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The episode starts by showing animals in outer space. Now the scene is at Earth and Timon is taking a nap. Suddenly, Simba scares the meerkat with a big roar and he and Pumbaa laugh. After that, Timon and Pumbaa find a skeleton of a dead animal lying on the ground. A tarsier comes out of the bushes to warn the two about a predator. After Timon and Pumbaa show him Simba, the tarsier tells the two that Simba was probably the one who ate the animal and he might eat them in their sleep. Timon and Pumbaa don't believe him.
Later that night, while Pumbaa and Simba are asleep, Timon shakes in fear as he hears Simba saying "meat." The next morning, Timon tells Pumbaa that the tarsier was right about Simba, but Pumbaa tells Timon that he's just being paranoid and that Simba only eats bugs. After Simba wakes up, Timon tells the lion that there are free pancakes somewhere in the jungle. Simba leaves and Timon goes through his drawer to find evidence that Simba might be the predator. When Simba comes back, Timon and Pumbaa quickly put his stuff back in his drawer, and the lion has a feeling that Timon was just trying to get rid of him so that he can go through his stuff and Timon replies "Please Simba, we're your friends. You should trust us."
Timon and Pumbaa use a test kit to see if Simba really is the predator. The first test is to see if Simba always smells meat. Timon uses a Meat Spray and sprays the jungle. Simba asks Timon and Pumbaa if they smell something, and Pumbaa says he smells meat, then Timon hits the warthog's head with the spray, and the warthog says he doesn't smell meat. Simba says he does.
The second test is to see if Simba chooses meat then any other food. Timon inflates a meat and a watermelon. The inflated meat gets popped by a tree branch and lands in Simba's mouth, making Timon and Pumbaa believe that Simba chooses meat.
The third test is to see if Simba thinks about meat all the time. Timon shows Simba pictures of different kinds of meat. Simba then becomes suspicious and wants to know what Timon and Pumbaa are up to, and the two nervously say they're not up to anything.
For the final test, Timon and Pumbaa use a supercomputer to find out if Simba is a predator. The supercomputer repeats "predator" and runs away. Then, the tarsier tells Timon and Pumbaa that they should hide in a safe place in order to avoid Simba and Timon agrees.
The "safe place" the tarsier guides Timon and Pumbaa to turns out to be a cave filled with other skeletons. The tarsier then reveals himself to be some kind of wild dog in disguise and he chases Timon and Pumbaa to a dead end of the cave, telling them that he has been trying to get them away from Simba for months. This implies that everything he told them about Simba was to trick them into thinking that their lion friend is the predator who ate the dead animal from earlier and that they are his next victims.
Fortunately when the wild dog is about to eat Timon and Pumbaa, Simba finds and rescues his friends and defeats the tarsier/wild dog by putting him in his mouth and spit him out, throwing him far away. Timon, Pumbaa, and Simba happily get out of the cave and Simba realizes that Timon actually thought that he was going to eat him and Pumbaa. Timon denies it and Simba says "You wouldn't be lying to a lion now", which makes himself and Pumbaa laugh, and Timon says "Carnivores, oy."
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