The Lioness' Den

Billy heard the car drive away. He ran to the stairs and looked at the board near the door. It had Mom's keys on it, Dad's weren't there. He began to tear up. Billy knew what was going to happen. Its what always happened when Dad wasn't home. He didn't know why, and he no longer cared to know.

He just wanted it to stop.

Billy slunk back to his bed and sat on the corner. The tears in his eyes welled up and his ears folded forward. He wanted to live life like the other cubs. He wanted to play outside. He wanted to play video games, or go to the movies or anything! Anything but this. But its what was going to happen. There's nothing he could do.

Billy heard the TV turn off. He heard the blinds close and the door lock. The rest was drowned out by his breathing growing heavy and the stutters of a mewling cry. Why was this happening to him? He followed all the rules, he got good grades, he never even cursed or swore. But as soon as he heard her voice, he remembered it didn't matter.

“Oh Billy kitten! Your Mommy needs you!”

The tears stopped. Billy was too scared to cry anymore. He squeezed his eyes shut and futilely wished it was another bad dream. Another nightmarish memory of the last time it happened, nothing more.

“Kitty kitty, don't make Mommy come up and get you!”

That shook his eyes open again. Billy remembered the last time she came up the stairs to do it. He sluggishly slid from the corner of the bed and walked to the top of the stairs. Like lead weights, his feet shuffled down the steps, each short drop mirrored by the deep, dull sinking feeling in the core of his chest. Billy reached the bottom of the stairs and felt, not for the first time, that there weren't enough.

Billy was facing the door at this point. A grand illusion of the chance of escape played in his mind, and was ignored. She would have thought of that already. He turned toward the entrance to the living room. Then Billy saw her.

Roxanne was to a lioness what a towering, gleaming skyscraper was to a quaint log cabin. Flowing hazelnut-brown hair, glimmering blue eyes, and fur like the softest tan velvet. She had legs that would give you vertigo, hips and a butt that could tenderize a side of beef, and an abdomen so perfectly balanced between fit and fluffy most females would, and very likely have, killed to get it. And her breasts... Well, those simply defied the laws of nature. Big, round, firm, tender. Unbearably heavy and yet impossibly resistant to gravity. She wore a bra outside the house, but only Billy knew she didn't need it.

Roxanne was undeniably an attractive female. At least, attractive to any and every possible standard that would be held by, say, an eleven year old cub. But the only cub on her mind, as she reclined on the living room couch wearing nothing but a pair of skimpy, off-white panties, was Billy. Next to his mother, there isn't much to say about Billy's appearance. He's short, slim but not skinny, and has a rather unremarkable mugshot; crayon-brown hair, blue eyes, and a face that one could be forgiven for missing in a crowd. Yet despite his superbly mediocre image, Roxanne couldn't help but lick her lips. Of course, she had a hell of a lot more on her mind than just looking.

“Hello, darling. Do you like what you see?” Roxanne asked. She had a soothing, melodious voice that gave the air of caring and gentleness. When she asked the question, however, she did something she's never done for anyone but Billy. Behind her soft, delicate tone, was a low, deep, almost imperceptible purring. Its a sound Billy was far more familiar with than he would have liked. He knew what it meant. It meant she was hungry.

“Ye-... yes, Mommy,” Billy answered, shakily. As much as he was ashamed to acknowledge it, it was very much the truth. There was nothing in this world he had yet encountered that aroused him more than his mother, clothed or not. He began to shake, his tail stiffened, and his trousers began to grow tight. Billy momentarily glanced down at the bulge in his crotch, and felt something not unlike bitter, stinging betrayal. Billy was definitely attracted to Roxanne.

But he still didn't want this.

Roxanne's heart jumped in her chest. She, too, noticed the lump in her cub's pants. She patted the seat of the couch next to her. “Be a good boy and sit with Mommy,” she cooed, the purring in her voice grew ever so slightly louder. Billy stood stiff for a moment, then complied, not meeting her avaricious gaze. He crawled onto the couch and sat facing slightly away from his mother. She leaned over toward him, wrapping her arm around his shoulder and letting her breast push quite heavily into the side of his head.

“Your 'Father' just left for his flight,” she sang, breathing on the top of Billy's head. His face flushed red, both from the heat of his hormone-rinsed blood and the effort of remaining upright against the pressure of Roxanne's titanic breast.

“Yes, Mommy,” Billy replied, flatly. There was no hate or fear behind his words. As Roxanne's fingers playfully walked to his thigh, he had slowed his shivering and stuttering. Billy was not going to get away from this. As his mother's claws found the zipper to his pants, Billy finally decided to meet her gaze. Roxanne's eyes were that of a starving predator about to supp on a defenseless lamb; glassy with adrenaline and sparkling with glee. That she was waiting for this moment all day couldn't have been more obvious if it was literally written on her face.

“Now...” Roxanne whispered, pausing to let the sound of his unzipping pants punctuate her words, “its playtime.” And as the purring in her voice became a ravenous growl, Billy's last ounce of resistance melted away. Not for the first time, not for the last time, Billy has accepted the reality of his life.

He was this alpha-female's mate.

Not three seconds after she finished speaking, Roxanne's hand dove into her cub's pants. She grabbed firm hold of Billy's member through his underwear and massaged it along its length. Meanwhile she also grabbed his head and shoved her tongue into his mouth. Her breathing was loud and hot, and it washed over Billy's face like an open oven. His breathing however remained relaxed, and his eyes lulled as if drowsy.

Subtlety and romance were out the window. They weren't just going to have sex. Billy's 'dad' was going to be gone for the whole week, so his mom was going to rut his brains out in every room, on every surface, and with all her holes.

Roxanne pulled back from her cub's mouth and got up from the couch while Billy caught his breath. She knelt in front of him on the floor and greedily grabbed for his pants. If she knew she was drooling, she didn't appear to care. She ripped Billy's pants off and her eyes widened.

“AAAAA!” she squealed, in the manner of an immature teenager, then began to giggle, “Hehehehe! Ahh, oh baby, you never disappoint mommy.” Billy said nothing, and once again felt betrayed by his body.

Billy's penis was, at first glance, not visually outstanding. It was pretty much an average penis of average size. Or it would be, if it were on a pedigree bred male twenty years Billy's senior. Indeed, the cub was endowed well beyond his age, but if his mother was honest with herself, it was that very juxtaposition that turned her on like nothing else ever could.

Roxanne had had the hots for younger males since she hit thirty-five. She would spend afternoons in the Fall and Spring months waiting by the upstairs window and watching the school buses unload their tempting little cargoes. She would rub herself silly in changing stalls next to the shallow end of the public pool. It got so bad for her that one day, when she saw her next door sub-Saharan neighbors leave their thirteen year old boy-cub home alone in the backyard, she hopped the fence and pounced on him. He was more realistically proportioned for his age than Billy, and was squirming and crying the whole time, but she didn't care. She had one of the hardest, most intense orgasms of her life all over his scrawny body. After two more rounds, she heard her neighbors' car pull back in and raced back to her own house. She moved out of town the following morning, and changed her name the morning after that. As soon as she learned she was pregnant, she had to find some schmuck to look the part of the father. As you probably guessed, attracting a male was far from difficult.

Roxanne leaned forward and brushed her cub's penis with her breasts. She found the way he tensed his tiny frame to be so adorable. She lowered her head and let her spit drool messily along his shaft, then grabbed his cock and started slowly pumping up and down. Billy's breath grew louder and occasionally, despite his best efforts, included short moans of pleasure. To say Billy didn't physically enjoy having sex with Roxanne would have been a bald-faced lie. His mother had several decades of experience with carnal acts and would use every bit of it to pleasure her cub to complete satisfaction and beyond. But no matter how extremely pleasant the experience was, Billy would still wish it never happened again.

Roxanne pumped Billy's cock faster and brought her lips to its head. She wrapped her lips around the tip and danced her tongue's barbs along those of his member. Once again, her breathing was hot and exaggeratedly loud. She wanted him to enjoy this as much as she did. It aroused her so much to think she could turn on an eleven year old and get him off. She loved the idea of being her pubescent cub's personal whore. She also knew it was the last thing Billy ever wanted, but that was just too bad. Mommy was alpha, she made the rules, and rule number one was 'never tell Mommy no.'

Roxanne pulled her mouth back from her cub's dick and stared into his eyes, still jerking. “Fe fi fo fum,” she growled, “Mommy's hungry for kitty cat cum!”

Billy visibly winced, but remained taciturn. He hated it when she did that. She would often paraphrase nursery rhymes or otherwise pervert child-friendly traditions when they did this. The sheer corruption of innocence that represented made him as sick as it made her wet.

Without warning, his mother released his dick, dug her hands under him, grasped his butt cheeks, pulled him to the edge of the couch and dove her head into his crotch, swallowing his length whole. He yelped in surprise and pleasure. While he caught his breath, Roxanne purred deep on her cub's cock and lapped at his balls with her tongue. By the time Billy had recovered, his mother slowly pulled her head back. She then proceeded to pump her head up and down. First at steady pace, but then quickly accelerating. Billy could no longer keep silent, his desperate cries of pleasure almost drowned out by his mother's primal growling and uncouth slobbering. With each downward thrust came a new layer of slick saliva, while each upward pull subjected Billy's member to chillingly sharp teeth, tickling barbs, and unbearable sucking pressure. This was to say nothing of Roxanne's mighty buxom pinning Billy's legs and tail to the front of the couch, while her own tail thrashed in excitement.

The living room filled with grunts, growls, and yelps. The air was thick with the intoxicating soup of hormones, pheromones and burning hot breath of the 'happy' couple. This went on for what Billy felt were hours before an all too familiar sensation began to emerge from his core. Whether let on by the increased pitch of his shouting, or the sudden throb of his boyhood, Roxanne, too, knew it was time. She released his buttocks, cupped one hand under his balls, pumped the other hand along his shaft and pulled her lips away just long enough to say, “Mommy's got you, baby!” She then placed her lips back on his tip and began sucking as if on a big, spiky straw. The scant seconds that followed may as well have been days for Billy. His mind swam in a miasma of ecstasy, adrenaline and fire.

Screaming, panting and uncontrollably thrusting, Billy's burning liquid burden was finally unloaded into the alpha female's mouth. Roxanne in turn let out overjoyed squeals and giggles through her nose, punctuated by loud slurping and gulping. The main event lasted only about five seconds, but Roxanne kept sucking and jerking her cub's cock for another full minute, causing Billy to mew and yowl in over-stimulation.

When Roxanne at long last released him with a loud “POP,” they both spent the next few minutes in wordless limbo. Billy looked rather like a fish out of water, what with the pool of saliva that pooled under him on the couch. His mother was far more composed, licking her lips and fingers. “My compliments to the chef,” she said with a mischievous flare, followed by a loud burp and brief sheepishness. They were far from done. This was just the warm up.

Billy attempted to sit up, but was forced back down with a shove. His mother leaned forward again and let her massive breasts engulf his head. Breathing was difficult, but not impossible, as Roxanne made long, slow rocking motions over his face. Meanwhile she cupped and squeezed his balls with a free hand. It didn't take very much of this to restore his erection, after which she sat up straight and let Billy breathe for a few seconds.

Roxanne stood up in front of her cub, still showing her predatory expression and huffing like a bitch in heat. She turned around, presenting her tantalizing tail-end to her cub. Her underwear was stained all over with their past love juices, and it was impossible not to notice the the newest, beading, dripping wet spot where her womanhood was covered. Roxanne raised her tail straight up, dug her thumbs under the waistline of her underwear and slowly peeled them off, bending to give her cub the best possible view of the event. Billy's member throbbed jealously in his lap as he couldn't rip his gaze away from her performance. The well-used, rarely-washed panties fell to the floor, and Roxanne kicked them away. They wouldn't be needed for the foreseeable future. She turned back around, now fully nude, and growled hungrily in front of her cub.

“Sit up, kitty,” she ordered, the gentleness gone from her tone entirely, “Mommy's gonna take you for a ride.”

Billy did as he was told, sitting up and sliding to the back of the couch. His mother climbed onto the couch, grabbing the top and standing with her crotch hovering above his head. Her slit was neatly trimmed and glistened with her fluids, her tail waved side-to-side seductively.

“Give Mommy a kiss, honey?” she asked, though he knew damn well it might as well have been an instruction. She bent her knees as Billy inclined his head backwards to meet her. He dug his tongue into his mother's wet pussy and nibbled at her clitoris just like he was trained to. Roxanne giggled and squealed, then said, “alright, you greedy kitty, that's enough!”

Billy's mother gracefully lowered herself further and straddled his little legs. Still holding the back of the couch, her nethers came to rest just above his throbbing cock and her breasts pressed like lead weights on his head. She prodded his tip with her dripping pussy and her tail thrashed wildly. “Ohhhhh,” she moaned, “hold on tight, kitty cat. Its gonna be a bumpy fuckin ride!”

In one swift motion, Roxanne dropped onto Billy's cock with an audible “FWAP!!” They both exclaimed their pleasure, but while the cub yelped in reflexive shock, the cougar sang in bestial ecstasy. She didn't let her cub recover this time, and soon the room was once again filled with noise and heat. Whatever sounds that were forced from Billy's tiny lungs were muffled by his mother's breasts slapping and spanking him in the face. Roxanne moaned and growled like the alpha she was, her only coherent words being 'yes,' 'more,' 'breed me,' and things of that nature, along with various colorful vulgarities. The solid clapping of their thighs soon yielded to the liquid 'squelching' of their respective bodily fluids. Shortly after, a third source of noise could be discerned. As Roxanne's mighty frame pummeled her cub's boyhood with ever increasing zeal and force, the couch began to lift and knock around on the floor and against the wall, the springs in the seat cushions squealing in protest of the punishing carnal activity.

Billy's legs and face were almost as numb as his mind. He couldn't see anything but his mother's massive breasts engulfing his entire world in hot, fuzzy darkness, over and over. His little arms wrapped around her waist which, combined with the sheer grip of her loins, caused him to lift an inch off the seat with Roxanne's every bounce upward.

Neither of them could tell how much time had passed before Billy's seed once again boiled for release. His muffled cries rose to muted screams and his toes curled and spasmed. If Roxanne noticed the signs this time, she didn't appear to care. When he burst inside her, she roared in concert with his yelping, but didn't slow down for an instant. She kept on bouncing, beating an inexorable tattoo on the boy's abused, bruising crotch. Billy would soon reach another orgasm, then another, and another after that, alongside his mother's far more frequent climaxes. Pregnancy was of no concern, Roxanne made sure of it. She had quite a stock of contraceptives and other fun products, all outside the knowledge of her clueless husband, of course. 

Minutes stretched into hours, the light of day began to dim. Just another day in the Lioness' Den.

*	*	*	*	*	*	*	*	*	*

How long had they gone, this time? The sun was almost gone from behind the blinds, and street lamps could be heard fizzing to life. The two of them remained in their embrace, breathing each other's air. The living room was humid from the hurricane of their countless emotions, sensations and above all, secretions. When exactly they had stopped had escaped their notice, too. Maybe they passed out? Well they were awake now, and the night was still young.

Roxanne sat up straight and slowly slowly rose off her cub's lap. Billy's lower body was slathered in the concoction of their combined love juices and clearly aching from the punishment of his mother's libido. His own considerable mess proceeded to pour out from between Roxanne's legs. One could be forgiven for not wanting to learn the condition of the upholstery. She settled next to her cub, bringing one arm around his back to grope at his genitals while the other fondled her own breast. “Good kitty,” she sighed, licking her lips, “your mate is pleased with your stamina.”

She stood up from the couch with practiced grace and glanced back at Billy. “Mommy needs to pee, kitty,' she remarked flatly, bending to grab hold of his shaft. “We shall continue in the bathroom.”

“Yes, Mommy,” Billy reflexively replied, and was led by his member upstairs and down the hall. They passed through the parental bedroom and into the spacious master bathroom. Roxanne took her seat on the porcelain, and beckoned her cub closer with her tail. Billy complied, and she proceeded to lift him to a standing position on her thighs, bringing his crotch level with her face. Without pause, she began fellating her cub as she urinated, one hand groping his butt, the other rubbing herself; a superb feat of multitasking. When her bladder was empty, she flushed, leaned back and brought Billy's butt to rest on her massive buxom, still squeezing his cheeks and snacking on his cock. He could do nothing but cradle Roxanne's head in his arms and mew in bliss. Once he reached peak hardness, she released his cock from her mouth and set him back on the floor. Then she sat up from the toilet and walked out into the bedroom with a deliberately exaggerated wiggle in her hips and swing of her tail that had a hypnotic effect on the cub; he didn't need to be told to follow, this time.

Roxanne mounted the bed she shared with her husband on all fours and shook her ass at her son, tail raised high.”Come on up, little kit,” she called, turning her head to flash her hungry eyes at him, “its your turn to mount.” Billy complied, requiring her help up onto the bed. He stood before his mother's nethers—their respective body types precluding the need for him to kneel to have their genitals align—and her tail wrapped around his back. He hesitated.

“Come now, little lion,” Roxanne chided, biting her lip, ”don't keep Mommy waiting. Your mate needs you!” Billy placed his hands either side her mesmerizing hips and prodded her pussy with his tip, rubbing the barbs along her slick labia. “Oh no! Nonono! No baby!” she whined, genuine tension straining her voice, “don't tease Mommy, baby! You know I can't take it!” In spite of himself, he began to salivate. The thoughts of dread, of horror and helplessness, of wanting to anywhere but here, always disappeared in moments like this. Moments where his alpha-female mother was suddenly at his mercy, pleading and begging. He gripped his member by the base and rapidly slapped it on his mother's clitoris. Roxanne yowled and said, “oh darling please! Is this because I've been naughty? Have I been a bad Mommy?” He pulled back and started spanking her cheeks with his hardness, drawing a yelp from her with each impact. In contrast with the antics she often subjected her cub to, teasing drove Roxanne crazy, and the torment being dealt to her poor, needy pussy was pushing her to the edge. “Please Billy! I can't take it anymore!”, she screamed. Her eyes squeezed shut and she gripped the bed sheets. “Mount me already! Punish your naughty mate!”

Not a second later, Billy gripped Roxanne's thighs and unceremoniously plunged balls-deep into her pussy. The cub bared his teeth while his mother squealed in shock and pleasure. His thrusts were long and rough, drawing out almost completely, and slamming back to the hilt, eliciting curse-laden shouts from his mother. “AH! Fuck yeah, baby! RAAHWR SHIT! Fuck me! MMFFF! Don't hold ba-ACK!!” Billy accelerated his thrusting, but kept the distance. He drew back one hand and spanked Roxanne's ass. “OH! That's it, sweetheart! Punish Mommy! I've been a bad kitty! A BAD BAD KITTY!!” Billy didn't say anything, he just grit his teeth tighter and snarled. Being in a more dominant sexual position tended to demonstrate that Billy did indeed inherit some measure of his mother's voracious libido. With a long thrust forward he pushed Roxanne onto her stomach and continued pounding her on his knees, swatting her ass every so often. “FUCK! Maybe Mommy's not the only alpha in the house!” she yelped.

Roxanne thoroughly enjoyed it when Billy took control and enforced his will. Sure, it was plenty of fun being an all-powerful sexual predator, but she was also conscious of the fact that she was basically raping her cub most of the time. It was refreshing and incredibly heartening to know that, on occasion, he genuinely enjoyed her body, too. She felt it helped them grow closer together, if admittedly in the most fucked up way imaginable.

Billy started thrusting faster, but pulled back less and less, filling the room with rapid, moist clapping. Roxanne was almost incoherent at this point, growling and chirping as she jostled and gnawed on the bedspread. Billy's growling grew louder and spittle began to fly from his fangs. His mother also drooled, directly on the sheets, eyes rolling back. He dug his claws into her ass cheeks as yet another climax built in his loins. Just before his dam broke, Billy halted his pace and drew back almost entirely from her pussy, meeting not a small amount of resistance from her own grip. Roxanne still chewed the linen, but met her son's gaze in one eye. She was at her limit, too.

He slammed back into Roxanne just in time to flood her pussy with his cum. They both roared in reciprocated bliss, eyes squeezed shut. They pushed further into each other with each wave of their mutual orgasms, panting and moaning. After a few seconds, Billy slowly pulled out of his mother's pussy, and his seed poured out in time with her orgasmic pulsing. He couldn't stop himself from experiencing some base, primal pride. His gaze drifted upward and locked on a new prize. Still just hard enough, and now sufficiently lubricated, the cub gave in to instinct and pounced on his mother's rump.

“REEAOWR!” she yelped in shock, “Oh Billy! How bold!” Surprise faded quickly into carnal bliss. “Yes, Kitty! Take what's yours!” she gasped encouragingly, “Show Mommy you're an alpha! Dominate my naughty ass!” Billy leaned forward and wrapped his arms around his Mother's back, still humping away at her rear. Roxanne resumed her purring and chirping, eyes rolled back and wearing a silly grin. Both their tails whipped about with abandon until they met and entwined in unmistakable affection. Without warning, Billy let out a short yelp and drained his balls in his mother's tail-hole. Roxanne let out a short squeal, then a long, soft moan and turned back to her son. “Very well done, my little lion.” she purred, “Your mate is quite satisfied.”

“Yes... Mommy...” Billy breathed. His last reserves of energy depleted, he shakily lifted from his mother's rump. She rolled in place onto her back and stretched out her arms.

“Come to mama, kitty kitty,” Roxanne whispered, her own eyes beginning to droop, “your mate wants to snuggle.” The cub clumsily fell into his mother's embrace, letting his head nestle comfortably, without suffocating, in her buxom. A deep purr rumbled from their chests as their breathing slowed and their eyes fell shut.

Later, Billy would remember his regret and reluctance. Later, he would once again long for a normal life. But 'later' was a long time away.