It was a quiet night in the Pride Lands and most of the Pridelanders were fast asleep. However a certain honey badger had some trouble sleeping and that led to him prodding his lion friend. The other Lion Guard members were deep in their own slumbers until Bunga managed to rouse his friend from the light snooze he had fallen into. At this point, the royal feline knew what the issue was and upon seeing that they were the only ones awake, he rose to his paws, stretched, and joined his best friend in scampering out of the liar. 

“I thought you forgot,” the smaller male said, referencing the plans that he made earlier that day. 

Hearing this, Kion smirked and leapt at his friend, tackling him from behind. Bunga yelped but started to laugh. Quick to respond, he used his smaller size to get out of the hold, responding with one of his own. The two of them were soon wrestling in the grass before breaking away. The blue furred badger took off and Kion ran after him. 

The two of them continued to play, ducking into the high grass, hiding from each other. When finding the other, they would pounce and tussle again until one of them got away. This was repeated for a while, until they heard a voice. 

“I call dibs on the winner.” 

The two of them looked up, to see none other than Janja. And looking around, they realized that they were on the border. Any other time, they would have been on edge but it was the two of them that asked the hyena to come and meet them. Things between them had been changing, whether for better or worse neither of them were sure yet. Apparently it started with Kion catching Janja while out on a solo night patrol. After catching him, the Outlander made a deal that caught the Pride Land’s prince off guard but he did not refuse. 

Naturally, he ended up telling Bunga about what he and Janja did. The excitable mustelid asked if he could see the hyena as well, much to Kion’s surprise. But the more he thought about it, the more exciting it became. It was risky to seek out the hyena clan’s leader but he was heard out and it was agreed to. 

“Janja! You came!” Bunga said. Just a day or two ago he would have been fighting hard to make the Outlander leave, but on this night he greeted him as if they were best friends themselves. 

The spotted predator shook his head, figuring that was just the way he was. Kion shook the blades of grass from his pelt and their eyes met. A smirk spread over his muzzle, taking advantage of the badger’s turned back he swept his short legs. As Bunga fell, Kion just chuckled, declaring himself the winner of the game. 

Janja chuckled as well but took notice of the honey badger in a new way. With him lying flat and his legs spread, the Outlander got a good view of the sheath and balls between his legs. They swayed and bounced as he got up, sticking his tongue out playfully at the lion, vowing to get him back the next time. 

“Hey,” he said, getting the Pridelander’s attention. “Moonlight’s burning. Are we doing this or what?” 

“Uh, yeah..!” Bunga nodded, bouncing with excitement. 

Kion agreed as well. It was best to get started soon. Though it had yet to happen, he was always worried that one of the others would wake up, realize they were gone and start some search that would ultimately lead to them getting caught. But Bunga assured him that he was overthinking like always. All the same…

“Well, Kion and I already got to…” he paused. “...know each other. So that just leaves you and me.”

“O-okay,” Bunga agreed. The idea of being with a hyena “in that way” filled him with excitement, but with it actually about to happen he was actually feeling a bit nervous. Janja was the enemy, having frequently disrespected the Circle of Life, and yet actually looked kinda hot when not causing trouble. 

Things took a step further when the Outlander approached, stepping to the side and showing off his bits. The first thing that he noticed was the plump balls that dangled between his hindlegs and lifting a leg revealed his sheath. 

“Whoa! It's big… Even bigger than yours, Kion,” Bunga said. 

“Huh?” the lion asked, starting to blush. The smallest of the three looked back and forth between the others and noticed that Janja’s balls alone were heavier and bigger than his best friend’s. He left the feline to ponder this while he body stepped closer to the hyena, wanting to get a closer look. 

He reached up to touch at the sheath, feeling the malesness within starting to poke out. Full of curiosity, he leaned in even closer, taking in a sniff of the musk that clung to his bits. It was very different from Kion’s. Not only because of the difference in species, there was strength to his odor that came from a place that was hot and dry, having little water to clean himself off. Being smelly himself, Bunga found it rather appealing and was already flicking his tongue at the peeking tip, making Janja jump a bit. 

He tasted just as good as he smelled, striking Bunga’s tastebuds were the bitter flavors of sweat and even a bit of cum from him jerking off earlier. It was rather exciting compared to Kion, who liked to keep himself clean. The more he licked, the more hyena cock he got to see spilling from the stretched sheath. Keeping his leg hiked up, Janja was moaning softly, enjoying the rough licks that the fat tongue gave him. Nearly all of his cock was exposed before a slow drag reached from tip, all the way to the final inch that jutted out from the pleasure. 

“Mmm...” Bunga hummed to himself, licking his lips. 

Kion was now in shock as well, now seeing the whole hyena cock for himself. The first time had been a blur for him, happening so fast and with him being on top he hadn’t noticed but how long and thick Janja’s meat was. A streak of jealousy flew through him as he realized that the hyena’s length was indeed bigger than his own. 

“Hehe. I may not be able to beat you in a fight, but it looks like I got one over you this time,” Janja huffed with pride. 

“Sure, you’re bigger but I was the one on top,” Kion snickered, making the hyena stammer and blush, realizing that he was right. 

The mood was instantly changed when Bunga was pawing at the Outlander’s full erection. Unlike the tapered shape of lions, this was smooth, long and slender in shape. Janja just so happened to be one of the thicker hyenas, beat out by Chungu, and carried that with pride. 

Trying to lift his leg again, Janja lost his balance and ended up on his back. At least his cock was sticking out between his legs, giving Bunga much easier access. 

He wasn’t only brave but eager as well. Taking full advantage he touched the tip to his lips and took it into his muzzle. After swirling his tongue around it, he attempted to take in more of the bigger male’s length. Getting a little ahead of himself, a sudden jab to his throat made him pull back just a bit. He stuck with what was already in his mouth, bobbing his head a bit and receiving the tart flavor of hyena pre on his tongue. 

Moans filled the air from Janja, spreading his legs wider and watching the other male sucking him off. He was clearly experienced, already twirling his tongue along as it rubbed up and down. It was so warm and felt different than what his fellow hyena’s long, smooth tongues did. 

Not being left out was Kion, sporting his own erection. But there was an easy fix. While blowing the hyena, Bunga was leaning forwards, having his tailhole exposed to his best friend. The honey badger made a surprised grunt as there was suddenly weight on him and something poking at his behind. 

“Keep going...” Kion urged him. While listening to the soft sucks and the sounds of pleasure from the Outlander, he sought his own by finding his mark and sliding his cock inside of the soft hole. Of all the young lion’s mating partners, Bunga’s small size made him the tightest. It hugged down while he continued to bury every inch past the rim. 

“About time you showed up,” Janja chuckled, watching as his usual enemy was now thrusting into the moaning badger. He was surprised to see that he was starting out kinda fast but he realized that this was Bunga he was fucking. He was likely just as indestructible inside as he was on the outside. 

Bunga moaned the loudest of the three, having his rump being roughly pounded while having a long hyena cock to fill his mouth and even more. A sudden thrust from the hyena shoved the tip down his throat for the first time. Naturally, the badger gagged but he quickly calmed himself and attempted to take more, doing so slowly. It still felt weird but now Janja was squirming and panting through clenched teeth, clearly feeling a lot of pleasure from this. Keeping this up until his nose was pressed to musky crotch fur, he eased himself back up and found that it was just a bit easier than last time.

“Oooh! Yeah, keep working your throat on my dick!” Janja smirked. He got what he wanted and reacted by trembling, his long tongue lolling from his mouth. His cock was being slurped up and down by a thick tongue but it was the virgin windpipe that was driving him nuts, so smooth and tight inside. He could hardly stand it, feeling his limit approaching. 

On the other side, Kion was rocking his hips faster, grinding his cock against the hole’s soft lining, being treated to soft squeezes that increased the pleasure and tightness even more. He was already leaving strings of precum behind, making the passage slicker and easier to hump. The lion took full advantage ramming himself in hard, feeling his cock throbbing hard. He was close and wanted to finish strong. A paw wrapped around Bunga and Kion put focus into his hips, roughly burying his entire length in with each thrust. With legs shaking and a rather deep snarl coming from him, the feline came and pumped ropes of his seed into the warm hole. 

Following close behind, Janja titled his head back and yipped as his cock started to shoot wads of his cum into the badger’s swallowing throat. It quickly became too much and he pulled back, letting the hyena spunk coat his tongue, giving him a mouthful of the strong taste. He continued softly licking until the pulses stopped and the last drip came. Janja sighed deeply as his sticky shaft popped from the soft and wet lips, certainly seeing the honey badger in a new light now. 

Kion eased off and the three of them took a little break. They had been satisfied but Bunga had yet to cum, having a heavily twitching cock between his legs. They decided to let him choose, but he admitted that it was hard to pick between this hot best friend and the sexy bad boy. So Janja cut in. 

“I got an idea.” When asked what it was he chuckled before answering. It was a way that Bunga could get off but it would allow him to get back at Kion for what he said earlier and just as he hoped, the badger was thrilled with the idea. 

A look from the lion told that he was aware of the true reason, but he said nothing as they got into position. Janja was laying on his back again, but Kion got on top of them. Grinning from ear to ear, he wrapped his paws around to hold the other male in place while Bunga hopped up on Kion’s back.

“R-ready,” Kion told them, blushing heavily as he heard more snickers from Janja. And it was him who penetrated first. His tip was pushed inside and the rest started to slide past the lion’s rim, making the lion prince whimper and groan from the pressure underneath his tail. It felt even bigger than it looked, stretching him for the first time. He took deep breaths as more and more continued to sink inside and gave a deep sigh when it finally came to an end.

“You were right, Bunga. He is bigger,” Kion groaned, feeling full from it just sitting idle inside of him. 

“My turn!” Bunga exclaimed. He eased down to line himself up and with a bit of pushing, he managed to get Kion’s hole to stretch even more, just enough to accommodate his own cock sinking in alongside the hyena’s. 

It took all of Janja’s will to not thrust as soon as he was inside, hearing Bunga’s gasp of pleasure and then feeling the other warm maleness fitting in sung against his own. When they were all ready, Janja and Bunga began pumping into the shared hole. 

Between them, Kion groaned deeply as he was treated to separate sensations that combined into a larger whole. Janja was fucking him deep, making sure that all of it was inside before pulling out, dragging the long slender cock back out. The lion couldn’t hold back a moan and shiver, having to admit that Janja’s bigger cock felt so good inside of him. And alongside him was Bunga. Being smaller, he wasn’t able to keep up with Janja’s lengthy strides. So he humped at his own pace, grinding his shaft a bit faster. His body was jumping between focusing on one in particular and feeling the both of them pounding at his ass, nearly overwhelming him. 

“So tight!” Bunga groaned. His length was sandwiched between a big warm hyena cock and the smooth walls of Kion’s ass. He never expected that another dick rubbing against his own would feel so good, but tingles ran through him with each thrust that Janja made, sliding himself along the badger’s dripping cock, making things even warmer and slicker between them both. 

Along with their own humping, Kion’s hole was squeezing down on the both of them, making it all the tighter, smushing their dicks even closer together. It was Bunga who sped his pace faster and Janja followed right after. He held on tight to the moaning lion, making hard pants of his own as he slammed himself in as hard and deep as he could, enjoying every sensation that came along with it. The two of them kept hitting all the spots that made it hard for Kion to keep control of himself, squirming hard and even yowling when his prostate was repeatedly struck. 

Having his hole clenching down on the two of them, Kion could feel their shafts pulsing and hear the raise in their voices. The squeezing alone finally brought Bunga to a release and he panted heavily as he squirt strings of his badger cum onto Janja’s cock. 

Right behind, the hyena snarled as he gave final strong buck, cumming a second time but with the added satisfaction of leaving Kion a moaning mess, unable to give any of his little comebacks. Grinding his cock inside, he milked more of his load out, aiming to really seed the feline, groaning deeply as he did so. 

When the two of them did pull out they could all hear the wet slurp of Janja’s cock popping free from the stretched rim. It was already leaking out and Kion was still trying to recover from the double-pounding he received. They got off of him and gave the time needed, waiting for the lion to rise to his own paws. With shaky hindlegs he groaned as there was still some hyena spunk oozing out. 

“Jeez, Janja, how much did you put in me?”

“The whole thing if I could help it,” the Outlander responded, looking rather satisfied with himself. 

The Pridelander struck back, wearing a smirk as he pinned Janja down and lined his own cock up to his untouched rim. With a soft growl he pushed his wet cock inside and gave no let up as he quickly humped into the tight pucker, smiling deviously as the previously snickering hyena was now groaning and whimpering like he was the last time. 

This time Bunga was quick to approach from the other side, rather than presenting his cock, the small male turned around and showed off his as instead. Backing up, he touched his rim to the wet nose and shivered. Though the feelings of having his walls being roughly beaten by a barbed cock, Janja found some comfort in sniffing at Bunga’s hole. His musk could rival even the smelliest of hyenas. It was strong and made his head spin when taking a deep whiff. 


Mouth watering, he dragged his long tongue against the opening, getting a taste of the lion seed that was still dribbling out when the tailhole was roused. The slickness allowed him to cut to the chase, pushing his long and flat tongue inside. Bunga gasped and his eyes fluttered, feeling the pink muscle’s length being fed inside of him, already licking around and pressing at spots that made him hard again in an instant. 

The Outlander allowed himself to be used by the two Pridelanders, enjoying both the rough treatment to his ass and the heavy musk that poured into his nose. While squeezing around Kion, he licked harder to not only clean up the badger’s hole but to lap up more of the tasty feline release. 

He showed that though he was on the receiving end, he was capable of managing the both of them at once. It was a cinch compared to having a whole clan of hyenas to lead and keep satisfied. He used those talents to milk loud moans from the both of them. Around his tongue he smirked, figuring that Kion likely thought that he was gonna get one over on him again. But now he had taken some control by giving timed squeezes that increased the pleasure exponentially, threatening to make the Lion Guard leader cum at any moment and Bunga was hardly any better, pushing his smelly ass against his tongue, crying out as the long things was smoothly spinning inside of him, smearing warm spit in the place of cum. 

It did become too much for him and Bunga felt his cock spurting without being touched. The feelings were too great for him to dwell on this. He simply bucked his hips and coated the blades of grass in what he had left to give. Kion clung tight to him, thrusting hard and fast before draining his balls against those clenching walls, marking the hyena just as he was marked, making them even...

After some time to catch their breath and a bit of licking each other to clean up the evidence, the two Pridelanders and Outlander stood on their respective side of the border, nodding to themselves before walking away to their homes. They had already agreed to do this again sometime. But until the hyena and Lion Guard members were back to being enemies...