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"I've never been here so late before... It's so empty..." Looking around the facility was Kion. The young adult lion had been asked to join an unlikely friend at a popular gym, having multiple forms of activity available. But at this late in the night, despite the other areas such as indoor tennis and a large swimming pool still being open to the public, the only area in use was the main area just after the entrance, containing all the basics and hallmarks of the most barebones of gyms. It was there that literally everyone else in the gym were located at this time, lifting weights and running on treadmills. But towards the building's northwest corner, the wrestling facility was completely empty despite still being open to the public.

He would have been all alone if it weren't for the one beside him, being an unlikely friend in the form of the hyena Chungu. Some years ago, he was assumed to be nothing but trouble. Back in high school there were a number of bullies and Chungu happened to be one of them. More specifically, he was second in command of their trio, following Janja's lead and playing lackey alongside another hyena by the name of Cheezi. Kion had immediately written all of them off after graduation, putting them out of his mind and moving on with his own life.

Being a fan of gym class back then, Kion wanted to keep that up and applied to a popular 24-hour gym, having much to offer in addition to the basic training and conditioning. One day in particular, the lion's goal was to get some weight lifting in. Just as he sat on the bench, someone offered to spot him, that someone being the hyena in question, giving a toothy but friendly grin. Of course the golden feline was apprehensive at first. But something compelled him to give Chungu a chance. One thing led to another and the two of them ended up becoming friends, to the point that they were officially gym buddies.

"That means there's no one to get in our way," the hyena chuckled, stepping right inside. Being ahead, Kion's eyes fell on the hyena's body. Chungu was a bit bigger and bulkier than him. He wore a white shirt and shorts but both seemed to be just a bit tight on him, maybe to purposefully show off his body?

He wore more or less the same. In the place of a shirt, a black tank top was worn along with red shorts. Being in the usual gym attire, neither of them looked out of place among the others near the entrance. Following behind, the lion entered while noting how empty it all seemed without many voices overlapping each other or the grunts and thumps of those competing trying to beat their opponent. He had some experience in wrestling, being versed in the basics.

Chungu looked around the place, taking in the emptiness as well. But it seemed to excite him. When turning around that toothy grin was on his face and Kion couldn't help but smile as well. "So, what are we doing here?" he dared to ask.

"We've had our...scraps back in High School. And even then you were always tougher than you looked. I just thought it would be fun to have a one-on-one. But I didn't wanna wait for others to be finished or have our match cut short by whoever's waiting after us."

Kion nodded in understanding. He and his friends often stood up to the trio of hyenas, but there was always someone to step in before things escalated. Besides watching Chungu lifting weights, he had yet to feel for himself just how strong his friend was. The prospect interested him, flaring up that competitive streak within him.

"Alright. Let's do this!"

Chungu snickered then smirked. "I gotta condition first." Kion should have figured as much. Though the former bully seemed to turn over a new leaf, some of his old habits still lingered.

"And that is?"

"Just to make things fair between us. And so that we can move as freely as possible..." Chungu was already gripping the top of his shorts. "We're gonna wrestle in our underwear!" He pulled down, revealing his tight fitting briefs. The fabric was clearly doing all it could to conceal what was underneath. Kion averted his gaze for a moment, blushing upon realizing that he was staring at the bulky yeen's bulge. Though a brief gaze, he did note how it looked big, just like the rest of him.

Whether in an attempt to hide his own embarrassment or a brief moment of thinking with his other head, Kion said nothing as he pulled down his own shorts, showing off his own white briefs. Following suit was the tank top, just as Chungu took off his shirt, also displaying his almost nude body. Again Kion was staring, now at the hyena's broad chest and thick pecs. He gulped and prayed that he could keep himself under control. Faster than expected, the lion was now impatient for the match to start, if at the very least to provide him a distraction.

Chungu confidently strode over to one side of the ring. Now his excitement was on full display, he was grinning ear to ear and his body flexed as he stood.

Damn it... Kion groaned to himself. Was Chungu always this big?

"Come on, Kion..." he encouraged himself as he walked up to the other side of the ring, doing his best to look just as confident. "You can do this..."

"Ready?"

After a gulp and a nod he called out. "Ready!"

The moment those words were said, the hyena came charging at him. Kion went wide-eyed, underestimating just how seriously this was meant to be taken. Being forced from his daze, the lion came rushing in from his own side, the two of them coming to meet in the middle, interlocking their hands and pushing against each other. Kion could certainly feel the strength that Chungu possessed but he was not willing to so easily falter.

He was pushed back. Chungu smirked again, playfully baring his fangs as he approached again with outstretched arms.

Knowing that he was outweighed, Kion fell back on his speed advantage. Just as Chungu was upon him, he stepped to the side, being just barely out of his opponent's reach. In his surprise and confusion, the hyena was grabbed. Kion was on him, wrapping one arm around his neck and another across his chest. The shift in weight left him on one knee, only now realizing what had happened.

"You may be bigger. But I'm faster," Kion chuckled, releasing him. Chungu huffed but still wore a smile.

"Alright, you got me there." They were both on their feet and soon preparing for a second round.

Having a win under his belt, Kion charged in first with confidence. Chungu seemed surprised but approached all the same. This time, the lion went for the neck directly, wrapping around and pulling back. It was his plan to use the bigger male's weight, and his own as well, to quickly gain another win. He did manage to get Chungu to stagger a bit but rather than falling, two strong arms wrapped around him. He was hugged close to the other male's body.

His grip faltered and his body slid down a bit. Now, his face was pressed against the bigger male's pecs. It was only for a few moments but enough to make his mind go blank. Before he knew it, Kion was pinned down to the mat, listening to Chungu chuckling.

"That makes us one-to-one," the other predator stated, easing up and releasing Kion from the pin. The feline was glad that it happened, not only from the slight discomfort but there was a tingling in his body that came from being underneath the hyena, feeling his weight on top of him. When standing up and facing Chungu, Kion couldn't help but notice that the bulge in the hyena's briefs looked bigger than it did before.

"Round three!" Chungu announced in an exaggerated voice. "And the tiebreaker too. Now you're really in for it now!" He stuck his tongue out and thumped a hand to his bare chest.

Kion couldn't help but chuckle from the display. He didn't expect to get so invested in their friendly sparring, but the chance at victory did not fail to entice him. This time the both of them were going for each other, clearly eager to be the victor. Seeing that his plan didn't work the last time, Kion sought to trip the hyena up this time. He was more patient, staying out of reach until his chance came. Chungu raised a leg high as he rushed in again, intending to grapple. Seeing that chance, Kion went for that leg. He struck it just as he was grabbed.

It was expected for Chungu to lose his grip. But it remained strong as he fell. Both he and Kion fell onto the mat but the lion didn't let that stop him. His intention was to hop on his feet, grunting as he did so. But Chungu had gotten up quickly as well, reaching out for the lion. An outstretched paw swung hard and though Kion managed to avoid the strike, his briefs were caught and torn by the hyena's claws. There was a great ripping sound and Kion suddenly felt the exposure. The tear was big enough to expose his butt and balls.

Surprised and dazed, he stumbled before falling on his hands and knees. The moment he realized the gaping rip in his underwear, Chungu was on top, pinning him down and therefore claiming the win for his own. Even though he heard the ripping of fabric, the hyena was not aware of just how much damage he did, not only he started to ease off of Kion, pulling his body back to sit on his knees. The moment he saw the lion's exposed behind, his eyes went wide.

His own heart raced from the sight. Though he kept it under wraps, his gaze had often been on Kion's body. The lion's form was something he admired, his toned body and golden coat. Kion was nothing short of sexy in his eyes. Chungu had his eyes on the feline for some time now; when spotting him or when they changed in the locker room, keeping the gaze at chest level and above. It couldn't be denied that an ulterior motive was in mind when setting the rules of their wrestling match. The moment Kion stepped out of his shorts, he was trying his hardest to not get hard, nearly losing himself when pinning him down the first time.

But now, while on his knees, his eyes were gawking at Kion's ass. In his position, the feline's cheeks were spread enough for him to see the pink rim underneath. The sight was enough to metaphorically break the dam. His briefs strained from his growing erection and he planted a large paw on Kion's lower back, just above his tail.

"C-Chungu?" the lion asked, finally speaking after the shock.

"Heh. A win's a win. So I think I'm gonna claim my prize."

Kon was confused for a moment until he felt something on his ass, a warm puff of breath being followed by a bulky muzzle wedging its way through his cheeks, finding his rim. Another hot wave of breath touched his hole directly and a shudder ran through the lion. It didn't occur to the feline to move, still being in shock and trying to process it all, from his wardrobe malfunction, to the sudden touches to his ass, something he had yet to experience before.

It was only when he felt something warm and flat touch to his tailhole that he snapped out of his daze. Forced from him was a grunt and huff in response to the unique feeling that came over him. Behind him, Chungu chuckled and quickly gave another lick to the lion's tasty hole.

For a while now, he had fantasies and dreams about the feline. Chungu at first resigned himself to just waiting until the time was right and just giving hints and teases in the other male's direction. But all his feelings had boiled over the surface. Giving into his desires, he went for broke and began to roughly lap at the soft pink rim, enjoying the twitches against it. Following were small sounds from Kion, reacting to the actions being done upon him. A thick arm was planted firmly on his back, keeping him down while the other squeezed at one of the toned asscheeks. It was already better than he expected.

"C-Chungu. What's-" his questioning was disrupted by his own yowl, being forced out of him by another lick that ended with the hyena's broad tongue centering right at his hole before pushing its way in. A mix of pain and pleasure flared within him from the sudden penetration. Chungu was feeding the length of his tongue in roughly, already swiping at his previously untouched walls, striking any surface he could before developing some coordination.

The escalation from steady to deep rimming struck Kion hard, being overwhelmed from the slew of sensations. Chungu's fat tongue had reached far inside of him and along the soft surfaces. Any words he could form were reduced to murrs. His body wasn't moving the way he wanted, leaving him just clawing at the mat rather than trying to get Chungu to ease up from him.

He couldn't deny that it felt good. Grunts were being forced out of him and his cock strained in his briefs, being harder than it ever had been before. There were still puffs of warm breath underneath his tail, Chungu breathing hard while eating him out, working his tongue fully inside. Not only were there relentless drags of the long wet muscle along his quivering walls, but along the way, it managed to find certain spots that spiked those feelings dramatically.

"Aah!" Another hard shudder ran through him. His cock pulsed and he then noticed how wet and warm his tip felt. Pre was wetting the fabric, making a now noticeable stain in the front. A red blush began to heat his face, clenching his teeth from another press down on that spot, a burst of pleasure flaring within him. Through it all, he still wasn't sure how to feel. There was no denying that he found Chungu hot and had more than a few thoughts about him in a sensual way to say the least, but he never expected this to be how it would go, being his first time no less. He was torn. It felt good but he knew that something about it was wrong; thrilling but a part of him wanted Chungu to just stop for a moment, but not the pleasure. That, Kion wanted to feel more of. It was building, stronger than what he felt with his paw.

He didn't want to show just how he felt about it, keeping his muzzle shut tight, holding back every moan that rose from his throat. They were heard to a degree but he just could let himself cry out. His cock was pulsing harder and he could feel more of his length getting warm and sticky with his own pre. Knowing that he was getting close to his own limit was making him excited, pushing him closer still.

Clawing at the mat, a yowl came again, echoing through the empty facility. He felt it, the first pulses and spurts of warmth against the fabric. With a burning hot face and his mouth again shut tight, Kion's eyes rolled and he shivered from the blissful waves of his climax, pumping an entire load in his briefs. It brought the same level of embarrassment as wetting himself, not helped by the warm and wet feeling that had spread to the entire front of the garment.

"Mmm..." Chungu hummed, pulling his muzzle from the spit-slicked and slightly gaped tailhole. "Got a bit overexcited, huh?" He flipped Lion over and spread his legs, drawing full attention to the messy state of the blushing feline's underwear. "Look at this mess..." His paw reached between and groped at the bulge, making the smaller male squirm and groan.

Chungu kept a hand planted on his friend's body and reached the other down his own body, trailing over his briefs. Being inspired by the state of Kion's underwear, he drew his claws over the front, tearing through the fabric. That toothy grin spread over his muzzle the moment his cock and balls fell free from their confines.

Looking down at his body, Kion was given his first view of Chungu's cock. Compared to his own, they seemed to be the same size. Although the hyena completely outdid him when it came to girth. It was already erect and heavily dripping, calling attention to the low hanging balls underneath, being plumper than his own as well. He gulped as it pulsed, drooling another thick line of precum onto his tented cock.

"You know... I've been waiting for a chance like this..." Chungu was already easing his lower body closer to the feline. "You can't pretend that you haven't thought about it either."

"Y-yeah, but..." Again, he was cut off. He could feel it, that thick cocktip pressing at his prepared hole.

"I think it's pretty unfair that I won the match but you're the only one who's cum so far..." The hyena's grip was on Kion's thighs, keeping them pried open. Again, the golden mammal was given a prime chance to escape but he remained, unable to deny that he was more than curious about what the fat thing would feel like eased inside of him. Chungu was clearly more experienced than he was. And if his tongue alone was enough to make him cum hard, what could that thick tool do..?

"Go ahead. Admit it. You wanna feel it inside of you, huh?" Chungu teased, grinding his shaft along the lion's hole. "I'm not putting it in until you admit it." His hips rocked back and forth but he was careful to not let his cock slip in.

Not only was there the pleasure of his stretched rim being teased, but Kion was biting his lip from the continuous dribble of precum. It was so warm and the grinding just smeared it all over his entrance. Holding onto his pride, the feline was back to clenching his muzzle shut tight. But the steady moans that still came betrayed his standoffish display. His cock hadn't even softened after shooting the biggest load yet, now pulsing harder than ever just like before. It was so hard, almost to the point of pain and looking at Chungu's nearly nude body; his thick chest, meaty pecs, and even abs that showed under his coarse coat...

A low blow came in the form of Chungu easing just a bit of the tip inside before pulling it out quickly, giving Kion just a mere second to feel it. The big cat's heart was racing and his back arched from this. While he was fighting internally, the hyena himself was biding his time without issue, even looking amused as he ground his shaft along the feline's taint and different speeds and pressures. Again, just the tip was quickly eased in but pulled back even faster. He could barely feel it and that's what threatened to drive Kion mad. Between that and the straining erection in his briefs...

"A-alright! I want you to shove it in already!" Kion yelled, both growling yet pleading. His hole was winking hard and his tail flailed back and forth, perhaps a show of his excitement or desperation. Either way, that was good enough for Chungu. The grip he had on Kion's legs began firmer as he lifted them higher. Now, his cocktip was lined up to the freshly spread pucker, yet to be filled with an actual cock. Knowing that made the hyena eager to be Kion's first...

Faster than expected, a sudden pull towards him brought Kion's hole down on his cock. Kion's cry echoed through the empty facility. All at once, he was made to take all of Chungu's girthy rod. Pain flashed through him, but it wasn't as strong as before and quickly subsided. Joining the pinned feline's now unrestrained moans were Chungu's noises. He finally felt it; the near bliss of his shaft being surrounded by silky walls, being soft, warm, and slick already. Despite his hard rimming, Kion's ass was perfectly snug. In a single stroke of his hips, the dark furred mammal buried every inch inside. Once hilted, Chungu just took a moment to enjoy it, the idle twitching of his cock against the also twitching walls, rhythmically increasing the pressure, just a bit.

It was only once inside, feeling his balls bounce against the base of Kion's tail... Chungu then realized just how pent up he was, in more ways than one. "Rrmph! Still so tight..."

Kion blushed and averted his gaze again. He yowled and shuddered from the cock moving inside. Chungu was doing it, humping him. Finding control of his voice for the most part, his moans were joined by huffs and grunts, being much deeper than his own. Back and forth, he felt it sliding, pulling out then pushing back in, followed by the weighty thump of balls full of fluids, still oozing out.

It started with a bit of care but the pace was already being picked up, Chungu grunted before pounding his cock into the soft passage, letting the long awaited pleasure consume him. He was making the already wet walls even more so thanks to his pre. The frequent tightening was doing well to milk it out of him.

"How's it feel?" he asked, looking down at the expression on Kion's face. His muzzle was red from blushing some more but there was a small smile on his face. But it ceased the moment Chungu drew attention to him. Any extra hard hump was given, forcing another moan to echo through the room. "I'll take that as an answer."

"G-good..." That was all Kion said. It seemed he just couldn't get a word in without a moan getting in the way. He was simply overwhelmed by the hot maleness that was still stretching him further than the thick tongue did. Through it all, the feline was trying to make sense of all these new feelings. They were so strong and though it wasn't being touched, he could feel his own shaft throbbing harder, leaking pre again. Even without the gaping tear his briefs were ruined at this point. But every time he looked at his concealed cock, excitement flared up and spread out through his body, making the sensations all the more intense.

"Good. That's it?" Chungu chuckled and bared his teeth, snarling through them as he put more force behind each thrust, rocking back and forth even faster. Kion would have been impressed if he wasn't forced to endure the immense waves of pleasure that just came for him all at once. His body pulsed and shuddered from the onslaught of pounding. The fat shaft was barreling deep inside of him without letting up, showing just how versed the hyena was in this. He never stood a chance...

"How...about now?" His breathing had gotten deeper, laced with low gasps and shudders of his own. One of his hands let go of Kion's leg and touched directly to the concealed lion cock, running his fingers up the length and back down, stroking along and keeping pace with the volley of rough thrusts. Not only was being fucked harder, but Kion could feel the cock reaching in deeper, touching forcing those extra sensitive areas to stretch out around his invading inches.

"Fffuucckk!" Kion cursed, writhing as he came hard a second time. Not only was his cock twitching hard, but the ropes of cum shot right through the soaked layer of fabric, streaking his chest in multiple lines of his own release. This time he couldn't hold back his purrs or the smile that spread around his muzzle. With eyes rolling and his chest heaving, the lion reached his second climax, finally embracing the pure bliss that came with it.

Chungu continued rocking his hips, watching the other feline shooting strings of lion cum into his lower belly, emptying all that his balls had left to give. He could imagine that the pleasure felt was more than usual thanks to him still grinding his cock within, powering through the tight squeezes.

"Feeling better?" Chungu asked. Just from the seed that streaked the golden fur and his palm, he could tell that the lion was rather pent up. Following Kion's ejaculation were the strong clenches around his cock, hugging down on him from all sides, doing well to milk more strings of pre out of him. Not much more would come, he figured, noting the strong pulses his shaft made while pushing right through the squeezes.

Having held back the entire time, Chungu now put his focus in doing the same, still teasing the other with slow drags of his messy paw along the feline's tool. Giving another growl, he gave it all he had, enjoying the sounds that came in response. Just a bit more, he could feel it.

"I hope you're ready..." Chungu muttered. "H-here it comes!" Now it was his turn to groan deeply, shuddering from the overwhelming sensation. Holding tight to Kion and hilting his thick cock fully inside, the two predators raised their voices as Chungu came, pumping thick ropes of his seed inside of the twitching passage. Looking down, it became apparent that Kion was actually purring, experiencing his first breeding. He didn't expect it to feel so comforting. The pulsing directly against his walls and the heat that radiated from deep within him. It was satisfying in itself, extending his own afterglow.

"Your first time, right?" Kion snapped out of his dazed state, making eye contact with the smug looking hyena, who tilted his head. His expression faltered a bit and he looked away awkwardly. "Was it good for you?"

The lion rolled his eyes, a smile spreading across his muzzle. Reaching a paw up, he playfully bumped a fist against Chungu's head. "I certainly can't complain." That didn't seem to convince the bigger male. Sometimes he wasn't keen on picking up clues. "It was great, Chungu. Better than what I imagined."

Perking up, Chungu smirked, his tail wagging. Feeling like he had gotten carried away, the hyena was worried that he ruined Kion's first time. It also led to him asking another question. He was still inside the lion, his cock still erect as well. Though the clenches had ceased, Kion's hole was still tight, warmer and slicker from his climax. His balls were still a bit plump and heavy, having more to give and there was something about his friend in particular that wanted him to keep going.

"Feel like going round 2?" Chungu asked, his voice dripping with lustful desire.

"I don't think I can wrestle right now..." Kion said awkwardly.

"I'm not talking about wrestling..." The true meaning became apparent by a hard throb from deep inside. A blush returned to the feline's muzzle before he nodded, his excitement returning as well.

Chungu gave a small show of lifting his sticky hand to his mouth, licking up the mess of lion cum with his fat tongue, doing so slowly while humming in delight from the taste. Kion watched with wide eyes, his cock becoming erect yet again. Right after, strong paws were on his hips, keeping him steady. "Aaah!" The sound filled the facility, coming just as the thickness was being pulled back, nearly slipping free from his ass completely.

The now seeded hole brought a new sensation, being much warmer and slicker. Even after the rough and deep penetration, an impressive amount of tightness remained, being felt more directly as the shaft slid back inside, this time hilting with no trouble at all. If anything, it seemed like his cock was being swallowed up. Lust was already flaring hot within Chungu. A sound below got his attention, Kion was wearing a new expression, smiling a bit in response to the meat gliding along his silky walls, being just as sensitive as before. Now that he knew that to expect, the gold furred male nodded and made it clear that he was awaiting the hyena's next move.

"You're in for it now!" Chungu taunted playfully. Right out of the gate, he started off with strong strokes of his hips, going back and forth at a pace that would have been too much the first round. Being more experienced, there were a few sexual partners that came before. But Kion was the best so far, his cock fit in so perfectly and thrusting into his friend brought a certain excitement that hadn't occurred before.

Kion was much more vocal this time, showing his pleasure via the rolling of his eyes and the throbs of his own cock, reaching down to stroke it in time with repeated pumps into his ass. Joining them were purrs that came as a surprise to the hyena. But knowing that he was doing a good job encouraged him to hump harder and faster, voicing his own delight in the form of growls to counter the purring.

"Oah! C-Chungu. Faster!" The lion was surprised by how quickly he had adjusted to all of this. But he could say for certain that he enjoyed the firm pounding of his tailhole, feeling it being further stretched just a bit more from deep within, touching spots he hadn't been aware of before. It just felt so good that he couldn't help but cry out for more.

Chungu didn't need to be told twice. Grunting and gritting his fangs, he was soon fucking the feline with even more force that before, showing what he could really do. The two of them shared the building pleasure, letting unrestrained noises fill the wrestling room; their voices, growls, purrs, and the smacks of a meaty cock slipping in and out of a succulent hole rapidly. It all came to a head when the both of them reached their peaks. This time it was Chungu who came first, snarling and drooling a bit as he rode out the strongest climax yet, shooting all the fluids that his balls had left, sighing deeply when done, feeling the overfilled state of Kion's ass, his own cum trickling out of the still-filled passage.

Following close after was Kion, groaning as he came. But he had already given all he had, moaning weakly as his cock just twitched without shooting any seed...

Chungu soon pulled out, admiring the huge load that spilled out of Kion's hole, him groaning softly from the rush of sticky warmth that oozed out onto the mat.

"Get we should clean this up. And get ourselves cleaned up too..." he only now realized how sweaty he was, definitely needing a shower before returning home. Offering a hand, he pulled Kion onto his feet, noting the shaky state of the lion's legs. Chuckling, he kept close to Kion and helped to a nearby bench. He would clean up and then they would take a shower. Of course the sex was amazing but the hyena was looking forward to winding down and washing his friend's back.