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The Lion King

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The Lion King is a 1994 Disney animated film in which an East African lion who stretches his body literally across the world so his tongue could touch his ass.

Directed by Roger Allers and Rob Minkoff. Screenplay by Irene Mecchi, Jonathan Roberts, and Linda Woolverton. Songs by Tim Rice and Elton John.
Music by Hans Zimmer and includes "Can You Feel the Love Tonight". Written by Elton John and Tim Rice and performed by Elton John.
The greatest adventure of all is finding our place in the circle of life. (taglines)

Pumbaa

  • They call me MISTER PIG! [loses a war cry]
  • Hey, Timon! You better come look. I think he is still alive.

Simba

Cub

  • Little roar.. [scoffs]

Adult

  • Run. Run away, Scar and never return.

Scar

  • [to a mouse he is about to eat] Life's not fair, is it? You see, I... well, I shall never be king. And you... shall never see the light of another day. Adieu.
  • Temper, temper. I wouldn't dream of challenging you.
  • [digs his claws into Mufasa's paws] Long live the king. [throws Mufasa off the cliff]
  • The king is dead.
  • Run away, Simba. Run. Run away, and never return.
  • Mufasa's death was a terrible tragedy. But to lose Simba, who had barely begun to live... For me, it is a deep personal loss. So it is with a heavy heart that I assume the throne. Yet, out of the ashes of this tragedy, we shall rise to greet the dawning of a new era, in which lion and hyena come together in a great and glorious future!

Dialogue

When we die, our bodies become the grass, and the antelope eat the grass. And so, we are all connected in the great Circle of Life.
[First lines; The movie begins with Carmen Twillie and Lebo M music playing a song Circle of Life]
Lebo M: [singing] Nants ingonyama bagithi baba / Sithi uhm ingonyama / Nants ingonyama bagithi baba / Sithi uhhmm ingonyama / Ingonyama / Siyo Nqoba / Ingonyama...| Ingonyama nengw' enamabala / Ingonyama nengw' enamabala / Ingonyama nengw' enamabala / Ingonyama nengw' enamabala / Ingonyama nengw' enamabala / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, asana / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa!
Carmen Twillie: [singing] From the day we arrive on the planet / And, blinking, step into the sun / There's more to see than can ever be seen / More to do than can ever be done / There's far too much to take in here / More to find than can ever be found / But the sun rolling high / Through the sapphire sky / Keeps great and small on the endless round...| It's the circle of life / And it moves us all / Through despair and hope / Through faith and love / 'Til we find our place / On the path unwinding / In the circle / The circle of life.
Lebo M: [singing] Ingonyama nengw' enamabala / Ingonyama nengw' enamabala / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa! / Ingonyama nengw' enamabala, se-to-kwa!
Carmen Twillie: [singing] It's the circle of life / And it moves us all / Through despair and hope / Through faith and love / 'Til we find our place / On the path unwinding / In the circle / The circle of life...| [song fades]

[After "The Circle of Life" has ended, a mouse appears onscreen, looking for food. The mouse sniffs and looks up and tries to run away, but Scar's paw hits him and picks him up by the tail]
Scar: [first words] Life's not fair, is it? You see, I-- Well, I shall never be king. Heh. And you... shall never see the light of another day. [chortles] Adieu. [about to eat the mouse]
Zazu: [out of nowhere] Didn't your mother ever tell you not to play with your food?
Scar: [annoyed] What do you want?
Zazu: I'm here to announce that King Mufasa's on his way, so you'd better have a good excuse for missing the ceremony this morning.
Scar: [sees the mouse escaped back to the hole] Oh, now, look, Zazu. You've made me lose my lunch.
Zazu: Hah! You'll lose more than that when the king gets through with you. He's as mad as a hippo with a hernia.
Scar: [sarcastically] Ooh, I quiver with fear!
Zazu: [backs away from Scar] Now, Scar, don't look at me that way! [alarmed] HELP!!!! [Scar traps him in his mouth]
Mufasa: [enters; first words] Scar. [Scar looks back at him with his mouth full] Drop him.
Zazu: [pops his beak out of Scar's mouth] Impeccable timing, Your Majesty. [Scar spits him out, which he is now covered in lion slobber, and he groans in disgust]
Scar: [sarcastically overjoyed] Why, if it isn't my big brother descending from on high to mingle with the commoners.
Mufasa: Sarabi and I didn't see you at the presentation of Simba.
Scar: [faking astonishment] That was today? [he turns] Oh, I feel simply awful. [starts scraping his claws on the rock wall, like the fingernails on the chalkboard and Zazu cringes at the awful sound; admiring his claws] Must have slipped my mind.
Zazu: Yes, well, as slippery as your mind is, as the king's brother, you should have been first in line!
Scar: [clicks his teeth at Zazu, who takes cover behind Mufasa's foreleg] Well, I was first in line until the little hairball was born.
Mufasa: [lowering his head; to Scar] That "hairball" is my son, and your future king.
Scar: [sarcastically] Oh, I shall practice my curtsy. [turns away and starts to exit]
Mufasa: [angrily] Don't turn your back on me, Scar.
Scar: [looking back] Oh, no, Mufasa. Perhaps you shouldn't turn your back on me.
Mufasa: [roars ferociously and jumps in front of Scar, angrily baring his teeth] IS THAT A CHALLENGE?! [growls]
Scar: Temper, temper. I wouldn't dream of challenging you. [Mufasa stops growling]
Zazu: Pity. Why not?
Scar: [looks both Zazu and Mufasa] Well, as far as brains go, I got the lion's share, but when it comes to brute strength...I'm afraid I'm at the shallow end of the gene pool. [exits]
Zazu: [deep sigh] There's one in every family, sire. Two in mine, actually. And they always manage to ruin special occasions. [perches on Mufasa's shoulder]
Mufasa: What am I going to do with him?
Zazu: He'd make a very handsome throw rug.
Mufasa: [scorns playfully] Zazu.
Zazu: And just think: Whenever he gets dirty, you can take him out and beat him. [Mufasa chuckles in amusement]

[Fade to a frontal shot of an acacia tree on the open savanna, with dark clouds slowly drifting by overhead, as serene music plays]
[Fade to a wide shot of the lightly treed savanna, with a mountain range in the background, as curtains of rain fall in the distance. Thunder rumbles distantly. Fade to a frontal shot of a river. Rain begins to fall, disrupting the river's smooth surface, as the music swells. Fade to a wide shot of Rafiki's baobab tree on the open savanna, the sky shrouded in dark thunderclouds. The camera slowly zooms in on the tree as thunder booms, and lightning zigzags across the sky, illuminating the tree in flashes of white light. Fade to a back shot of Rafiki standing in the middle of his tree, painting a lion cub on the trunk, holding a halved gourd shell full of paint in one hand. The camera slowly zooms in on him as he paints. Every so often, thunder rumbles, and a flash of lightning illuminates the interior of the tree]
Rafiki: [mutters; looks down at his feet, where another halved gourd shell full of paint lies] Ah. [exchanges the gourd shell he is holding for the one on the ground. He examines his handiwork] Hmm. [The scene cuts to a frontal shot of Rafiki smiling and laughing. He dips a thumb into the paint. The scene cuts to a close-up frontal shot of the lion cub painting. Rafiki's hand comes into frame as he smears a distinctive marking across the cub's forehead] Simba. [The camera slowly zooms out from the painting; he chuckles]
[The background slowly fades to black, leaving only the painting. After a beat, the painting fades to black]

[The scene fades to a low-angle frontal shot of Pride Rock at twilight]
Young Simba: [runs on-screen, pausing at the edge of the promontory; he stands on the promontory of Pride Rock. With an excited smile, he turns and runs away. The scene cuts to a wide shot of Simba running into the den of Pride Rock. The camera follows him to reveal the rest of his pride sleeping inside the cave, with Mufasa and Sarabi at the very back. After the Pride Rock in early morning, he comes out on the rock. He runs back into the cave and leaps over several of the lionesses, accidentally jumping on a few] Dad! Dad! Come on, Dad, we gotta go. Wake up!
Random Lioness: Oomph!
Young Simba: Sorry! ...Oop. [starts to wake Mufasa] Dad? Dad. Dad, Dad, Dad, Dad, Dad, Dad, Dad, Dad--
Sarabi: [over Simba's endless noise of "Dad"s, sleepily] Your son is awake...
Mufasa: [also sleepily] Before sunrise, he's YOUR son.
Simba: Dad? Dad! Come on, Dad! [tugs at Mufasa's ear] Daa-- Whoa! [He loses his grip on Mufasa's ear, and slips and crashes into something off camera. He then comes running back on screen and butts Mufasa. Mufasa sleepily eyes his son] You promised!
Mufasa: [seeing his son's impatience] Okay, okay. I'm up. I'm up.
Young Simba: Yeah!
Mufasa: [yawns a well-recorded lion yawn. He and Sarabi follow Simba up to the top of Pride Rock. Simba rubs up against Sarabi; she nudges him ahead and stays behind. Departing shot of her, with a loving expression. The sunrise illuminates the top of Pride Rock impressively. Both Simba and Mufasa are on the point] Look, Simba. Everything the light touches is our kingdom.
Young Simba: Wow.
[The camera revolves around them, during Mufasa's speech, from a reverse view to a frontal shot]
Mufasa: A king's time as ruler rises and falls like the sun. One day, Simba, the sun will set on my time here, and will rise with you as the new king.
Young Simba: And this will all be mine?
Mufasa: Everything.
Young Simba: Everything the light touches. [looks all around. He views the rip-rap canyon to the north] What about that shadowy place?
Mufasa: That's beyond our borders. You must never go there, Simba.
Young Simba: But I thought a king can do whatever he wants.
Mufasa: Oh, there's more to being king than... getting your way all the time. [he starts back down the rock]
Young Simba: [awed] There's more?
Mufasa: [chuckles] Simba... [The camera switches to Mufasa and Simba walking on the savannah] Everything you see exists together in a delicate balance. As king, you need to understand that balance and respect all the creatures, from the crawling ant to the leaping antelope.
Young Simba: But, Dad, don't we eat the antelope?
Mufasa: Yes, Simba, but let me explain. When we die, our bodies become the grass, and the antelope eat the grass. And so, we are all connected in the great Circle of Life.
Zazu: [flies to rock] Good morning, sire!
Mufasa: Good morning, Zazu.
Zazu: [land on rock] Checking in with the morning report.
Mufasa: Fire away.
Zazu: Well, the buzz from the bees is that the leopards are in a bit of a spot.
[Zazu's speech continues. Simba and Mufasa's conversation starts]
Mufasa: Oh, really?
[Simba, uninterested in Zazu, pounces at a grasshopper and misses]
Zazu: [continuing, not noticing Mufasa's lack of enthusiasm] And the baboons are going ape over this. Of course, the giraffes are acting like they're above it all.
Mufasa: [to Simba] What are you doing, son?
Young Simba: [looking in his empty paws] Pouncing.
Mufasa: Let an old pro show you how it's done.
Zazu: The tick birds are pecking on the elephants. I told the elephants to forget it, but they can't.
Mufasa: Zazu, would you turn around?
Zazu: Yes, sire. [continuing immediately] The cheetahs are hard up, but I always say...
Mufasa: [whispering, to Simba] Stay low to the ground.
Zazu: ...cheetahs never prosper.
Young Simba: [whispering] Yeah, okay, stay low to the ground. Right. Yeah.
Zazu: [realizing something is amiss] What’s going on?
Mufasa: A pouncing lesson.
Zazu: Oh, very good. Pouncing. [realizing what Mufasa’s doing] Pouncing?! Oh, no, sire, you can't be serious. [Mufasa motions for Zazu to turn back around] Oh... this is so humiliating.
Mufasa: [still whispering] Try not to make a sound.
Zazu: What are you telling him, Mufasa? [looks around uneasily; Simba and Mufasa seem to have disappeared] Mufasa? Simba?
[Simba does a full pounce leaving Zazu stunned on the ground]
Mufasa: [laughs] That's very good. [laughs again]
Gopher: [emerges under Zazu] Zazu?
Zazu: [annoyed] Yes!
Gopher: [salutes] Sir, news from the underground.
Mufasa: [to Simba] Now, this time--
Zazu: [interrupting, with urgency] Sire, hyenas in the Pride Lands!
Mufasa: [in a serious manner] Zazu, take Simba home.
Young Simba: Oh, Dad, can't I come?
Mufasa: [curtly] No, son. [heads off at a full gallop]
Young Simba: [scoffs, annoyed] I never get to go anywhere.
Zazu: Oh, young master, one day you will be king; then you can chase those slobbering mangy stupid poachers from dawn until dusk.

Young Simba: Hey, Uncle Scar, guess what?
Scar: I despise guessing games.
Young Simba: I'm gonna be King of Pride Rock.
Scar: [sarcastically] Oh, goody.
Young Simba: My dad just showed me the whole kingdom. And I'm gonna rule it all. Heheh.
Scar: Yes. Well, forgive me for not leaping for joy. Bad back, you know. [flops on his side]
Young Simba: Hey, Uncle Scar, when I'm king, what'll that make you?
Scar: A monkey's uncle.
Young Simba: [laughs] You're so weird!
Scar: You have no idea. So, your father showed you the whole kingdom, did he?
Young Simba: Everything.
Scar: He didn't show you what's beyond that rise at the northern border?
Young Simba: Well, no. He said I can't go there.
Scar: And he's absolutely right. It's far too dangerous. Only the bravest lions go there.
Young Simba: Well, I'm brave. What's out there?
Scar: [Interrupting] I'm sorry, Simba, I just can't tell you.
Young Simba: Why not?
Scar: [feigning concern] Simba, Simba, I'm only looking out for the well-being of my favorite nephew. [rubs and pats Simba's head]
Young Simba: [snorts; sarcastically] Yeah, right. I'm your only nephew.
Scar: All the more reason for me to be protective. An elephant graveyard is no place for a young prince. [faking surprise] Oops!
Young Simba: [enthusiastically] An elephant what? Whoa.
Scar: [faking dismay] Oh, dear, I've said too much. Well, I suppose you'd have found out sooner or later, you being so clever and all. [pulling Simba near] Oh, just do me one favor; Promise me you'll never visit that dreadful place.
Young Simba: [thinks, knowing that he’ll most likely go there anyway] No problem.
Scar: There's a good lad. You run along now and have fun. And remember; It's our little secret. [Simba leaves the rock; Scar walks away with an evil smile]
Young Simba: [reaches the end of the trail, where Sarabi is resting on a rock and Sarafina is lying on the ground across from her, bathing Nala. The scene cuts to a back shot of Simba trotting toward Nala as Sarafina continues bathing her, with Sarabi resting nearby] Hey, Nala.
Young Nala: [side shot; with Sarafina bathing her and Simba approaching her] Hi, Simba.
Young Simba: [whispering] Come on. I just heard about this great place.
Young Nala: [annoyed; through gritted teeth] Simba! I'm kind of in the middle of a bath.
Sarabi: And it's time for yours. [scoops up Simba and starts cleaning him]
Young Simba: [whining] Mom! [Simba tries to clamber out of Sarabi's lap, but she draws him back with a paw and continues licking him. The scene cuts to a frontal shot of Simba as Sarabi bathes him] Mom, you're messing up my mane. [Sarabi licks Simba's forehead, giving him a cowlick. He pouts. The scene cuts to a frontal shot of Sarabi looking down affectionately, in the direction of Simba. The scene cuts to a side shot of Sarabi's paws resting on her rock. Simba clambers on-screen, onto the ground, from the direction of Sarabi's lap] Okay, okay. [Simba smooths down his head tuft so it is flat once more] I'm clean. Can we go now?
Young Nala: [side shot; lying on her back while Sarafina licks her rump] So, where are we going? It better not be any place dumb.
Young Simba: No. It's really cool.
Sarabi: So, where is this "really cool" place?
Young Simba: [back shot, with Sarabi's muzzle in the foreground] Oh. [He turns to face Sarabi and smiles innocently] Uh, around the water hole.
Young Nala: [from off-screen; appalled] The water hole?! [The scene cuts to a frontal shot of Simba standing in front of Sarabi's rock, with she being bathed by Sarafina behind him and Sarabi's paws visible in front of him] What's so great about the water hole?
Young Simba: [through clenched teeth] I'll SHOW you when we GET there.
Young Nala: [whisper] Oh. [normal] Uh... Mom, can I go with Simba?
Sarafina: Hmm... What do you think, Sarabi?
Sarabi: Well...
Young Nala and Simba: [through broad, forced grins] Pleeeease?
Sarabi: It's all right with me.
[Nala and Simba are overjoyed]
Young Nala: All right!
Young Simba: Yeah!
Sarabi: As long as Zazu goes with you.
[Simba and Nala stop dead in their celebration]
Young Simba: No. Not Zazu.

[Camera is at a ground angle slightly behind the cubs walking towards the water hole. Zazu is visible in the sky overhead]
Zazu: Step lively. The sooner we get to the water hole, the sooner we can leave.
[camera angle changes to the cubs from an immediate real view]
Young Nala: [whisper] So where we really going?
Young Simba: [whisper] An elephant graveyard.
Young Nala: Wow!
Young Simba: [whisper] Shhh! Zazu.
Young Nala: [whisper] Right. So how are we gonna ditch the dodo?
[camera switch to just above Zazu. We hear the cubs whispering back and forth below]
Young Simba: [whispering] Oh, I know how we can -
Zazu: [lying down] Oh, just look at you two. Little seeds of romance blossoming in the savannah. Your parents will be thrilled... [he lands in front of them] ...what with your being betrothed and all.
Young Simba: Be-what?
Zazu: Betrothed. Intended. Affianced.
Young Nala: Meaning...?
Zazu: [as though holding on to his coat lapels] One day, you two are going to be married!
Young Simba: Yecch!
Young Nala: Ewww.
Young Simba: I can't marry her. She's my friend.
Young Nala: Yeah. It'd be so weird.
Zazu: Well, sorry to burst your bubble, but you two turtle-doves have no choice. It's a tradition... [Simba mimics Zazu during these last words] ...going back generations.
Young Simba: Well, when I'm king, that'll be the first thing to go.
Zazu: Not so long as I'm around.
[start fading in intro to "I Just Can't Wait to Be King"]
Young Simba: Well, in that case, you're fired.
Zazu: Hmmm... Nice try, but only the king can do that. [pokes Simba's nose]
Young Nala: Well, he's the future king.
Young Simba: Yeah. [thumping Zazu's chest] So you have to do what I tell you.
Zazu: Not yet I don't. And with an attitude like that, I'm afraid you're shaping up to be a pretty pathetic king indeed.
Young Simba: Hmph. Not the way I see it.
[Full song, colors change to wild pop-African. Background abruptly becomes surreal, brightly-colored cartoon style tuning red]
Young Simba: [singing] I'm gonna be a mighty king. So enemies beware!
Zazu: [singing] Well, I've never seen a king of beasts. With quite so little hair.
[Plucks Simba's hair where mane would be]
[Simba gets a mane of leaves]
Young Simba: [singing] I'm gonna be the mane event. Like no king was before.
[climbs a log]
Young Simba: [singing] I'm brushin’ up on lookin’ down. I'm workin’ on my ROAR!
[on "ROAR" he shouts at Zazu, startling him backwards into a muddy red puddle]
Zazu: [drying on what appears to be a hanging towel] [singing] Thus far, a rather uninspiring thing
[Camera pulls back; reveals the "towel" as the ear of a red elephant which hits Zazu with its trunk as with a golf club, sending him skipping like a stone across a shallow pool of water; the cubs follow immediately]
Young Simba: [singing] Oh, I just can't wait to be king!
Zazu: [spoken] You've rather a long way to go, young master, if you think...
[For this verse Zazu is making quick spoken-part replies to each line across the water. Simba and Nala are on each side of Zazu; as he turns to talk to one, the other makes faces at him]
Young Simba: [singing] No one sayin’ do this.
Zazu: [spoken] Now when I said that, I -
Young Nala: [singing] No one sayin’ be there.
Zazu: [spoken] What I meant was...
Young Simba: [singing] No one sayin’ stop that.
Zazu: [spoken] Look, what you don't realize...
Young Simba and Nala: [singing] No one sayin’ see here.
Zazu: [spoken] Now see here!
Young Simba: [singing] Free to run around all day.
[Simba and Nala are now riding ostriches]
Zazu: [spoken] Well, that's definitely out.
Young Simba: [singing] Free to do it all my way!
Zazu: [flying ahead of the cubs, looking back to speak to them and so not paying attention ahead] :[singing] I think it's time that you and I. Arranged a heart to heart.
[flies into a rhino]
Young Simba: [singing] Kings don't need advice. From little hornbills for a start.
[Zazu lights on a branch]
Zazu: [singing] If this is where the monarchy is headed Count me out! Out of service, out of Africa, I wouldn't hang about... [spoken] Aagh!
[The camera pulls back to reveal Zazu has lighted on a log being washed towards a waterfall. It disappears over the edge. Zazu yells in surprise, but quickly reappears flying towards and through the camera]
Zazu: [singing] This child is getting wildly out of wing.
Young Simba: [singing] Oh, I just can't wait to be king!
[The cubs trot up a corridor of zebras standing at attention; when Zazu follows, they all turn and raise their tails; Zazu covers himself with a wing]
[Nala and Simba dance about under a moving herd of elephants while the African flute leads a short instrumental sequence. Zazu flies overhead, looking for them. Simba ends up standing on a giraffe's head]
Young Simba: [singing] Everybody look left. Everybody look right.
[Zazu squawks as the herd tramples him]
[Simba hops up a ladder of giraffe heads]
Young Simba: [singing] Everywhere you look I'm Standin’ in the spotlight!
[sliding down a giraffe's neck into theatrical pose]
Zazu: [spoken, but in strict time] Not yet!
Chorus: [singing] Let every creature go for broke and sing! Let's hear it in the herd and on the wing! It's gonna be King Simba's finest fling!
[the chorus lions close mouth of hippos, monkey, buffalo, elephant, antelopes, giraffes, ostrich birds etc. forms a pyramid with the cubs on top]
Young Simba and Chorus: [singing] Oh I just can't wait to be king! Oh I just can't wait to be king! Oh I just can't waaaaaait... to be kiiiiiiiiiing!
[The pyramid topples leaving the rhino sitting on Zazu]
[After "I Just Can't Wait to Be King" ends; the rhino ends up sitting on Zazu]
Zazu: [muffled] I beg your pardon, madam, but... GET OFF!! Simba? Nala?!
[The camera changes to Simba and Nala making their way away from Zazu. They are laughing]
Young Simba: All right, it worked!
Young Nala: We lost 'em.
Young Simba: [arrogantly] I am a genius.
Young Nala: Hey, Genius, it was my idea.
Young Simba: Yeah, but I pulled it off.
Young Nala: With me!
Young Simba: Oh yeah? Rrarr! [as he jumps at Nala; they tussle quickly. Nala ends on top and pins Simba with her forepaws, producing a resounding thump]
Young Nala: Ha. Pinned ya.
Young Simba: [annoyed] Hey, let me up.
[Nala turns away smiling. Simba looks at her and jumps at her again. They tussle, rolling down a short hill. She pins him again in the same position with another thump]
Young Nala: Pinned ya again.
[A geyser makes a loud noise nearby, ejecting steam. The camera pulls back to a view of the surroundings that the cubs have just noticed. Mostly in grays, we see a dark craggy vale filled with skeletons of elephants]
Young Simba: This is it. We made it.
[They look over the edge of the ledge they are on. A large bull elephant skull is nearby. The camera follows to survey the entire bleak view]
Young Simba and Nala: Whoa!
Young Nala: It's really creepy.
Young Simba: Yeah... Isn't it great?
Young Nala: [relishing her naughtiness] We could get in big trouble.
Young Simba: [enjoying it also] I know, huh.
Young Nala: I wonder if its brains are still in there.
Young Simba: There's only one way to know. C'mon. Let's go check it out.
Zazu: [darts in front of him and blocks his path] WRONG! The only "checking out" you will do will be to check out of here.
Young Simba: Oh, man!
Zazu: We're way beyond the boundary of the Pride Lands.
Young Simba: Look, Banana Beak is scared.
Zazu: It's Mr. Banana Beak to you, fuzzy, and right now, we are all in very real danger.
Young Simba: Danger? Hah. I walk on the wild side. I laugh in the face of danger. [lets out a hearty laugh, but soon it is followed by some boisterous evil laughter coming from inside the skull. He runs next to Nala just as three hyenas, Shenzi, Banzai, and Ed, three of the worst hyenas in the Pride Lands, come out and slowly advance on the cubs]
Shenzi: Well, well, well, Banzai, what have we got here?
Banzai: I don't know, Shenzi. Uh, what do you think, Ed? [Ed laughs wildly] Yeah, just what I was thinking: A trio of trespassers!
Zazu: And quite by accident, let me assure you. A simple navigational error.
Shenzi: [catches Zazu by his tail feathers] Whoa. Whoa, whoa, wait, wait, wait. I know you. You're Mufasa's little stooge.
Zazu: I, madam, am the king's majordomo.
[The hyenas circle the cubs, eyeing them as a potential meal]
Banzai: And that would make you...?
Young Simba: The future king.
Shenzi: Do you know what we do to kings who step out of their kingdom?
Young Simba: [scoffs] You can't do anything to me.
Zazu: [nervously] Uh, technically, they can. We are on their land.
Young Simba: But Zazu, you told me they’re nothin' but slobbering, mangy, stupid poachers.
Zazu: [under his breath; to Simba] Ix-nay on the upid-stay.
Banzai: [hearing Zazu; angrily] Who you calling "upid-stay"?!
Zazu: My, my, my. Oh, look at the sun! It's time to go!
[The cubs try to run, but Shenzi blocks their path]
Shenzi: What's the hurry? We'd love you to stick around for dinner.
Banzai: Yeah, we could have whatever's..."lion" around! [laughs; while Shenzi speaks] Get it?! "Lion" around?!
Shenzi: Wait, wait, wait, I got one, I got one! Make mine a "cub" sandwich! What'd ya think? [Ed suddenly starts making strange noises and pointing offscreen] What, Ed? What is it?
Banzai: [looks to his right and sees what Ed's trying to say] Hey. Did we order this dinner to go?
Shenzi: No. Why?
Banzai: 'Cause THERE IT GOES!
[the cubs run for dear life. Suddenly, Zazu gives a surprised yelp as a paw yanks him offscreen; the two cubs stop to catch their breath]
Young Nala: Did we lose 'em?
Young Simba: I think so. Where's Zazu?
[The scene cuts to a pit near a steam vent. Zazu's shadow is shown shrieking while Banzai pushes him towards it]
Banzai: The little majordomo bird hippity-hopped all the way to the birdie-boiler.
Zazu: Oh, no, not the birdie-boiler-- AAAAAH!!!! [shoots up like a rocket as he screams: the Hyena Trio guffaw evilly at this]
Young Simba: Hey! [the Hyena Trio stops laughing] Why don't you pick on somebody your own size?
Shenzi: Like you?
Young Simba: Oops.
[Nala shrieks as Shenzi jumps up and tries to snap at her, but she and Simba run away. The two cubs don't get too far before their path is blocked by some red smoke. The hyenas emerge from it]
Shenzi, Banzai, and Ed: [unexpectedly] BOO!
[The cubs run like the dickens toward another elephant skull and barely evade Banzai's jaws. They slide down the skeleton's spine and fly away into another pile of bones. With the hyenas in pursuit, they climb up a ledge. Suddenly, Simba hears a shout behind him]
Young Nala: Simba!
[Simba turns and sees Nala sliding down the ledge with her enemies closing in. Simba runs to save her. Simba scratches Shenzi's face just as she is about to snap at Nala. She growls angrily at the mark he left while they run away. The cubs continue running and reach a deep circular ravine. Desperate to escape, they run up an elephant skeleton and try to climb up, but fall through some skin on the rib cage and gasp as their enemies close in]
Banzai: Here, kitty, kitty, kitty.
[Simba puffs up, but all that comes out is a weak, child-like roar]
Shenzi: Ha! That was it?! [The hyenas laugh at Simba's feeble roar] Do it again. Come on.
[Simba tries again, and strangely enough, an adult-like roar seemingly comes out. Nala is confused, as well as the hyenas]
Shenzi, Banzai and Ed: [confused] Huh?
[Suddenly, a large paw swipes at them. It belongs to Mufasa, who swipes at the hyenas as they try to escape. Meanwhile, Simba and Nala run for shelter. Then Mufasa pins the hyenas, who beg for mercy]
Shenzi: Oh, please, please. Uncle. Uncle.
Banzai: Ow. Ow. Ow.
Mufasa: [roaring] SILENCE!!!!!
Banzai: Hey, come on, we're going to shut up right now!
Shenzi: Calm down. We're really sorry.
Mufasa: [angrily] If you ever come near my son again--
Shenzi: Oh, this is-- This is your son?
Banzai: Oh, yours?
Shenzi: Did you know that?
Banzai: No. Me? I-- I didn't know. No. Did you?
Shenzi: No. Of course not.
Banzai: No.
Banzai and Shenzi: Ed? [Ed idiotically nods his head "yes" with an idiotic smile, while Mufasa let us out an angriest warningly roarly]
Banzai: [chuckles nervously] Toodles. [The Hyenas Trio runs off in fear while yelping as Zazu lands behind Mufasa and gives a smiling "That'll show 'em!" gesture, but soon retracts it after Mufasa frowns at him; Simba and Nala come out of their hiding place, as Simba tries to explain himself]
Young Simba: Dad, I--
Mufasa: [sternly] You deliberately disobeyed me.
Young Simba: Dad, I'm, I'm sorry.
Mufasa: Let's go home. [Zazu turns back in worry, feeling bad about having snitched on Simba, who walks behind his father, his head bowed in disgrace]
Young Nala: I thought you were very brave. [As Mufasa leads them out of the elephant graveyard, Scar watches from atop a cliff wall, angry at his nephew's resilience and his brother's meddlings, After Mufasa rescued Simba and Nala, they all heading back to Pride Rock at sunset]
Mufasa: Zazu!
Zazu: [flies to land in front of Mufasa] Yes, sire?
Mufasa: Take Nala home. [turns sternly to Simba] I've got to teach my son a lesson. [Simba downs his head to the grass in shame, Zazu flies to him and Nala]
Zazu: Come, Nala. [to Simba; he sighs] Simba, good luck. [He and Nala leave]
Mufasa: SIMBA?! [reverberates in the night air] [Simba slowly turns and walks towards his father. The camera follows him forward. Simba steps into a depression. Looking down he sees that his forepaw fits inside just the pawprint of his father's paw, then he looks up and, quite courageously, continues to come forward. Mufasa thinks silently for a few moments, not looked at his son. Then, finally, he turns to him] Simba, I'm very disappointed in you.
Young Simba: I know.
Mufasa: [worryingly] You could've been killed. You deliberately disobeyed me, and what's worse, you put Nala in danger!
Young Simba: [bordering on crying, voice cracks] I was just trying to be brave like you.
Mufasa: I'm only brave when I have to be. Simba, being brave doesn't mean you go looking for trouble.
Young Simba: But you're not scared of anything.
Mufasa: I was today.
Young Simba: [in disbelief] You were?
Mufasa: [bends down close to Simba] Yes. I thought I might lose you.
Young Simba: I guess even kings get scared, huh?
Mufasa: Mm-hmm.
Young Simba: [Whispering conspiratorially] And you know what?
Mufasa: [whispering] What?
Young Simba: I think those hyenas were even scared-er.
Mufasa: [chuckles] 'Cause nobody messes with your dad. Come here, you. [bends down. He picks Simba up and starts giving him a noogie]
Young Simba: No, no! Ah! Ugh! [Simba and Mufasa tussle playfully for a brief while] Aah! Come here! [Mufasa laughs as runs away from Simba] Ha-ha-ha! Gotcha! [They end up with Mufasa laid down and Simba on his head]
Young Simba: Dad?
Mufasa: Hmm?
Young Simba: We're pals, right?
Mufasa: [gentle laugh] Right.
Young Simba: And we'll always be together, right?
Mufasa: [sitting up, Simba now on his shoulder] Simba, let me tell you something that my father told me. Look at the stars. The great kings of the past look down on us from those stars.
Young Simba: [in awe] Really?
Mufasa: Yes. So, whenever you feel alone, just remember that those kings will always be there to guide you. And so will I.
[The scene transitions to a geyser-ridden section of the Elephant Graveyard]
Banzai: Man, that lousy Mufasa. I won't be able to sit for a week. [Ed grins at him, whose rear is covered in claw marks. Ed laughs] It's not funny, Ed. [Ed laughs hysterically] HEY, SHUT UP! [Ed continues laughing hysterically. Banzai angrily snarls then repeatedly pounces on Ed. They scuffle.]
Shenzi: Will you knock it off?!
Banzai: [points to Ed, who is munching on his own leg repeatedly] Well, he started it!
Shenzi: [descends from the ledge] Look at you guys! No wonder we're dangling at the bottom of the food chain.
Banzai: [with drool hanging from his muzzle] Man, I hate dangling.
Shenzi: Yeah. You know if it weren't for those lions, we'd be running the joint!
Banzai: Man, I HATE lions!
Shenzi: They're so pushy!
Banzai: And hairy!
Shenzi: And stinky!
Banzai: And man are they UGLY!
[Shenzi and Banzai crack up but stopped when they hear Scar's voice]
Scar: Oh! Surely we lions are not all THAT bad.
[Shenzi, Banzai, and Ed bow and sigh in relief]
Banzai: Oh, Scar! It's just you!
Shenzi: We were afraid it was someone important.
Banzai: Yeah, you know, like Mufasa.
Shenzi: Yeah.
Scar: [as drily as possible] I see.
Banzai: Now that's power.
Shenzi: Tell me about it. I just hear that name and I shudder.
Banzai: MUFASA!
Shenzi: Oooh... Do it again!
Banzai: MUFASA!
Shenzi: Ooh!
Banzai: MUFASA, MUFASA, MUFASA! [Ed cracks up laughing]
Shenzi: Ooh, it just tingles me!
Scar: [massages his forehead softly] I'm surrounded by idiots.
Banzai: [gestures to Ed and Shenzi, who are scratching themselves] Now, you, Scar, I mean, you're one of us. I mean, you're our pal.
Scar: [monotonously] Charmed.
Shenzi: Oh, I like that. He's not king, but he's still so proper.
Banzai: Yeah. [juts his head at Scar] Hey, hey, did you bring us anything to eat, Scar, old buddy, old pal? Huh? Did ya, did ya, did ya? [Scar glowers at him]
Scar: [pulls out a zebra haunch. Shenzi, Banzai, and Ed jump onto their hind legs, tongues lolling] I don't think you really deserve this. I practically gift-wrapped those cubs for you, and you couldn't even dispose of them. [He drops the haunch] [Intro fade-in on Be Prepared"]
[The haunch lands at Shenzi, Banzai, and Ed's paws. Shenzi, Banzai, and Ed begin to devour the haunch]
Shenzi: [with her mouth full] Well, you know, it wasn't exactly like they was alone, Scar.
Banzai: [with his mouth full] Yeah. What were we supposed to do? Kill Mufasa? [gulps]
Scar: [grins wickedly] Precisely.
Shenzi, Banzai, and Ed: Huh? [Three-top flutter to coincide with Scar's leaps down to the hyenas, Scar walks calmly through sheets of flame and gas into the camera over the opening bit of the song]
[Scar paces slowly around Ed, who is chewing on the remnants of the zebra leg]
Scar: [singing] I know that your powers of retention. Are as wet as a warthog's backside. But thick as you are, pay attention! My words are a matter of pride. It's clear from your vacant expressions. The lights are not all on upstairs.
[On 'Pay attention', Scar angrily swats the bone away; Ed comes to abrupt attention]
[Waving his paw in front of Ed's blank eyes to make his point; Ed's tongue lolls out]
Scar: [singing] But we're talking kings and successions, even you can't be caught unawares! [Shenzi and Banzai are laughing on a ledge behind him; on "you," Scar turns and leaps at them, throwing them backward onto a pair of geysers, which then erupt, throwing the two hyenas into the air, In the next verse, Scar is strutting theatrically along a ledge which runs around back to the floor]
Scar: [singing] So prepare for a chance of a lifetime. Be prepared for sensational news. A shining new era. Is tiptoeing nearer.
Shenzi: [spoken] And where do we feature?
Scar: [Grabbing Shenzi's cheek] [speaking] Just listen to teacher.
[Shenzi rubs her cheek, which is now bruised red]
Scar: [singing] I know it sounds sordid. But you'll be rewarded. When at last I am given my dues. And injustice deliciously squared! Be prepared!
[Scar leaps up beside Ed, who is again chewing on the bone, and here kicks him off the ledge]
[The three hyenas land in a pile of bones and are submerged; they reappear, each with a different horned skull on his head]
Banzai: [spoken] Yeah, Be prepared. Yeah-heh... we'll be prepared, heh. ...For what?
Scar: [spoken] For the death of the king.
Banzai: [spoken] Why? Is he sick?
[Scar grabs Banzai by the throat]
Scar: [spoken] No, fool - we're gonna kill him. And Simba too.
[Dropping Banzai back onto the floor]
Shenzi: [spoken] Great idea! Who needs a king? [and then Banzai]: [Sing-song voices, dancing around Banzai] No king! No king! la-la-la-la-laa-laa!
Scar: [spoken] Idiots! There will be a king!
Banzai: [spoken] Hey, but you said, uh...
Scar: [spoken] I will be king! ...Stick with me [triumphant, toothy grin], and you'll never go hungry again!
Shenzi and Banzai: [spoken] Yeah! All right! Long live the king!
[The camera reveals hundreds of more hyenas in the shadows]
All Hyenas: [spoken] Long live the king! Long live the king!
[Scar's army of hyenas is goose-stepping across the floor of the cave, now stylized into a Nazi-esque quadrangle]
Hyenas: [In tight, crisp phrasing and diction] [singing] It's great that we'll soon be connected. With a king who'll be all-time adored.
Scar: [singing] Of course, quid pro quo, you're expected. To take certain duties on board
[Motions a slice across the neck]
Scar: [singing] The future is littered with prizes. And though I'm the main addressee. The point that I must emphasize is you won't get a sniff without me!
[Leaps off his rock throne to single out one hapless hyena; that hyena slips and falls into a fiery crevice]
[Throughout the next verse, the entire horde of hyenas joins in dancing boisterously, leaping along the tops of rock pillars, shaking animal skeletons in the light, one playing a rib cage/xylophone]
[The paranthetical parts are the hyenas' counterpoint singing]
Scar (and Hyenas): [singing] So prepare for the coup of the century. (Oooh!) Be prepared for the murkiest scam! (Oooh... La! La! La!) [rear ends punctuating] Meticulous planning. (We'll have food!) Tenacity spanning. (Lots of food) Decades of denial. (We repeat) Is simply why I'll (Endless meat) Be king undisputed. (Aaaaaaah...) Respected, saluted. (...aaaaaaah...) And seen for the wonder I am! (...aaaaaaah!) Yes, my teeth and ambitions are bared. (Oo-oo-oo-oo-oo-oo-oo) Be prepared!
All (Even Ed): [singing] Yes, our teeth and ambitions are bared - Be prepaaaaaaaaaared!
[Close with a fill-in and a fade-out. Scar and the hyenas laugh evilly. Drum roll rises to a crash coinciding with the panoramic opening of the next scene]

[The scene transitions to a sunny day at the gorge]
Scar: Now, you wait here. Your father has a marvelous surprise for you.
Young Simba: [follows Scar through the gorge] Ooh, what is it?
Scar: If I told you, it wouldn't be a surprise, now would it? [grins]
Young Simba: [clambers onto a rock beneath a tree] If you tell me, I'll still act surprised! [sits up]
Scar: Ho, ho, ho! You are such a naughty boy!
Young Simba: [jumps up on Scar's mane] Come on, Uncle Scar.
Scar: No, no, no, no, no, no, no. This is just for you and your daddy. [Simba sits back down] You know, a sort of father-son thing. [waves vaguely with one paw. Simba sulks] Well, I'd better go get him. [turns to leaves. Simba bounds after him]
Young Simba: I'll go with you.
Scar: [juts his head at Simba, halting him in his tracks] No! [composes himself; chuckles] No. [guides Simba back onto the rock] Just stay on this rock. [Simba sits with a mutinous expression on his face] You wouldn't want to end up in another mess like you did with the Hyenas.
Young Simba: You know about that?
Scar: [with lips pursed] Simba, everybody knows about that.
Young Simba: [ducks his head in embarrassment] Really?
Scar: Oh, yes. Lucky Daddy was there to save you, eh? [wraps a paw around Simba's shoulders and draws him close] Ooh, and just between us, you might want to work on that little roar of yours. Hmm?
Young Simba: Oh. Okay. [Scar turns to leave] Hey, Uncle Scar! Will I like the surprise? [Scar pauses in his tracks]
Scar: Simba, it's to die for. [grins slyly; Simba sits back down on the rock. He walks off]
[At the top of the gorge, a herd of wildebeests grazes on grass while Shenzi, Banzai, and Ed are waiting]
Shenzi: [Banzai's stomach growls] Shut up.
Banzai: [jumps up] I can't help it. I'm so hungry. I got to have a wildebeest!
Shenzi: Stay put.
Banzai: Can't I just pick off one of the little sick ones?
Shenzi: No! We wait for the signal from Scar. [Scar enters from the hilltop] There he is. Let's go.
Young Simba: "Little roar." Puh! [A chameleon hangs down from a branch and starts walking past Simba. Simba's ears perk. The chameleon does not react. Simba bounds after it. The chameleon does not react. With a devious grin, Simba pounces, landing just behind the chameleon. The chameleon runs off. Simba's roaring echoes off the walls of the gorge. Simba smiles. There is a deep rumbling sound, and Simba looks down to where tiny stones are pattering at his paws. He looks up uncertainly. A herd of wildebeests stampedes into the gorge. Gasping upon noticing this, Simba's expression turns to horror. Simba runs away. Shenzi, Banzai, and Ed chase the wildebeests, nipping at their sides. The last of the herd streams into the gorge. Shenzi, Banzai, and Ed pause and pace along the edge of the gorge. Simba continues to run, with the herd steadily catching up.]
Zazu: [sees dust from the gorge] Oh, look, sire. The herd is on the move.
Mufasa: Odd.
Scar: [enters; worried and desperate] Mufasa! Quick! Stampede in the gorge! Simba's down there!
Mufasa: [realizes] Simba?
[Simba flees the stampede. As the herd of wildebeests close in, he looks over his shoulder in fear. Simba climbs a dead tree in the middle of the gorge. Mufasa and Scar rush to the gorge. Zazu flies ahead and swoops over the herd. He spots Simba, with a panicked expression. He flies up to Simba.]
Young Simba: Zazu, help me!
Zazu: Your father is on the way! Hold on!
Young Simba: [slips and barely manages to hold on to the tree] HURRY!
Zazu: [Mufasa and Scar clamber down to a ledge above the stampede of wildebeests. Both search the gorge below with fearful expressions. He flies up and points at Simba] There! There! On that tree!
Mufasa: Hold on, Simba! [A wildebeest runs into Simba's tree, breaking it. Simba nearly falls and yells. Mufasa jumps into the stampede, while Simba continues to cling to his tree]
Zazu: Oh, Scar, this is awful! What'll we do? What'll we do?! Ha! I'll go back for help. That's what I'll do. I'll go back for he– [Scar backhands him] Oof! [hits the wall of the gorge and falls unconscious]
[In the meantime, Mufasa races alongside the wildebeests. Simba struggles to hold on to his tree. Mufasa pivots around a wildebeest and runs against the stampede. However, a wildebeest kicks him, knocking him over. Mufasa looks up in desperation at Simba's struggling form. A wildebeest breaks Simba's tree, sending him flying into the air. Simba screams. Mufasa leaps into the air, catching Simba in his jaws. Mufasa lands with Simba in his jaws. Scar paces along the edge of the gorge, watching the action down below. A wildebeest runs into Mufasa, causing him to let go of Simba. Simba tumbles into the midst of the stampede. Simba stands and looks around in terror. Mufasa emerges through the dust and grabs Simba in his jaws once more. A wildebeest falls to the ground behind him. Mufasa leaps onto a ledge and deposits Simba to safety. A wildebeest catches him from behind, drawing him back into the stampede]
Young Simba: Dad!
[Mufasa falls among the wildebeests. Simba searches the stampede with increasing distress. At last, Mufasa leaps out of the stampede and latches on to the edge of the gorge. Simba watches with relief. Mufasa begins to scale the side of the gorge, with Simba watching anxiously from his ledge. As Mufasa continues to climb, Simba turns and clambers up the side of the gorge]
Mufasa: [clings to the edge of the gorge. Scar glares down at him from the top of the gorge. He slips and barely manages to hold on; lasties words before his deaths] Scar! Brother, help me! Oops. [Mufasa's paws scrabble for purchase, kicking bits of rock into the stampede below]
Scar: [glares a moment longer, then rears forward, digging his claws into Mufasa's paws, making him roar in pain. Scar grins evilly] Long live the king. [throws Mufasa off the cliff, Mufasa falls, back first, flailing.]
Mufasa: [*screams*]
[From atop of gorge, Simba witnesses Mufasa's fall.]
Young Simba: [in horror; prolonged] NOOOOO!!!!!! [climbs down to the bottom of the gorge as the last of the wildebeests disappear into the dust. He coughs] Dad?! [searches the gorge. The sound of shifting rock catches his attention] Dad? [A one remaining wildebeest emerges through the dust and runs by a broken tree, under which Mufasa's lifeless body lies. He stares in trepidation. He bounds forward and skirts around Mufasa's body, looking upon him with distress and sorrow. He approaches uncertainly] Dad? Dad, come on. [nudges against Mufasa's muzzle, trying to get him to stand up] You gotta get up. [jumps on Mufasa's mane, shaking him] Dad? We gotta go home. [races around to Mufasa's other side and tugs on his ear. He lets it go, and Mufasa's head flops back into place. He backs away, looking around helplessly and races off] Help! [pauses and looks around] Somebody! [looks around] Anybody? [sniffles and begins to mourn] Help. [looks back at Mufasa's body and shuffles back to it. He worms under Mufasa's paw and lies down, still mourning]
Scar: [emerges from the dust] Simba. What have you done?
Young Simba: [looks at Scar in shock; sadly] There were wildebeests, and he tried to save me. It was an accident. I didn't mean for it to happen.
Scar: [pulls Simba away to hug him; feigning concern] Of course. Of course you didn't. No one ever means for these things to happen, but the king is dead. And if it weren't for you, he'd still be alive. [gasps] Oh, what would your mother think?
Young Simba: What am I gonna do?
Scar: Run away, Simba. [Simba looks at dead Mufasa, then back at Scar in fear] Run. Run away, and never return. [Simba starts running away from his dead father in fear. Shenzi, Banzai, and Ed enter] Kill him.

[After Banzai lands in a thicket, causing pain]
Shenzi: [sees Simba getting away] Hey, hey! There he goes! There he goes!
Banzai: So, go get him.
Shenzi: Nah, there ain't no way I'm going in there. What, you want me to come out lookin’ like you, cactus butt?
Banzai: [spits a thorn at Ed's nose] But we got to finish the job.
Shenzi: Well, he's as good as dead out there anyway. And if he comes back, we'll kill him.
Banzai: [yells to Simba] YEAH!! YA HEAR THAT?! IF YOU EVER COME BACK, WE'LL KILL YA!
[The word, "KILL YA!" echoes; The Hyena Trio laughs evilly and return to the Pride Lands]
[The scene transitions to a night at Pride Rock. Scar speaks from atop a nearby boulder to the lionesses, who are gathered below him.]
Scar: [puts a paw to his forehead in feigned sorrow. The poor lionesses bow their heads mournfully] Mufasa's death is a terrible tragedy. But to lose Simba, who had barely begun to live for me, it is a deep, personal loss. [Zazu rests a comforting wing on Sarabi's paw; Nala sheds a tear and nuzzles into her mother's leg] So it is with a heavy heart that I assume the throne. [Behind Scar, the shadows of hyenas stretch tall on Pride Rock. The lionesses gasp and look up. Scar bounds toward Pride Rock. Hyenas slink in among the lionesses; Zazu gasps and looks up] Yet out of the ashes of this tragedy, we shall rise to greet the dawning of a new era, in which lion and hyena come together in a great and glorious future. [begins to ascend Pride Rock]
[From all directions, hyenas stream toward Pride Rock. Hyenas cackle evilly to take over. Rafiki watches the coronation from afar. He bows and shakes his head. Rafiki sighs. The scene transitions to Rafiki sitting sadly in his baobab tree. He sheds a tear and wipes it away. He swipes his hand across the painting of Simba, smudging it]

[Simba is laid in the middle of the desert; the vultures are flying around him in circles and all land. Then Timon and Pumbaa enter with a charge]
Timon and Pumbaa: HYAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHH!!!
Timon: [shooing the vultures off] Get out! Get out! Get out of here!
Pumbaa: I love it!
Timon: Whoo!
Pumbaa: Bowling for buzzards!
Timon: Hee-hee-hee! Gets 'em every time.
Pumbaa: [spots Simba] Uh-oh. Hey, Timon, you better come look. I think he's still alive.
Timon: Yeesh. All righty, what have we got here? [sniffs around Simba, and lifts his paw] Jeez, it's a lion! Run, Pumbaa, move it!
Pumbaa: Hey, Timon, it's just a little lion. Look at him. He's so cute and all alone. Can we keep him?
Timon: Pumbaa, are you nuts? You're talking about a lion. Lions eat guys like us.
Pumbaa: But he's so little.
Timon: He's gonna get bigger.
Pumbaa: Maybe he'll be on our side.
Timon: That's the stupidest thing I ever heard. Maybe he'll be-- [gets an idea] Hey, I got it. What if he's on our side? You know, having a lion around might not be such a bad idea.
Pumbaa: So, we're keeping him?
Timon: Of course. Who's the brains of this outfit?
Pumbaa: [picks Simba up with his tusk] Uh--
Timon: My point exactly. Jeez, I am fried. [he and Pumbaa walk off, carrying Simba] Let's get out of here, and find some shade. [Pumbaa waddles off, with Timon in his mane and Simba in his tusks. The scene transitions to the edge of the desert. Simba lies beside a jungle pool, with Timon and Pumbaa nearby. Timon splashes water into Simba's face, and Simba wakes up groggily] You okay, kid?
Young Simba: I guess so.
Pumbaa: You nearly died.
Timon: :[gestures to himself] I saved you.
Pumbaa: [turns on Timon angrily, snorting]
Timon: Well, Pumbaa helped a little. [Pumbaa beams]
Young Simba: :[stands up and walks back toward the desert] Thanks for your help.
Timon: Hey, where you going?
Young Simba: Nowhere.
Timon: :[watches Simba walk away] Gee, he looks blue.
Pumbaa: I'd say brownish-gold.
Timon: No, no, no. I mean he's depressed.
Pumbaa: Oh.
[Timon and Pumbaa stride after Simba]
Pumbaa: Kid, what's eating you?
Timon: Nothing. [Simba halts and sits down] He's at the top of the food chain. [laughs and elbows Simba, who is unresponsive] The food chain. [Pumbaa looks on sadly] Heh, heh. Ahem. So, where you from?
Young Simba: :[stands up and walks away] Who cares? I can't go back.
Timon: :[bounds in front of Simba] Ah, you're an outcast. That's great. So are we.
Pumbaa: :[sidles up next to Timon] What'd you do, kid?
Young Simba: :[sits up] Something terrible. But I don't want to talk about it.
Timon: :[crosses his arms] Good. No one wants to hear about it.
Pumbaa: [in an aside to Timon] Come on, Timon. [to Simba] Anything we can do?
Young Simba: Not at least unless you can change the past.
Pumbaa: [nudges Timon] You know, kid, in times like this, my buddy Timon here says, "You gotta put your behind in your past."
Timon: :[waves his arms] No, no, no.
Pumbaa: [puts a hoof to his chin in confusion] Uh... I mean...
Timon: Amateur. Lie down before you hurt yourself. [Pumbaa slumps sadly] It's "You gotta put your past behind ya." Look here, kid, bad things happen, and you can't do anything about it, right?
Young Simba: Right.
Timon: :[pokes Simba in the nose] Wrong. [gestures dramatically] When the world turns its back on you, you turn your back on the world!
Young Simba: Well, that's not what I was taught.
Timon: Well, then, maybe you need a new lesson? So, repeat after me. Ahem. "Hakuna Matata."
Young Simba: What?
Pumbaa: [emphatically] "Hakuna Matata." It means "no worries."
[No fade in except in marimba chords]
[Intro on Hakuna Matata"]
Timon: [singing] Hakuna Matata. What a wonderful phrase.
Pumbaa: [singing] Hakuna Matata. Ain't no passing craze!
Timon: [singing] It means no worries. For the rest of your days
[Timon pulls Simba over to a green bush and leans him back on it]
Both: [singing] It's our problem-free... Philosophy
Timon: [Filing down one of Simba's claws] [singing] Hakuna Matata!
Young Simba: Hakuna Matata?
Pumbaa: Yeah. It's our motto.
Young Simba: What's a motto?
Timon: :[pops up at Simba's side] Nothing. What's-a-motto with you? [laughs]
Pumbaa: [laughs] You know, kid, these two words will solve all your problems!
Timon: :[gestures at Pumbaa] That's right. Take Pumbaa for example. Why. When I was a young meerkat...
Pumbaa: When I was a young WARTHOG...
Timon: :[cleans out one ear] Very nice.
Pumbaa: Thanks.
Timon: ♪ [voiceover] He found his aroma lacked a certain appeal. [Pumbaa struts between trees. Behind him, monkeys fall to the ground, holding their noses] He could clear the savanna after every meal. ♪
Pumbaa: ♪ [voiceover] I'm a sensitive soul, though I seem thick-skinned. [breaks wind. Behind him, the grass wilts and buzzing flies drop to the ground] And it hurt that my friends never stood downwind. [The animals around the water hole sniff the air and flee; the flashback ends] And oh, the shame!
Timon: He was ashamed!
Pumbaa: Thought of changing my name!
Timon: Oh, what's in a name?
Pumbaa: ♪ And I got downhearted... ♪
Timon: How did you feel?
Pumbaa: ...Every time that I-- [Timon hastily covers Pumbaa's mouth]
Timon: No, Pumbaa! Not in front of the kids.
Pumbaa: [grins sheepishly] Oh, sorry. [Simba tilts his head in confusion]
[Simba watches with growing interest as Timon hoists Pumbaa into a vine loop above his head, where he begins swinging]
Pumbaa and Timon: [singing] Hakuna Matata! What a wonderful phrase! Hakuna Matata! Ain't no passing craze!
Young Simba: [After becoming more and more enthusiastic, he finally joins in singing, a spotlight falling on him] [singing] It means no worries. For the rest of your days.
Timon: [Not singing, doing a vaudeville knee-slide up to Simba] Yeah, sing it, kid!
Young Simba and Timon: [singing] It's our problem-free.........
Pumbaa: [Landing next to them, with a flatulent sound] [singing] ..................... philosophy...
Young Simba, Timon and Pumbaa: [singing] Hakuna Matata!
Timon: [pulls on a vine, lifting Pumbaa into the air on a swing] Welcome to our humble home.
Young Simba: [from off-screen] You live here?
Timon: [from offscreen] We live wherever we want.
Pumbaa: [leans in front of Simba, blocks his view] Yep! Home is where your rump rests. Heh.
Young Simba: It's beautiful! [The scene transitions to Simba, Timon, and Pumbaa striding side-by-side through the jungle]
Pumbaa: [belches] I'm starved!
Young Simba: I'm so hungry, I could eat a whole zebra.
Timon: [stops in his tracks; disturbed] Ah. We're fresh out of zebra.
Young Simba: Any antelope?
Timon: [shakes his head] Nuh-uh.
Young Simba: [with concern] Hippo?
Timon: [shakes his head] Nope. [approaches Simba and gestures to himself] Listen, kid, if you live with us, you have to eat like us. [strides away and approaches a moss-covered log] Hey, this looks like a good spot to rustle up some grub. [points at the log]
[Pumbaa lifts the trunk with his snout, revealing grubs]
Young Simba: Ewww, what's that?
Timon: [holds up a wriggling worm] A grub. What's it look like?
Young Simba: [with a disgusted look] Ewww. Gross!
Timon: [licks his fingers; the grub is gone] Mmm. Tastes like chicken.
Pumbaa: [slurps a worm out of the ground] Slimy yet satisfying.
Timon: [grabs a beetle off a dirt mound] These are rare delicacies. Mmm. [Timon takes a bite out of the beetle] Piquant, with a very pleasant crunch. [eats the rest of the beetle]
Pumbaa: [with his mouth full of grubs] You'll learn to love 'em!
Timon: [strides alongside the log, holding a leaf full of grubs. He grabs a beetle and adds it to the pile] I'm telling you, kid, this is the great life. [Timon sticks his hand in a hole in the log. Grubs pour out of the opening] No rules. No responsibilities. [hefts a beetle] Ooh! The little cream-filled kind. [eats the beetle and approaches Simba] And best of all, no worries. Well, kid? [lifts the leaf into Simba's face]
Young Simba: [hesitantly selects a worm] Oh, well. Hakuna Matata. [Simba swallows the worm with some difficulty. He smacks his jaws in disgust and his expression changes to joy] Slimy yet satisfying.
Timon: That's it.
[The bugs fly off the leaf in a colorful flutter up in the sky]
[The scene switches to all three crossing a log, walking and tossing their heads to the music. With a steady build in the music, a change occurs. We see the image of young Simba become an adolescent Simba, with a partial mane. And then again, Simba becomes a full grown adult. While the chanting of the title is happening, the camera is panning at the low level (6" off ground) where all the interaction between Pumbaa, Timon, and Simba as a cub had been occurring. First we see Timon, and then Pumbaa. The camera continues panning at a low angle to where the cub Simba would fit. Instead we see the adult Simba's paw come down. An immediate back up for a full view of adult Simba]
Pumbaa and Timon: [Chanting to music] Hakuna matata, hakuna matata, hakuna matata.
Adult Simba: [Adult voice now] It means no worries. For the rest of your days.
Adult Simba, Timon and Pumbaa: It's our problem-free. Philosophy!
Adult Simba: Hakuna Matata!
[All three dive off of the log into a pond. First, Timon jumps in doing a cannonball, and makes a small splash. Then Pumbaa, doing a swan dive, makes a small splash too. Finally Simba swings out on a vine (gripped in his teeth). Before he can dive, the vine breaks under his weight. The resulting splash is big enough to wash Pumbaa and Timon ashore]
[Simba joins Timon and Pumbaa on shore. The song breaks into gentle jazz voice improvisations on the words "Hakuna Matata." We see a rear view of Timon, Pumbaa, and Simba boogeying off into the forest to the beat of "Hakuna Matata."]

[Inside a deserted Pride Rock, Zazu is singing in the rib cage while Scar using a pointy part bone as a toothpick]
Zazu: [singing] ♪ Nobody knows the trouble I've seen / Nobody knows my sorrow ♪
Scar: [throws the bone out] Oh, Zazu, do lighten up. Sing something with a little bounce in it.
Zazu: [singing] ♪ It's a small world after all... ♪
Scar: [yelling at Zazu] NO! No. Anything but that!
Zazu: [singing] ♪ I've got a lovely bunch of coconuts / Dee-dee-dee-dee / There they are all standin' in a row... ♪
Scar and Zazu: [singing] "♪ Big ones, small ones, some as big as your head--"♪
Zazu: Oh... I would never have had to do this for Mufasa.
Scar: [quick and angrily-ish] WHAT?! What did you say?
Zazu: Oh, nothing.
Scar: You know the law. Never, ever mention THAT name in my presence. I AM THE *KING!*
Zazu: Yes, Sire, you are the king. I only mentioned it to illustrate the differences in your royal managerial approaches. [laugh nervously]
Banzai: [from offscreen] Hey, Boss!
Scar: Oh, what is it this time?
Banzai: We got a bone to pick with you.
Shenzi: I'll handle this. Scar, there's no food, no water.
Banzai: Yeah. It's dinnertime, and we ain't got no stinkin' entrees!
Scar: It's the lionesses' job to do the hunting.
Banzai: Yeah, but they won't go hunt.
Scar: Ohh... eat Zazu.
Zazu: Oh, you wouldn't want me. I'd be so tough and gamey and eww!
Scar: Oh, Zazu, don't be ridiculous. All you need is a little garnish.
Banzai: [to Shenzi] I thought things were bad under Mufasa.
Scar: [quick and angrily-ish again] What did you say?!
Banzai: I said Muf-- [Shenzi nudges him] [nervously] I said, uh, que pasa?
Scar: Good. Now get out.
[Shenzi, Banzai, and Ed shuffle past Scar. They pause in the entryway of Pride Rock and look back at Scar]
Banzai: Yeah, but we're still hungry.
Scar: [from off-screen] OUT! [Shenzi, Banzai, and Ed flee; Ed lets loose a crazy evil laugh]
[The scene transitions to the jungle at night]
Adult Simba: [belches]
[Simba, Timon, and Pumbaa lie on their backs in the grass]
Timon: Whoa! Nice one, Simba.
Adult Simba: Thanks. Man, I'm stuffed.
Pumbaa: [rubs his stomach] Me too. I ate like a pig.
Adult Simba: Pumbaa, you are a pig.
Pumbaa: Oh. Right.
Adult Simba, Timon, and Pumbaa: [sigh contentedly]
Pumbaa: Timon?
Timon: Yeah?
Pumbaa: Ever wonder what those sparkling dots are up there?
Timon: Pumbaa, I don't wonder. I know.
Pumbaa: Oh? What are they?
Timon: [gestures vaguely] They're fireflies. Fireflies that got stuck up in that big bluish-black thing.
Pumbaa: Oh, gee. I always thought they were balls of gas burning billions of miles away.
Timon: Pumbaa, with you, everything's gas.
Pumbaa: Simba, what do you think?
Adult Simba: Well, I don't know.
Pumbaa: Oh, come on.
Timon: Well, come on, Simba.
Pumbaa: Give, give, give, give.
Timon: Come on.
Pumbaa: We told you ours. Please?
Timon: Give, give.
Adult Simba: Well, somebody once told me that the Great Kings of the Past are up there, watching over us.
Pumbaa: Really?
Timon: You mean a bunch of royal dead guys are watching us? Pfft! *laughs*
Pumbaa: [laughs]
Adult Simba: [laughs halfhearted]
Timon: Who told you something like that?
Adult Simba: Yeah, yeah...
Timon: What mook made that up?
Adult Simba: Yeah. Pretty dumb, huh?
Timon: Oh, you're killing me, Simba.
Adult Simba: Yeah... [stares up at the stars, downcast]
Timon: Oh. [After a moment, Simba gets up and leaves. Timon looks at Pumbaa in confusion] Was it something I said?
Adult Simba: [walks to a ledge, his head drooped. He looks up at the stars, then collapses, sending a shower of milkweed floss into the air; he sighs]
[The scene transitions to the milkweed floss being carried on the wind. It drifts over Rafiki's tree]
Rafiki: :[catches some in his hand and sniffs it experimentally] Hmm. [climbs down into the branches of his tree. He sits and puts the milkweed floss into an empty turtle shell. He shakes the shell and hums. He grabs a gourd that is hanging in his tree, breaks it in two, and munches on one half] Hmm. [ducks down toward the milkweed floss] Simba? [looks at the smeared painting of Simba] He's alive? He's alive! [bounds across the tree and laughs. He grabs his staff. He races towards the painting and dips his fingers in red paint and laughs. He draws a mane on the painting of Simba] It is time.

[The camera switches to a jungle scene. We hear Pumbaa singing the familiar bass to "The Lion Sleeps Tonight". Timon joins in as they walk towards the camera. A Capella]
Pumbaa: [singing] ♪ Ohi'mbube / Ohi'mbube ♪ [etc.....]
Timon: [singing] ♪ In the jungle / The mighty jungle / The lion sleeps tonight / In the jungle / The mighty jungle ♪ [Pumbaa turns to follow a bug; he fades out] ♪ The lion sleeps... ♪ [speaking] I can't hear you, buddy, back me up! [singing] ♪ A-WEEEE-ee-EE-ee ba-Pum-ba-bum-ba-way ♪ [Realizing Pumbaa is not there] Pumbaa? Pumbaa?
Pumbaa: [follows the bug. He still hums the bass and stalks the bug up to a log, theatrically hiding behind a tree. When he tries to jump over the log he gets stuck momentarily and looks back; spooked] Timon? [looks around, then shrugs, He jumps over the log. As he views the bug at close range, the camera (at his viewpoint) switches focus from it to a pair of green eyes out in the grass. The camera closes up on Nala getting ready to jump] AAAAAAAAAAHHHHHHH!!!!!! [he runs, with Nala in hot pursuit. Nala, with teeth and claws bared, chases Pumbaa around at high speed]
Timon: [hears the noise of the chase] Pumbaa?
[Pumbaa runs near Timon and gets stuck under the root of a tree by trying to squeeze through]
Timon: Pumbaa! Pumbaa! Hey, what's goin' on?
Pumbaa: [fearfully screaming at Timon] SHE'S GONNA EAT ME!
Timon: Huh? [gets up on the branch and sees Nala charging at full speed towards them] Woah! [gets down and tries to help push Pumbaa out from under the root] Jeez! Why do I always have to save your-- AAHHHH!!!! [sees Nala was about to close on Pumbaa and he is in the line of attack. At the last minute, Simba bounds over Pumbaa and catches Nala head on at full force. They start fighting savagely; to Pumbaa] Don't worry, buddy. I'm here for ya. Everything's gonna be okay. [to Simba] Get her! Bite her head! Go for the jugular. The jugular! [to Pumbaa again] See, I told you he'd come in handy.
[The lions tangle for a bit more. The fight becomes a wrestling. Nala flips Simba and pins him with a loud thump. Simba is startled by this. Nala is still baring her teeth]
Adult Simba: [very surprised and no longer threatening] Nala? [Nala immediately backs off and looks at Simba, examining him] Is it really you?
Adult Nala: Who are you?
Adult Simba: It's me. Simba.
Adult Nala: Simba? [pause for realization]
Adult Simba and Nala: [run together and greet each other. The greetings are enthused and run over each other] Whoah!
Adult Nala: Well how did you.. where did you come from... it's great to see YOU... [etc.]
Adult Simba: Aaah! How did you... who... wow... this is cool... it's great to see you...
Timon: [completely baffled by this sudden change] Hey, what's going on here?
Adult Simba: [to Nala] What are you doing here?
Adult Nala: What do you mean, "What am I doing here?" What are you doing here?
Timon: [yelling at Simba and Nala] HEY, WHAT'S GOING ON HERE!?!?!
Adult Simba: Timon, this is Nala. She's my best friend?
Timon: "Friend"?!
Adult Simba: Yeah. [to Pumbaa] Hey, Pumbaa! Come over here!
Pumbaa: [breaks free from the root of a tree] Huh?
Adult Simba: Nala, this is Pumbaa. Pumbaa, Nala.
Pumbaa: [politely] Pleased to make you acquaintance.
Adult Nala: The pleasure's all mine.
Timon: How do you do? [realizes] Whoa! Whoa! Time out! Let me get this straight! You know her, she knows you, but she wants to eat him, and everybody's okay with this? DID I MISS SOMETHING?!?!
Adult Simba: Relax, Timon.
Adult Nala: Wait till everybody finds out you've been here all this time! And your mother... what will she think?
Adult Simba: [misunderstanding] She doesn't have to know. Nobody has to know.
Adult Nala: Well, of course they do. Everyone thinks you're dead.
Adult Simba: They do?
Adult Nala: Yeah. Scar told us about the stampede.
Adult Simba: He did? Well... [beginning to see something] ...what else did he tell you?
Adult Nala: What else matters? You're alive. and that means... you're the king.
Timon: King? Pffff. Lady, have you got your lions crossed.
Pumbaa: King? Your Majesty, I gravel at your feet. [noisily kisses Simba's paw]
Adult Simba: Stop it.
Timon: [to Pumbaa] It's not "gravel." It's "grovel." And DON'T- he's not the king. [to Simba] Are ya?
Adult Simba: No.
Adult Nala: Simba?
Adult Simba: No, I'm not the king. Maybe I was gonna be, but... that was a long time ago.
Timon: Let me get this straight. You're the king? And you never told us?
Adult Simba: Look, I'm still the same guy.
Timon: [enthusiastic] But with power!
Adult Nala: [apologetic] Could you guys excuse us for a few minutes?
Timon: [taps Pumbaa] Hey, whatever she has to say, she can say in front of us. Right, Simba?
Adult Simba: Hmm. Maybe you'd better go.
Timon: [aghast, then resigned] It starts. You think you know a guy...
Pumbaa: [sighs as he and Timon walking off to the jungle]
Adult Simba: Timon and Pumbaa. You learn to love 'em. [Nala has her head bowed down sadly] So... What is it?
Adult Nala: [quietly] It's like you're back from the dead. You don't know how much this will mean to everyone... [pained expression] ...What it means to me.
Adult Simba: Hey, it's okay.
Adult Nala: [Rubbing under Simba's chin, purring] I've really missed you.
Adult Simba: [startled by Nala's boldness for an instant, then reciprocating] I've missed you too.
Timon: [watching Simba and Nala walk away together, of which he disapproves] I tell you, Pumbaa, this stinks.
Pumbaa: Oh. Sorry.
Timon: Not you. Them! Him, her. Alone.
Pumbaa: What's wrong with that?

[Intro on Can You Feel the Love Tonight"]
Timon: [Singing] I can see what's happening
Pumbaa: [spoken] What?!
Timon: [singing] And they don't have a clue
Pumbaa: [spoken] Who?!
Timon: [singing] They'll fall in love and here's the bottom line Our trio's down to two.
Pumbaa: [spoken] Oh.
Timon: [singing] [In a sarcastic mock-French accent] Ze sweet caress of twilight [Back to normal, but still sarcastic] There's magic everywhere And with all this romantic atmosphere Disaster's in the air
[The scene passes from Timon and Pumbaa to Simba and Nala in front of a waterfall]
Kristle Edwards: [singing] Can you feel the love tonight? The peace the evening brings? The world, for once, in perfect harmony. With all its living things.
[After walking around, each other, taking in each other's movements, they stop to drink at the water]
Adult Simba: [singing] There's so many things to tell her. But how to make her see? The truth about my past? Impossible! She'd turn away from me.
Adult Nala: [singing] He's holding back, he's hiding. But what? I can't decide. Why won't he be the king I'd know he is? The king I'd see inside?
[During the Chorus the following occurs: Simba looks at Nala, smiles, and runs off stage. He runs back on stage, grabs a vine in his mouth and splashes into the middle of the pond. Nala looks out over the still water. Suddenly Simba lunges up under her and pulls her in the pond playfully. She immediately comes out dripping and miffed. When Simba comes out, she pushes him back in. The scene switches to them tussling. They end up play fighting. After tumbling down a hillside, Simba ends up pinning Nala for a first. She gives him a tiny lick, resembling a kiss. Simba looks startled and stares at Nala. Close-up of Nala, as she stares back with a seductive smile. Close-up of Simba, whose expression changes from a surprised one to a comprehending one.. The two rub heads (a cat-style kiss) as the last lyrics are sung]
Chorus: [singing] Can you feel the love tonight? The peace the evening brings? The world, for once, in perfect harmony. With all its living things? Can you feel the love tonight? You needn't look too far - Stealing through the night's uncertainties. Love is where they are.
[The camera switches back to a tearful Timon and Pumbaa]
Timon: [singing] And if he falls in love tonight.
Pumbaa: [sniffles]
Timon: [singing] It can be assumed -
[Timon hugs Pumbaa, tearfully]
Pumbaa: [singing] His carefree days with us are history -
Timon and Pumbaa: [singing] In short, our pal is doomed.
[Timon and Pumbaa both start crying loudly, shedding noisy tears]
Adult Simba: [As he and Nala are walking in the jungle] Isn't this a great place?
Adult Nala: It is beautiful. But I don't understand something. You've been alive all this time. Why didn't you come back to Pride Rock?
Adult Simba: [climbs in the vines] Well, I just needed to get out on my own. Live my own life. And I did. And it's great.
Adult Nala: We've really needed you back home.
Adult Simba: No one needs me.
Adult Nala: Yes, we do. You're the king.
Adult Simba: Nala, we've been through this. I'm not the king. Scar is.
Adult Nala: Simba. He let the hyenas take over the Pride Lands.
Adult Simba: [shocked] What?
Adult Nala: Everything is destroyed. There's no food. No water. Simba, if you don't do something soon, everyone will starve.
Adult Simba: I can't go back.
Adult Nala: Why?
Adult Simba: You wouldn't understand.
Adult Nala: What wouldn’t I understand?
Adult Simba: No, no, no. It doesn't matter. Hakuna Matata.
Adult Nala: What?
Adult Simba: Hakuna Matata. It's something I learned out here. Look, sometimes bad things happen...
Adult Nala: Simba?
Adult Simba: ...and there's nothing you can do about it. So why worry?
Adult Nala: Because it's your responsibility!
Adult Simba: What about you, you left?
Adult Nala: I left to find help. And I found you. Don't you understand? You are our only hope.
Adult Simba: Sorry.
Adult Nala: What's happened to you? You are not the Simba I remember.
Adult Simba: You're right. I'm not. Now are you satisfied?
Adult Nala: No, just disappointed.
Adult Simba: You know, you're starting to sound like my father. [starts walking away]
Adult Nala: Good. At least one of us does.
Adult Simba: [shocked at what Nala said, angrily turns to her] Listen, you think you can just show up and tell me how to live my life?! You don't even know what I've been through!
Adult Nala: [worried] I would if you just tell me.
Adult Simba: [furiously walks away] Forget about it!
Adult Nala: [nervously] Fine! [angrily turns her head aways]
Adult Simba: [pacing in a field] She's wrong. I can't go back. What would it prove, anyway? It won't change anything. You can't change the past. [looks up at the stars] You said you'd always be there for me! But you're not. And it's because of me. It's my fault. It's my fault. [bows his head, choking back tears. The camera backs to a far view and then zooms over to Rafiki in a nearby tree]
Rafiki: [his chant gets louder] Asante sana! Squash banana! We we nugu! Mi mi apana! [Simba seems slightly annoyed by the chant. He moves away. Rafiki, elated by the sight of Simba, follows him. Simba lies down on a log over a pond. A rock disturbs the water; Rafiki, now in a nearby tree, starts his chant again]
Adult Simba: Come on, will you cut it out?
Rafiki: [laughing while he is doing random acrobatics in the trees nearby] Can't cut it out. It'll grow right back! [laughs]
Adult Simba: [starts to walk away; Rafiki follows him] Creepy little monkey. Will you stop following me? Who are you?
Rafiki: [in front of Simba, then right in his face] The question is: Who are you?
Adult Simba: [makes a startled face, then sighs] I thought I knew. Now I'm not so sure.
Rafiki: Well, I know who you are. Shh. Come here. It's a secret. Asante sana! Squash banana! We we nugu! Mi mi apana!
Adult Simba: [groans] Enough already. What's that supposed to mean, anyway?
Rafiki: It means you are a baboon and I am not. [laughs]
Adult Simba: [moves away] I think you're a little confused.
Rafiki: [in front of Simba again] Wrong. I'm not the one who's confused; you don't even know who you are.
Adult Simba: [sarcastically] Oh, and I suppose you know.
Rafiki: Sure do. You're Mufasa's boy. [Simba is surprised by this revelation] Bye. [exits]
Adult Simba: Hey, wait! [chases after Rafiki; after catching up to him, he is in a meditative lotus position on a rock] You knew my father?
Rafiki: [monotone] Correction: I know your father.
Adult Simba: I hate to tell you this, but he died a long time ago.
Rafiki: Nope! [leaps off the rock] Wrong again! [goes over to a dense jungle-like area and laughs] He's alive! And I'll show him to you. You follow old Rafiki, he knows the way. Come on! [Rafiki leads Simba through the brush. Simba has trouble keeping up due to his size] Don't dawdle. Hurry up!
Adult Simba: Hey, whoa. Wait, wait.
Rafiki: Come on, come on.
Adult Simba: Would you slow down? [Rafiki flitting through the canopy ahead of Simba, laughing hollowly and whooping. Simba struggles to keep up]
Rafiki: [appears with his hand held up right into Simba's face] Stop! [Simba stops running] Shh. [motions to Simba near some reeds. He parts the reeds and points past them with his staff; whispering] Look down there. [Simba quietly and carefully works his way out. He looks over the edge and sees his reflection in a pool of water. He first seems a bit startled, perhaps at his own mature appearance, but then realizes what he's looking at]
Adult Simba: [annoyed sighs] That's not my father. That's just my reflection.
Rafiki: No, look harder. [Rafiki motions over the pool. Ripples form, distorting Simba's reflection; it resolves into that of Mufasa. A deep rumbling noise is heard] You see? He lives in you. [Simba is awestruck. The wind picks up. In the air the huge image of Mufasa is forming from the clouds. He appears to be walking from the stars. The image is ghostly at first, but steadily gains color and coherence]
Mufasa's Ghost: Simba.
Adult Simba: Father? [Simba sees his father's spirit in the sky]
Mufasa's Ghost: Simba, you have forgotten me.
Adult Simba: No. How could I?
Mufasa's Ghost: You have forgotten who you are and so have forgotten me. Look inside yourself, Simba. You are more than what you have become. You must take your place in the Circle of Life.
Adult Simba: How can I go back? I'm not who I used to be.
Mufasa's Ghost: [now fully formed in the sky] Remember who you are. You are my son, and the one true king.
[Close up of Simba's face, bathed in the golden light, showing a mixture of awe, fear, and sadness. The image of Mufasa starts to fade]
Mufasa's Ghost: Remember who you are. [Mufasa's spirit is disappearing rapidly into clouds]
Adult Simba: runs into the fields trying to keep up with the image] No! Please don't leave me!
Mufasa's Ghost: Remember.
Adult Simba: Father!
Mufasa's Ghost: Remember.
Adult Simba: Don't leave me.
Mufasa's Ghost: [fading away] Remember. [Simba is left out in the fields. There is just a cloud left where his father's image was. The wind tosses the grass restlessly]
Rafiki: [approaches] What was that? [laughs] The weather. [scoffs] Very peculiar. Don't you think?
Adult Simba: Yeah. Looks like the winds are changing.
Rafiki: Ahhh. Change is good.
Adult Simba: Yeah, but it's not easy. I know what I have to do. But going back means I'll have to face my past. I've been running from it for so long. [Rafiki whacks Simba on the head with his staff] Ow! Jeez, what was that for?
Rafiki: It doesn't matter. It's in the past. [laughs]
Adult Simba: Yeah, but it still hurts.
Rafiki: Oh yes, the past can hurt. But the way I see it, you can either run from it, or learn from it. [swings his staff again at Simba, who ducks out of the way] Ha! You see? So, what are you going to do?
Adult Simba: First, I'm gonna take your stick. [snatches Rafiki's staff and throws it and Rafiki runs to grab it]
Rafiki: NO, NO, NO, NO, NOT THE STICK! HEY, WHERE ARE YOU GOING?!
Adult Simba: I'M GOING BACK!
Rafiki: GOOD! GO ON! GET OUT OF HERE! [begins laughing and screeching louder]

[Back in the jungle, Timon and Pumbaa are sleeping. Nala enters and taps Timon with a paw]
Adult Nala: Hey. Hey, wake up. [Timon wakes up and sees Nala's face. Timon and Pumbaa start screaming in fear] It's okay. Whoa, whoa! It's okay! It's me!
Timon: Don't ever do that again. Carnivores. Oy.
Adult Nala: Have you guys seen Simba?
Timon: I thought he was with you.
Adult Nala: He was, but now I can't find him. Where is he?
Rafiki: [laughs] You won't find him here. [chuckles] The king... has returned.
Adult Nala: I can't believe it. He's gone back.
Timon: Gone back? What do you mean? [notices Rafiki is gone] Hey! What's going on here? Who's the monkey?
Adult Nala: Simba's gone to challenge Scar.
Timon: Who?
Adult Nala: Scar.
Pumbaa: Who's got a scar?
Adult Nala: No, no. It's his uncle.
Timon: The monkey's his uncle?
Adult Nala: No! Simba's gone back to challenge his uncle to take his place as king.
Timon and Pumbaa: Ohhhhh.
[The scene transitions to the desert. Simba runs across the sand toward the Pride Lands. He arrives to find that his homeland has become a desolate ruin, with skeletons lying everywhere. He looks around sadly, then climbs onto a ridge with a full view of Pride Rock. He glares in its direction]
Adult Nala: [from off-screen] Simba! [Simba looks over one shoulder] Wait up! [Nala sidles up next to Simba] It's awful, isn't it?
Adult Simba: I didn't want to believe you.
Adult Nala: What made you come back?
Adult Simba: I finally got some sense knocked into me, [Simba jerks upward with his chin] and I've got the bump to prove it. Besides, this is my kingdom. [Simba draws himself up to his full height and stares at the Pride Lands] If I don't fight for it, who will?
Adult Nala: [approaches Simba] I will.
Adult Simba: [looks at Nala] It's gonna be dangerous.
Adult Nala: [coyly] Danger? Ha! I laugh in the face of danger. Ha, ha, ha, ha!
Timon: I see nothing funny about this.
[Timon and Pumbaa stand behind Simba and Nala, Timon's hands are on his hips]
[Simba and Nala look over their shoulders at Timon and Pumbaa]
Adult Simba: Timon! Pumbaa! What are you doing here?
Pumbaa: At your service, my liege. [bows to Simba]
Timon: [approaches and stares at the Pride Lands in disgust] Awww. We're gonna fight your uncle for this?
Adult Simba: Yes, Timon. This is my home.
Timon: Oh. [out of the corner of his mouth] Talk about your fixer-upper. [in his normal voice] Well, Simba, if it's important to you, we're with you to the end. [Timon bows to Simba, who smiles down at him fondly. Simba, Nala, Timon, and Pumbaa stare at Pride Rock in the distance. Storm clouds gather overhead, and there is a grumble of thunder. The scene transitions to a rocky area near Pride Rock]
[Simba, Nala, Timon, and Pumbaa make it to the Pride Lands and see hordes of hyenas]
Timon: Hyenas. I hate hyenas. [whispering, to Simba] So what’s your plan for getting past those guys?
Adult Simba: [whispering quietly] Live bait.
Timon: Good idea. [realizing] Hey!
Adult Simba: Come on, Timon. You guys have to create a diversion.
Timon: What do you want me to do, dress in drag and do the hula?
[Suddenly, the sound of bongo drums gets the hyenas' attention. Timon dances the hula while Pumbaa appears as a roasted pig with an apple in his mouth. Simba and Nala sneak stealthily side-by-side without the hyenas noticing]
Timon: Luau! [sings] ♪ If you are hungry for a hunk of fat and juicy meat, eat my buddy Pumbaa here because he is a treat. Come on down and dine on this tasty swine, all you have to do is get in line. A-a-a-are you achin'... ♪
Pumbaa: Yup, yup, yup.
Timon: ♪ ...for some bacon? ♪
Pumbaa: Yup, yup, yup.
Timon: ♪ He's a big pig. ♪
Pumbaa: Yup, yup.
Timon: ♪ You could be a big pig too. Oi! ♪ [Timon and Pumbaa shrieks in fear and run away with the hyenas in hot pursuit. The scene cuts to Simba and Nala arriving at the bottom of Pride Rock]
Adult Simba: [to Nala] Nala, you find my mother and rally the lionesses when she's alright. I'm gonna look for Scar. OK? [Nala nods; Simba and Nala part fashions. Simba creeps closer to Pride Rock]
Scar: [stands atop a boulder near Pride Rock] SARABI!!! [Gasping upon realizing this, Simba peers out from behind a rock]
Sarabi: [strides through the crowd of hyenas who are gathered underneath Pride Rock. They snarl and snap at her heels, but she does not flinch. Simba watches mournfully. She climbs up to stand in front of Scar] Yes, Scar.
Scar: Where is your hunting party? They're not doing their jobs.
Sarabi: Scar, there is no food. The herds have moved on.
Scar: No. You're just not looking hard enough.
Sarabi: It's over. There is nothing left. We have only one choice. We must leave Pride Rock.
Scar: We're not going anywhere.
Sarabi: Then, you have sentenced us to death!
Scar: Then, so be it!
Sarabi: You can't do that.
Scar: I am the king. I can do whatever I want.
Sarabi: If you were half the king Mufasa was, you w-- Oof!
Scar: [knocks Sarabi unconscious with a slap] I'M 10 TIMES THE KING MUFASA WAS!!!! [Simba emerges on a high ledge, roaring angrier than ever. Scar stares in fear as Simba descends the ledge] Mufasa?! [backs off] No, you're dead! [Simba runs down to his mother and awakens her]
Sarabi: Mufasa?
Adult Simba: No, it's me.
Sarabi: Simba, you're alive? How can that be.
Adult Simba: It doesn't matter. I'm home. [embraces Sarabi]
Scar: Simba? Simba! I'm a little surprised to see you alive. [Shenzi, Banzai, and Ed gulp nervously]
Adult Simba: [sternly] Give me one good reason why I shouldn't rip you apart.
Scar: Oh, Simba, you must understand. The pressures of ruling a kingdom--
Adult Simba: Are no longer yours. Step down, Scar.
Scar: Well, I would, actually. However, there is one little problem. You see them? [referring to the hyenas] They think I'm king.
Adult Nala: Well, we don't. Simba's the rightful king.
Adult Simba: The choice is yours, Scar. Either step down or fight.
Scar: Oh, must this all end in violence? I'd hate to be responsible for the death of a family member. Wouldn't you agree, Simba?
Adult Simba: That's not going to work, Scar. I've put it behind me.
Scar: But what about your faithful subjects? Have they put it behind them?
Adult Nala: Simba, what is he talking about?
Scar: Ahh, so you haven't told them your little secret. Well, Simba, now's your chance to tell them. Tell them who is responsible for Mufasa's death.
Adult Simba: [after a trying to pauses out, somberly; to Sarabi] I am.
Sarabi: [whispering] It's not true. Tell me it's not true.
Adult Simba: [somberly] It's true.
Scar: [angrily] You see, he admits it! MURDERER!
Adult Simba: No, it was an accident.
Scar: If it weren't for you, Mufasa would still be alive, it's your fault he's dead! Do you deny it?!
Adult Simba: No.
Scar: [enraged] Then you're GUILTY!
Adult Simba: No, I'm not a murderer!
Scar: Oh, Simba, you're in trouble again. But this time, Daddy isn't here to save you. And now, EVERYONE - KNOWS - WHY! [Simba falls off, but hangs onto the edge of a cliff]
Adult Nala: SIMBA! [lightning strikes patch of dry land, igniting a fire]
Scar: [looking at Simba who is clinging to the edge of the cliff] Now, this looks familiar. Hmm. Where have I seen this before? Let me think. Hmm. Oh, yes, I remember. This is just the way your father looked before he died. [claws Simba's paws the same way he did to Mufasa] And here's my little secret. [whispers] I killed Mufasa. [Simba's eyes widen. In a flashback, Mufasa plummets into the gorge, with young Simba watching in horror]
Adult Simba: NOOOOOOOOOOOOOOOOOOOOO!!!!!!!! [angrily leaps back up and pounces on Scar] MURDERER!!!!
Scar: No, Simba! Please!
Adult Simba: [angrily] Tell them the truth!
Scar: Truth? But the truth is in the eye of the beho-! [Simba strangles Scar into submission] Alright... Alright! [quietly] I did it.
Adult Simba: [angrily] So they can hear you.
Scar: [louder lividly] I KILLED MUFASA!
[Sarabi and The lionesses lunge into battle, The hyenas swarm Simba, knocking him off Scar. The lionesses attack the hyenas from behind. Simba fights off the hyenas from the ground, while Nala swats one away with her paw. Timon and Pumbaa charge into the fray]
Timon and Pumbaa: Heeeyyyy-yaaaaah!
Timon: 'Scuse me. Pardon me. Comin' through. Hot stuff. Whoo!
[Bowling strike sound effect as hyenas fly. Rafiki whacks a hyena off Simba. Camera switch to him; with a battle scream, he joins the fray like it's a sword. As a bit of comic relief, Rafiki is fighting in kung-fu "B-movie" style, complete with cheesy sound effects]
Rafiki: [as he hits various hyenas] WWWA! Hozah! Hazoww! Yaa! Yah! HHYEEOOWWW!

[Timon runs from Banzai with Shenzi]
Zazu: Let me out! Let me out!
Timon: Let me in! Let me in! [hugs Zazu tightly while they are both cornered by Banzai and Shenzi] Please don't eat me.
Pumbaa: [appears at the mouth of the cave] Drop 'em!
Banzai: Hey! Who's the pig?
Pumbaa: Are you talkin' to me?
Timon: Uh-oh, he called him a pig.
Pumbaa: Are you talking to me?!
Timon: Are we done yet.
Pumbaa: Are you talking to me?
Timon: Uh-oh, he call him a pig.
Pumbaa: Are you talking to me?!
Timon: Shouldn't have done that.
Pumbaa: [shouting] ARE YOU TALKING TO ME?!
Timon: Now, they're in for it!
Pumbaa: THEY CALL ME MR. PIG!!! AAAAAHHH!!!!!!!! [lets out a battle cries out, charges at the hyenas.]
[Ed stands outside Pride Rock. The ground shakes, with rocks falling around him.]
Zazu: [from off-screen] Take that, you stupid...
Banzai: [from off-screen] Ow, ow, ow, ow, ow, ow, ow, ow!
Timon: [from off-screen] Take that and that!
Pumbaa: [from off-screen] Keep at 'em! Keep at 'em!
Timon: [from off-screen] Ow! Ooh! Whoo, baby!
[Shenzi and Banzai flee the cave, running into Ed.]
Shenzi, Banzai, and Ed: *yip*
[Shenzi, Banzai, and Ed charge off.]
Timon:[from offscreen] Whoo!
[Timon, Pumbaa, and Zazu emerge from the cave.]
Pumbaa: Run, ya yellow-belly!
Timon, Pumbaa, and Zazu : [chanting] Whoo! Whoo! Whoo! Whoo!

[The scene switches to Simba chasing Scar up to the high point of Pride Rock. Scar runs up to the edge and sees the sheer drop. Simba leaps up to confront him at the cliff-like edge. Scar is very apprehensive, seeing he is cornered and at Simba's mercy]
Adult Simba: [having Scar cornered; coldly] Murderer.
Scar: Simba, Simba, Please. Please have mercy. I'm just trying to...
Adult Simba: [angrily] You don't deserve to live.
Scar: Simba, I am family. It's the hyenas who are the real enemy. It was their fault. It was their idea.
Adult Simba: Why should I believe you? Everything you ever told me was a lie.
Scar: What are you going to do? You wouldn't kill your own uncle.
Adult Simba: No, Scar. I'm not like you.
Scar: Oh, Simba, thank you. You are truly noble. I'll make it up to you, I promise. How can I, ah, prove myself to you? Tell me anything.
Adult Simba: Run. Run away, Scar. And never return.
Scar: Yes. Of course. [looks down and sees a pile of hot coals] As you wish, Your MAJESTY! [swipes the coals into Simba's face. With a cried out of surprised and pain, Simba paws the coals away as Scar leaps and attacks. There is a fight in slow motion. Both Scar and Simba land heavy blows. At normal speed, Simba gets knocked on his back. Scar leaps through the flames at him. Simba gathers courage and uses Scar's momentum in a "throw" similar to Nala's fighting tactics to send him flying over the edge. Scar tumbles to the bottom. He weakly gets up] Ahh, my friends.
Shenzi: "Friends"?
Scar: Help me.
Shenzi: I thought he said that we were "the enemy".
Banzai: Yeah. That's what I heard.
Shenzi and Banzai: Ed?
[Ed starts laughing, in a far more sinister tone than usual. The other hyenas join in as they start hungrily closing in on Scar]
Scar: [last words before his death] No, let me explain! No, you don't understand! No, I didn't mean it! No, look, I'm sorry I called you... No! NO!
[The camera pans up as the hyenas pounce on Scar and start to maul him to death, with flames covering the scene. A brief rainstorm douses the flames. As Simba comes down, Zazu bows and mouths]
Zazu: Your Majesty. [Simba greets his mother and Nala. Rafiki motions for Simba to ascend Pride Rock as king. Simba starts walking up and pauses to hug Rafiki as his father did]
Rafiki: It is time.
[Very majestically, he ascends through the rain. Through a hole in the clouds is a patch of stars. One bright star shines out briefly]
Mufasa's Ghost: Remember.
[Simba's expression gains confidence and strength. He roars. The lionesses roar in reply. Time switch to the savannah in full bloom again. Cue "Busa" theme]
African Chorus: Busa le lizwe / Busa le lizwe / Busa le lizwe / Bus-busa ngo xolo
[Obscured verse]
Lebo M: [singing] Se-fi-le / Baba ti-tabo / Maye babo / Busa lomhlaba.
African Chorus: [Obscured verses]
Lebo M: He! Se-fi-le / Busa Simba! Busa Simba! Ubuse ngo xolo / Ubuse ngo thando / Ubuse ngo xolo / Ubuse ngo thando / Ubuse ngo xolo.
[Simba, Timon, Pumbaa, and Nala are on Pride Rock. Zazu flies up to the point. Timon, of course, is shaking his arms in the classic victory sign. All the groups of herds are there and making noise as in the presentation of Simba]
African Chorus: Ingonyama nengw' enamabala / Ingonyama nengw' enamabala.
Lebo M: [ngw' enamabala-wa]
Full Chorus: Till we find our place / On the path unwinding / In the Circle / The Circle of Life / Circle of... Life.
[Rafiki appears, holding Kiara. He lifts her to present her to the crowd. Bass drum hit and black out to title in red lettering as in the beginning. The Circle is completed]

Special Edition Release

Zazu: [spoken] Good morning, sire!
Mufasa: [spoken] Good morning, Zazu!
Zazu: Checkin' in with the morning report!
Mufasa: Fire away!
Zazu: [singing] ♪ Chimps are going ape, giraffes remain above it all / Elephants remember, though just what I can't recall / Crocodiles are snapping up fresh offers from the banks / Showed interest in my nest egg but I quickly said, "No thanks!" / We haven't paid the hornbills and the vultures have a hunch / Not everyone invited will be coming back from lunch / This is the morning report / Gives you the long and the short / Every grunt, roar and snort / Not a tale I distort / On the morning report ♪
Mufasa: What are you doing, son?
Young Simba: Pouncing.
Mufasa: Let an old pro show you how it's done.
Zazu: [singing] ♪ Oh, the buffalo have got a beef about... ♪
[spoken verse herd when Zazu is singing in the background]
Mufasa: Stay low to the ground.
Young Simba: Yeah, OK. Stay low to the ground.
Mufasa: Shh... Not a sound.
Zazu: [singing] ♪ ...the season's color seen in all the herds... ♪
Mufasa: Take it slow. One more step. Then pounce!
Zazu: [singing] ♪ ...in the dung! Aawwwkk!!! ♪
Mufasa: [laughs]
Young Simba: [singing] ♪ This is the morning report / Gives you the long and the short / Every grunt, roar, and snort / Not a tale I distort [muffled] On the morning report! ♪
Zazu: Aaaah! Oh! Ow!
Mufasa: Ha ha ha! That's very good.

ELTON JOHN lyrics (Can You Feel the Love Tonight)

Elton John: [singing] There's a calm surrender / To the rush of day / When the heat of the rolling world / Can be turned away...| An enchanted moment / And it sees me through / It's enough for this restless warrior / Just to be with you...| And can you feel the love tonight?
Chorus: [singing] Tonight.
Elton John: [singing] It is where we are / It's enough for this wide-eyed wanderer / That we got this far...| And can you feel the love tonight?
Chorus: [singing] Tonight.
Elton John: [singing] How it's laid to rest? / It's enough to make kings and vagabonds / Believe the very best...| There's a time for everyone / If they only learn / That the twisting kaleidoscope / Moves us all in turn...| There's a rhyme and reason / To the wild outdoors / When the heart of this star-crossed voyager / Beats in time with yours...| And can you feel the love tonight?
Chorus: [singing] Tonight.
Elton John: [singing] It is where we are / It's enough for this wide-eyed wanderer / That we got this far...| And can you feel the love tonight?
Chorus: [singing] Tonight.
Elton John: [singing] How it's laid to rest? / It's enough to make kings and vagabonds / Believe the very best...| It's enough to make kings and vagabonds / Believe the very best... [song fades]


Taglines

  • See it for the first time ever in 3D (2011 3D re-release)
  • The greatest adventure of all is finding our place in the circle of life.
  • The King Has Returned. [for December 2002 IMAX release.]
  • The Circle of Life

Cast