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Scar laughed as his hyena allies stormed the pride's palace, easily overwhelming the guards with their number.

"Protect the royal family!", a lioness shouted, before a hyena arrow caught her in the throat.

The raucous laughter of the hyena matriarch filled the night as she cracked her whip overhead.

"Why are you laughing, Brother?", King Mufasa asked as he stood next to the scarred lion, his great sword leveled at the approaching hyenas.

Scar responded by sinking his long dagger into the king's back, paralyzing him.

"Brother, why?", Mufasa gasped as he fell to the floor.

"Because I should be king, not you!", Scar bellowed angrily as he stood over his brother.

"Sire!", Zazu shouted as he flew overhead, only to be shot down by several of the hyena archers.

Simba and Nala fled into the royal family's chambers, hiding under the large bed.

"Come out, come out wherever you are cubs.", Shenzi chuckled cruelly as she kicked the door open.

The hyena matriarch paused, silently motioning to her two companions as she noticed the tip of Nala's tail poking out from under the bed.

The hyenas grinned evilly as they drew a pair of ring gags from their belts and yanked the cubs from their hiding place.

"Mmmnnnoo!", Simba protested as he and Nala were gagged and shackled.

"The bitch is yours.", Shenzi said as she tossed Nala to the males. "And the little prince here is mine!"

The hyenas cackled evilly as they tore the lions' clothes off, exposing their naked bodies.

"Mmmnnnooo!", Nala shrieked as Banzai slammed his cock into her virgin asshole while Ed did the same to her mouth.

Shenzi forced Simba to his knees, then slowly removed her armor.

"Like what you see cub?", the hyena matriarch chuckled as she watched the prince's eyes grow big as her enormous pseudo penis sprung to attention in front of his face.

She grasped Simba's head and slowly slid her cock into his open mouth.

This can't be happening, Simba thought as Shenzi picked up her pace, vigorously pumping in and out of the prince's mouth, causing the inexperienced cub to choke on her cock.

"Mmmhh, such a delightful little face-cunt you have.", the matriarch chuckled as she came, filling Simba's mouth to overflowing with her cum.

Nala sobbed as the male hyenas came, splattering her with their vile seed.

"That's enough.", Shenzi said to her compatriots as threw Simba over her shoulder. "Bring her."

"Scar!", Sarafina shouted as she was hogtied by the hyenas. "How could you?!"

"Because I should be the king!", Scar shouted. "That's why I allied with these dogs to stage a coup!"

Thwap!

Scar fell flat on his face, killed by a bolt from Shenzi's hand crossbow.

The royal family gasped in horror as they were lined up, all bound and forced to kneel before Shenzi.

"Your spawn is an excellent cock sucker, your royal highness.", Shenzi said, mocking the king.

"You evil bitch!", Mufasa shouted at the hyena.

"Aww you seem upset.", Shenzi said, layering her voice with false concern as two of her warriors pulled the metal hafts of their spears into the king's mouth, silencing him. "Let me make it up to you."

She knelt down next to the bound king, swiftly slicing the crotch of his silk pants away with her dagger.

"Hmm...not bad.", she complimented as the king's impressive package flopped free from its constraints.

She wrapped her mouth around the king's shaft, slathering it in her salvia.

Sarabi screamed in protest, her voice muffled by the shit-stained cloth bound into mouth.

Chomp!

Mufasa screamed as Shenzi bit down onto his genitals, vigorously shaking her head from side to side.

"Delicious.", Shenzi said as she tore the king's dick off, swallowing it before turning her attention to his balls.

Pop!

"Mmmppffh!", the lion screamed as his nuts were crushed by the hyena's powerful jaws, the torn from his body entirely.

The hyenas cackled evilly as Shenzi ate the rest of the king's lionhood, then turned her attention to the prince.

"What tiny little balls you have.", she teased as walked towards the prince as he lay struggling on the floor.

Quick as lightning, she whipped out her knife and expertly slit Simba's scrotum open.

"Mmmpphh!", Simba shrieked as the hyena ripped his testicles from his crotch.

"On stop whining cutey.", Shenzi said as tossed a nut into her mouth, savoring the taste. "Here I'll even share."

She ungagged Simba and fed him his own testicle.

"You monster!", Sarafina shouted as she chewed through her gag, only for the hyenas to swiftly stick a metal ring gag into her mouth.

"Quiet.", Shenzi ordered as the rest of the royal family was fitted with ring gags. "Toilets don't talked back."

The lions' eyes widened in shock and horror as Shenzi lifted her tail and placed her asshole against Simba's unwilling mouth.

Why why why?, Simba though as shit began to squeeze out of Shenzi's pucker.

The hyenas' laughter echoed around the room as Simba gagged at the vile taste of Shenzi's waste.

"Enjoying your dinner prince?", Shenzi asked cruelly as she stroked Simba's bloody crotch. "Or should I say princess?"

"Hehehe, good one Shenzi!", Banzai laughed as he shit down Nala's throat, then washing it down the bawling girl's throat with his piss.

The rest the royal family struggled as the hyenas force-fed them piss and shit.

Suddenly, Nala began to choke, an especially large hyena turd stuck in her mouth and throat.

She started convulsing, her airway blocked.

"He he he!", Banzai laughed as the lioness cub suddenly stopped moving, her eyes glazing over. "Snuffed by 'yena shit!"

Sarafina wailed in despair as her only cub died in front of her eyes.

"Don't worry.", Shenzi said, grinning evilly. "We'll return her to you."

The matriarch slashed Sarafina open from waist to sternum, letting her guts slide out onto the floor.

Sarafina gasped in agony as she flopped onto her back as Shenzi trimmed away her remaining entrails with her dagger. "See?", Shenzi said as Banzai and Ed placed Nala's corpse into her mother's abdominal cavity and began sewing her back up. "Right back where she came from."

"You will pay for this you vermin!", Mufasa shouted as he knelt on the floor of his throne room, blood flowing from where his malehood used to be.

Shenzi cackled as she walked away from the dying lioness, standing over the emasculated king.

"And just how do you plan on doing that?", the hyena asked as she began pissing on the king's face.

"You disgusting mutt!", Mufasa shouted, struggling against his shackles.

"Ha!", Shenzi laughed as she finished urinating on the lion. "You're one to talk!"

"Prepare to face justice evil-doer!", Rafiki shouted as he leapt down from the rafters, waving his staff and chanting in some strange tongue as the old shaman prepared to cast a spell, yellow light beginning to emanate from his staff.

"He he he he he!", Ed laughed crazily, his paws glowing a sickly green as he waved them about.

Rafiki screamed as a geyser of green flame and smoke erupted beneath his feet, incinerating the old baboon instantly.

"Nice job Ed!", Banzai laughed as he pissed on the queen's face as she stared at Rafiki's ashes in shock and horror.

"For the king!", a loud voice shouted from the entrance to the throne room.

Three armored lioness charged towards the hyenas, their spears seeking the enemies' demise.

Shenzi, Banzai, and Ed prepared to meet the pride's remaining warriors, drawing their weapons.

Banzai unsheathed his katana with the speed of a lightning bolt, slicing the spear in two, then decapitating her with a single swing of his sword.

Ed deflected his opponent's spear thrust with his knife, then placed his paw against the lioness's helm, sending his dark magic into her mind.

"Arrgghh!", she screamed as she fell to the floor, the magic first driving her insane with her darkest fears, then stopping her heart.

Shenzi cracked her whip at the remaining lioness, expertly wrapping up her foe's spear, pulling her in close, then finished her with one of her hidden wrist blades.

"Apologies for the disturbance.", Shenzi laughed as she pulled her blade free from the lioness's neck. "Now I believe the former king here is over dressed."

What?, Mufasa thought as he lay there naked. "He'll make a very nice throw rug.", Shenzi chuckled as she drew her skinning knife and walked over to the horrified king. "Ed, take Marie and Veldetta and prepare the new princess for the ceremony."

Ed chuckled as he threw Simba over his shoulder, taking him away from the throne room.

Simba squirmed as Ed forced him to kneel in front of the royal baths, looking about in confusion.

What ceremony, he asked himself as he watch Ed draw a small vial from his belt.

The lion gagged as Ed suddenly emptied the vial down Simba's throat, causing the prince to gag on the bittersweet liquid.

"What's going on?", he asked as he was ungagged, confused as he felt his body changing.

He looked the mirror, horrified by what he saw.

His body was becoming slimmer, his breasts and ass becoming bigger, much bigger.

"The matriarch intends to wed you.", Marie said as she stroked Simba's shriveled cock.

"The potion you just drank his turned you into a shemale.", Veldetta said, fondling Simba's new breasts. "The magic in it has made your ass into the entrance to your new, fertile womb."

"What?", Simba asked as Ed removed his restraints, still in a state of shock from recent events.

"Shenzi is going shove her fat cock into your boi pussy and pump you full of cum in front everyone.", Veldetta elaborated. "While you're wearing a very sexy wedding dress."

"And due the potion you just drank, she'll even be able to impregnate you!", Marie said, growing excited. "You'll likely be a mother!"

Simba offered no resistance as the hyenas gently guided him into the warm water and began washing all of the sweat and cum that Shenzi had already splattered onto him.

They scrubbed him clean, paying special attention to his asshole and cock.

Still incredulous to his new reality, he was lead out of the tub and dried off.

"Here's your wedding dress.", Veldetta said as two hyenas brought in a small trunk.

The two hyenas opened the chest and began dressing the former prince in his new bridal attire.

Why do they have a dress that fits me perfectly, Simba questioned as a cum colored corset was laced tightly around his stomach.

"You look gorgeous.", Marie complimented as she laced a soft cloth veil over Simba's snout, effectively muzzling him. Veldetta chuckled as she fastened a matching skirt to the bottom of the corset, grinning evilly as she looked over Shenzi's new breeding stock.

"Having you be Shenzi's bitch will fully cement our conquest of the Pridelands.", she said as she fitted matching stockings and garter belt under Simba's skirt.

Marie slide a pair of matching stockings up Simba's arms, then she fastened a flowery garter around his thigh.

"Beautiful.", Marie said as she looked over the former king's son, handing him a bouquet.

Simba stared at the flowers, still wondering if this was all a nightmare.

"Now we'll escort you to the throne room.", Veldetta said as she took him by the arm and lead him to the door.

Sarabi choked back a sob as Shenzi finished pulling her king's hide from his body, letting the mortally wounded lion flop onto the floor.

Mufasa lay there, unable to so much as gasp in agony.

"Delicious.", Shenzi said as she licked her bloody knife. "Now get the Lion al King cooking while I finish up with soon to be dear old mother-in-law."

"You monster...", Sarabi chocked out as the hyenas began nailing Mufasa to a spit over the fire pit. "Just kill us already."

"Oh I've no intention of killing you, former queen.", Shenzi said as she took a bardiche from a hyena.

With practiced ease, she swung the massive axe down, cleaving Sarabi's arm off.

"Ahhhhh!", Sarabi screamed as her arm was severed.

Shenzi laughed as Ed cauterized the stump with a fire spell, preventing the Queen from bleeding out.

"Three more to go!", Banzai cackled as Shenzi swung the axe up to claim another limb.

Simba walked towards the throne room, flanked by Shenzi's guards.

I've been deposed, castrated, raped, feminized, humiliated, and now I'm going to be married off to some evil hyena whore queen, the former prince thought as he clenched the bouquet in his paws.

The party rounded the corner, stopping in front of the door to the throne room.

Simba gasped in horror as he saw his mother, her limbless body impaled in the ass and pussy by dildo-tipped poles fixed to a cart.

"S-simba?", she asked, relieved to see her child was at least still alive, though she was startled to see he now had breasts.

"Congratulations on being the matriarch's future mother-in-law.", a hyena said, laughing as she slapped the helpless lioness on the ass.

"She must like you.", another hyena chuckled. "Instead of a long brutal execution, you'll be a member of the ruling family, and you'll have a place of honor as Shenzi's personal toilet."

"The party's starting.", one of the hyena's said as trumpets could be heard sounding behind the door. "Let's go."

The doors opened, soft wedding music playing as the bridal procession walked down the the aisle.

Sarabi did her best to look dignified, despite the fact she was now nothing but a torso and head, wearing nothing but a bright red under-bust corset and a tin crown the said 'Toilet-in-law' in hyena script.

Simba did his best not to shake in fear as walked next to his mother's cart, looking about the pride's former throne room.

The surviving lions of the pride were lined up along the aisle, watching their former queen and prince being escorted to Shenzi as waited at the Altar of the Great Kings of the Past.

Shenzi looked every inch the barbaric conqueror, from her rune-engraved plates and mail to her ivory capped helm.

The procession brought Simba up to the hyena matriarch, her eyes resting hungrily on the comely young lion.

A grey old hyena shaman stood next to the altar.

He slammed his ivory staff on the floor, silencing the laughing and jeering hyenas.

"Today we have gathered together to celebrate our victory over the Pridelands.", he began. "To cement our victory, our great matriarch Shenzi will now take the former prince as one of her brood bitches."

The hyenas laughed and the lionesses grieved.

"Shenzi, daughter of the Matriarch, take Simba, former son of Mufasa, to be your lawfully wedded brood bitch?", the shaman asked.

"I do.", Shenzi said, giving Simba an evil grin.

"Then you may kiss and consummate your union.", the shaman said.

Shenzi wasted no time, pulling Simba's muzzle down and kissing him full on the lips.

"Hmph?", Simba began, startled by Shenzi's sudden action, as well as her tongue going down his throat. "Wa-hmph."

Shenzi quickly put her bitch's muzzle back on and spun her around.

Simba quaked nervously as the hyena bent him over at the waist and grasped his wrists.

"Get ready for it.", Shenzi chuckled as she jerked onto her cock, hilting him in one fluid motion.

"Mmmmmpphh!", Simba screamed as Shenzi's cock split his virgin tail hole open.

"Didn't think I'd get it in all the way on the first go.", Shenzi chuckled as she vigorously pumped her hips, her balls slapping against Simba's little dicklet.

"Mmnnoo!Mmnnooo!", Simba screamed as his innards were assaulted by the massive invader.

Sarabi wept as she watch her son being swept off his feet by Shenzi's cock as he was violated by the hyena.

Simba's dicklet spurted, dribbling onto the floor as he felt an odd sense of pleasure mixed in with all the pain and humiliation he was going through.

"MMMMMMMMMMHHHH!", he screamed as Shenzi's white-hot cum shot into his asshole, filling him to overflowing with the matriarch's seed.

Simba gasped as Shenzi laid him on the floor, exhausted from his exertions.

Shenzi chuckled as she petted her new bitch as she lay there, her eyelids fluttering with fatigue.

"That's it gurl, you just rest up a bit and I'll make sure to wake you for the party.", she said, her voice oddly soothing as she stroked Simba.

The former prince needed no further bidding and closed his eyes, sleep claiming him.