FSE

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Disclaimer: This story contains themes of hyper-endowed cubs as well as explicit descriptions of sexual acts between males, several of them underage. If any of that offends you, I suggest you not read any further.

A Wily Night

"Ahh... When we get to El-Dara, there had better be hot springs like this..." The young cat spoke out-loud to himself as he relaxed in the water of the natural bath. Making himself even more comfortable, he folded his hands behind his head, and sank a little deeper in, enjoying the heat.

"Well, you've been in there for almost 2 hours..." Wilykat glanced up, seeing his sister talking to him, "Stay in much longer and it'll turn into Wilykat soup."

Still remaining in the pool, the boy turned to face his sister, "I think you just got out too early, Kit. How often do we end up setting up camp somewhere that there just happens to be a hot spring?"

Wilykit shrugged as she turned, "Whatever... It can't be good for you to stay in for that long, that pool is pretty hot."

"Tch, fine... I guess it has been a while..." The boy conceded to his sister's gripes, and began to climb out of the water.

"Good, I'm glad you have come to realize how wise your sis-" Wilykit stopped mid-sentence as she turned back to her brother, witnessing a sight that caught her off-guard. "Ugh! Put on some clothes you jerk! There's a girl standing right here!"

Wilykat had stepped out of the water, not wearing a scrap a clothing, showing no modesty whatsoever, his body was on clear display in front of his sister, as he decided to focus on toweling his hair dry first. "Huh? You don't count as a girl, you're my sister. Besides, you're the one that wanted me to get out, what did you expect to see?"

Wilykit brought her hand up to block her brother's nude form from her view, "Well, you had on shorts when we got in together! Silly me for assuming that you'd still be wearing them!"

"Well, it was more comfortable without them." The boy bent over and snatched the discarded shorts off of the ground. "You've seen me naked before anyway, what's the big deal?"

"We're not little cubs any more, Kat... I don't need to see your... 'junk' flopping around."

The boy's mouth curled into a naughty smirk. Recognizing the opportunity to mess with his sister a bit more, he placed his hands on his hips, and started to erratically gyrate his hips around, making his his cathood literally 'flop around' on his thighs.

"Oooh, Kit? Like what you see?" He motioned downward at the flaccid member bouncing around between his legs. "Bet you'd love a big, strong Thunderdick to to worship!"

Annoyed by her brother's perversion, she turned away, walking back in the direction of the camp. "Ugh... NOBODY wants that..."

Thoroughly amused by his own antics, the boy ceased his attempts to irritate his sister, "Heh... Actually sis, I'm pretty sure a lot of people would want this." He hefted up his soft member, quite proud of his size. Even at his young age, the imposing organ was resting soft in his hand at around 8 inches. The kitten was well aware that many cats would kill to have even close to that size.

The boy pulled on the shorts, grabbed the rest of his belongings and caught up to his sister walking back towards camp.

Upon seeing her brother approaching, thankfully now covered up, Wilykit continued, "I don't care how big it is... As long as it's attached to you, nobody is going to want anything to do with it."

"You underestimate me, Kit." Wilykat still sported the cocky smile as he spoke, "You should know better than anyone, I can talk anybody into anything. And once they realize what I'm packing, they'll be begging for more, anyway."

"Care to bet on that?"

Wilykit's quick response surprised the boy a bit as he stopped in his tracks, "Huh? Bet?"

The girl stopped and turned to face her brother, "Yep, A simple bet. You said that you could make anyone want your dick, right? All you have to do is prove it."

Wilykat thought about the implications of the wager, but only for a moment. Wilykit's next statement provided all the motivation that he required.

"Winner gets all of the loser's candy-fruit."

Wilykat's eyes instantly lit up, he knew that his sister had more of the treats left than he did, and the prospect of getting them for himself was far too enticing, for him to even consider refusing. "YOU GOT A DEAL!"

The girl's mouth formed into a sly smile, "Good..." She let a moment pass, taking another step towards camp, savoring the feeling of deception before she continued, "Now, all you have to do is get Lion-O to say that he wants your dick, and you win."

Something snapped in Wilykat's head as he started to realize the situation. "Wait... Lion-O!?! Why..."

Before he was even able to form a coherent thought, he was interrupted by his sister, still smiling mischievously, "You said 'anybody', right? Well, then obviously the Lord of the Thundercats is fair game. All you have to do is get him to admit how much he craves your dick. Simple right?"

"Hey! T-that's not what I-"

The boy was cut off by his sister once again, "And... since you were soooo eager to say 'deal', you have to go through with it now, or you forfeit. Which of course means that you have to give up all your candy-fruit anyway."

Wilykat stood frozen, his jaw open as he now fully understood the dire circumstance he was now in. Thoughts ran through his mind about how he could possibly get out of this without losing his stash of sweets, but nothing was coming to mind.

"But... being the kind and loving sister I am... Maybe we can cut a deal. You can give up right now, and I'll let you keep, oh say... half of one candy-fruit."

The boy thought hard about it, was that actually the best option? If not, how could he possibly get the Lord of the Thundercats to...

"Kit..."

The girl leaned in close, ready to accept her brother's concession, already practically tasting all the candy-fruit she was about to get.

"Kit, you better be paying attention tonight when Lion-O says how much he loves my cock!"

The girl was taken aback at the sudden outburst of confidence, "Huh? You're actually gonna try?"

"Wilykat flashed a toothy grin, "Like I said before, I can talk anybody into anything. And once they see what I'm packing, they'll be begging for more! Just make sure you're within earshot when it happens."

With that, the bold cat marched onward back to the camp, leaving his sister standing there, still fairly puzzled that her trick didn't quite play out as expected. "Err... well, there's still no way he pulls it off... right?" The girl attempted to reassure herself as she walked along behind her brother.

~

Lion-O laid in a soft grassy patch, he had found the spot about 500 feet from where the ThunderTank was stationed. As usual, Panthro was absorbed in making adjustments and fine-tuning the machine. He could have opted to set himself up closer, but with Cheetara and Tygra around the vicinity, he wanted to be absolutely certain that he wasn't within range to overhear anything that may be going on between them.

He stared towards the sky, thinking to himself. He was lucky to have found such a nice spot to rest. The grass was long and soft, he had a wide open view of the moons, and he was surrounded by plant life which possessed rather large leaves, providing the young King with a significant degree of privacy.

The silence was nearly hypnotic, Lion-O's mind wandered aimlessly as he stared upward, basking in the serenity and peacefulness.

"Lion-O?"

And just like that, the serenity was shattered by a familiar voice.

"Lion-O, Are you here? The others said you set up over this way."

Lion-O sat up, glancing over to see a small silhouette moving behind the foliage. "Uh, Kat? Yeah I'm over here."

Wilykat poked his head around one of the leaves, smiling in relief as he saw the lion King sitting there. "Lion-O, I found you! I need to ask you about something!" The boy stepped around the leaf, he was clad in an over-sized shirt, and loose-fitting shorts that went down just past his knees.

Lion-O laid back down on the grass, clearly not in the mood to be bothered by the kitten, "Don't you and your sister usually figure stuff out on your own?"

"Yeah, but..." The boy looked a bit embarrassed, "This is kinda about guy stuff..."

"Oh... Well what about Tygra? Or Panthro? They're both down by the tank."

The boy shook is head in decline, "Tygra's um... busy with Cheetara... and Panthro is well... kind of a grump. I don't think I could talk to him about this kind of stuff."

Lion-O let out an annoyed sigh as he once again sat up.

"Plus... You're so cool Lion-O! I always think of you as like an older brother!" The kitten spoke with a large grin on his face, and practically stars in his eyes. "So... you're like the only one I really feel comfortable talking about this with."

The lion brought his hand up scratching the back of his head, a bit agitated at the situation. "Ugh... Alright, I guess... What did you want to know?"

Wilykat say down next to the older cat, "Well um... Sometimes I feel weird, and I get kinda hard..." The boy fidgeted a bit and adjusted himself.

"That's normal... It happens when you get excited. Like when you see, or think of something that you like."

"Oh!" seemingly satisfied with the older cat's answer, "That makes sense, because it pretty much only happens when I think of you."

Completely caught off-guard, Lion-O's head snapped towards the kitten, eyes wide as he was utterly shocked at the boy's admission. "Wha-? Er... When you think of me?!"

Wilykat nodded, "Yeah, it grows a little, gets all stiff, and then points up. It's a little uncomfortable sometimes." The younger squirmed a little bit, again adjusting himself, catching the older's eye.

Thoughts of dread and confusion were zipping around in the Lion-O's mind, practically screaming possible explanations.

"Is Kat gay?"

"Does he have a crush on me!?"

"Is he getting hard right now!?"

Knowing that there was no way he was qualified to deal with this situation, he knew he had to end this quickly. "Uhh, Kat... We should really talk about this some other time, You should just head-"

"Nono! I just need to know... How do you make it stop?" The young cat cut off Lion-O with a new question. "I mean, like I said... It gets uncomfortable, I just need to know how to make it go back to normal!"

"How to make it go down? Err.. You just..." Lion-O looked back at the young boy, a look of hope and wonder plastered across his face as he waited eagerly for instructions.

"You just have to... you know, get yourself off..."

Wilykat's expression changed to that of bewilderment as he continued to stare at the older cat. He clearly needed further instruction.

"Oh man... I can't believe this... You just kinda grab your... stuff, then you stroke it until it makes you feel really good." Lion-O's face was visibly red after that explanation.

"Oh! It makes you feel good? You have to show me!" The boy's eyes got bright again as he jumped to his knees in excitement, reaching a hand forward to grasp towards the older male's midsection.

"Whoa! Kat! Stop!" Lion-O pushed himself back a bit, trying to get away from the overly zealous kitten. He found that his efforts were in vain however, as he felt the small hand land on his lap.

"So, you said just to stroke it? Like this? The boy's hand firmly in place, he quickly grasped the older's clothed organ and started lightly massaging.

"Ah, Kat..." As much as he knew he shouldn't enjoy it, the young boy's light touch was quickly bringing him to arousal, he seemed unusually skilled at it, slowly applying light pressure as he stroked through the pants.

Lion-O shook his head to each side, snapping himself out of the pleasure-induced daze, "Kat, stop!" Determined to end the predicament as soon as possible, Lion-O twisted himself around trying to remove himself from the kitten's reach. Unfortunately for the older feline, the kitten had a stronger grip on his clothes than he expected.

"Oof! Lion-O, don't!"

*RRRIPPPP*

*THUMP*

"Ugh..." Lion-O landed hard on his back, rubbing his head as he propped himself up on his elbows.

"Err... sorry..."

The young cat's voice came from right in front of Lion-O, the lion glanced forward to see that the kitten had stumbled as well, and was now on his knees between his legs. With an apologetic look on his face, the kitten held up a torn scrap of his pants.

"Ah! My clothes!" the lion's pants had been torn right down the center, rendering them little more than useless scraps of cloth, and more importantly, leaving the older cat's midsection completely bare.

"Oh, you're getting hard, does that mean I was doing it right?"

Quickly realizing how exposed he was, Lion-O darted his hands in between his legs, covering himself as best he could. "Kat! Enough! I need you to head back to camp, and get some new pants for me!"

"Aw, but we were finally getting somewhere! You have to show me!"

"Not a chance!" Lion-O shouted, struggling to keep his privates out of the younger's view.

"How about a deal? I'll go get you new pants as soon as you show me what you were talking about. That works, right?"

"What!?! That's-" Lion-O glared up at the wide-eyed kitten, realizing just how much he was at the mercy of the boy at the moment.

Sighing, Lion-O moved his hands away, "Fine... This needs to be quick though."

Reaching down, he grasped his erection lightly. "Like I said, you just grip yourself... and start stroking." He started unenthusiastically pumping his shaft as Wilykat watched intently.

Despite Lion-O's half-hearted efforts, it didn't take long for him to become fully hard, the cat's length peaking at around 6 inches.

"Oh, I think I get it! You're getting really hard now!" Wilykat watched as he started lightly rubbing himself through his loose shorts. "And you're a good size too!"

The older cat was still unwilling to look the boy in the eye as he stroked himself, "Yeah... well, when you get older, you'll get bigger too."

The kitten couldn't hold back a mischievous smirk as he responded, "Oh, I don't need to get any bigger..." With that the boy gripped his waistband, and tugged down his shorts, letting them drop to his knees.

Curious at the boy's response, Lion-O managed to turn his head just enough catch a glimpse of what Wilykat was proudly displaying. His jaw dropped in awe as he laid eyes on what looked to be 9 to 10 inches of still hardening dick.

Wilykat took hold of the monstrous member, and started gently stroking. The boy's smirk now becoming a full toothy grin, he continued his thought from a moment ago, "I just meant it's a good size because you can get your hand around the whole thing. Dealing with this thing can be a hassle." He motioned down to his shaft, which was indeed easily thicker than what his hand was able to contain.

Lion-O stared at the inexplicably huge dick that belonged to the young kitten as he continued stroking himself, suddenly realizing that he was actually getting turned on from seeing the kitten attempt to pleasure himself. Tearing his gaze away once again, he managed to get a few words out. "Do you, umm... think you get it now, Kat?"

"Mostly, I think... Just um... You think I could see what happens when you finish? All you said was that it feels good."

Hesitant to let it go any further, Lion-O took his hand off of himself, "No Kat, I think that's more than enough for tod-AAHHH!"

Upon seeing the older cat remove his hand, Wilykat immediately took the opportunity to grasp the still hard dick, and stroke it strongly, immediately giving the lion much more pleasure than his own lackluster strokes were producing. With one hand stimulating the older cat, and the other hand still bringing himself to full length, the young cat was not ready to let it end just yet.

"Like this right?" Wilykat increased the speed of his pumping, and Lion-O felt his orgasm fast approaching.

"Kat! Ahh... St-Stop..." ignoring the older cat's protests, the kitten continued his ministrations, knowing that it couldn't be much longer, "Oh wow! This is much easier when you can actually grip the whole thing!"

Lion-O's elbows gave out as his head fell back to the ground, "AHH!" Lion-O felt his hips thrust forward a few times, and that was all it took, as he reached his apex.

"Oh, look at this stuff!" Wilykat's hand now covered in the older cat's seed, "It's all warm and thick."

Lion-O laid still, breathing heavily, reeling from the intense orgasm. He felt his eyelids starting to shut a bit, as he drifted a bit, not quite falling asleep, but more instinctively idling after the taxing activity.

In his drowsy state, Lion-O could feel the young cat moving around, but had not yet regained the poise to recognize how the situation was unfolding. Until he felt a heavy tap on his face.

Upon reopening his eyes, he was greeted by a warm and very thick mass pressing against his cheek, smearing a watery fluid as it brushed over his face. The mass bobbed a bit, tapping his face lightly a few more times, and ostensibly helping the lion regain a degree of equanimity, as he finally realized that it was actually the younger cat's cock that was currently dominating his field of vision.

Wilykat had taken the opportunity to re-maneuver himself, and was now kneeling over Lion-O in a "69" position.

"Hey! Wha--mmmmrph..." As if waiting for just the right moment, that massive spire that was looming in Lion-O's sight was suddenly steered downward dropping directly into the lion's open mouth, sliding several inches deep, quickly filling the expanse of the maw.

Lion-O hastily moved to resist, but was halted by a sudden jolt sending sparks through his body, emanating from his backside, more specifically. the sudden intrusion of one of the kitten's digits.

"Mmmmph..." With the large obstructing blocking his mouth, he couldn't even let out a moan as he felt the small cum-covered fingers at anus, invading his insides, and stretching him a little bit.

"Oh! You're using your mouth on me! I would have never thought of that! You're the best Lion-O!" Still sounding as naive as ever, the young feline slowly sank himself past the open lips. With about 5 inches of his dick fed into the older cat's mouth, Wilykat felt himself hit a barrier, unable to pop himself into that tight throat any further than the tip.

**COUGH!** **COUGH!**

With his entire mouth brimming with the boy's cock, Lion-O could barely even manage to cough, as the copious amount of fluid that the boy was expelling flooded his throat, causing him to choke a bit.

Noticing the older male struggling to take in a breath of air, Wilykat slipped his pole out of the mouth, as he quickly re-maneuvered back to his original position between Lion-O's legs. Taking advantage of the lion's desperate desire to breathe deeply, Wilykat probed his fingers back into the anus he had began to explore a moment ago.

The sharp sensations from Wilykat's prodding, rang deep in the lion. Now, with his airway clear, he was able to weakly prop himself back up on his elbows and glance forward. "Kat, what are you..."

"Oh! Well, like I said, it's hard for me to stroke myself, since I can't get my hand around it, so I figured that if I could get something else all the way around it..."

He didn't even have to finish the thought, Lion-O's eyes were already wide as dinner plates at Wilykat's suggestion, "WHAT!?! THERE IS NO--OOOOHH!" The younger feline chuckled to himself as he interrupted Lion-O's protests by adding another finger into the lion's passage, and ventured perilously deep into him, eliciting a moan as he spread him a bit more.

"Now, just need a little more of this..." Lion-O heard the young cat continuing, and then felt a firm impact against his front, opening his eyes back up, he was greeted by Wilykat's giant shaft once more, except this time it had reached its full size. Looking to be near 12 inches, maybe more, the boy was rubbing it against Lion-O's front, trying to coat it with as much slick sperm as he could before moving it into position, at the older cat's entrance.

Lion-O tried his hardest to object, but through a combination of over-stimulation and exhaustion, he was barely even aware of what was going on. He still had not recovered from the climax he had just experienced, and Wilykat's fingers were hitting the exact spots inside him to send pleasure waves all through him, and then... nothing.

The boy's fingers were gone, still something felt off. Lion-O took the moment to regain himself and looked forward to see the kitten still in between his legs, maneuvering himself oddly, and he suddenly felt something very solid and very big pressing against his opening. It didn't take much imagination for the lion to predict what was about to happen.

"...Whiskers."

One firm push later, and Wilykat was inside of Lion-O.

"OHH! KAT! AHH!" The feeling of being speared wide open was too much for the bigger cat to handle. Wilykat wasn't even halfway in yet, and Lion-O felt fuller than he had ever felt before.

"Oh man! You were right, this does feel really good now that my whole thing is being grabbed! You're the best Lion-O!"

Lion-O managed to tilt his head forward just enough to see a look of jubilation on the kitten's face, stars practically dancing in his eyes. He thought to himself, "How can he look so innocent like that when he's in the middle of rearranging my insides!?"

Inch-by-inch the younger cat slipped further into the King's depths, feeding 6, 7, onward to 8 inches into that tight passage. The deeper he ventured, the more deliberate the boy's motions became, angling his thrusts to hit specific spots inside of the lion, and slowing down to prolong the sensation on each outward-stroke. As much as Lion-O fought it, it was beginning to feel amazing.

Shutting his eyes, Lion-O laid his head back down and relaxed into the younger cat's thrusts, occasionally letting out a soft whimper or moan as the ecstasy overtook him.

Seeing Lion-O no longer resisting, the kitten's innocent smile mutated into a dominant grin. Reinforcing his grip on the lion's thighs, aided by the copious amounts of pre he was producing, he sped up his thrusts slightly, getting close to bottoming out inside of that silky tunnel.

"Bet you'll love this..." Lion-O's eyes cracked open about that the kitten's words, noticing that for a moment the gyrations had stopped, the older cat felt nothing inside of him except the very tip of Wilykat's dick just barely breaching his hole "Hope you're ready!"

*THWAP*

"AAHHHH!"

Wilykat's warning wasn't quite enough to prepare the lion for the kitten's incoming onslaught. In the blink-of-an-eye Wilykat had buried his entire length into Lion-O's behind, and was now holding tightly with his hips flush against the lion's thighs. Taking a moment to pause as he simply savored the feeling of that amazing tightness blanketing his cathood.

Hesitantly, he removed himself a few inches. Taking a deep breath, he then began his assault, pounding into the King with renewed strength, and at an impressive pace. The rapid slaps against the lion's butt leaving him with a tingling sensation.

"OHHH! RIGHT THERRRRE AAHHHHH!"

Lion-O's moans were now much more audible, clearly receiving just as much, if not more pleasure from this than the other cat.

Wilykat felt himself starting to get lost in the intensity, getting dangerously close to his climax, when his memory chimed, reminding him that he had one more task to complete.

Fighting his instincts with every fiber of his being, the young cat held firmly, and ripped his entire over sized shaft out of the Lion-O, leaving him gaping, and eliciting immediate protest.

"Huh? Y-You stopped!?"

His demeanor immediately reverting back to innocence, he slowly stroked his still rock hard, and now dripping pole as he spoke, "Oh, yeah, I think I got it now. You were a great help!"

Dismay clouded Lion-O's mind, he wasn't ready for it to end just yet, it simply wasn't enough, "I... I think you should continue... Just a little bit longer, Kat..."

Still stroking himself, struggling to keep it together as he was right on the edge, Wilykat tilted his head a bit, looking puzzled, "You want me to keep going? Why?"

Lion-O struggled to keep his composure, but the desire was too much, he glared at that giant tool bobbing slightly in the hand of the kitten, he needed it, and needed it now. "KAT! I NEED YOU TO STUFF YOUR COCK BACK INTO ME NOW!"

**SLAM**

Just as quick as it was removed, the dick was slammed back into place, thrust all the way in at once, ringing all the right bells inside each feline, as they both reached orgasm simultaneously.

Lion-O's second climax was more powerful than his first, several drops hitting him in the chin as the rest plastered his chest. Wilykat's load however was immense, filling the older cat to his limit, a good amount escaping out around the overly-thick plug that was blocking the exit.

The younger cat remained deep inside, holding still for another few minutes after the long orgasm subsided, before reluctantly removing his softening shaft from the King's cum-coated insides.

"Kat... you..." Lion-O began to speak between heavy breaths as he laid still, but quickly lost his train of thought, as a soothing tune filled the air, a light soft calming melody, and before even able to place the vaguely familiar tune, the older cat drifted off, asleep.

...

"I don't know why I just helped you... I can't believe you actually went through with that..." Wilykit stepped around the large leaf into view, her flupe in-hand.

The boy was still sitting on the ground, catching his breath, "Well, I had already won at that point anyway, that just shows that you're a good sport, sis!" He smiled and gave her a thumbs-up.

The girl rolled her eyes, "Yeah, whatever... He was already completely drained anyway, my lullaby didn't have to do much."

Wilykat stood up, grabbing the torn piece of Lion-O's clothes, he began to wipe the various fluids from himself. "Tell you what sis, if you help me um... take care of all this, I supposed we can talk about you keeping a few of your candy-fruit."

His sister placed her hands on her hips as she looked around, "Well, I'm not touching any cum... but I guess I can head back and grab some new pants for Lion-O."

~

"Lion-O..."

"Lion-O!"

"Wake up Sleepycat!"

The lion abruptly woke to see Tygra and Panthro standing above him. Terror struck him as he frantically glanced around, but not seeing anything out of the ordinary. Not seeing any hints of anything that happened last night.

"Uh... Huh?" Lion-O looked around at the others, "Did I... oversleep?"

The two other cats sighed as their leader climbed to his feet.

Panthro turned and started walking, "C'Mon, we don't got time to just be standing around." Still in a bit of a daze, Lion-O followed as the cats headed towards the ThunderTank.

Upon reaching the vehicle, the team all started to climb aboard.

"Morning, your majesty!" The voices of the twins caught Lion-O's attention as they ran by him towards the tank, "Oh! Kat, one sec!"

Wilykat slowed down at Lion-O's call, folding his hands behind his head he strolled up to him, "Hm? What's up?"

"Umm..." The lion stammered a bit, not sure how to actually even ask, "I umm... hope that I was able to help last night?"

"Oh definitely! You were great! Thanks again!"

"Great, happy to err... be of assistance..." Tousling the kitten's hair, the older cat awkwardly dismissed him.

The boy turned to walk back towards his sister as Lion-O interjected once more.

"Oh, and if you have any other questions in the future... I'd be happy to help you out..."

Wilykat grinned widely at the lion, "Oh, definitely."