Timon and Pumbaa nap at a lemon tree. One of the lemons falls on Timon's head, giving Timon an idea for him and Pumbaa to make lemonade. So Pumbaa pushes the tree to make all the lemons fall off.
Timon and Pumbaa make their lemonade, they see a lion chasing a gazelle and try to sell them their lemonade. However, when the lion and gazelle sample the drink, it turns out that it tastes terrible. After the two animals run off, Pumbaa tells Timon that they didn't like his lemonade, to which the meerkat replies that it is Pumbaa's sales technique that is the problem. After an argument, the two decide to go their separate ways and make their own lemonade stand.
Timon and Pumbaa compete against each other to see who can make the cheapest stand. Then, a man who has been crawling through the desert for weeks appears and Timon and Pumbaa each try to sell him their lemonade and attempt to make various deals with him. The man has had enough and decides to back to crawling into the desert, telling Timon and Pumbaa that it would be nice if there was only one lemonade stand instead of two.
Timon later agrees with the man's words and decides to eliminate the competition. Timon and Pumbaa spend their times trying to sabotage each other's stand. After the battle, Timon and Pumbaa apologize to each other and become partners again. When they drink their lemonade, they realize that it tastes terrible.
Disney Junior's reruns of this episode cut out the scene in which Pumbaa, while magnetized to a plane, drops a missile on Timon and his lemonade stand. Unfortunately, this creates a plot hole, because the shot with Timon crawling out of the crater created by said missile is left in.