at the young feline's slit, the angry red of his shaft flashing as he struggled to tie with her.

Nala had gotten used to the sensation of the hyena's shaft by now, the mess he was making in her sex at least making the savage rutting easier to bare. But she couldn't relax, knowing that Banzai's bulbous knot would slip inside her any moment now, tying them together as the male emptied himself inside her.

Sarafina reached her peak moments after the hyena's knot forced itself between the lips of her daughter's sex, het tongue busily licking up the juices gushing from her own cunny as the male mounting Nala groaned in delight, his massive sack twitching with every spurt of warm seed he sent shooting into the tawny-furred cub. The lioness forced herself to wait a few minutes longer, knowing she'd need Banzai's cock to be free of her daughter for what she had in mind.

Nala was whimpering and mewling under her mate, stretching her legs to try and reduce the pain coming from her overstuffed sex, the hyena's knot feeling as painful now as it always did. He knows how to make it hurt! the cub thought angrily as she tried in vain to ignore the ropes of cum being pumped into her, knowing full well she'd have to clean the male's mess herself after he was done with her.

Having waited long enough for the signs of her arousal to at least temporarily leave her face, Sarafina padded out of the shadows towards the tied pair. The sight of her advancing with determination towards him made the hyena's heart skip a beat, the older female's eyes shining with the gleam of someone who's made a hard decision, and was about to see it through.

"Banzai! I will no longer allow my daughter to suffer at your paws..." the lioness said with a growl in her voice as the hyena backed away with her as quickly as he could, the cub still incriminatingly tied with him squealing in pain as she was dragged along. There was nowhere to run, and Banzai woulcn't have liked his odds against a maternally outraged lioness even if hadn't been weighed down by a cub dangling from his crotch.

"M-mother! Thank goodness you've..." Nala began, but fell silent at what the older lioness did next.

Walking up to the pair Sarafina spun in place until she had her back to them, stretching her front paws a little and lifting her tail. Both the hyena and the cub watched in disbelief as the mature lioness presented herself, arching her back and thrusting her rear out. Once he managed to drag his eyes away from the feline's already dripping sex, Banzai noted strange swirls decorating Sarafina's belly, the pungent aroma of the fruit used to paint them failing to mask the heady scent of a grown lioness in heat.

"Take me!" the lioness almost growled out, obviously still resenting the fact that she'd have to let a hyena mate her, but determined to go through with it if it meant he'd have less desire for her daughter.

Even though he'd just barely finished filling up the cub, Banzai could feel his mouth watering at the sight of a grown, and judging by the smell very fertile lioness offering her rump to him. He began to tug on his lodged cock, eager to slip out of his reluctant little mate in order to try something he (and pretty much every hyena) had always fantasized about.

After some pulling and quite a bit of mewling from the impaled cub, his glistening cock came free from Nala's sex with a pop that seemed to echo around the cavern, a lewd wet slurp following it as the entire shaft slipped out, his seed gushing from a cunny too small to hold it all in. He wondered if the female in front of him would do a better job.

Sarafina closed her eyes as she heard the hyena's tentative steps, his claws clicking on the stone floor until he was just behind her. Her lean body twitched when she felt his breath on her nethers as the male took in her scent a few times before a tongue tentatively brushed against her sex. Seemingly encouraged by the lack of growls or swinging claws, the male behind her dug his tongue in a little deeper, tasting her as he probed the feline's velvety insides.

Once the tongue withdrew Sarafina steeled herself for what was to come. She was startled a bit when the male jumped on her back, forcing her to bear his weight as he shuffled closer, bringing the tip of his cock within reach of her sex. She knew many animals mated like this and that felines were the exception, the female lying flat on the ground as the male hunched over her to mount. It was a strange sensation - the feel of his coarse coat rubbing against her smooth fur, the fact that she could feel him breathing as his chest pressed against her back.

But all those sensations disappeared when the questing tip found the opening to her sex and the hyena drove himself all the way in with one smooth stroke, the penetration made easier by both the honey dripping from Sarafina's slit, as well as the mess of his seed and her daughter's juices still covering his cock.

His member was somewhat larger than a male lion's, so the penetration hurt despite the lack of barbs covering the smooth red length, but it was a pain that the feline's body welcomed, especially in the throes of estrus. Her body didn't seem to mind the difference in the shaft currently bottomed out inside her, the silky walls of her tunnel wrapping lovingly around the unfamiliar length as some of the lioness' hatred for the male ebbed, washed away by the familiar sensation of a male throbbing within her.

When Banzai pulled out of her, Sarafina was surprised by the sensation of a smooth shaft sliding gently past her lips, something entirely alien to a feline expecting to feel dozens of tony barbs rake her insides every time a male withdrew. The brief illusion of gentleness was gone when Banzai gave a buck of his hips and once again buried everything but the knot in the grown lioness, Sarafina surprising herself with the lusty yowl torn from her throat as the hyena's thick length once again stretched her out.

Her initial reaction to her daughters fate had been an outrage that a lioness should even consider letting a hyena male mount her, but as her body continued to respond to Banzai's rutting, Sarafina came to realize that this wasn't strictly speaking an ordeal her daughter would be forced to endure. And nor would she, for that matter.

When she came here, determined to become the male's mate alongside her daughter, she only thought how she might relieve some of Nala's burdens, expecting the reality of being mounted by a hyena to be bearable at best. But as her body continued to respond to the unusual coupling in a very natural way, she found her opinion of the male on her back changing. With every hard thrust Banzai's strange shaft became easier to take, its shape and surface stimulating the lioness' sex in entirely new ways, the way a leonine male never had.

Nala's disbelief at seeing her mother offer herself to Banzai began to wane, replaced by a curious sensation of feminine envy as she watched the older feline obviously enjoying her mating. She thought at first that Banzai was being easier on the grown lioness, but as the strange act progressed, she realized that it wasn't the case. In fact, the male seemed to show even less restraint than with her.

Their similar sizes meant Banzai could rut the grown lioness with all his force, his front half resting on her back as his forepaws gripped her waist, pulling her rear back onto that pistoning shaft. He was driving into her with such force that the cub could see the muscles covering her mother's rear legs rippling every time the red cock was driven deep into that stretched feline sex.

The lingering pain in her still dripping slit turned into a dull throb as she watched her mother savor the rutting she realized was more vigorous than anything Banzai had ever done to her. It seemed almost violent, the way the older lioness' body was pushed forward so that her mother had to brace her front paws, accompanied by the audible smack of the male's knot as it sought to enter the feline sex. But there was no mistaking the gasps and moans coming from her mother's throat as the older feline's mouth hung open, tongue lolling past her lips as her eyes lidded, the female's entire focus centering on the sensations coming from her rear.

Sarafina was lost in the mating, all senses apart from touch seeming to dim as she felt a familiar twitching of the muscles along her belly. There was no mistaking her cry as anything other than climactic as the lioness' struggled to stay upright while her sex began to milk the hyena shaft sill pummeling away at her lips. It was between two such clenches that the male mounting her gave a particularly savage thrust, and the feline's slitted eyes shot open as her sex was forced to stretch around the fleshy bulb now stuck firmly inside her.

She heard Banzai begin to let out huffs and growls, still humping her rear even all he could do was tug at the knot now securely buried in a warm, wet lioness. Sarafina winced as the thing continued to grow, but she was used to pain being the part of mating, and the sting only served to prolong her orgasm. She held her breath when she felt a familiar twitch of the steely rod prodding at her womb, a signal that seemed common to all males as a second later the lioness felt heat seep into her as the hyena mounting her began to empty his seed in his new mate.

Sarafina remembered how long it had taken Banzai to finish cumming inside her daughter and settled down to enjoy the sensation of being so thoroughly bred, the knot keeping every drop from leaking out of her sex. As she did she began to purr, a rumble slowly beginning in her chest until it seemed to fill the entire cave. And judging by the gasp coming from the male resting on her back, an entirely new sensation for the hyena as the snug tunnel milking his shaft suddenly began to vibrate.

Even though Nala didn't realize it, her own sex was twitching in time to every pulse of Banzai's sack as he bred her mother. The cub stared in disbelief as the lioness that had given birth to her actually purred as the male she'd come to hate pumped his seed deep inside her, claiming her as his mate. But she couldn't help stare at the hyena a little differently, now that she'd seen first-hand just how much pleasure his body could give a lioness.

Sarafina gasped as the male dismounted, a twinge of pain blossoming between her legs as the bulbous knot was pulled from her sex, leaving her dripping some of her new mate's seed. However unlike her daughter, there was only a trickle of warm goo oozing from her well-bred folds, the majority of it even now sloshing around inside her womb. Turning around she noted Banzai was lying on his back, panting from the exertion of having bred his first grown lioness, his glistening cock resting against the fur of his belly.

"Nala, come here and help me clean our mate. And once we're done, I'll instruct you in how to perform your duties..." she said, laying down with her muzzle near the hyena's crotch as she continued to purr a second before that long, broad tongue flicked out against the still swollen knot.

Nala padded over nervously, propelled in part by a strange curiosity, as well as obedience to the older lioness. A cub instinctively learned by watching her mother - what the grown lioness approved of was good, and what she disapproved of was bad. And her mother actually seemed to enjoy cleaning both her and Banzai's juices of the red length.

The male groaned as a second tongue timidly joined the first, the two female's working his sensitive length over until he was clean, and against his common sense already hard. In truth, the savage rutting he'd given Sarafina had been quite exhausting, but with two feline tongues wrestling around his member, there was no way it would go down.

A little while later and Nala was once again standing with her rear end in the air as her mate hunched over her, but now she felt something other than dread. Even though she wasn't sure she could enjoy having Banzai inside her at her age, she kept remembering the sight of her mother, and the sheer ecstasy with which the older lioness had taken everything the savage male gave her.

The elder feline had cleaned her up a bit, running her tongue lovingly over her daughter's lips to pick up the seed that had oozed out of her, but not picking up any that was still inside her, knowing the cub would have an easier time if she was still slippery. Looking back, Nala could see the other lioness with her muzzle somewhere behind her rump, and realized what she was doing a second later when the tip of Banzai's cock unerringly found her young sex without the usual painful prodding.

Sarafina purred gently as she cradled the tip of the hyena's shaft on her tongue, guiding it until it was nestled between Nala's already puffy folds. As the male thrust forward the lioness had a perfect view of her daughter's sex stretching around the invader, a little trickle of cum appearing around the shaft as some of the seed in the cub was driven out to make room for the throbbing length. Sarafina licked the pearly drizzle up, and continued to lavish her attention on the spot where Banzai's cock sank within her daughter, the two groaning out almost in unison from the sensation of the feline's lightly-rasped tongue on their privates.

Nala still felt some pain, but Banzai's thrusts were now slower and much easier to take. The cub wondered if he'd spent most of his energy on his wild rutting of her mother, or if it was the presence of the older feline that made him hold back. Either way, with his still warm cum easing every thrust and her mother's diligent licks, Nala felt a heat begin to spread from between her legs, and suddenly every twinge of pain felt stimulating in its own right.

As Banzai picked up his pace, the young cub was surprised to hear her usual whimpers turn to needy sounding mewls, as the image of her mother cumming around the hyena's shaft swam in her mind. She could both hear and feel her mother's purr as the older feline continued her gentle ministrations, every sweep of her tongue across her stretched-out sex seeming to relax the cub more.

Nala only realized just how relaxed she'd gotten when her mate's knot slipped into her with one smooth stroke, surprising the cub who'd by now gotten used to the bulge battering at her lips until it was finally forced inside. Her sex reacted differently to the sudden invasion this time, and Nala found herself wide-eyed and panting as the knot began to swell within her, getting a little bigger with every throb.

The cub let out a high-pitched sound that was between a shriek and a whine as her entire body began to shudder, her already tight sex pulsing wildly around the member trapped inside it as the cub rode out her first real orgasm. She became dimly aware that Banzai was still humping, the shallow tugging strokes a perfect mixture of pleasure and pain to satisfy the young lioness instinctive need.

She felt her mother's tongue slipping lower until it was no longer flicking against her sex, but stroking her lower belly, the rough surface making her tingle as it slid across the nipples concealed under the cub's tawny fur. Her climax seemed to stretch out for ever, and through the blissful haze Nala became aware of a growl form above her, followed by a torrent of warm hyena spunk filling her young body. And all the while Sarafina kept licking under her belly, as if coaxing the young feline's body to take as much of her mate's seed as possible.

When her climax settled into a dizzying afterglow, Nala was still securely tied to her panting mate as the hyena continued to empty himself into her young womb. She looked up in time for her blurry vision to focus on a fluffy leonine rump, as her mother settled herself in front of her and presented her creamy sex to her daughter. Nala didn't need any prompting, craning her neck and burying her muzzle in the other female's muff. Sarafina's deep purr at the sensation of the cub's tongue brought out Nala's own, the young lioness no longer caring about the taste of Banzai's seed as she eagerly licked it clean from her mother's silky folds.

Nala hadn't even realized she'd been practically hanging from her mate's crotch until Banzai's knot had shrunk enough to slip past her lips, leaving the cub unable to support herself on shaky legs. As she plopped onto the floor, she saw her mother get up, her tongue still extended as it reached out toward the older lioness' folds. Without anything more expected of her, the cub licked her muzzle as her eyes closed and she fell into exhausted sleep.

"Well, that was quite a pleasant surprise..." Sarafina almost purred to Banzai, her tone the opposite of the way she'd addressed him when she first came in. "You may consider me your mate alongside Nala..." she said, passing so that her back rubbed under the hyena's chin, ending with a flick of her tail "... as well as any other daughters I have." she added coyly as she padded out the cave.

?

*******

The sun was setting as Nala made her way nervously up to Pride Rock. Her mother had told the cub that the King had summoned her, and the young lioness suspected she knew what the subject of their discussion would be. As she spotted the towering male sitting on the jutting ledge, she made sure to look as contrite as possible, clearing her throat as she approached him.

"Ah, Nala. Do you know why I have called you here?" Mufasa asked in his usual rumbling tone.

"Uh, I'm not sure..." Nala tried to fake ignorance.

"I've been approached by Banzai, and he told me you've been trying to hurt him during your matings. The scratches and bite marks I've seen on him seem to confirm this. Is it true, Nala?" the large male asked, and the cub tried to look to the side, hesitant to answer the question, knowing she'd have to tell the truth.

"Nala?" Mufasa asked again, his tone becoming stern enough to grab the cub's attention.

"Y-yes, sir."

"Nala, you've heard me proclaim that no one in the pride is to harm Banzai. You've always been well-behaved and responsible, remarkably so for your age. Why did you chose to disobey your King's command now?"

Knowing that the truth was that she did so at Simba's urging, which was the only reason the young feline ever misbehaved, she wasn't about to tell Mufasa the truth, not wanting to land her friend in even more trouble. So the cub began to recollect the times Banzai had decided to share her with other animals in the Pridelands.

She focused mainly on the time when the hyena had her service two zebras at once - a stallion and his colt. As she did, memories of the encounter came rushing back, and now that she saw Banzai in a somewhat less-sinister light, she couldn't help but re-examine her time with the two equines as well.

She'd been terrified of the notion at first, relaxing a little only once she was told the stallion wouldn't actually be mounting her. A good thing, since the lioness suspected his ebony spire was at least as long as her body. Once his son was erect, his endowment also seemed quite intimidating, being even bigger than Banzai's knotted length, but the colt was her own age, a virgin, and had an endearing, shy manner.

She remembered the way her legs trembled as she raised her tail and arched her back, certain that the young male would impale her immediately. She'd seen zebra's mate and had always been shocked at the way the females seemed to accept (and even enjoy!) having such massive shafts sliding in and out of them in long, powerful strokes. She'd almost jumped at the sensation of the colt huffing against her sex as he took in her scent, expecting to feel his weight land on her back at any second.

She was surprised, and quite pleasantly so, when instead the young male began to nuzzle her folds. The colt was the first herbivore to touch her back there, and Nala remembered the way her young sex had tingled as strong, grass-tearing lips began to gently pinch and rub her young slit. The velvety caresses had felt pleasant enough for the young feline to spread her legs apart, giving the colt better access to her slowly moistening cunny.

It was an opportunity that the zebra quickly exploited, slipping a long, smooth tongue inside the surprised cub, moaning eagerly into her sex as he savored his first taste of a female. Nala remembered shuddering as the probing appendage slipped deeper inside her, eager and curious as it poked and prodded her silky walls. She made sure, however, to omit this part from the story she told her King. In truth, if that had been the extent of their encounter, she would have considered quite a pleasant little interlude.

But the colt wouldn't be satisfied merely with a taste of her, and once that tongue was pulled out Nala had a few seconds to get her mind back on track before the colt reared and mounted, his front hooves wrapping around her waist as he pulled her hips back. His blunt tip was squirting her rump as it poked at her cheeks, bobbing up and down while the virgin colt tried to find her cunny. She remembered the terror she felt when one such prod landed just under her tail, and the laughter of the two adult males watching from the sides.

Fortunately, the young zebra's next prod managed to find its target, and Nala shuddered as she remembered the pain of having that blunt flare force its way past her lips. The colt mounting her didn't seem to notice her distress, his instinct driving him to sheathe the rest of his jet-black rod inside the warm, moist hole squeezing like a vise around his shaft. Nala remembered her mouth opening in a silent scream as the colt's thrusts drove the air from her lungs, inches of throbbing equine flesh being forced into her young body.

The older stallion took advantage of her open mouth, standing in front of her and managing to slip his own massive tip into her yawning muzzle. Nala's vision became black and white, her eyes crossing as the focused on the giant cock spurting pre down her throat, her gaze sliding up the dark length until they settled on the stallion's enormous sack.

She remembered the stud snorting above her, the sound sending shivers down her spine as she struggled to keep her teeth away from his cock. The older male stood perfectly still, but his throbbing shaft still twitched with every beat of the heart thudding away in that barrel-chest, filling Nala's mouth with a taste of stallion every time it did.

Her other end was receiving more than a taste, as the zebra's son began to hump into her in clumsy but powerful strokes. Each buck of his hips was enough to push the lioness forward just a little, making the flare in her mouth nudge against the back of her throat. She could feel herself being stretched painfully around the colt's cock, the shaft becoming thicker as the last few inches were forced inside her.

The lioness remembered it was a struggle just to breathe and stay upright when the young equine began to breed her, each thrust pushing her just a little bit more onto his father's shaft, the veins along the inky length becoming more prominent as the stud's climax approached. His son was the first to finish, the colt biting the scruff of Nala's neck firmly as he buried every last bit of his cock into the struggling lioness, neighing softly as his flare grew just before the first pulse traveled up the length of his shaft.

The bell-like end served just as well as a knot in keeping his load inside the lioness, and Nala remembered her eyes rolling back as the sheer volume of the colt's spunk seemed to overwhelm her, the flare ensuring that every gooey rope was forced directly into her immature womb. The colt on her back seemed to grow affectionate once again after he was done, staying within the feline and nuzzling her neck as his cock softened in her well-bred sex. She remembered the massive organ shrinking as it snaked its way out of her, the young zebra dismounting only after the still swollen flare had popped out, leaving her folds dripping the colt's seed.

And as full as she'd felt from the young equine's load, Nala realized how little the colt had actually produced when the stallion gave out a shrill whinny, his sack rising as his cock erupted down the startled cub's throat. The lioness wasn't even swallowing, just trying not to drown as a torrent of hot equine seed was forced down her gullet, gush after gush until the cub had begun to feel like she'd over-eaten. She only really tasted the male's seed after he began to pull out, and the ebony cock shot a rope over her tongue before slipping out and flinging a few more across her muzzle.

The stallion and Banzai were chuckling at the sight of her lying in the grass, her belly visibly swollen after what the two equines had left inside her. To his credit, the colt had actually come up to her and begun to tenderly clean up the mess he'd made of her young sex, but Banzai had assured him that the lioness loved the taste of cum and enjoyed cleaning herself up after she'd been bred. And since Nala was struggling to get her breath back, she could hardly deny it.

Still, even that wasn't the worst mess a male had made of her. Banzai seemed to like seeing her covered in cum, and the worst time was when he'd had her pleasure an elephant! Truth be told, there was little the cub could do with the shaft that made the zebra stallion look like a meerkat by comparison, but the towering male seemed to enjoy having her lick along his length well enough. It was when shed been licking the tip that the bull climaxed, trumpeting as he drenched the cub's face with a single pulse, making her stumble back and ensuring that the rest of his seed was soaked up by the sputtering young feline. That had taken an eternity to clean up!

Mufasa listened patiently to her explanation, obviously believing every word the cub told him. Nevertheless, his question once she was done was not something the cub had wanted to hear.

"And as a result of any of those things, were you hurt? Did any of those animals injure you?"

"No..." Nala was forced to admit, staring at the ground sullenly. There had been pain, fear and humiliation, but she'd never suffered actual harm. She folded her ears against her head at the sight of the older male shaking his maned head in disapproval.

"Then you are the one who broke the law, not him. I know this is hard for you, Nala, but I expect everyone to obey my orders. I am going to punish you now, but know it is only to avoid having to banish you from the pride, should your disobedience continue..."

Nala bowed her head in acceptance, and once the older male took her tail gently but firmly in his teeth, raising both it and her rump in the air, she knew what to expect. In spite of that she still squeaked out as a heavy paw landed on her bared behind, her fur failing to muffle the painful smack. Nala's cheeks began to burn, both on her face and under her tail as she was spanked, having seen other cubs receive such discipline, but never having earned such a punishment herself.

By the time the older male was done she was sure her butt was glowing red under her fur, but as her head was pushed towards the male's crotch and the cock emerging from its sheath, the cub knew her ordeal wasn't over. Determined to prove she could be good, she blinked back the tears the spanking had made her shed before pushing her muzzle between the older lion's legs and taking his growing cock between her lips.

Mufasa had taken some time to finish, mounting the young lioness after she'd gotten him fully hard. Nala was a mewling mess by the time he'd pulled his member from her well-bred slit, and the male hoped the cub had learned her lesson. Nala was pleasantly surprised when she felt the older lion's tongue between her legs, as the raspy appendage cleaned up the mess drooling from her sex. After he was done the young feline excused herself, walking away into the night on wobbly legs, towards her mate's cavern...

*******

Banzai had just pulled his shaft out of his young mate, the cub wincing a little as the knot slid out of her well-bred sex, leaving it as messy as her tail-hole. The lioness hadn't been thrilled by having her rump rutted by the hyena, but had obviously enjoyed having that knotted cock pumping away between her legs, as evidenced by her exhausted but satisfied panting. Taking his eyes of one little lioness, Banzai was startled to see three rather big ones padding towards him on silent paws.

"Uhh, can I help you ladies?" he asked, confused both by their presence and without a clue to what their reason for being here might be. It also unnerved him that the trio of females was advancing with the two lionesses flanking the middle one, a tactic they often used to deny prey a chance of escape. Still, there was no mistaking the hungry yet eager twinkle in their slitted eyes, nor the identity of the lioness in the middle.

"We came here to mate, Banzai..." the Queen of the Pridelands spoke in a matter-of-fact tone, as if the chief lioness lying down with a hyena was a common-place occurrence. "After noting the change in Sarafina's attitude towards you, we couldn't help but pry as to the reason. And once we got her to talk, she had a lot to say about her encounter with you. So much, in fact, that it made the rest of us curious..."

"But won't Mufasa... I mean, I could get into a lot of trouble here..." Banzai spoke, trying to remind himself of that as the sight of the three amorous females made his shaft stiffen once again in Nala's muzzle.

"None of us are in heat, and the King doesn't have to know..." she said, turning around and craning her powerful neck to keep her eyes on the hyena as she lifted her tail and spread her legs just a little.

Banzai could no longer remember a reason not to mount the majestic feline offering herself to him, and he felt like his paws were moving on their own as they brought him closer to the waiting lioness. As he reared up and climbed on Sarabi's back he became aware of the other females, Nala included, moving closer, their eyes betraying how eager they were to see the mating about to take place.

As his paws gripped Sarabi waist. Banzai was caught once again by the sensation of power contained in the body of a full grown lioness, hidden cunningly by their deceptively soft, sleek forms. He could feel the huntress' muscles twitch and tense, the female easily holding his weight as his tip sought out the opening to her sex.

Sarabi's cry of delight as he finally managed to enter her was music to his ears, but the male wished she'd try and keep it down a little, worrying that the King might be tempted to break his own oath if he found his queen moaning under another male. Memories of his first time with Sarafina came rushing back as the leonine cunny seemed to swallow him easily, despite feeling hot and as tight as a silken vise.

The lioness gasped as his rear legs came flush with hers, the bulb of his shaft rubbing against her lips as he ground his hips into her rear-end. The sounds of slurping and mewling made him look to the side in time to spot one of the spectating lionesses stick her muzzle between Nala's legs, the cub moaning gratefully as the broad feline tongue slid along her rear, cleaning up the mess Banzai had made earlier.

He was taking a few moments to savor the sensation of his latest conquest when one of the females accompanying the queen walked over so that her behind was just in front of the hyena's head. Once the ropey tail was raised, the male got the message and lowered his muzzle towards the newly revealed leonine honeypot. He began to pump at the same time he began to lick, the two lionesses responding almost immediately with deep, rumbling purrs. The sound seemed infections, and as Banzai began to rut Sarabi in earnest the whole cave was filled with the rumble of satisfied felines, as well as those anticipating satisfaction.

He tightened his grip on the lioness moaning as he humped her rear, her slit becoming messily wet despite the fact that the female wasn't in heat. His tongue dived in and out of the sex in front of him even as his knot slowly but surely pried open Sarabi's lips, preparing the feline for her first ever tie. He was so surprised when something soft, wet and raspy slid underneath the red bulge that he almost shoved the entire thing inside the purring feline beneath him.

Banzai took his tongue out of the leonine slit in front of him long enough to glance to the side, spotting Nala sitting down on what was presumably a clean behind and watching the coupling intently. Banzai realized that the lioness cleaning the cub had moved on and was now using that nimble tongue between his own legs! He could feel his shaft spurting into the warm depths of the lioness purring underneath him, every drop that leaked past those stretched folds picked up by her attentive pride-sister.

The male found himself unable to resume servicing the feline in front of him, panting desperately as his hips jackhammered into the feline rear, the swelling bulb teased by the unseen lioness threatening to pop in any second. The female he'd been licking quickly repositioned herself in front of Sarabi and the Queen wasted little time burying her muzzle between the other feline's lips, purring into her sex as she drove her tongue into that leonine honeypot.

The sight of Mufasa's own mate preparing his next female even as she purred around his cock was too much for the hyena to bear, and after biting the scruff of Sarabi's neck he tightened his grip on her waist, pulling her rear back as he gave one savage buck of his hips. The lioness yowled out as the bulb stretched her folds further than anything ever had for a split second before sinking inside her, those same lips tightening up behind it and keeping him securely in his new mate.

The lionesses' ears had perked up at their pride-sisters cry of pain, all three females watching intently as Banzai continued to hump, tugging against the tie as his knot swelled up even further, making the feline it was buried in moan as the sensation of pain brought her closer to climax. The lioness behind him turned her attention back to the two, slipping her tongue along the spot where they were tied, her raspy appendage sliding firmly across Sarabi's lips, her sex bulging noticeably as it kept the swollen appendage securely inside her quivering depths.

That was enough to push her over, and as Banzai felt her silken walls spasm around him he growled into her neck, releasing the first of many jets of hyena cum into the orgasming feline. Sarabi's moans were soon muffled as her pride sister needily shoved her dripping sex towards her muzzle, and a second later the Queen of the Pridelands was purring into the other female's slit as her tongue snaked into her.

A few moments later and Banzai gasped as he felt the tongue of the unseen feline move steadily away from Sarabi's bulging sex, the nimble appendage now lapping at his heavy sack, flicking against his swollen orbs as if trying to coax every drop out. The hyena savored the sensation of a purring lioness underneath him as another one helped him empty his load into her, affectionately nuzzling and licking his pouch as it twitched with every pulse he sent into the tied lioness.

But after a while the female seemed to get impatient, and Banzai could feel her tongue slipping back to Sarabi's lips, licking in such a way that it seemed like the lioness was trying to part her pride-sister's folds and pry the hyena's knot out. When he finally did pop out of that tight little tunnel the lioness in front immediately walked over to him and suck her muzzle into his crotch, sliding her tongue over his dripping shaft and claiming the next turn. The lioness that had been busily licking behind him didn't seem to mind, settling instead for slurping up the hyena's load from Sarabi's drooling slit.

Banzai's cock was aching at this point, but the eager licks of the horny feline in front of him kept him erect and out of his sheath. As the rosy length once again firmed up the female gave one last lick before nimbly turning around and sticking her well-tongued sex into the male's face. The male found himself mounting the tawny feline on instinct, but as he sought out her folds with the tip of his cock he remembered he had another one to satisfy after this and wondered if perhaps he didn't bite of more than he could chew.

By the time all three adult lionesses were happily bred, Banzai was fighting for his breath. He knew he was well and truly spent when even the sight of the three female's diligently cleaning each other, tongues digging deep into well-bred feline slits, failed to coax his shaft out of its sheath. He barely managed to stand long enough to see the lionesses out, but he couldn't help but notice how close to him Nala stood as their 'guests' left, pouting a little and failing to hide she was glad to see them go.

He was surprised by the cub's obvious jealousy and childish possessiveness, the little lioness going so far as to curl up with him to sleep, lying with her face next to his crotch, as if hoping the hyena's red shaft might yet make another appearance today. Banzai knew he'd disappoint her there, but grinned as he considered how he might make it up to her tomorrow.

*******

"You sure these will work?" Banzai said between grunts of satisfaction, his hips busily humping away at Nala's rump, the cub's cries of delight muffled by the cock she was busily suckling.

"'Course they will! This' a secret passed down from one Royal Mjuzi to the next. I did the same for Sarafina, and have you noticed her belly lately?" the mandrill replied, bristling a little at the challenge to his skill even as Nala purred around his cock.

His statement brought a smile to Banzai's muzzle, who had indeed noticed the way the cub's mother was rounding out, her obvious pregnancy doing little to damped her newfound appetite for a hyena's cock. It hadn't escaped Nala's notice, which was probably why the young feline had been so enthused by her mate's idea to reach out to Rafiki.

The hyena couldn't understand how painting the cub's belly while chanting could work, but he knew the mandrill was right. Since she had first become his mate Nala had grown considerably, but she was still too young for her first heat. Nevertheless, as he speared his steely length past her dripping lips, he caught the scent of a fertile lioness coming from the young feline.

Nala was doing her best to please Rafiki, although it boiled down to just suckling on the primate's cock and keeping her teeth out of the way, as the old mystic gripped her head in his hands and pumped away at her muzzle. She could tell Banzai was already getting close, and it thrilled her to realize that it was her smell that was causing it.

As she felt the familiar battering of a bulbous knot at her sex, she made sure to relax and arch her back a little, purring in anticipation of having her mate tie with her and pump his seed into her now fertile womb. So focused was she on that knot that the mandrill's climax caught her by surprise, the young feline doing her best not to sputter around the length twitching in her mouth as she did her best to swallow Rafiki's load.

Apparently that distraction was enough to make her relax and she found herself squealing around the primate's pulsing cock as her mate tied with her, his cock erupting almost immediately as he planted his pups inside her, although the cub intended to have him mount her several times more that very day, just to make sure.

Pulling out of the panting cub's mouth, Rafiki shot a few last drizzles of his cum over the lioness' dazed face before leaving them tied and ambling away, twirling his staff as he did. The sounds of another cub, although this one noticeably less pleased, reached his ears, and the mandrill was soon making his way through the tall grass towards the source.

"Mufasa! I have the ingredients for that potion you asked for!" he called out as he saw the King's maned head above the grass line. Once he parted it he wasn't all that surprised to find the grown male hunched over Simba, pumping away vigorously against the mewling cub's rear.

"Oh dear, been misbehaving again, has he?"

"Misbehaving I could tolerate..." Mufasa rumbled as his cock slid in and out under the younger male's tail. "But I will not have my own son and heir disobeying my laws!" he said. After her scolding, Nala had learned her lesson and became a model mate for banzai, even seeming to enjoy her role, while Simba continued to disappoint him. He continued trying to stir Nala against Banzai, and wasn't making himself available to the hyena as he was promised to.

"Ah, well, if we can't fix the misbehavin', maybe we could fix the son part!"

"You're certain it will turn Simba into a lioness, and a fertile one at that?" he asked, and the statement shocked the cub beneath him, Simba's eyes going as wide as his muzzle at the very thought.

"What is it with everyone disbelievin' me today? Fine, you just finish up here, I'll show you proof!" the mandrill said, disappearing into the grass he'd emerged from.

"B-but I don't want to be a lioness!" Simba cried out, terrified of the thought of being turned into a female and forced to carry another male's cubs.

The idea was distressing enough that he almost forgot about his father's cock sawing in and out of him just under his tail. It was bad enough having the larger male violate his pucker, the too-large barbed length making the cub wince with every motion despite how slick his rear got, but the thought of having a cunny and getting it bred by either his father of Banzai and being forced to bear and nurse cubs was profoundly distressing.

Simba was struggling to hold on to what little masculinity he had, a fact made all the more difficult by his obligation to lift his tale for the resident hyena, and recently even Mufasa. Worse yet, his body was growing accustomed to a cock pistoning in and out of his rump, and more often than not the young lion found his little shaft growing hard during these humiliating sessions. Even now he could feel his cocklet slipping out of its sheath as it was being driven out by the larger male's lusty humping. At this time in his life, he should have been poking around at Nala's sex, maybe even mounting her already, but as his friend seemed to grow into her role as Banzai's mate, it seemed less and less likely.

Mufasa couldn't help but smile at his son's obvious distress, the cub seeming to genuinely believe that he could become a female. The older male hoped that fear would accomplish what even his punishments failed to do, and make his son behave. Even rutting his tail-hole, an established way for an older male to show dominance over younger ones, failed to correct his behavior, despite the fact that the young lion was obviously embarrassed whenever his father left his well-bred behind dripping in leonine spunk.

"Here she is - Muu, or rather Lena as she goes by these days." He said, and looking up Simba noticed a cub trailing behind the mandrill. "Used to be Scar's son, but he ran away and asked me to hide him and I thought the wily old cat would be looking for a runaway son, so..." he said as he pointed the young lioness out.

Lena was blushing and looking at the ground, although Simba got the impression that it was due to her shyness rather than the scene taking place in front of her. Remembering his position, the cub felt his own cheeks grow red at the thought that a pretty young lioness was seeing him with his ass in the air and his father's cock buried under his tail. He couldn't help but think how pretty Lena looked, the lioness seeming to be a little older than he was but still a cub. Looking at her demurely feminine face, he never would have guessed that she'd been a boy, and that thought only made him panic as he remembered that fate was in store for him as well.

Mufasa and Rafiki shared a quick glance that the panic-stricken cub failed to notice. Lena had been told to go along with their plan, but she'd never been a male. The real reason Mufasa had asked her here was to introduce her to Simba. With Nala now Banzai's mate he thought that the bashful lioness would be a good match for his son, but he wanted the cub to know that he'd have to earn both a mate and the kingdom.

"It won't hurt a bit, you just drink it down and before you know it, you'll have one of these!" the mandrill announced, grabbing the startled lioness by the base of her tail and easily spinning her around until her rear was facing Simba. It was when the primate used his nimble digits to pry the feline's young sex open and show the young lion a flash of pink that Simba got scared enough that he actually tried to get away, certain it was only a matter of moments before he was completely robbed of his masculinity.

Mufasa knew by the way his son's rear had clenched up that the cub was going to try and squirm away, and put an end to any hope of escape by placing one heavy paw on the younger lion's back, pushing him down until his chest was brushing the ground, while his ass remained raised, his pucker impaled on the leonine length as the older male sped up his pumping, the cub's behind now rippling with every buck of his father's hips.

"P-please! I'll -aaaahh!- behave just don't turn me into a female..." Simba pleaded, his voice shaking with every thrust of another male's cock into his sore rump.

"Then stop acting like a spoiled brat! If you don't show me you're fit to inherit the realm, I'll not only make you a female, but also Banzai's mate!" Mufasa growled out as his climax hit him, humping away into the whimpering cub below him even as his cock sent a huge load of warm feline seed surging into his son's body.

Simba kept promising to be good even as his father's cock twitched inside him, knowing that as bad as it was to have another male empty himself into his young body, at least he didn't have to worry about becoming pregnant with his cubs! He kept crying out as the larger male fucked him right through his orgasm, pulling out and letting the last few ropes shoot across his violated behind.

"Glad to hear it. Now go find your mother and ask her nicely to clean you up. Unless you'd rather walk around and let the whole Pridelands see you with cum dripping from under your tail..." he said, and Simba noticed Lena walking past him and straight towards the towering male. Without hesitation, the shy cub pushed her head between the King's legs and took his glistening shaft into her muzzle, dutifully cleaning the older lion's member.

"Run along now, I still have Lena to tend to..." he added, and the soft purr coming from the young lioness let him know just what the cub was going to get. Folding his ears, Simba padded away in search of his mother.

"Rafiki, could you really do it? Turn Simba into a female?"

"It can be done. But once it is, there's no going back..." the old mandrill answered. His King's reply was just a grunt as the lioness beneath him pressed her muzzle all the way up to his sheath and took the tip of his cock into her throat.

*******

The quiet in the Royal Cavern was marred by the occasional whimper, barely loud enough to be heard over the sound of the sleeping felines' breathing. Curled up next to his parents, Simba's limbs occasionally twitched, betraying his troubled sleep. In his dream, his father was scolding him for misbehaving again, instructing Rafiki to turn him into a female. After the mandrill forced him to swallow some thick, pungent potion, the cub began to panic as he saw his body change.

In his dream vision he could see it all - his muzzle becoming a little more delicate, eyelashes growing longer and thicker, making his eyes look feminine. The nipples hidden in the fur of his belly became more prominent as his lionhood disappeared inside him, a pair of virgin lips blossoming between his legs in its place.

His father was larger than life as he took him by the scruff of his neck and carried him to Banzai's cave, proclaiming that he would carry the hyena's pups from now on. The young cub cried and begged in a decidedly girlish voice, but the older lion was unmoved, dumping Simba at the mouth of the hyena's home before turning his back on his former son.

"Well, well, what do we have here?" the hyena emerged, wearing the same leering grin Simba remembered from the elephant graveyard, where the male had first claimed him. The sight of the red cock dangling from between his legs made the newly made lioness want to run, but he found himself unable to move a muscle.

"Simba..." Nala whimpered, tears soaking into the fur around her eyes at the realization that she would never bear Simba's cubs, since in the young lion's mind she was only Banzai's mate because she was forced to, and still secretly attracted to him.

"Quit crying! This little brat's been nothin' but trouble, causing you to misbehave. Now he... that is to say she, will learn all about how a good li'l cub-slut's supposed to act!"

"P-please Banzai... I don't want your pups..." Simba said, trying to run away, but as soon as his back was turned he felt the weight of the massive male pinning him down, the tip of his shaft already prodding wildly at his unprotected rump. The cub tried to move his tail, but it remained raised, his virgin cunny unprotected as the hard tip got closer and closer.

"Like it or not, you're now my little breeding slut. And it's high time I put a litter inside you..." the male gloated, and as he did the tapered and of his cock found Simba's newly-formed sex.

The sleeping pup's tail twitched as in his dream the hyena impaled him in one stroke, even pushing his knot into the cub's freshly deflowered sex. Simba's mouth opened but no sound came out, his new feminine muzzle raised in a silent scream as the monstrous cock was pulled almost all the way out of him before the beast on his back began to rut him at a savage pace. He could feel the burning pain between his legs as his newly-formed lips were bruised and stretched while Banzai proceeded to knot-fuck him, tearing the swelling bulb out with every stroke only to plunge it back into the whimpering cub's body.

The surreal mating lasted for what seemed like an eternity before the hyena's knot was too big to pull out and Simba cried out in despair as he felt the first of many ropes of Banzai's cum erupt from his mammoth shaft, profound despair washing over him at the knowledge that another male had mounted and bred him. The vile lenght continued to spew warm seed within the former lion's fertile womb until his belly became rounded and Simba felt like he would burst. He felt some relief as the mammoth organ was pulled out of him, leaving him lying on the ground and dripping in the hyena's cum, but it was short lived.

Banzai immediately mounted Nala, the lioness squealing and struggling to get away as the dripping cock found her slit and her own breeding began. Simba couldn't move a muscle, forced to watch the vulgar red length pistoning between his friends legs as the male's heavy sack swung with every thrust, obviously still full enough to seal Nala's fate along with his. The brutal breeding was quick if not merciful, and he watched Banzai pant over the tied cub as the young feline was forced to take his load.

Once he'd pulled out, the hyena walked over to Simba, taking the cub by the scruff of his neck and laying him down on top of his friend, with his head between Nala's legs. After he instructed them to clean each other up, each cub reluctantly extended a tongue towards the other's dripping sex, wincing both from the touch on their still tender folds, and the taste of hyena cum in their mouths. Each cub dutifully dipped their tongue in and out of the other's well-bred sex, cleaning up the pearly goo that drooled steadily out of both slightly gaping cunnies.

Once they were done, Banzai appeared flanked by two young zebra's, each colt with an erect ebony shaft bobbing menacingly between his legs. He ordered them to present themselves for breeding, and to his horror Simba found his body obeying despite his fear and protests. The two cubs stood side by side as each was mounted by a black and white male, eyes wide with fear as the blunt equine shafts prodded around their rears, looking for those still dripping folds.

When Simba felt the flared head of a zebra's shaft press first against and then into his sex he woke up with a start, panting in panic until he recognized his surroundings. He took a quick look between his legs and breathed out sight of relief at the sight of his little lionhood, vowing to himself to do anything to stop himself from becoming Banzai's lioness as he drifted back to sleep.

*******

A lioness giving birth was usually surrounded by her pride-sisters, the other females eager both to help their friend through the ordeal of childbirth, and eager to see the new additions to the pride. Sarafina was no exception, but as the new mother tenderly cleaned her cubs there were shocked gasps mixed in with adoring coos as the paternity of her young became all too apparent. Sarafina blushed demurely under the avalanche of questions, promising she would give her sisters an explanation once she got her strength back. Still, as the pups/cubs latched on to her heavy teats to nurse for the first time, she couldn't help but notice some of the lionesses seemed curious for details since they'd also been in a position to bear a hyena's young, and Sarafina knew just which 'position' it was...

Some cast worried glances at Mufasa, but the only one there in a position to protest was smiling both benignly and knowingly at the sight of the nursing young. He'd known about Sarafina's decision, of course, and had given her his blessing, hoping it would help her cope with her daughter's fate in those turbulent early days of Banzai's stay. But it had been months since then, and Mufasa could scarcely believe how well the hyena had come to fit in with the Pride.

"I have to say Banzai, when you first came to live among us I never dreamed you'd ever fit in as well as you have." The King told the male watching his pups suckle with fatherly pride.

"Well, what can I say - living the good life has softened me up a little. Ungh, figuratively speaking..." he said with a grunt.

"I have talked it over with Sarabi, and we think you should be allowed to move into the main cavern with everyone else. We can even discuss extending your breeding privileges to include any other lionesses who might be interested..." Mufasa added, and a number of the assembled females wrinkled their muzzles in disgust at the notion, while the rest looked quite pleased at the idea of no longer having to hide their little encounters with the hyena.

"Hey, thanks chief! I'm sure Nala will like the idea..." he said, and there was a sharp squeak from the mentioned lioness as she opened her muzzle to reply but had the air driven out of her lungs by one of Mufasa's thrusts.

Each conversing male was gently pumping his hips, the large lion sliding his barbed shaft into the pregnant cub while his son serviced Banzai, doing his best to breathe as the hyena's cock slipped in and out of his throat. Both males were close to their climaxes, but the hyena reached his first, gritting his teeth as he emptied his sack down Simba's throat, the young lion struggling to swallow the gush of warm spunk being pumped down his gullet. Failing to keep up, he pulled his muzzle off the still squirting shaft, panting as Banzai panted his face with ribbons of his gooey seed.

A long whine from Nala announced Mufasa's climax, the older male's hind legs tensing as he pumped the lioness full, his load soon squirting around his shaft as Nala's gravid body failed to take it in. Once the leonine shaft was taken out of her, the panting cub wasted little time turning her creamed behind and presenting it to her mate.

"Reminds me how demanding her mother was during her first pregnancy..." Mufasa remarked as Banzai mounted the young lioness and easily sheathed himself in her dripping slit.

The sight of the rutting pair kept the older lion's cock from retreating into his sheath. He noticed his son staring at the two with obvious envy even as he licked his muzzle clean of Banzai's load. Simba had been fairly well behaved recently, but the sight of his behind as his tail swished from side to side made the older male decide to 'discipline' him nevertheless.

Simba was so engrossed with the sight of Nala eagerly taking Banzai's shaft that he didn't even notice his father's body settling over him until he felt a warm, moist prod under his tail. The cub was so startled he almost bolted, but quickly reconciled himself with another dose of discipline. Figuring it would be easier the sooner it was over with, he hiked his tail to the side and arched his back, failing to stifle a yowl as the leonine cock found its mark and penetrated his little rosebud.

He lowered his front to the grass even as his behind remained raised for the male rutting it, scrunching his eyes shut as he waited for the ordeal to be over with. He'd gotten used to having either his father or Banzai under his tail so the pain was no longer an issue, but he always felt embarrassed whenever the older males would mount him where others could see. And more often than not his own shaft would grow erect, a few tell-tale inches sticking out of his little sheath and only adding to his humiliation as he appeared to enjoy being taken like a female.

As his behind was pumped he felt his lower half almost rising off the ground with every thrust of his father's cock under his tail, the vigorous rutting drawing sounds from his throat that seemed disturbingly similar to those Nala was making, although the female cub was not bothering to mask or dampen her delighted moans.

As she watched the father-son coupling, Sarabi couldn't help but smile, stretching her legs and bending over until her tongue was within reach of her sex. She let out a long, low purr as the broad appendage slipped deftly past her lips, stretching her out as she watched her mate's cock piston in and out of the mewling cub underneath him. The pink length even now protruding from between Simba's legs told her he was getting at least a little turned on by either the thought of the sensations of having another male slide his cock in and out of that little golden rump.

Simba had made the mistake of opening his eyes, and the moment he saw Nala with her tongue lolling out as she begged Banzai to tie with her he felt another inch of young lion meat slide from his sheath. His father was grunting above him, his strokes becoming shallower and faster, a sign the young male knew all too well by now.

Flicking his ears against his head, Simba prepared for what he knew would be the most humiliating part of his punishment. The sensation of a heavy sack hitting his own little pouch was gone a second before the cub felt it being emptied inside him, the older male growling as he filled Simba's well-bred rump with a fresh batch of virile leonine spunk. Gush after gush was shoot deep inside the cub's body until he felt the goo ooze past the impaling shaft, the warm seed running down from his stretched pucker and trickling down his little sack.

As she saw her mate pull his still throbbing shaft from their son's behind Sarabi did the same with her tongue. She'd managed to get herself off watching the pair, but felt like the climax had only left her hungry for more. The sight of her son catching his breath as Mufasa's mess dripped from his pucker aroused her even as she felt a surge of motherly sympathy wash over her. Well, Simba has been well behaved lately. Maybe he deserves a little reward.

"Simba come here, let me clean you up..." she called to her son, and for once the cub didn't whine at having to sit through another bathing session.

She began by licking up a few stray streaks of Mufasa's seed from the young lion's forehead before moving on to the mess under his tail. Simba winced and gasped at the sensation of a rasped tongue brushing her recently bred pucker, but kept his tail up and out of the way. Once she was done, Sarabi moved her muzzle between her son's legs, giving his little pouch a few good licks before sliding her tongue along his sheath.

"Uh, mom?" Simba asked in a shaky and strangely hopeful tone, unused to having the older lioness pay that much attention to that part.

Sarabi smiled at the mewling noise the cub made once she pulled her head away, walking past him and lying down in front of her son. She looked back, giving Simba her best bedroom eyes as she presented herself for the wide-eyed young male, knowing that after the vigorous tonguing her folds would look especially inviting.

"Come on sweetie, let mommy give you a little treat..." she husked, and wasn't surprised to see the cub walk over in eager disbelief.

Simba felt his heart thudding in his chest as he clumsily mounted his mother's tawny rear, her familiar scent now affecting him in a profoundly different way as he felt the heat of the larger female underneath him. Gripping her waist with his forepaws, he did his best to seem strong and dominant, despite the fact that he suspected he looked ridiculous as he mounted the grown lioness. His mother at least seemed to enjoy his clumsy efforts, purring as he poked around her rump, trying to find her slit with his now fully erect cock.

When he felt something moist and warm against his tip, Simba felt his hips bucking as if on their own, burying his whole shaft into his mother's welcoming sex as he grunted on top of her. He worried for a second if he'd hurt her with his sudden thrust, but the older feline's uninterrupted purring made him realize how silly the idea was that the experienced lioness could be harmed by his immature shaft.

He took a moment to get used to that warm, velvety tunnel caressing his young cock as the vibrations of his mother's purrs seemed to travel through the twitching length and into him. He pulled his shaft out, careful not to let the tip slip out before sheathing himself once more inside his mother's sex. The older lioness let out a gasp of delight, and the sound filled Simba with confidence as he settled into a steady rhythm, pumping his barbed shaft in and out of the purring lionesses moist slit.

His ears focused once again on Nala's squeals and moans, his childhood friend obviously trying to relax enough to take her mate's knot. As he thrust, Simba imagined it was Nala underneath him, albeit a fully-grown version, and that it was his cock rather than Banzai's that was coaxing those lusty sounds from her throat.

Sarabi for her part found herself genuinely enjoying her son's efforts to breed her, despite his small stature and inexperience. She was doing her best to clench the muscles of her sex, trying to make it as tight as possible for the young male, and in turn getting more stimulation from the barbed cocklet sawing in and out of her at a furious pace.

She suspected her son would grow into a male every bit as impressive as his father, but for now she found herself enjoying his clumsy but passionate efforts as he grunted away with every buck of those little hips. Although his cock was much smaller than she was used to (especially after taking Banzai's knotted length) she found herself becoming quite aroused by the sheer act of taking her son's virginity after watching her mate breed the cub's tail-hole.

Sarabi knew her son couldn't last long within her and although she was disappointed she was hardly surprised when the cub's humping stopped and she felt his young shaft twitch, sending a few week spurts into her purring body. She let the young lion rest on her back, eyeing both Mufasa and Banzai and wondering which male she'd choose to finish what her son had started.

As Simba came down from his first ever orgasm, his fantasy of breeding Nala evaporated and he was once again mounting his mother as he watched his childhood friend moan in delight while the hyena tied to her pumped his load into her already gravid body. As his cock softened and withdrew, he wondered briefly if Banzai would ever let him mount the young lioness and fill her with his own cubs...

*******

"Oh Banzai they're so beautiful!" Nala cooed happily, and the male was tempted to roll his eyes at the remark.

The lioness had given birth a week ago, and in all that time her gushing over their litter hadn't abated, the young mother acting like she was seeing them for the first time every time she laid her eyes on them. She began to purr gently as each of the four cubs latched on to a teat and began to nurse eagerly. More than Nala's belly had grown during her pregnancy, and while she didn't have the powerful body of a fully grown lioness, she could no longer be mistaken for a child.

"They're cute, I'll give you that..." Banzai said, although his eyes were focused more on the reclining mother than her nursing litter.

"And you're incorrigible!" Nala teased, eyes focusing between her mate's legs where a familiar red shaft was quickly emerging. "Did the sight of me do that, or are you imagining our daughters when they get older?" she asked, beckoning the hyena closer and giving his cock long, loving licks once it was within reach.

"Well, can you blame me? After all she... "he said, pointing at Morowa as the cub sucked hungrily on her mother's teat "...looks just like you did when you were a cub, she's got your mother's colors..." he continued, pointing out Tifu with her slightly darker coat "...Niku looks a little bit like both of us and Janja is the spitting image of m..." the hyena's last word turned into a grunt as Nala gave a few flicks across his sensitive knot, making Banzai shoot his load over both her and their offspring. After he was done, Nala began to clean her babies, the cubs mewling around the nipples in their mouths, annoyed at this interruption of their meal.

*******

Although it was not uncommon for the King to breed his lionesses in full view of the rest of the Pride, Simba knew how shy his new mate was and so the two had found a little patch of bare ground by the river, surrounded by grass tall enough to conceal their first time together. He'd walked behind her on the way there, the scent of her heat filling his nose with every step they took until his shaft was hard and bobbing between his legs long before they got there.

That same shaft was even now gently prodding the soft fur of Lena's presented behind, getting closer and closer to its target until both felines cried out as the questing tip parted the lioness' heat-swollen folds. The lioness' shuddering gasp as he slipped further inside her was enough to make young male ignore the twinge from his recently bred pucker, his body hunching over the prone lioness as he began to rut her.

Lena closed her eyes as she savored the sensation of her lover's barbed cock sliding in and out of her already dripping sex. It was by no means the first time she mated, but it was her first heat, and the sensation of Simba on top of her, his hips bucking as he bottomed out inside her with every stroke was almost overwhelming in its intensity.

Simba's eyes remained glued to the body of his mate, the delicate interplay of muscles on the lioness' lean form as they twitched with every thrust he made into her. Unlike the time he'd mounted his mother, he actually felt big as he covered the slender young female, despite the fact that his own lanky frame was only starting to fill out with the muscles that were the mark of a grown lion. Even his mane had only recently started to come in, but Simba was nevertheless fiercely proud of it.

Still, he bred his mate with all the force and vigor in him, and every eager cry torn from Lena's throat told him that he was certainly big enough for her. He could feel her behind bouncing up with every thrust, her velvety tunnel wrapping around him each time the tip of his cock brushed against the barrier to her womb.

Lena purred as she felt her mate began to nuzzle the back of her neck, huffing into her fur as he took in her scent. And she cried out when she felt teeth fasten on her scruff, a thrill running through her body as Simba took her in a mating bite, his hips now a blur as he redoubled his pace. The lioness' breath was labored, her eyes unfocused as her pleasure mounted until she finally felt her body give in, her sex clenching around her mate's cock and milking it desperately even as the barbed length continued to piston past her dripping folds.

The feeling of a lioness cumming fiercely around his shaft sent Simba over, the male releasing her neck and lifting his muzzle in a roar as his cock erupted within her, his sack twitching as he ground his crotch against her rear.

"Mmh, you're going to make a wonderful mother, my Queen..." Simba whispered to his mate as his shaft deposited the last few ropes of his seed within her.

"Ahh... and you'll make a wonderful father, my King..."

*******

"I think abdicating was the right thing to do, don't you my dear?" Mufasa asked, staring up at the clear sky as he rested on his back, with his mate draped on top of him, swiveling her hips as she rode his shaft. It had been some time since he'd left the kingdom in his son's paws and moved out from the royal cavern to enjoy some alone time with his mate, and the older lion wasn't regretting a moment of his new life so far.

"Mmhh, I certainly like having more of your time for myself, although I can't help but notice I still have to share you every now and again..." Sarabi purred as she ground her slit against her mate's girthy cock, letting only an inch or two slide out of her before swallowing them back up. Her words brought a smile to both their muzzles as they looked around where several young lionesses were either cleaning their father's spunk from their cunnies and muzzles, or intently watching the mating pair.

Sarabi brought her muzzle to her mates, eager to take advantage of one particular perk of this position. As Mufasa opened his mouth she slipped her tongue into it, moaning into their kiss as she felt the lion's cock throb eagerly inside her well-stuffed sex. This position didn't let the mighty shaft plow in and out of her like when Mufasa would mount her, but it did offer some benefits, not the least of which was the feeling of her mate's body, hard muscles under soft fur as she rubbed herself up and down on him, her nipple stiffening from the stimulation.

Mufasa could feel the mess from Sarabi's sex soaking into the fur of his crotch as both the lioness' honey and his juices dripped from her well-stuffed slit. The motherly feline was grinding even harder now, pressing her lips against his sheath as she made sure that every last inch of him was buried inside her, her moans turning into whines until the male could feel the tell-tale pulsing of her velvety walls, the milking of her sex triggering his own orgasm.

He could feel the eyes of his daughters on his sack as the two massive orbs began to twitch, sending a flood of virile leonine seed into the now purring lioness draped on top of him. They remained together even after he was done and his shaft withdrew, slipping out past her well-bred folds that immediately began to droll what part of his seed didn't make it into Sarabi's womb. Soon they both felt the brushing of eager tongues as their cubs turned their attention to their parents, no doubt hoping to have some in return...

*******

"Morowa!" Nala called out to her daughter, receiving a reply a second or two latter.

"Coming mom!" the cub cried out as she ran towards her mother's voice. She and Tifu had been circling each other, both of them waiting for the right moment to pounce. Her sister had decided to try and nab Morowa's retreating rump, but the young lioness giggled as she managed to dodge the other cub's leap and get to safety.

"Having a fun day sweetie?" Nala asked the panting cub.

"U-huh! We practiced pouncing, went for a dip in the river, and had another Hornbill Hunt!" her little girl replied, smiling from ear to ear as she recounted the highlights of her day.

"Well, as long as you left Zazu his flight feathers. I don't think he'd enjoy having to walk everywhere..." Nala said, amazed at how generation after generation the stuffy majordomo found himself the favorite target for a lion cub's mischief.

"Is that it?" Morowa asked, looking behind her at the rustling bushes she'd just emerged from and imagining the fun her brother and sisters were that she was missing out on.

"No honey. Your father and I think it's time you learn about mating and how to service a male..."

"What's that?"

"Well, let's go inside and I'll explain it to you..." she said, stepping into the cave with the confused cub following close behind.

"Daddy!" Morowa exclaimed happily, running up to Banzai and rubbing up against his legs.

"Hey, there's my two beauties!" he said as the cub began to twist around his legs, purring all the while. Nala and Banzai looked at their daughter a second before meeting each other's eyes.

"Mom? Dad? C'mon, what's mating?" Morowa asked in a pouty voice, feeling a little upset at not being the center of her parents' attention. She listened closely as the two explained it to her, but at the end she still wasn't sure about what the big deal was. She'd expected the act of making cubs to be something entirely more impressive than just a male climbing up on a female's back and putting something into her.

"So is this the thingy?" she said, walking right under her father and sticking her muzzle into his crotch. She noticed something red poking out from daddy's sheath, the same thing that sometimes happened to Janja, although her father seemed a lot bigger, especially up close. She gave the tip a few sniffs, the smell of a male awakening her curiosity enough for her to take the emerging shaft into her muzzle.

"Ungh, she's almost as good as you Nala!" Banzai teased his mate as he felt another few inches of his cock slide out and into his girl's waiting muzzle, the young cub seeming to have no trouble taking the hyena's length into her mouth.

Morowa beamed at the compliment, the pride swelling in her at her father's words driving her to push her muzzle forward and take more of him in her mouth. She realized she may have tried to hard when the tip hit the back of her throat and squirted something down her gullet, causing the startled cub to cough and sputter on the length nestled on her tongue.

"Easy honey, daddy's still quite big for you. Just relax your throat and breathe through your nose..." Nala coached her daughter, lying down behind the cub and sticking her own muzzle under her tail.

Morowa did as she was told, feeling her mother's breath on her tush a moment before she felt her tongue, wondering why she'd chosen this moment to give her a bath. But the cub wondered if that was what her mommy was doing, as the older lioness seemed to pay a lot of attention to one part of her. She'd felt her mother's tongue on her girl-parts before but it seemed different now, the older feline apparently trying to push the tip past her lips with every long, loving stroke.

Suckling on her father's length, Morowa's eyes crossed as she focused on a growing red bulge at the base of the slick red length. She wondered briefly what it was before her daddy let out a low groan and began to gently buck his hips, the knot now bumping her nose as his shaft slid in and out of her mouth. She began to purr as her mother's tongue started rubbing her little slit in a very funny way, making a strange fluttering feeling rise from between her legs.

The cub's eyes shot open wide as all of a sudden her daddy bucked his hips and sent his thingy down her throat a moment before she felt it throb in her mouth. Every time it did, the cub felt a squirt of something warm and thick slide down her throat as she did her best to swallow everything her daddy pumped into her. By the time he began pulling out, Morowa was sure her belly was sticking out with how full she felt.

She panted as the red cock slipped out her muzzle, the last few jets of her daddy's seed shooting across her face. The young cub couldn't believe the size of the red length dangling between her father's legs, feeling proud that she'd been able to take it in her mouth, and worried as she remembered where it would be going next.

She was having a hard time catching her breath as her mother's tongue between her legs started feeling really good, but at the same time the nimble appendage sliding over her lips and just barely entering her was not enough. She whined a little and pushed her rear backwards onto her mommy's muzzle trying to get her tongue to slip in just a little bit deeper.

"Okay sweetie, I think you're ready to have daddy mount you..." Nala said, smiling at the sight of her daughter's face as she stepped aside and left her little slit unattended. Morowa was still panting with her rear in the air and her tail held to the side as her father stepped over her, the still slick shaft poking into the soft fur of her rump.

"Now don't worry honey, daddy's going to be nice and gentle. Right?" she asked her mate, cocking one eyebrow in challenge.

"Of course I am!"

"Good, because we missed out on a lot of fun because you were such a brute when we first met..." Nala teased.

"Well, you missed out on a lot of fun..." Banzai replied with a sheepish grin as Nala's face disappeared below. He groaned when he felt his mate's tongue under the tip of his cock as Nala lifted the tapered end up a little, guiding it until the hyena could feel his little cub's well-tongued folds.

Morowa felt a tingle run up her spine as her daddy's cock parted her lips, the hard, squirting tip of his member feeling more amazing than she thought it could. She winced a little as it slipped in, feeling her young sex stretch around the intruder as the first inch of the red shaft sunk into her young body. Her toes curled as more of daddy's shaft slid in, a couple more inches stretching her until she felt a little jolt of pain and her father stopped.

"Now just relax sweetie..." she heard her mother coo from somewhere behind her "... this next part will hurt a little, but it will feel amazing afterwards. Just be a brave girl."

Nala smiled at the sight of her daughter's chest swelling at that last challenge, but she though she still might know a way to get the cub to relax a little. Bending down, she once again extended her tongue, rubbing it against the spot where Banzai's shaft disappeared into their little girl. She rubbed the cub's folds vigorously, her ears picking up her daughter's whines as her clit was pressed against the throbbing cock lodged in her young sex.

Morowa realized what her mommy was doing only after her father bucked his hips, a sharp stinging sensation from between her legs soon giving way to more of that feeling of fullness she was coming to crave. Her daddy had stopped after that thrust, but her mother kept on teasing her, and a little while later Morowa found herself pushing back onto the impaling member, eager to have more of it inside her.

Banzai had to admit there was something to Nala's approach as his daughter eagerly slid back onto his shaft, relaxed enough by the older feline's tender touches that she was actually eager to feel more of him. He began to push a little against her, and once he felt her young lips brush against his knot he gave her a few seconds to catch her breath before beginning to gently pump in and out of her.

As good as daddy's cock felt sliding into her and stretching her, Morowa realized it was nothing compared to having the slick red length pumping in and out of her messy sex. The cub's tongue was lolling from her mouth, eyes glazed as she savored in the sensation of that smooth length rubbing parts inside her she never knew needed to be rubbed. Her mommy's tongue still lapped over her stretched lips, but every now and again she'd feel it leave them, guessing she must be giving daddy some attention because he'd start to groan every time she did.

The cub braced her forepaws as she felt her father speed up, his thrusts becoming shallow but a lot more rapid as her little body shook with every buck of the male's hips. Her daddy's shaft had been leaking inside her and she remembered how much he'd shot down her throat earlier. She felt a little thrill at the thought of her father shooting all of that gooey stuff into her little kitty, smiling a little at the thought of going to Tifa and Niku to show off her well-bred little slit.

"Careful with the knot honey, I think she's still too small to take it..." she heard her mother say.

"No I'm - ah! - not! I'm a b-big girl..." she replied between squeaks and gasps, bristling at the idea that her mother would call her little while she was doing such big-girl stuff. She only wished she knew what she'd just agreed to...

"All right then, just relax and take deep breaths." Nala said as she redoubled her effort on her daughter's sex, trying to make the girl relax enough for Banzai's bulge to tie with her.

Morowa realized what a knot was when she felt something bumping against her lips and remembered the red ball at the base of daddy's cock. She wondered if maybe she'd bitten off more than she could chew, or at least swallow, but she was determined that she'd take anything that her mother could. She felt those fluttery feelings in her belly grow stronger every second until she felt like she couldn't take it anymore.

"I'm... I'm..."

"It's okay sweetie, just let it happen..."

She barely heard her mother's words, and a second later she felt daddy give one last buck of his hips and something huge slip into her. Her lips burned even as they closed tight around the throbbing bulge, the cub letting out a shrill cry as she came around her father's cock, her already snug tunnel pulsing around the steely length as the hyena's knot swelled.

Through the haze of her first ever climax the cub became aware of her daddy growling above her just before she felt him twitch within her depths, a warm wet sensation growing between her legs as her father's seed began to flood her young body. She tried counting the spurts but soon gave up as her eyelids grew too heavy for her to keep them up. She felt daddy lower them both to the ground before rolling them over, still buried in her as he spooned up against his little girl, the cub's mother soon joining them. She'd woken up part way when daddy's knot popped out of her but soon fell asleep again, her parents joining her in a nap once Nala was done cleaning the two, all three of them unaware they were being watched from the mouth of the cave...