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Bored. That was his problem. He was bored. Well, actually, it was even worse than that. He was bored and horny. A bad combination for any guy, but especially bad for the hyperactive young bear cub.

Ever since arriving in the Pride Lands, Koda had been enjoying exploring everywhere he could with his new friends, the lion cubs Simba and Nala. The Pride Lands were so different from his own home Koda had been eager to see and experience everything he could about this strange new place. And when it came to new experiences, there was one in particular that he had come to really enjoy.

One of the many things the bear cub had learned since coming here was the lions' unique attitude towards sex. Unlike the other bears back home, the lions didn't seem to have any problem with mating right out in the open, whenever, wherever, and with whoever they wanted. This was made even more clear when Koda had found Simba and Nala in the act, the young lion prince on top of his friend, thrusting back and forth beneath her tail. This wasn't the first time Koda had accidentally walked up on a mating pair, but it was the first time he wasn't immediately run off. In fact, far from running him off, the lions had talked with him like nothing was happening, insisting that he stay and join them. That had been Koda's first time with a female, but certainly not the last, as in the days and weeks since, Nala had been thoroughly enjoying having both boys to herself, and he and Simba had been taking turns giving the little lioness the pleasure she craved. Not that either of them was complaining.

Then, a few days ago, something had happened. While Koda was taking his turn with Nala - the first of many, their youthful eagerness meaning the trio spent as much time as possible with each other - Simba, who had not yet gotten a turn with Nala, had grown tired of waiting and decided to do something about it. To Koda's surprise, the lion prince had climbed up onto his back, sandwiching the brown furred cub between the two felines, and after playfully humping against his rear to get himself fully hard, Simba had actually thrust into Koda, and started to mate him. After the initial shock of the penetration had worn off, Koda didn't really have a problem with it, and the group had started trying to find a rhythm that worked in this awkward new position.

Unfortunately, they'd only managed a few experimental thrusts before they were interrupted. When Simba had mounted him, Koda's brief whines had alerted his older brother. Kenai, who had already been out searching for the young cub anyway, heard him and when he saw what they were doing he immediately made them all separate. After Kenai left, Nala insisted that Koda finish what they'd started, and soon he and Simba were back to taking turns inside the sandy-furred lioness, but the boys were too shaken by what had just happened to try playing with each other.

Koda had been thinking about what happened a lot over the past few days. Not Kenai's over-reaction - the older bear could be so silly about such little things. Back home just hearing the other males talk about mating was enough to turn Kenai into an embarrassed, mumbling mess. No, Koda had been thinking about how it had felt to have the other boy mount him. And the more he thought about it, the more he realized, he'd actually liked it. It had felt pretty good, for what little time he'd gotten to feel it. And if something felt good, how could it be bad.

When Koda had gone looking for the lion cubs that morning, he found Nala, but Simba was nowhere to be seen. Nala knew where he was, but when Koda invited her to come with him to find Simba so they could all have some fun, the lioness politely turned him down. As much as she had been enjoying having both boys all to herself, she'd decided she needed a break, and so would be spending the day with some of the other female cubs. However, before she and the other girls left she'd told him where he could probably find Simba, and suggested that maybe the two boys could keep each other entertained for a while. Koda had set off from Pride Rock, heading towards the small grove of short trees that Nala had pointed out to him, hoping to find Simba there. It didn't take him very long to reach it, but as he did he could feel his sheath getting harder at the prospect of what might be about to happen.

The savannah was far hotter than what Koda was used to, especially with his thick brown fur, and so he was relieved to reach the shade of the trees. It wasn't much, but it was better than being out in that harsh sun. There was a clearing in the center of the ring of trees, and when he poked his head in to look for Simba, Koda's jaw dropped at what he found. It was Simba, but the lion boy was doing something that even Koda's hyperactive imagination would never have come up with in his wildest dreams.

Apparently, without Nala around to mount, Simba had decided to take matters into his own paws. Or rather, his own muzzle. Too lost in his own pleasure to notice the arrival of the young bear, Simba was putting his incredible feline flexibility to good use. The young lion's head was on the ground, hind-paws planted on either side of his head, leaving his body curled over itself. Simba's tail was waving in the air, held high and exposing the tight pink pucker of the lion prince's tailhole underneath. Just below, his sandy colored sac twitched and swayed, almost hypnotic for the horny young bear. But what really got his attention was the sight of Simba's dick - or at least, what little of it he could see - as the lion sucked himself off, his muzzle bobbing up and down on his pink length, the young lion's purrs of pleasure muffled by his own cock.

It was one of, if not the single hottest thing Koda had ever seen.

Having found his friend and getting an eyeful of him pleasuring himself, Koda was eager for some fun of his own.

"Hey there, Simba," said Koda, walking out into the clearing. "Was hoping I'd find you here."

Simba was surprised by his friend's sudden arrival, but that wasn't enough to stop him. After days spent together fucking Nala, Simba wasn't the least bit embarrassed for his friend to see what he was doing.

"Oh, hey Koda," said Simba, sliding his cock out of his mouth, but making no move to change position. "Care to join me?" Simba pulled his cock back into his mouth, suckling and slurping happily on his length.

"Sorry, but no can do," replied Koda. "That looks like a lot of fun, but no way am I that flexible. I'd just end up hurting myself if I tried."

Koda stood there for a few minutes, watching his friend giving himself a blowjob, trying to figure out how to ask Simba for what he wanted, feeling himself getting harder all the while. But figuring out ways to talk about something delicately wasn't really the way Koda's mind worked, so he decided to do what he always did - be blunt and direct.

"Simba, can I ask you something?"

Simba let his cock slide from his lips, uncurling himself and flopping down on his side, his spit slick length sticking to the fur of his thigh as he looked at Koda, completely unfazed at being hard and exposed in front of the other boy. Or that Koda was staring openly at his dick.

"Sure," he said. "What's up?"

"You remember what we were doing the other day? Before Kenai showed up?"

"Sure."

Koda flopped down on his rear, his hind-legs spread out and forepaws planted in front of him, unintentionally giving Simba a nice look at his own growing arousal. A view that Simba took full advantage of, watching the bear's cock slide slowly out of his sheath until he was fully hard.

"I want to try it again," said Koda, matter-of-factly.

"Really?"

"You bet I do! I know Kenai wasn't happy about it, but he was just being weird, like always. He must have thought you were hurting me, but it didn't hurt. It felt good!" Koda grinned. "And if something feels that good, there's no way it's bad."

"I know, right? Your brother's so weird," said Simba.

"No kidding. He needs to learn to relax and have some fun."

"Well, I'm game," said Simba. "Nala didn't want to play with us today, so we've got to find something to do."

"Alright!" exclaimed Koda. "Hey, before we start I was wondering..."

"Yeah?"

The bear cub pointed his paw towards Simba's tail. "You think I get get a better look at it, before we start? I've never really gotten at good look at it when you're on top of Nala."

"Sure, I don't mind," said Simba. "But only if you let me see yours."

"You bet!"

Simba sat up and leaned back on his paws, spreading his legs to show off his cock for his friend. He was still slick and shiny from the blowjob he'd been giving himself when Koda had found him, his pink prick standing proud above his sandy-furred sac. Koda was fascinated by the lion's penis, especially the little barbs that stuck out from it, making him wonder what they would feel like inside him. Probably really good, if Nala was anything to go by - she'd never complained about getting stuffed by Simba before.

As Koda stood up on his hind-legs, Simba's jaw dropped. He'd expected the bear's penis to be different from his, but not that different. Pretty much the only thing they had in common was the delicate pink color of their flesh. But Koda had at least a couple of inches on Simba. Apparently the bear's bigger size applied to everything, though his sac was roughly the same size as the lion's. Where Simba's cock came to a narrower point, the head of Koda's dick was wider and more rounded.

"And after you go, then I can have a turn," said Koda.

Simba hesitated at the bear's words, looking down at his cock again and gulping. Koda's size down there made the young prince a little nervous, but then he thought back to their time with Nala. She had taken the bear a bunch of times, and had never complained about it. In fact, she was usually pretty loud about how much she enjoyed both of their cocks. A few times she'd even insisted they take her at the same time, one in her pussy and one under her tail. She'd taken each of the boys in each of her holes, and had never complained, always asking for more. And there was no way Simba was going to let her get the better of him. He'd never hear the end of it.

"Deal," said Simba. He climbed to his feet, shaking the grass from his fur and hurrying around behind Koda, his dick shining beneath him the whole way.

Koda dropped back down onto all fours, moaning a little and giggling as his cock slapped against his belly, the heavy fur tickling his shaft. Eager to start their fun, Simba wasted no time and mounted Koda, humping playfully against the bear's rear a few times and laughing. When he was ready to get started for real, Simba lined himself up, humping against Koda's pucker. He pushed harder and harder, until finally he slipped inside, slowly sinking his cock into the bear's ass.

Simba moaned in pleasure as he bottomed out, buried up to the hilt in Koda's tailhole.

"Oh man, that feels good," said Simba. "You're so much tighter than Nala."

"Well, yeah, I've never done this before," laughed Koda. "She takes both of us all the time."

Koda wiggled his rump back and forth, getting used to the feeling of being stuff full of another male's dick. It actually felt really good, the lion's dick giving his tailhole a comfortable stretching; a feeling that got even better as he moved. A feeling that was mirrored for Simba, the young prince moaning loudly as the bear flexed around him, squeezing his dick nice and hard.

"Whoa! That's... ugh, you're got even tighter," groaned Simba.

"Sorry," said Koda, worried he'd hurt his friends mom sensitive spot. "I'm trying to relax, but --"

"No!" said Simba. "I mean... don't worry about it. As long as it feels okay for you, you can squeeze me as much as you want, it makes it even better."

"Really?"

"Really," said Simba. "I'm gonna start moving now."

Simba pushed forward, getting himself as deep under the bear's tail as he could, flexing his cock a couple of times, making Koda murr lowly at the feeling of the lion's dick spreading places he didn't know he could feel. Those murrs quickly turned into loud moans of pleasure as Simba pulled back, and Koda got an unexpected surprise. While he hadn't been terribly worried about the lion's size, he hadn't really known what to expect when it came to the rubbery barbs covering his dick. Now that he was feeling them inside him, he couldn't hold back his moans of pleasure as they pricked and tickled at his insides, sending shivers and waves of pleasure through his body.

"Oh, man, that feels so good!" cried Koda, his body starting to rock as Simba fell into a proper rhythm, humping enthusiastically at the bear's backside. "Now I get why Nala likes having you breed her so much!"

Simba was on cloud nine, the tightness of the other boy's ass around his cock was already exhilarating, but the feeling of Koda's tailhole teasing his barbs was some next level pleasure. He almost didn't wanted to admit it, but Nala's ass had nothing on Koda's. The little lion especially enjoyed the way the little brown puff that was Koda's tail would twitch and tickle his belly whenever his cock stroked over an extra-sensitive spot.

Hooking his paws around Koda's hips, Simba laid across the other boy's back, humping wildly, desperate for as much of that deliciously sweet pleasure as the brown-furred male could give him.

"Oh, you like that, huh?" said Simba, his tongue lolling out as spasms of pleasure wracked his body. "i heard we have barbs on our dicks to make females enjoy it more when we mate them. Guess now we know it works on guys, too."

"You better believe it does!" groaned Koda, pushing back against his friend's thrusts. "Harder! Please, do it harder, it feels so goooooooOOOHH!"

Koda's needy pleading turned into a loud, low moan as Simba gave him what he asked for, paws gripping the other boy tight as his hips became a blur, hammering away at the bear's ass, their fuzzy sacs slapping together beneath them with each smack of Simba's hips against Koda's. The pleasure had Simba leaking precum freely inside Koda, making his insides more slick and letting the young lion move even faster. Something that was mirrored by Koda, a string of precum leading down from the bear's long dick to the growing puddle beneath him.

It didn't take much longer for Simba to reach his peak. Simba pulled the bear's hips back against him as hard as he could, burying himself as deep inside Koda as he could get and letting out a roar (or as close as he could get, anyway) and cumming, emptying his balls in the other boy, feeling his sac jerking against the bear's as each shot was fired into that brown-furred ass. Koda moaned at the feeling, enjoying the new sensation of warmth filling him up, Simba's barbs plucking away at him with every spasm of his dick. It wasn't enough to make the bear cum, but damn if it didn't feel good.

Panting, tongue lolling out in pleasure, Simba rested on top of Koda for a few minutes as his orgasm subsided, before pulling out and flopping onto his back, his cock leaking a small pool of cum into his belly fur.

"Oh, man," he gasped. "Nala's ass never felt like that."

"I'll take your word for it," said Koda, standing up on his hind legs and waddling over to Simba, his cock waving in the air with each step. "Can I have my turn now?"

Simba was still basking in the afterglow of his own orgasm, but neither boy had really mastered patience yet, so it wasn't a surprise that Koda wanted to mount Simba as soon as he got the chance. Besides, Koda had made him feel really good, and he had promised to return the favor.

"Sure," said Simba. "But, can you give me just a minute or two before we start? That felt so good I'm not sure I can stand up just yet."

"Oh, okay," said Koda. "I'll just have some fun 'til you're ready."

Koda walked up between Simba's legs, slapping his own length down on the lion's belly so their penis were pressed against each other, along with their balls. He humped lightly at the other boy, making them both giggle and moan at the feeling of their dicks rubbing together. This last for a few minutes before Simba reached down and grabbed his rump, pulling himself up and offering Koda access.

"Ready when you are," said Simba.

Grinning, Koda lined himself up, the round head of his dick pressed flush with Simba's tailhole. The bear-boy took a step forward, increasing the pressure and making Simba squirm a little as his body fought to stop the bear from entering him.

"I've got an idea," said Koda. "You've gotta relax so I can get inside, and I think I know a way..."

Koda hooked his paw around SImba's penis, pulling the still hard length upright and pressing it against his belly, moving his paw up and down and side to side, rubbing his fur along Simba's dick, and inadvertently smearing himself with the other boy's cum. The stimulation was enough to make Simba moan and kick his feet gently against the air, but at first, it didn't seem to be doing anything else. But after he finished giggling and moaning at the new sensation, Simba's Boyd did relax, some, and both boys gasped and groaned as the head of Koda's cock slipped inside Simba's tailhole.

But as good as that felt, they quickly realized the position they were in wasn't going to work. Simba was quickly getting tired from trying to hold himself in position, and it was making it difficult to stay relaxed enough for Koda to get inside him. This wouldn't have been much of a problem for the bear cub's strong hips, but standing upright like he was was robbing him of most of his leverage, and without some way to place himself he'd never be able to thrust into the lion boy like he wanted to.

"It would've been fun to do it like this, but I don't think this is going to work," said Simba. "Let's try the normal way."

Koda backed away from Simba, dropping back down on all fours as Simba rolled over and got to his feet. The lion prince bent his front legs slightly, lowering his chest and raising his rump into the air before hiking his tail up out of the way. Koda quickly got in position, counting the other boy and lining himself up.

"Ready?" asked Koda.

"I'm ready when you are," said Simba. "Show me what you bears can do, and don't you dare hold baaaaaaAAHH, OOOOHHH!"

As soon as Simba gave him the go ahead, Koda didn't bother waiting for him to finish his sentence. Koda set both paws on the lion's hips and thrust forward, the combination of his powerful legs and his strong paws pulling Simba towards him, any resistance he might have had didn't make any difference. Koda sank into Simba's golden-furred rear, moaning loudly at the feeling of the warm lion wrapped around his dick in smooth, soft warmth, his precum making the entry nice and smooth. Well, for Koda anyway. By the time he felt Koda's hips touching his rear, Simba was left breathless, the feelings already too much for his young mind and body to process.

Full. So very, very full. That was the only thing going through Simba's mind as Koda stopped, buried completely inside the lion, grinning to himself as he held Simba's tail down against his back, watching the prince's tailhole clench and twitch around his dick, the puckered entrance now stretched completely smooth by the thick length of bear dick splitting it open. But the thickness wasn't what really drove Simba wild.

It was the length.

Simba had known Koda was longer and thicker than him. He could see that. But what he hadn't counted on was what it would feel like to have so much cock stuffed under his tail. It hadn't seemed so overwhelming when Nala had done it, but then Simba realized that by the time she was taking the big bear into her tailhole, she'd always taken Simba first, getting loosened and lubed up for an easier entry. This was what it was like to really get mounted by the bear. And one thing was immediately clear.

Simba absolutely loved it.

The lion boy's claws dug furrows into the dirt as he kneaded at the ground in pleasure, purring and moaning and pushing back against his friend, desperate to get spread open just a little more. The bear's penis was stimulating Simba in places he didn't know he could feel; places he didn't know even existed.

"Big," moaned Simba, clenching his ass around the other boy and making them both moan. "So bbiiiiiiggg, so good... please, Koda, don't keep me waiting, give me more, please, I need it, I need it..."

"Glad you like it," said Koda. "Geez, you squirm around even more than Nala. If you really want me to do this right, you're gonna have to hold still."

Happy to give Simba what he wanted, Koda leaned forward over the other boy, keeping one paw on his rump and placing the other between his shoulder blades before pushing Simba down. Simba was left with his chest pinned to the ground, his rump high in the air and stuffed completely with bear-cock. This new position had the added benefit of making him feel even tighter, and making Koda feel even bigger. Simba tried to move, but the weight and strength of the other boy meant he wasn't going anywhere until Koda let him.

"There, that's better," said Koda. "Now we can have some more fun!"

Hyperactive as always, Koda didn't waste time with starting slow. He immediately set a quick pace to his humping, driving in and out of the other boy with a dopey grin on his face. The lion was so tight, and his squirms and clenches around him might the slick hot passage feel even better.

Simba mewled like a newborn kitten, his body shaking as he was so thoroughly fucked by the bear on top of him. Simba was pinned beneath the horny boy, and that helplessness just turned the young prince on even more. As a male lion, and the prince besides, he'd always been the one in charge. Sure, he would do what Nala wanted him to do to her, but deep down inside both cubs knew that Simba was in charge. But now, it couldn't be more clear that Simba wasn't the one in charge of this situation, and it was turning him on something fierce. That long, thick bear cock plowing his backside had him drooling, that deep stretching just felt so good! He wouldn't have been at all surprised if he'd looked down to find his belly bulging each time Koda humped him. And if Koda was this gifted as a cub, how big would he be when he grew up? Simba decided then and there that we would raise his tail for the other boy as much as he wanted, whenever he wanted. For all he cared, Koda could ask to fuck him at the top of Pride Rock, in front of everybody in the savannah, and he'd have agreed. Anything to get the other boy to stay in the Pride Lands so he could find out.

It was hard to say which of the boys was enjoying themselves more. The sound of Simba's moans every time his leaking cock was made to slap against his belly by Koda's powerful thrusts was like music to his ears. Koda had enjoyed fucking Nala, but her tail had never felt as good as Simba's did. The tight grip on his pre-slickened cock felt incredible, and the way the other boy squirmed and struggled against his hold - not trying to escape or pull away, but pushing back to meet his hips and desperate for a good, deep fucking - just made it even better, the milking of his dick and the feeling of dominance like a drug for the young bear, and it quickly pushed him to the brink.

Knowing his orgasm was about to hit, Koda decided to try something he'd seen Simba do with Nala when he mated her. Taking his paw off Simba's pack, Koda bent down and took Simba in a mating bite, burying his teeth in the lion boy's scruff and giving it a firm tug, being careful not to bite him too hard.

The reaction was immediate. Simba went almost totally limp, except for his cock, which grew even harder. This was because Koda used the grip he had on Simba to hold the prince's chest up off the ground, forcing earsplitting moans of pleasure out of him as he hammered the lion boy's ass and pummeled something inside SImba that made him see stars, wiping all thought from his mind as he had the most intense orgasm of his young life. Simba painted the ground beneath him with his cum, along with his own belly as his cock swung in time with Koda's thrusts. Plowing into Simba until he couldn't take it any more, Koda thrust as deep as he could, the rounded head of his cock stretch out Simba's deepest depths as he pumped the other boy full of his cum.

Neither boy had ever felt anything so incredibly good in their lives. When their orgasms finally started to wind down, Koda gently lowered Simba to the ground before not-so-gently collapsing on top of him, rocking his hips back and forth against Simba as he felt his load leaking out around him to soak the back of the lion boy's furry balls.

"That was... wow," panted Simba, trying to catch his breath.

"Yeah, it was," said Koda, grinning. "Think you'll want to go again?"

"Absolutely," said Simba. "You know, once I can stand up again. My legs don't want to move right now. How can you even have the energy for more after that?"

"It's gonna take a lot more than that to wear me out," said Koda, grinning smugly. "But, you know, if you're too tired, there's something else we could do that I've been wanting to try."

"And what's that?"

"Well, you remember what Nala did for you the other day? With her mouth?"

Even as spent as he was, Simba felt his dick twitch at the memory of the young lioness enthusiastic blowjob.

"Yeah. I remember," said Simba.

"You think I could try having you do that with me?"

Simba laughed to himself, amazed at the crazy stamina the bear had. He'd just unloaded in Simba's ass, and he was still ready for more. Made obvious by the face that his cock hadn't softened at all, still stiff and ready in Simba's rear.

"You got it," said Simba. "But only if you'll do the same for me."

Koda pulled out, a wave of cum spilling out over Simba's backside as he did, pulling another moan from the young lion. He padded around and sat in front of Simba, his hard, cum covered penis pointing right at his face. He put a paw under Simba's chin and helped lift Simba's head as he opened his muzzle nice and wide. Koda slid his cock into the other boy's mouth, until it squished against the back of his throat. Simba closed his lips around the tasty length of bear meat, looking up at Koda as he began to slurp and suckle on his cock.

"Buddy, you've got yourself a deal."