Timon and Pumbaa walked though the Pridelands

The starlit sky guiding them to the feast they would soon have

"C'mon Pumbaa hurry up," Timon said as he stood upon his warthog friend

"Are you sure they're down hear?" Pumbaa asked the little meerkat

"Of course they are," Timon said

The odd duo were searching for bugs to munch on. Yet not just any bugs. These were a rare from of bugs that only visited the lands once a year to lay eggs.

A rare delicacy to two gourmet bug eaters like these two.

The duo traveled on, all the way to the the river which divided the Pridelands from the Outlands

"There they are!" Timon cried seeing many of the tasty bugs buzzing around

Yet as the excited meerkat was about to leap into an all you can eat buffet, his warthog friend nabbed him and jumped into a nearby bush

"Hey! What the big..."

Pumbaa covered his friends mouth with his hoof

"Look," Pumbaa pointed out to the Outlands

Timon looked out from the grass to see three very familiar faces in the Outlands

"They're back?" Timon said surprised

"They must have heard of Zira's recent death," Pumbaa said

Indeed these were three very familiar faces, hyena faces.

Yes it was none other than Shenzi, Banzai, and Ed. The hyena trio

"We better go back to Pride Rock and tell Simba," Pumbaa said

"No," Timon said "If they heard of Zira's death they surely heard of the Outlander and Pridelander lion uniting. They'd need way more hyenas to plan an invasion. Plus their are so many lionesses patrolling the Pridelands now. It's almost guarantied they'd get caught hunting in our lands.

"Well we shouldn't stay here," Pumbaa said "What if they see us?"

"What are they doing?" Timon said as the hyenas began to act oddly

Shenzi walked around her friends, the two males bowing before there queen

Shenzi smiled and beckoned them over as she lifted her back leg up

"Is that..?" Timon said shocked

"Isn't she a girl?" Pumbaa said equally shocked

(Female hyenas have a penis)

Banzai and Ed greeted her by sniffing and licking it

Shenzi moaned happily as they did so

The males then stomped the ground excitedly

Shenzi nuzzled them both, then she kissed them

Banzai and Ed felt their powersticks come to life as they kissed her back

Ed Stayed on the face, while Banzai went down to her womanhood, so to speak. Then licked it. His long tongue slobbering her groin. It looked as if Shenzi had just masterbated when he was done

"Oh my..." Timon was at a loss for words at the sight which now befell his eyes, Pumbaa passed out from it.

Shenzi turned around, allowing Banzai to mount her. While Ed went and Lay on they ground in front of her

"Got the action, and the flavor," Shenzi said "Lets do it boys,"

Banzai and Ed laughed in excitement

The meerkat was witness to the most disturbing thing he'd ever seen in his life. The trio were having a three way!

Banzai was pumping her from the back, while Ed got the blow job of a lifetime. All three of them loving every moment of it

"Ah!" Banzai cried as he trust into her ever more, followed by drips of white goo hitting the ground

Ed was next to cum, his jack tasted like the sweetest honey to Shenzi

The female moaning happily ever the more

Timon wanted to look away, yet some unknown force would not allow it, in fact...He liked it

His hand gripping his own penis as he masturbated so hard to this display of love before him. Soon enough more white, hot, sticky fluids graced the dirt below. Even when the males changed potions.

Yet soon enough for Banzai and Ed, their spirits were willing, but there flesh was weak. And they were soon off in dreamland from the pleasure they had given to Shenzi.

The hyena queen panted, yet wasn't so tried she felt like sleeping

Just then though, she heard something in the bushes beyond the river

It didn't take her long to cross a log that was the makeshift bridge connecting the lands

Timon was to busy jacking not notice she'd moved

Yet he certainly did once she peeked her head in the bush and looked right at him

"Hy-hy-hy..." Timon said in pure fear

Shenzi nabbed him in her paw

"Well, well, well," Shenzi said "If it isn't my former fiance,"

The hyena recollecting to when Timon had proposed to her in an effort to stall for time

Shenzi then felt and saw the cum, dripping from her paw

"I take it you were watching my boy and me?" Shenzi said

Timon nodded, terrified of what he thought would come next. Getting eaten alive

"Well I'm still up for a little fun," Shenzi said licking the meerkat all over. Even cleaning off the cum on his fur "What to have some,"

Timon's penis answered than question

"Prepair to go where not meerkat has ever gone before," Shenzi said

Some time later Pumbaa awoke

"Timon? Timon!" the warthog cried, fearing his buddy was captured and eaten by the hyenas

Just then he heard some moaning

Pumbaa then saw Timon, on the round near him. His fur stained with white goo

"Timon?" Pumbaa asked confussed "What happened to you?"

"I think I lost my virginity," Timon said "Dose it still count if your whole lower body goes in?"

Pumbaa passed out again

The end