What's up guys? Tigerfan45 here, and at long last bringing you a fanfiction. After seeing a potential script for Frozen 2, and working on this with my good friend, Betep Stone, I bring you a Mulan/Lion King crossover script. In this version, Mulan and friends are all animals. For example, Mulan is a cheetah. This is non-profit and for entertainment purposes only. Enjoy!

Story and Script

(while the singers sing and the sun rises, many African animals make their way to Pride Rock to celebrate the birth of the new prince, Simba. Once they are there, a hornbill named Zazu flies up to the promontory of Pride Rock and greets his boss, King Mufasa, a regal looking lion, with a bow. Mufasa responds to this with a warm smile. Rafiki, an old baboon, walks through a crowd of animals and climbs up Pride Rock. Once he is at the top, he greets his old friend with a hug. Mufasa and Rafiki then go to the cave and greet Sarabi, who is holding the new cub.)

Background Singers:

Nants Ingonyama Bagithi Baba (Sithi Um, Ingonyama, Ingonyama) (repeat)

Ingonyama, (Siqo Nba) Ingonyama

Ingonyama nengw' enemabala (repeat 8x)

Female Singer:

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,

'Till we find our place,

On the path unwinding,

In the circle,

The Circle of Life.

(Rafiki removes a gourd from his walking stick, cracks it open, dips his finger inside and makes a mark on Simba's forehead. He then sprinkles dust onto the little cub's face, which causes Simba to sneeze. Mufasa and Sarabi, naturally, find this adorable. Rafiki picks Simba up and carries him to the promontory of Pride Rock. He then lifts the future king up for all to see. The elephants trumpet with their trunks, the monkeys jump up and down, and the zebras stamp their hooves with happiness. Suddenly, a hush falls over the crowd. Together, the animals of Mufasa's kingdom reverently kneel before their new prince.)

Female Singer:

It's the circle of life!

And it moves us all,

Through despair and hope,

Through faith and love,

'Till we find our place,

On the path unwinding,

In the circle,

The Circle of Life.

(Fade to black. We then see two mice coming out of a hole in a cave at the backside of Pride Rock. The mice clean themselves and look up. They try to run, but two paws slam down on each mouse. The paws lift to reveal to sinister animals. One paw belongs to Scar, a scraggly lion with a black mane and a gash over his left eye, and a bad attitude. The other belongs to his partner in crime, a half-blind leopard named Shan-Yu.)

Scar: Life's not fair, is it, Shan-Yu? You see, I, well, I shall never be king. Huh.

Shan Yu: Scar, the way I see it, all the glory can belong to anybody. We just have to retrieve it. Would you care to join me in conquest? I am the best fighter around and you've surely got the brains. Plus, I have connections far out of the savanna.

Scar: Excellent, Idea, Shan-Yu. But, in the meantime, these two, shall never see the light of another day. (To the mice) Adieu. (Scar and Shan-Yu prepare to eat their mice, but the voice of Zazu interrupts them and they turn around)

Zazu: Didn't your mothers ever tell you not to play with your food?

Scar: (sighs) What do you want?

Zazu: I'm here to announce that King Mufasa is on his way. So, you'd better have a good excuse for missing the ceremony this morning. (The mice manage to escape from underneath Scar and Shan-Yu's paws and scamper into a hole.)

Scar: Oh, now look, Zazu. You made us lose our lunch.

Zazu: Ha! You'll lose more than that when the king gets through with you. He's as mad as a hippo with a hernia.

Shan Yu: We should eat that bird.

The scene changes to a cheetah's den:)

Fa Li: Where are you Mulan? We're going to be late to honor the new prince.

Grandma Fa: Too late. The cremony already finished.

Fa Li: We've got to find her. Come on!

(They set off and eventually find Mulan near lion territory.)

Fa Li: Mulan! What are you doing here?

Mulan: Following the loud noises. Something's going on, mama.

Fa Li: Yes, a prince has been born.

Mulan: Can I see him?

Fa Li: No. You're grounded for leaving. Let's go home.

(They head back, and we cut back to Scar and Shan-Yu trying to eat Zazu)

Scar: Ooh, we quiver with FEAR!

Zazu: Now, gentlemen, don't look at me that way. (He tries to fly away, but Scar and Shan-Yu pin him to the ground) HELP!!

Mufasa: Scar! Shan-Yu! Release him.

Zazu: impeccable timing, Your Majesty. (Scar and Shan Yu get off him)

Scar: 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. Is anything wrong?

Scar: That was today? Oh, I feel simply awful! (He scrapes his claws against the cave walls, which annoys Zazu) 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 snaps his jaw at him, Shan-Yu bares his claws at him, Zazu hides behind Mufasa's left front leg)

Scar: I was first in line. Until the little hairball was born.

Mufasa: That "hairball" is my son and your future king.

Scar: Oh, I shall practice my curtsy. (He and Shan-Yu turn to leave)

Mufasa: (getting angry) Don't turn your back on me, Scar!

Scar: Oh no, Mufasa. Perhaps you shouldn't turn your back on me. (Mufasa roars and lunges right infront of Scar and Shan-Yu)


Scar: Temper, temper. I wouldn't dream of challenging you.

Zazu: Pity. Why not?

Scar: Well, as far as brains go, I've 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. (He and Shan-Yu leave)

Zazu: (sighs, to Mufasa) There's one in every family, Sire. Two in mine, actually. (flies onto Mufasa's shoulder) And they always manage to ruin special occasions.

Mufasa: (sighs) What am I going to do with them?

Zazu: They'd make very handsome throw rugs.

Mufasa: Zazu!

Zazu: And just think: Whenever they get dirty, you can take them out and beat them! (Mufasa chuckles) You know, I think Scar was dropped on his head as a cub.

(We then cut to that night, when it is raining, thundering, and lightning. We then see Rafiki painting a picture of Simba in his tree. He picks up a gourd and makes a mark on the picture's head)

Rafiki: Simba. (Laughs)

(We then fade to many years later. Simba has grown into a healthy, playful young cub. Early one morning, he runs into the cave, running past the sleeping pride.)

Simba: Dad! Dad! Come on, Dad. We gotta go! Wake Up! (he runs up to Mufasa, accidentally hopping on a lioness, waking her up) Sorry, oop. Dad! Dad!

Sarabi (sleepily, to Mufasa) You're Son is awake. (Simba keeps trying to wake his dad)

Mufasa: Before sunrise, he's your son.

Simba: Dad! Come on, Dad. (Grabs Mufasa's ear and starts tugging at it) Come on, Dad! (he goes flying backwards and crashes) Whoa! (head butts Mufasa) You promised!

Mufasa: Okay, Okay. I'm up, I'm up.

Simba: Yeah! (Mufasa yawns. He, Sarabi, and Simba exit the cave, and he and Simba make their way to the top of Pride Rock as the sun rises)

Mufasa: Look, Simba. everything the light touches is our kingdom.

Simba: Wow.

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.

Simba: (surveying the horizon) And this will all be mine?

Mufasa: Everything.

Simba: Everything the light touches. What about that Shadowy place?

Mufasa: That's beyond our borders. You must never go there, Simba.

Simba: But, I thought a king could do whatever he wants

Mufasa: Oh, there's more to being king than getting your way all the time.

Simba: There's more?

Mufasa: (chuckles) Simba. (As they walk, Gazelles pronk by.) 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.

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 in and perches on a rock infront of Mufasa and Simba)

Zazu: Good morning, sire.

Mufasa: Good morning, Zazu.

Zazu: Checking in with the morning report.

Mufasa: Fire away.

Zazu: Well, the buzz from the bees says that the leopards are in a bit of a spot. (A grasshopper hops and a Simba tries to pounce on it, but misses. Mufasa notices this, but pretends to listen to Zazu.)

Mufasa: Oh really?

Zazu: The baboons are going ape. Of course, the giraffes are acting like...

Mufasa: (to Simba) What are you doing, son? (Simba tries again,but misses again)

Simba: Pouncing.

Mufasa: (whispers) Let an old pro show you how it's done.

Zazu: ...I told the elephants to forget it, but they can't.

Mufasa: Zazu, would you turn around?

Zazu: (turns around) Yes, sire. The cheetahs are harder...

Mufasa: (whispers to Simba) Stay low to the ground.

Zazu: ...Cheetahs never prosper.

Simba: (whispers) Yeah, stay low to the ground. I'm ready.

Zazu: What's going on?

Mufasa: A pouncing lesson.

Zazu: Oh, very good. Pouncing. (Realizes, and turns around) POUNCING!? Oh no, sire. You can't be serious (Mufasa motions for him to turn back around, and Zazu does so) Oh! This is so humiliating.

Mufasa: (whispers to Simba) Try not to make a sound.

Zazu: What are you telling him, Mufasa? Mufasa? Simba? (Simba pounces on Zazu, and Mufasa bursts out laughing.

Mufasa: That's very good. (continues laughing, a gopher pops up behind Zazu)

Gopher: Zazu!

Zazu: Yes?

Gopher: Sir! News from the underground.

Mufasa: Now, this time...

Zazu: Sire! Hyenas! In the Pride lands!

Mufasa: Zazu, take Simba home.

Simba: Oh, Dad, Can't I come?

Mufasa: No, son. (He runs off to take care of the hyenas)

Simba: 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. (They head for Pride Rock, we then cut to Shan-Yu and Scar scheming at the backside of Pride Rock)

Shan Yu: That cub is destined to be king. I suggest you simply get rid of him. Or, of course, you could get on his good side, and overtake him at the end. Your choice.

Scar: You've given me an idea, Shan-Yu. Mufasa has taken Simba on a tour of the kingdom this morning. I'm sure he told him about the Elephant Graveyard and how he shouldn't go there. Listen, all we have to do is trick Simba into going ther and then your hyena friends can dispose of him. (Hears Simba coming, gasps) Here he comes! Quick! Go get the hyenas ready. (Shan-Yu heads for the Northern border, just as Simba approaches Scar.)

Simba: Hey, Uncle Scar, guess what?

Scar: I despise guessing games.

Simba: I'm gonna be king of Pride Rock!

Scar: (Sarcastically) Oh goodie.

Simba: My dad just showed me the whole kingdom. And I'm gonna rule it all, Ha-Ha!

Scar: Yes. Well, forgive me for not leaping for joy. Bad back, you know. (He flops onto the ground, Simba jumps onto his mane)

Simba: Hey, Uncle Scar, when I'm king, what'll that make you?

Scar: A monkey's uncle.

Simba: (rolls off of Scar's mane, laughing) You're so Weird.

Scar: You have no idea. So, your father showed you the whole kingdom, did he?

Simba: Everything.

Scar: He didn't show you what's beyond that rise at the northern border?

Simba: (Disgruntled) Well, no. He said I can't go there.

Scar: And he's absolutely right. It's far to dangerous. Only the bravest lions go there.

Simba Well, I'm brave. What's out there?

Scar: I'm sorry, Simba. I just can't tell you.

Simba: Why not?

Scar: Simba, Simba, I'm only looking out for the well-being of my favorite nephew.

Simba: (scoffs) 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. (covers his mouth) Oops!

Simba: An Elephant What? Whoa!

Scar: Oh dear, I've said too much! Well, I suppose you'd have found out sooner or later. You being so clever and all. Just do me one favor. (Scar pulls a Simba close to him) Promise me you'll never visit that dreadful place.

Simba: No problem.

Scar: There's a good lad. (gently pushes Simba on his way) You run along now and have fun. And remember, It's our little secret. (As Simba walks away, Scar grins. Simba then goes to greet Mulan, who has just returned from a hunting lesson with her father, Fa Zhou.)

Simba: Hey, Mulan.

Mulan: Simba! You wouldn't believe what I just caught! (Jumps around excitedly) My first gazelle! Can you believe it? (She sprints around Simba a few times and stops.) Anyways, what brought you over?

Simba: I didn't bring any prey over, but I just heard about this great place!

Fa Zhou: And where is this "Really Cool Place", Your Highness?

Simba: Oh. Around the Waterhole.

Mulan: The Waterhole! Isn't that where all the prey flock too?

Fa Zhou: Yes, and strictly off limits because-

Mulan: I know, I know, it's a place of many jaws and feet that could crush me in the head.

Fa Zhou: Mulan! Don't talk like that. I'll take you when I'm ready.

Mulan: Alright. (She turns around to follow Fa Zhou, then turns back at Simba and mouths: "I'm ready today. Meet me later.")

Simba: Ok. See ya Around. (Simba heads back to Pride Rock to find his other best friend, Nala, another lion cub being bathed by her mother, Sarafina, while Sarabi is taking a nap)

Simba: Hey, Nala.

'Nala: Hey Simba! (She looks up at her mother) Can I go play now? Simba's here!

Simba: Yeah. Mulan is gonna be where we're going too.

Sarafina: Hmmm. What do you think, Sarabi?

Sarabi: Well...

Simba and Nala: (simultaneosly) Please?

Sarabi: It's alright with me. (Simba and Nala cheer) As long as Zazu goes with you.

Simba No! Not Zazu! (We then cut to Simba, Nala, Mulan, and Zazu making their way to the waterhole. Simba had already told Mulan that they weren't really going to the waterhole. Zazu flies overhead.)

Zazu: Step lively. The sooner we get to the waterhole, the sooner we can leave. ( Mulan turns her head to ask Simba something)

Mulan: Are we going to distract Zazu or what? I'm not sure if my parents would like this or not. Actually, it was my grandma who told me I could go if Zazu was with us.

Nala: We could get in trouble. Then again, how could we miss out?

Mulan: Either way seems criminal.

Nala: What do you think we should do Simba?

Simba: Well, we should just (whispers to them, Zazu sees them whispering and flies down)

Zazu: Oh, just look at you two! Little seeds of romance blossoming in the savannah! Your parents will be thrilled. What with you being betrothed and all.

Simba: Bewhat?

Zazu: You and Nala are betrothed! Intended! Affianced! (Simba, Nala, and Mulan stare at him with blank expressions. Zazu sighs) One day, you two are going to be married!

Simba: I'm gonna marry her?

Zazu: No. Me. Yes her, you chuckle-headed little Oik!

Simba: Forget it! I can't marry her. She's my friend!

Nala: Yeah, friends marrying friends? That's disgusting! (Mulan turns to Simba)

Mulan: Zazu's weird. He's disturbing me. (She looks at Zazu.) Don't talk like that. It's gross.

Zazu: Well, I'm sorry to burst your bubble, but you two turtle doves have no choice. It's a tradition going back generations.

Simba: Well, when I'm king, that'll be the first thing to go.

Zazu: Not so long as I'm around.

Simba: Well, in that case, you're fired.

Zazu: Nice try, but only the king can do that.

Simba: Well, I'm the future king, so you have to do what I tell you.

Zazu: Not yet I don't, you puny puff of premufescient fuzz. And with an attitude like that, I'm afraid you're shaping up to be a pretty pathetic king indeed.

Simba: Not the way I see it. (leaps toward Zazu and sings) I'm gonna be a mighty king so enemies bewhere!

Zazu: Well, I've never seen a king of beasts with quite so little hair.

Simba: (singing) I'm gonna be the mane event, like no king was before! I'm brushing up on looking down, I'm working on my ROAR! (On Roar, he blows Zazu back into a puddle of mud, Zazu dries himself with an elephant's ear)

Zazu: Thus far a rather uninspiring thing. (the elephant slaps him with his trunk, sending Zazu flying across a pond, and flamingoes take wing as Simba, Nala, and Mulan slide across the pond)

Simba: (singing) Oh, I just can't wait to be king!

Zazu: You've rather a long way to go, young master. If you think...

Simba: No one's saying do this!

Nala: No one saying be there.

Simba: No one's saying Stop that!

Simba, Nala, and Mulan: (simultaneously) No one's saying see here! (They jump onto 3 ostriches and ride away)

Simba: Free to run around all day!

Zazu: (flying after them) Well, that's definitely out.

Simba: Free to do it ll my way! (Zazu flies after him, Mulan, and Nala, dodging trees)

Zazu: (speaking) I've created a monster! I hate myself! I do! (Singing, flying in front of Simba, Mulan, and Nala, not looking where he is going) I think it's time that you and I arranged a heart-to-heart. (Crashes onto a rhino's rump)

Simba: Kings don't need advice from little hornbills for a start.

Zazu: (Falls off the rhino, flies onto a branch on a log flowing down a river) If this is where the monarchy is headed, count me out! Out of service, out of Africa, I wouldn't hang about! (Goes over the waterfall, but flies back up) This child is getting wildly out of wing! (A herd of zebras clear a path for Simba, Nala, and Mulan)

Simba: Oh I just can't wait to be king! (Once they go thru the path, the zebras turn their rumps to Zazu, while Simba, Nala, and Mulan run through a herd of elephants, with Zazu flying after them, and Simba and Mulan are then seen on the heads of two giraffes) Everybody look left! (A group of animals move to the left and trample Zazu) Everybody Look Right! (The animals trample Zazu again, only moving right. Simba and Mulan hop on Giraffe heads and slide down one's neck, and spotlight focuses on Simba) Everywhere you look, I'm standing in the spotlight!

Zazu: Not Yet! (He is grabbed by monkeys. Crocodiles open their mouths to reveal birds, and giraffes toss Simba, Nala, and Mulan in a beach-blanket style. Elephants, hippos, giraffes, anteaters, antelope, an ostrich form a tower with Simba, Nala, and Mulan on top)

All: 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!

Oh I just can't wait to be king!

Oh I just can't wait to be king!

Oh I Just can't wait... (The tower collapses, Zazu is at the bottom, supporting a rhino, and it sits on him) be king!

Zazu: (muffled) I beg your pardon, madam, but, GET OFF! Simba? Mulan? Nala?

Simba: (as they revel in their success) All right! It worked! We lost him! (Simba pounces on Nala, then Nala flips Simba onto his back. Simba leaps again, but upon impact, they bump Mulan, and the three of them tumble down a hill and land in a ravine. A geyser erupts in front of them. They realize that this is the Elephant Graveyard and they walk up to the skull) This is it! We made it! (They look over a tusk)

Simba, Nala, and Mulan: (Simultaneously) Whoa! (Mulan notices a hyena go by and nudges Simba)

Mulan: Did you see that?

Nala: See what?

Mulan: A hyena.

Nala: No. You're pulling our tails.

Mulan: I can do that.(She lashes out at Nala's tail.) Besides, I was talking to Simba.

Simba: Nope. But, come on, let's go check it out.

Zazu: Wrong again, my little royal pain!

Simba: Oh. (Grins nervously) Hi, Zazu.

Zazu: Don't "Hi Zazu" me. The only checking out you will do will be to check out of here!

Simba: Aw Man!

Zazu: We're way beyond the boundary of the Pride Lands. (Simba Laughs)

Simba Hey guys, look. Banana beak is scared.

Zazu: It's Mister Banana Beak to you, Fuzzy. And, right now, we are all in very real danger!

Simba: Danger? Ha! I walk on the wild side. I laugh in the face of danger. Hahahaha! (Eerie laughter is heard behind him. Simba jumps back, and we see four hyenas coming out of the skull's eye sockets. Simba, Nala, Zazu, and Mulan gasp)

Shenzi: Well, well, well, Chi-Fu what do we have here?

Chi-Fu: Why, I can't put my paw on it, Shenzi. What do you think, Banzai?

Banzai: Hmm. I don't know, Chi-Fu. Uh, what do you think, Ed? (Ed just giggles wildly) yeah, just what I was thinking. A quartet of trespassers!

Zazu: And quite by accident, let me assure you. A simple navigational error. (Shenzi pins Zazu by his tail feathers)

Shenzi: Whoa, whoa, whoa, whoa whoa. Wait, wait. I know you. You're Mufasa's little stooge!

Zazu: I, madam, am the king's majordomo!

Banzai: And that would make you...

Simba: The future king!

Chi-Fu: Why, it appears that we have the honor of a visit from royalty!

Shenzi: Do you know what we do to kings who step out of their kingdom?

Simba: (scoffs) you can't do anything to me.

Zazu: (nervously) Um, technically, they can. We are on their land.

Simba: But, Zazu, they sneak into our land all the time. Besides, you told me they were nothing but slobbering, mangy, stupid poachers.

Zazu: (thru clenched teeth) Ix-nae on the upid-stay.

Banzai: Who you calling Upid-stay? (Zazu and the cubs try to leave)

Zazu: Oh, my, my, my. Look at the sun. It's time to go!

Shenzi: What's the hurry? We'd love you to stick around for dinner!

Banzai: yeah, we could have whatever's lion around! (Guffaws)

Shenzi: Oh, wait, I got one! Make mine a cub sandwich! What'd 'ya think? (Laughs, but Ed gets her attention by acting frantically) what, Ed? What is it?

Banzai: Hey, did we order this dinner to go?

Shenzi: No. Why? (Notices Simba, Nala, Zazu, and Mulan escaping)

Banzai: Because THERE IT GOES!

Chi-Fu: After them! (During the chase, Chi-Fu grabs Zazu. The cubs stop in one area to catch their breath.)

Simba I think we lost them. (Notices Zazu is gone) Where's Zazu?

Nala: Zazu's missing?

Mulan: We have to go back to him. Come on! (She races at full speed in the other direction.)

Nala: Mulan! Wait! We don't know where he went! (She looks at Simba.) We better follow her. What do you think?

Simba: I'm with Mulan on this one. We have to go back for him (they follow Mulan back towards the hyenas. They see the hyenas near a small geyser, with Banzai holding Zazu by the wings)

Banzai: So, the little mangy domo bird hippety-hopped all the way to the birdie boiler. (Shoves Zazu into the geyser)

Zazu: Oh no, not the birdie boiLEEEEERRRRRRRRR! (Shoots out of the geyser like a rocket, the hyenas just laugh at this.)

Simba: Hey! (The hyenas stop laughing and turn their attention to him) Why don't you pick on somebody your own size?

Shenzi: Like you?

Simba: oops. (Shenzi lunges at the cubs, but she misses. The cubs run for their life, with the hyenas in hot pursuit. Simba sees Nala slipping down a pile of bones. Shenzi is about to bite her, when Simba swipes her with his paw. Simba, Nala, and Mulan run into a cave, and try to climb up a wall, but they slip and fall to the bottom, where the hyenas have them cornered.)

Banzai: Here, Kitty, Kitty, Kitty.

Chi-Fu: Well, this is grand. We can have the cheetah for an appetizer, and we can have the lion cubs as our entrée. (Simba tries to scare them off with a roar, but the roar sounds very kittenish)

Shenzi: (laughs) That was it? Do it again, come on. (Simba tries again, and a lion's roar is heard.)

Shenzi, Banzai, Chi-Fu, and Ed: (simultaneously) huh? (Mufasa appears and fights with the hyenas. Zazu appears with him. Mufasa then pins the hyenas down)

Banzai: Oh no, please! Ow! Uncle! Uncle!

Mufasa: SILENCE!

Banzai: Hey, come on, we're gonna shut up right now.

Shenzi: Calm down. We're really sorry.

Mufasa: If you ever come near my son again...

Shenzi:: Oh, this is...

Banzai: Oh, YOUR son! (Chuckles nervously)

Shenzi: Did you know that?

Banzai: No, me? I did not know. Did you?

Chi-Fu: No, of course not.

Shenzi, Banzai, and Chi-Fu: (simultaneously) Ed? (Ed stupidly nods. Mufasa roars)

Banzai: Toodles! (The hyenas run off. Zazu nods to Mufasa, who glares at him. Simba approaches his father.)

Simba: Dad, I...

Mufasa: You deliberately disobeyed me!

Simba: Dad, I'm sorry.

Mufasa: Let's go home! (All five of them leave, as the leave, Scar and Shan-Yu are watching from above. Once the five of them are in the Pride Lands, Mufasa stops)Zazu!

Zazu: (meekly) Yes, sire?

Mufasa: Take Nala and Mulan home. I've got to teach my son a lesson. (Zazu flies over to the cubs)

Zazu: Come, Nala. Come, Mulan. Simba, (sighs) good luck. (Zazu flies off, with Nala and Mulan following)

Mufasa: Simba! (Simba approaches his father and sits next to him) Simba, I'm very disappointed in you.

Simba: I know.

Mufasa: You could have been killed! You deliberately disobeyed me, and what's worse, you put Nala and Mulan in danger!

Simba: 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.

Simba: But, you're not scared of anything.

Mufasa: I was today.

Simba: You were?

Mufasa: Yes. I thought I might lose you.

Simba: Oh. I guess even kings get scared, huh? (Mufasa nods) But, you know what?

Mufasa: What?

Simba: I think those hyenas were even scareder. (Mufasa laughs)

Mufasa: That's because nobody messes with your dad! Come here, you! (Mufasa gives Simba a noogie)

Simba: Oh, no, no! (Wriggles free and pounces on Mufasa) Ha! Come here! (Father and son chase each other around in the grass, and Simba pounces on Mufasa again, and nibbles on his ear for a little bit, and then. rests on Mufasa's head) Dad?

Mufasa: Hmm?

Simba: We're pals, right?

Mufasa: (chuckles) right.

Simba: And we'll always be together, right?

Mufasa: 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.

Simba: Really?

Mufasa: Yes. So, whenever you feel alone, just remember that those kings will always be there to guide you. And so will I. (We then cut back to the Elephant Graveyard, where the hyenas are licking their wounds.)

Banzai: Oh, man, that lousy Mufasa. I won't be able to sit for a week. (Ed laughs at him) It's not funny, Ed. (Ed continues to laugh at him) Hey, shut up! (Ed continues to laugh, and Banzai lunges at him, and they fight.)

Chi-Fu: Ruffians.

Shenzi: Will you knock it off? (Banzai and Ed stop fighting, but Ed gnaws on his own leg)

Banzai Well, he started it.

Shenzi: Look at you guys. No wonder we're dangling at the bottom of the food chain.

Banzai: Yeah, I hate dangling.

Shenzi: Yeah. You know, if it weren't for those lions, we'd be running the joint.

Banzai: And man, I hate lions.

Shenzi: They're so pushy.

Banzai: and hairy.

Shenzi: and stinky.

Banzai: and man, are they...

Shenzi and Banzai: UGLY! (They laugh their heads off, though neither of them know that. Scar and Shan-Yu are right behind them)

Scar: Oh, Shan-Yu, they can't be serious, can they? I mean, surely we lions are not all that bad?

Banzai: Oh, Scar. it's just you and. Shan-Yu.

Shenzi: We were afraid it was somebody important.

Banzai: Yeah, you know, like Mufasa.

Shenzi: Yeah.

Scar: I see.

Banzai: Hey, did you bring us anything to eat? Scar, old buddy, old pal? Huh? Did ya? (Scar grimaces at Banzai)

Scar: I don't think you really deserve this. (Throws them a zebra's haunch, and they ravenously begin to eat) I practically gift-wrapped those cubs for you and you couldn't even dispose of them.

Shenzi: (her mouth full) Well, you know, it wasn't exactly like they were alone, Scar.

Banzai: (his mouth full) Yeah. What were we supposed to do? (Swallows) Kill Mufasa?

Scar: Precisely. (He and Shan-Yu leap down from their position and Scar starts to sing) 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. But, we're talking kings and successions. EVEN YOU CAN'T BE CAUGHT UNAWARES! So, prepare for the chance of a lifetime. Be prepared for sensational news! A shining new era is tiptoeing nearer.

Shenzi And where do we feature?

Scar: (Still singing) Just listen to teacher. I know it sounds sordid, but you'll be rewarded when at last I am given my dues. And injustice deliciously squared! Be prepared!

Banzai: Yeah, be prepared! We'll be prepared! For what?

Scar: For the death of the king!

Banzai: Why? Is he sick?

Scar: no, fool we're going to kill him. And Simba too.

Chi-Fu: Excellent Idea, Sir!

Shenzi: Yeah, who needs a king?

Shenzi, Chi-Fu, Banzai, and Ed: No king! No king! Lalalalalalala!

Scar: IDIOTS! There will be a king!

Banzai: Hey, but you said...


Shenzi: Yeah! Alright! Long live the king! (The rest of the clan joins her)

Hyenas: (goose-stepping, singing, and Shan-Yu) 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. 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!

All: So prepare for the coup of the century!

Scar: Be prepared for the murkiest scam! Meticulous planning, tenacity spanning, decades of denial, is simply why I'll be king undisputed, respected, saluted, and seen for the wonder I am! Yes, my teeth and ambitions are bared, Be prepared!

All: Yes, our teeth and ambitions are bared! Be prepared! (All laugh evilly. We then cut to the next day, Simba is laying underneath the shade of a Kigelia tree. He looks up and sees Mulan walking towards him, with a dejected look on her face. Simba is happy to see her.)

Simba: Hey, Mulan. (notices the look on her face) What's wrong? You look like something an elephant stomped on.

Mulan: I'm grounded now. Did you get in trouble, Simba?

Simba: Well, yes and no. However, my dad told me last night that... (Fa Zhou comes up.)

Fa Zhou: Mulan-

Mulan: Ah! How'd you get here Baba?

Fa Zhou: Fathers have their ways. Now, no speaking with Simba.

Mulan: But-

Fa Zhou: You should focus on making cheetah friends. Female friends.

Mulan: I have Na-

Fa Zhou: Cheetah. Come, Mulan.

Mulan: Bye Simba. (They turn to leave. As they leave, Simba hangs his head and returns to his spot.)

Simba: (to himself, once Fa Zhou is out of earshot. Scar and Shan-Yu hear him, and approach him from behind while Simba talks) What does Fa Zhou have against lions anyway? It's not my fault. There's nothing wrong with being a lion.

Scar: You're absolutely right, dear nephew. Being a lion is nothing to be ashamed of at all.

Simba: (turns around, startled) Oh! Uncle Scar! What's up?

Scar: Well, Shan-Yu and I were just passing by and heard your woes. Don't listen to that old fool. What does he know? Besides, we want to take you somewhere fun!

Simba: (his morale immediately skyrockets) Alright! (Follows the duo out into the Pride Lands. As they go further and further, Simba asks his uncle a question) Where are we going, Uncle Scar?

Scar: Patience, Simba. When we get there, your father has a marvelous surprise for you.

Simba: Ooh! What is it?

Scar: Well, if we told you, it wouldn't be a surprise, now would it?

Simba: If you tell me, I'll still act surprised.

Scar: Ho, Ho, Ho. You are such a naughty boy.

Simba: Come on, Uncle Scar.

Scar: No, no, no, no, no, no. This is just for you and your daddy. You know, a sort of father-son thing. (The three reach the foot of a gorge) Ah, here we are. Now, you stay right here, and we'll go get him.

Simba: I'll go with you! (Runs after them, but Scar stops him)

Scar: No! (chuckles) No. Just stay on this rock. You wouldn't want to end up in another mess like you did with the hyenas.

Simba: You know about that?

Scar: Simba, everybody knows about that.

Simba: Really?

Scar: Oh, yes. Lucky daddy was there to save you, eh? Oh, and just between us, you might want to work on that little roar of yours. Hmm?

Simba: Oh. Ok. (Scar and Shan-Yu walk away) Hey, Uncle Scar (Scar stops), will I like the surprise?

Scar: Simba, It's to die for. (Scar Joins Shan-Yu. Not far from where Simba is waiting, a herd of wildebeests graze. Not far from the herd, the hyenas wait. Banzai's stomach growls)

Chi-Fu: Silence!

Banzai: I can't help it. I'm so hungry, I gotta have a wildebeest!

Shenzi: Stay put.

Banzai: Well, can't I just pick off one of the little sick ones?

Shenzi: No! We wait for the signal from Scar and Shan-Yu. (Scar and Shan-Yu stand on a Rock) There they are. Let's go. (The hyenas charge towards the herd. Meanwhile, Simb is still waiting)

Simba: Little roar. Puh. (A chameleon walks past Simba. He tries twice to scare it with a roar, but is unsuccessful. He tries it a third time, and is successful. The echo could be heard throughout the gorge. The ground suddenly starts to shake. Simba looks up and sees the wildebeests stampeding into the gorge. Simba runs for his life. Meanwhile, Mufasa and Zazu are walking, when Zazu notices dust rising from the gorge)

Zazu: Oh, look, Sire. A herd is on the move.

Mufasa:Odd. (Scar and Shan-Yu approach from behind)

Scar: Mufasa, quick! Stampede! In the gorge! Simba's down there!

Mufasa: Simba? (In the gorge, Simba climbs up a tree and hangs on to the branch. Mufasa, Scar, Shan-Yu and Zazu are hurrying toward the gorge.)

Zazu: I'll fly ahead, Sire! (He flies into the gorge and spots Simba in the tree and flies toward him)

Simba: Zazu, help me!

Zazu: Your father's on the way, hold on!

Simba: Hurry! (Zazu flies back to Mufasa, who is now standing on a cliff)

Zazu: There! There! On that tree!

Mufasa: Hold on, Simba! (Simba's branch starts to snap, and Simba screams, Mufasa plunges into the gorge to save his son)

Zazu: Oh, Scar this is awful. What'll I do? What'll I do? Ah! I'll go back for help! Yes, that's what I'll do! I'll go back for... (Scar slaps Zazu into a wall and knocks him out. Mufasa is still fighting his way thru the wildebeests. A wildebeest crashes into Simba's branch and sends hi flying thru the air. Mufasa catches him in his jaws. Scar and Shan-Yu observe Mufasa from the cliffs. A wildebeest crashes into Mufasa, who drops Simba. Simba dodges a few more wildebeests until Mufasa grabs him again. Mufasa then sets Simba down on a ledge. Suddenly, Mufasa is knocked back into the stampede.)

Simba: Dad! (After a few seconds, Simba sees his father leap from the gorge onto a cliff. Mufasa tries to climb up. Simba climbs up a path thru his ledge to get. To the top. Mufasa stops near the top of the cliff and sees Scar and Shan-Yu looking down on him)

Mufasa: Scar! Brother, Help Me! (Scar slams his claws into Mufasa's claws, and Mufasa roars in pain)

Scar: Long live the king. (Scar lets go of Mufasa, who falls to his death. Simba only sees his father fall)

Simba: NO! (When the wildebeests are gone, Simba goes back down into the gorge, searching for his father) DAD! (A ruckus) Dad? (It's only a wildebeest, which runs away to keep up with the rest of the herd. Simba sees his father's lifeless body, and approaches it) Dad? Dad, come on. (Lifts Mufasa's head, nothing) You gotta get up. Dad, we gotta go home. (Tugs on his father's ear to pull him back home, but to no avail. Now Simba is starting to panic, he scans the sky's for Zazu) HELP! SOMEBODY! Anybody! Help. (Simba begins to cry. He wiggles under his father's arm, and continues to cry. Scar and Shan-Yu approach him from behind)

Scar: Simba, what have you done?

Simba: There were wildebeests and, he tried to save me. It was an accident. I didn't mean for it to happen. (He sobs even harder, and Scar embraces him, fainting consolation)

Scar: Oh, 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. Oh, what would your mother think?

Simba: (sniffs) What am I gonna do?

Scar: Run Away, Simba. Run. Run Away and never return. (Simba runs for the edge of the gorge. The hyenas approach Scar from behind. Scar now speaks to the hyenas) Kill him. ( The hyenas race after Simba, who reaches the end of the gorge, looks back and sees the hyenas. He climbs up the cliff, and Banzai swipes at him, but misses. Sima then reaches the edge of the plateau, looks back again and sees the hyenas chasing him. With no other choice, Simba jumps off the plateau, and into a thicket of thorns. While the hyenas are chasing him, Banzai notices the thorns and halts. The other three bump into him, which sends him flying into the thicket. He comes out with thorns on his backside. Shenzi and Ed laugh at him as he pulls the thorns out. Shenzi sees Simba escaping)

Shenzi: Hey, hey! There he goes, there he goes!

Banzai: (removes a thorn) So, go get him.

Shenzi: 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 into Ed's face. Ed yelps) Well, we gotta finish the job.

Chi-Fu: Yes. Scar will be most furious if he finds out we let Simba escape.

Shenzi: Well, he's as good as dead out there anyway. And if he comes back, we'll kill him.

Banzai: (yelling out to Simba) YEAH! You hear that? If you ever come back WE'LL KILL YA! (The hyenas snicker as they walk away. Fa Zhou hears word that he and his family have been summoned to Pride Rock, where the lionesses an Shan-Yu are with Scar to hear some dreadful news)

Fa Zhou: Mulan, get ready, we're going to Pride Rock.

Mulan: I thought you hated lions.

Fa Zhou: I never said that,Mulan. The lions are our guardians, our kings. Something terrible has happened and we need to report.

Mulan: Not a war is it? You can't go to war!

Fa Zhou: No.

Mulan: Well what is it?

Fa Zhou: Let the leaders tell you. (Mulan nods and they meet up with the lionesses, along with Fa Li and Grandma Fa. She sees Nala.)

Mulan: Nala, what's going- (She sees Nala looking sad, and then is interrupted. Scar approaches the lionesses, Shan-Yu, and the cheetahs.)

Scar: Mufasa died a hero today. He died trying to save his son, my cherished nephew, Simba. But alas, both are dead. Mufasa's death was a terrible tragedy, but to lose Simba, who had barely begun to live. (Mulan, absolutely crushed by the news that one of her friends is dead, begins to cry. Fa Zhou comforts his daughter. Fa Li and Grandmother Fa, as well as the lionesses, hang their heads in sorrow. Sarabi also cries, with Zazu comforting her. Nala sheds a tear near her mother) For me, it is a deep, personal loss. So, it is with a heavy heart that I assume the throne. But, we must never forget the great Mufasa or his beloved son. Or the brave deed that was done this day. Yet, out of the ashes of this tragedy, we shall rise (the entire hyena clan assembles near the pride and the cheetahs. Their grief turns to shock) to greet the dawning of a new era, in which leopard, cheetah, lion, and hyena come together, in a great and glorious future! (Rafiki, who was watching from a distance, shakes his head. He heads back to his tree, where he smears the drawing of the lion cub he made. We then cut to Simba, who has fallen unconscious in the desert. Vultures swoop down to feast on the young cub. Five animals, a wise-cracking meerkat named Timon, a big-hearted warthog named Pumbaa, a tough rhino named Yao, an energetic crocodile named Ling, and an elephant named Chien-Po, charge in and scare off the vultures)

Timon: Get out! Get out! Get outta here! Whoo!

Pumbaa: I love it! Bowling for buzzards!

Yao: Whoo! What a workout!

Timon: (snickers) Gets 'em everytime.

Pumbaa: (notices Simba) Uh-oh. Hey, fellas, you better come look. I think it's still alive.

Timon: Eww. All righty, what have we got here? (Examines the cub, and then picks up his paw) Geez! It's a lion! (Runs onto Pumbaa's back) Run, guys, 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!? We're talking about a lion. Lions eat guys like us.

Pumbaa: But, he's so little.

Timon: He's gonna get bigger.

Chien-Po: Maybe he'll be on our side.

Timon: Ha! That's the stupidest thing I've ever heard. Maybe he'll be... (Realizes) Hey, I've 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 keeping him? (Lifts Simba with his tusks)

Timon: Pft. Of course. Who's the brains of the outfit?

Pumbaa: Ummmm...

Timon: My point, exactly. Geez, I'm fried. Come on, guys. Let's get outta here and find some shade. (The gang of five move to their jungle home. Chien-Po gently sprays Simba with some water from his trunk. Simba wakes up) You Ok, kid?

Simba: I guess so.

Ling You nearly died.

Timon: I saved you. (Pumbaa snorts) Well, these guys helped. A little.

Simba: (starts to leave) Thanks for your help.

Timon: Hey, where you going?

Simba: Nowhere.

Timon: Gee. He looks blue.

Pumbaa: I'd say brownish-gold.

Yao: No, no, no. He means he's depressed.

Pumbaa: Oh. (All five follow Simba) Kid, what's eating ya?

Timon: Nothing, he's at the top of the food chain! (Guffaws) The food chain! (Sees no reaction from Pumbaa, Yao, Ling, Chien-Po, or Simba, and stops) So, where ya from?

Simba: Who cares? I can't go back.

Timon: Ah! You're an outcast! That's great! So are we!

Pumbaa: What did ya do, kid?

Simba: Something terrible. But, I don't want to talk about it.

Timon: Good. We don't wanna hear about it. (Chien Po slaps him with his trunk) Ow! Hey!

Chien-Po: Come on, Timon. (to Simba) Is there anything we can do?

Simba: Not unless you can change the past.

Pumbaa: You know, Kid, in times like this, my buddy, Timon here says "You gotta put your behind in your past".

Timon: No, no, no! Amateur. Lay down before you hurt yourself. It's you gotta put your past behind you. Look kid, bad things happen and you can't do anything about it, right?

Simba: Right.

Timon: Wrong! When the world turns its back on you, you turn your back on the world.

Simba: Well, that's not what I was taught.

Timon: Then, maybe you need a new lesson. Repeat after me. (Clears his throat) Hakuna Matata.

Simba: What?

Pumbaa: Hakuna Matata. It means no worries.

Timon: Hakuna Matata. What a wonderful phrase

Pumbaa: Hakuna Matata. (Singing) Ain't no passin' craze!

Ling: (sing in, as he and his friends lead Simba back to the jungle) It means no worries, for the rest of your days.

Timon, Pumbaa, Yao, Ling, and Chien-Po: It's our problem-free philosophy,

Timon: (singing) Hakuna Matata.

Simba: Hakuna Matata?

Pumbaa: Yeah, it's our motto.

Simba: What's a motto?

Timon: Nothing. What's a motto with you? (All of them laugh)

Pumbaa: You know, kid, those two words will solve all your problems.

Ling: Yeah, that's right. Take Pumbaa for example. Why, (singing) When he was a young warthog,

Pumbaa: (singing) When I was a young warthog!

Timon: Very nice.

Pumbaa: Thanks. (We see a flashback of Pumbaa walking through the savanna. Monkeys fall from the trees because of his stench. When Pumbaa reaches the waterhole, he farts. The nearby animals smell this and run away.)

Timon: (singing) He found his aroma lacked a certain appeal,

Yao: He could clear the savannah after every meal!

Pumbaa: I'm a sensitive soul, (singing) though I seem thick-skinned. And it hurt, that my friends never stood downwind! (We cut back to the present day) And oh, the shame!

Ling: He was ashamed!

Pumbaa: Thought of changing my name!

Chien-Po: Oh, what's in a name?

Pumbaa: (singing) And I got downhearted!

Yao: How did you feel?

Pumbaa: Every time that I-(Timon cuts him off by covering his mouth)

Timon: Hey, Pumbaa! Not in front of the kids!

Pumbaa: Oh. Sorry.

Timon, Pumbaa, Yao, Ling, and Chien-Po: (singing) Hakuna Matata!

What a wonderful phrase!

Hakuna Matata!

Ain't no passin' craze!

Simba: (singing) It means no worries, for the rest of your days!

Timon: Yeah, Sing it, Kid!

All: It's our problem-free philosophy, Hakuna Matata! (The gang take Simba to a clearing that shows a view of the jungle)

Timon: Welcome to our humble home!

Simba: You live here?

Timon: We live wherever we want.

Pumbaa: Yup, home is where your rump rests!

Simba: It's beautiful! (They trek through the jungle, and Pumbaa belches)

Pumbaa: I'm starved.

Simba: I'm so hungry I could eat a whole zebra!

Timon: Uh, we're fresh out of Zebra.

Simba: Any antelope?

Timon: Nuh-uh.

Simba: Hippo?

Timon: Nope.

Simba: Wildebeest? (Timon makes a buzzer sound) Buffalo?

Timon: 'Fraid not. Listen, kid, of you live with us, you have to eat like us. (sees a log) Hey, this looks like a good spot to rustle up some grub! (Pumbaa lifts the log with his tusks)

Simba: Eww. What's that?

Timon: A grub. What's it look like? (Eats it)

Simba: Ew. Gross.

Timon: Mmm. Tastes like chicken. (Pumbaa slurps up a worm)

Pumbaa: Slimy yet satisfying!

Yao: (rams into a mango tree, causing the fruit to fall) Also, you can have (eats a mango) fresh fruit.

Chien-Po: (eats one too) Mother nature's way of preventing scurvy.

Timon: These are rare delacies. (Eats a beetle) Pecans with a very pleasant crunch.

Pumbaa: (his mouth full of bugs) You'll learn to love 'em!

Timon: (assembling a plateful of bugs on a leaf) I'm telling you, kid, this is the great life. No rules, no responsibilities, and best of all, no worries. Well, Kid? (Simba picks up a grub)

Simba: Oh well, Hakuna Matata. (Slurps it into his mouth. He decides he likes it.) Slimy, yet satisfying.

Timon: That's it. (Simba stays in the jungle for a long time with his five new friends, and grows into a very big lion)

Timon, Pumbaa, Yao, Ling, and Chien-Po: Hakuna Matata! Hakuna Matata! Hakuna Matata! Hakuna Matata! Hakuna-

Simba: (all grown-up) It means no worries, for the rest of your days!

All: It's our problem-free philosophy! Hakuna Matata (repeat until fade. We then cut back to the Pride Lands, which has become ruined by Scar's tyrannical reign. Hyenas are everywhere. The land has become parched and dry. The river and all waterhole have dried up. Scar is in his cave, picking his teeth with a bone. He is with his two advisors. Zazu is in a rib age and has been reduced to just entertaining Scar. Shan-Yu is gnawing on a bone)

Scar: Shan-Yu, why am I not loved as a ruler? (Tosses his toothpick aside)

Shan-Yu: Other animals prefer things like- liveliness. It makes me shutter. If you asked me, the Pridelands look better than ever. I think it's time we conquered more land.

Scar: Ah! An empire! That could make me the greatest king ever! But still, there's something missing. What is it?

Zazu: YOUR GRASP ON REALITY!!! Do something before the Pridelands go completely down the dumper! Now, if Mufasa were alive... (Scar lunges at Zazu's cage)

Scar: ZAZU! You know the law! Never, ever, mention THAT name in my presence. I AM THE KING!!!

Zazu: Yes, sire, you are the king.

Scar: Mufasa, Mufasa, I'm sick to death of him. What did he have that I don't have?

Zazu: Nothing. You lack nothing at all. Except a few minor things. Adoring subjects, respect of your species,a loving family, a devoted queen, shall I go on, Sire?

Scar: A queen! Yes, that's what I need! I need a queen! She would rule by my side! We'll have cubs! Little Scars running all over the place! My heirs! My Lineage! I WILL BE IMMORTAL! (Nala, who is also fully grown, comes into the cave to inform Scar of what is going on) Ah, Nala! Your timing couldn't be more perfect! Do come in! (To Shan-Yu) Oh, Shan-Yu, see to it that we're not disturbed. (To Nala) Oh, come a little closer. I won't bite.

Nala: Look Scar, I have important business to bring. If you haven't noticed, the land is highly infertile. All our food sources are dying. How did you get it this way? (Scar isn't paying attention to the news. He's more concerned about how he looks)

Scar: The world is full of problems, even for a king. (singing) It's tough at the top, I deserve a companion, a mate who will start. And there's a spot I'm trying to reserve, and you, my sweet thing, fit the part. A king alone is a sad situation indeed, but a king without heirs? Now that's a tragedy.

Zazu: You can't be serious.

Scar: I've never been more serious. (Sees Nala trying to exit the cave, and lunges in front of her and backs her into a corner.) Be prepared for a stunning proposal! That power and beauty shall bond! Which cannot, but fail to, ensure ties of hail to the chief and his consort, a syniqois Monsel! Of ruling ascendants, our line of descendants, will flow through the pride and beyond! I... (Nala slashes him across the face) Ah! Ohohohoho, Nala, Nala, Nala. tsk, tsk, tsk. You know, you really have no choice. One way or another, I always get what I want. (Nala exits the cave. Later that night, while everyone else sleeps, Nala, who can't sleep, comes up with a plan to leave the Pride Lands and find help. She goes and finds Mulan, now a fully grown cheetah, who is sleeping with her family, to tell her about the plan. Nala nudges Mulan with her paw)

Mulan: Ai ya!

Nala: Shh! You'll wake your family.

Mulan: Are you telling me you have a secret? (Nala shakes her head)

Nala: More like a rebellion, but your parents won't like that. Come out here. (They leave the den, sneaking past the thousands of sleeping hyenas. Mulan steps on Banzai's tail by mistake. Just as he yelps in pain and wakes Ed, Nala and Mulan quickly duck behind a rock. Ed laughs at Banzai.)

Banzai: It's not funny, Ed. (Ed laughs hysterically, and Banzai lunges at him and they scuffle. Shenzi wakes up and hears this, and sees them fighting, and pins them both by their heads.)

Shenzi: Will you knock it off? I'm trying to sleep here.

Banzai: Well, he started it.

Shenzi: Well, I don't care who started it. I just finished it. Now, both of you, go back to sleep. (They do so, and Nala and Mulan come out of their hiding places and head away from Pride Rock.)

Nala: We need to leave the territory. Search for new lands. Find new food, and a new leader.

Mulan: What if we (yawns) just plant new vegetation?

Nala: That's an idea, but that takes too long, and we have to get the vegetation from somewhere else anyways. It's barren here.

Mulan: Alright. Let's go. (She starts walking.)

Nala: Where are you going?

Mulan: To where the river used to be. If we go up the dry streams, maybe we'll find the original source. An oasis!

Nala: OK. Just- keep it down. (They leave. We then cut back to the jungle, where the friends just had dinner. Chien-Po and Yao just had all the papayas you could eat, while Simba, Timon, Pumbaa, and Ling gorged themselves on a mound of termites, and the friends are now gazing at the stars. Simba lets out a big belch.)

Timon: Whoa, Nice one, Simba.

Simba: Thanks. Man, I'm stuffed.

Yao: Yeah. Same here. I couldn't eat another bite.

Pumbaa: Me too. I ate like a pig.

Ling: Pumbaa, You are a pig.

Pumbaa: Oh. Right. (All 6 of them sigh.) 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: 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.

Ling: Pumbaa, with you around, everything's gas. Believe me, I know.

Pumbaa: Simba, what do you think?

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? (All 5 burst out laughing. Simba kind of chuckles with them) Who told you something like that? What mook made that up?

Simba: Yeah. Pretty dumb, huh? (Simba, now depressed, walks away. This causes his friends to stop laughing.)

Timon: Was it something I said? (Simba looks up at the sky and flops down causing leaves to fly up in the air and become carried away by the wind. We then cut back to Pride Rock, where the hyenas come into Scar's cave with news.)

Banzai: Hey, boss!

Scar: Oh, what is it this time?

Chi-Fu: We bring news for you, your majesty.

Shenzi: I'll handle this. Scar, a rogue lion has been spotted in the Pride Lands. (Scar is outraged by this news)

Scar: Find this lion and kill him!

'Chi-Fu: (grins sinisterly) Yes, your majesty. (The rogue, named Shang, is wandering through the barren land when the hyena quartet surround him)

Banzai: Going somewhere? (The hyenas attack Shang, who easily beats them. The bruised and beaten hyenas flee back to Pride Rock)

Chi-Fu: Insubordinate ruffian. (as Shang continues on his escape, he runs into a young lioness and a cheetah. these are Nala and Mulan. Mulan stops in her tracks.)

Mulan: Nala! Is he one of Scar's?

Nala: I've never seen him in the pride before. (She steps in front. Mulan follows.)

Nala: Tell me, who are you?

Shang: A lion. (Nala growls.)

Nala: No time for being smart.

Shang: It's always time to be smart. How can I trust you anymore than you can trust me.

Mulan: Especially after he just got atacked. (Shang whirls arpound and stares at her shocked.) Your leg is bloody. Fresh blood. And those look like hyena bites if I'm not mistaken.

Shang: Very...observant.

Nala: The hyenas attaked you?

Shang: Yes, but- I defended myself. I won, but- I'm on the run.

Mulan: If Scar's minions are against him, he's on our side.

Nala: True. Come with us. Tell us about yourself on the way.

Shang: Fine, but one attack and you'll be as sorry as those hyenas. (Nala rolls her eyes and they leave. The leaves blow by the three cats, to a large baobab tree. A baboon's hand reaches out and grabs them. It's Rafiki. He sniffs the leaves, and then heads back into his tree. He puts the leaves in his magic turtle shell, shakes them, and eats part of a gourd. He then stares into the shell.)

Rafiki: Simba? He's Alive? He's alive? (He grabs his walking stick, and walks over to his painting of the lion cub, laughing hysterically. He dips his fingers in the liquid of the gourd, and smears it across the painting. It is now a lion with a mane) It is time! (We then cut back to the jungle, where Timon, Ling, and Pumbaa hunting for grubs, humming. Pumbaa spots a beetle and follows it away from Timon and Ling)

Timon: Hunting bugs isn't as easy as it sounds, huh, Pumbaa? (Notices Pumbaa is gone) Pumbaa? Pumbaa? (Pumbaa follows the beetle to some tall grass at the edge of the jungle. He hears a twig snap)

Pumbaa: Timon? (All of a sudden, a lioness, a lion, and a cheetah lung out of the tall grass at Pumbaa. He promptly runs, with the three cats in hot pursuit Timon hears the screaming)

Timon: Pumbaa? (He and Ling run toward the screaming) Pumbaa? Pumbaa! (Pumbaa bursts through the bushes, and gets stuck under a tree root, right here is where Timon and Ling meet him) Pumbaa, hey, What's going on?

Pumbaa: THEY'RE GONNA EAT ME!!! (Timon looks up to see. The cats are running up to where Pumbaa is Timon tries desperately to free his friend)

Timon: Why do I always have to save your-AAAAAAAH! (The lioness lunges for Pumbaa, and Simba seemingly lunges out of nowhere at the lioness and the cheetah and fights with them. The lion lunges for Simba, but Chien-Po pins him down by the tail with his foot. Timon pats Pumbaa) Don't worry, buddy. I'm here for ya. Everything's gonna be OK. (Timon starts coaching Simba) Get her! Bite her head, Go for the jugular! The jugular! (Back to Pumbaa) See? I told ya he'd come in handy. (Simba lunges at the lioness, who then flips Simba onto his back and pins him. Simba recognizes this maneuver. He stares at the lioness, who is on top of him, snarling at him)

Simba: Nala? (The lioness, who is indeed Nala, is shocked and gets off of Simba and just stares at him. Simba stares at the cheetah, who is closing in for the kill) Mulan? (The cheetah, who is indeed Mulan, stops and joins Nala in staring at Simba) Is it really you guys?

Nala: Simba? (Simba nods. He, Nala and Mulan skyrocket)

Mulan: You're alive! (Shang manages to free his tail from underneath Chien-Po 's foot)

Shang: You know this lion? Does this mean we have peace?

Nala: Yes! It's- is it really you Simba! How'd did you survive the stampede?

Mulan: And where are we?

Simba: You're in my new home, the jungle!


Simba: Timon, this is Nala and this is Mulan. They're my best friends.

Timon: Friends? FRIENDS!? Some kinds of friends! They tried to eat Pumbaa! (Pumbaa frees himself from under the root)

Simba: Well, they didn't know who you were. Hey, guys, come over here! Nala, this is Pumbaa. Pumbaa, Nala.

Pumbaa: pleased to make your acquaintance!

Ling: You know, I think we got off on the wrong paw, so, let's start over. hi, I'm Ling.

Chien-Po: And I'm Chien-Po.

Yao: And I am Yao!

Timon: How do you do? Whoa, whoa, whoa! Time out! Let me get this straight: You know them, they know you. But, they want to eat him. And everybody's OK with this? DID I MISS SOMETHING!?

Simba: Relax, Timon. (to. Nala) How did you end up out here? And, what made you think I didn't survive the stampede?

Nala: Well, Scar proclaimed you dead.

Mulan: Wait a minute, if Scar said it, why did we believe him?

Nala: You wouldn't think someone could survive such a thing. And then you never turned up Simba.

Mulan: Yeah. We actually came here on by accident though. (Realizes) Wait, if you're alive, then that means, you're the king!

Timon: King? Pfft. Ladies, have you got your lions crossed.

Pumbaa: The king? Your Majesty! I gravel at your feet! (Starts kissing Simba's paw. Simba pulls it away)

Simba: Stop it!

Ling: It's not gravel, it's grovel!

Timon: And, don't! He's not the king! (To Simba) Are you?

Simba: No! 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?

Simba: Look, I'm still the same guy.

Yao: But, with power!

Simba: Hey, could you guys excuse me and Nala for a few minutes?

Timon: It starts. You think you know a guy. (He, Pumbaa, Yao, Ling, Chien-Po, Shang, and Mulan leave)

Simba: I've really missed you, Nala. (They nuzzle, and Simba decides to show her around, and, as the song plays, we see a montage of Simba and Nala interacting Romantically)

Male Singer: There's a calm surrender,

To the rush of day,

When the heat of a 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?

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?

How it's layed 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 kaliadescope

Moves us all in turn.

Their'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?

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?

How it's layed 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. (After giving Nala at our of the jungle, he stops near a waterfall)

Simba: Isn't this a great place?

Nala: It is beautiful. But,I don't understand something. If you've been alive all this time, why didn't you come back to Pride Rock?

Simba: Well, I just needed to get out on my own. Live my own life. and I did. And it's great!

Nala: We've really needed you at home.

Simba: No one needs me.

Nala: Yes we do. You're the king.

Simba: Nala, we've been through this. I'm not the king; Scar is.

Nala: Simba, he let the hyenas take over the Pridelands.

Simba: What?

Nala: Everything's destroyed. There's no food, no water, Simba, if you don't do something soon, everyone will starve.

Simba: (starts to walk away) I can't go back.

Nala: Why?

Simba: You wouldn't understand.

Nala: What wouldn't I understand?

Simba: No, no, no. It doesn't matter. Hakuna Matata.

Nala: What?

Simba: Hakuna Matata. It's something I learned out here. Look, sometimes bad things happen...

Nala: Simba!

Simba: And there's nothing you can do about it. So, why worry? (Starts to walk away again)

Nala: (following him) Because it's your responsibility! Doesn't the pride mean anything to you?

Simba: (stops) Well, what about you? You and Mulan left!

Nala: We left to find help! And we found you! Don't you understand? You're our only hope.

Simba: Sorry.

Nala: What's happened to you? You're not the Simba I remember.

Simba: You're right. I'm not. Now are you satisfied?

Nala: No. Just dissapointed.

Simba: You know what? You're starting to sound like my father.

Nala: Good. At least one of us does.


Nala: I would if you would just tell me.

Simba: (storms off) Forget it!

Nala: Fine! (Turns her head away in anger and frustration. We then cut to Simba in the grasslands, who is pacing)

Simba: (to himself) 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 at the stars) YOU SAID YOU WOULD ALWAYS BE THERE FOR ME! But you're not, it's because of me. It's my fault. It's my fault. (Hangs his head and begins to weep. Mulan approaches Simba to try to tell him about the army that she, Nala, and Shang are building)

Mulan: Hey! Simba! Simba! In order to defeat Scar, me, Nala and Shang decided we should- (the sky thunders) whoa! Ghost! (Mulan ducks under the savana grass quickly, nervously looks up and then comes out curiously from hiding. She is absolutely amazed) Do you see that?

Simba: What?

Mufasa: (off-screen) Simba. (Simba looks up)

Simba: Father? (Mufasa's image appears in the sky in front of Simba)

Mufasa: Simba, you have forgotten me.

Simba: No! How could I?

Mufasa: You have forgotten who you are, and so forgotten me. Look inside yourself, Simba. You are more than what you have become. You must take your place in the circle of life.

Simba: How can I go back? I'm not who I used to be.

Mufasa: Remember who you are. You are my son, and the one true king. Remember who you are. (The vision begins to fade. Simba runs after it)

Simba: No! Please! Don't Leave Me!

Mufasa: Remember.

Simba: Father!

Mufasa: Remember.

Simba: Don't leave me. (He stops, and the vision has completely faded) So, What were you saying, Mulan?

Mulan: Well, I was- huh, I forgot I- (She thinks a bit.) Oh yeah, I think it was about the army me, Nala, and Shang wanted to build. You know, Shang can fight really well. He has this weird technique like I don't know, and I think if we learned it, we can get all powerful and overthrow Scar! What do you think? Try? You ate bugs with your friends, I'm sure you could help us.

Simba: Well, Count me in.

Rafiki: (appearing seemingly from nowhere) Me too!

Simba: Who are you?

Rafiki: I am Rafiki. Your father and I are friends. I heard your friend here talking about some sort of army, and I decided to pitch in myself.

Simba: Alright, then. (Over the next few days, Simba and his friends train with Shang for the big battle. Simba and Nala also make amends for their argument. After their last day of training, the army of ten return to the Pride Lands. Simba is absolutely horrified of what has become of the land)

Timon: Ugh. we're gonna fight your uncle for this?

Simba: Yes, Timon. This is my home.

Timon: Hmm. Talk about your fixer-upper. Well, Simba, if it's important to you, we're with you to the end. (Simba smiles as he and his friends head on to Pride Rock. They hide in a spot behind some sleeping hyenas) Hyenas. I hate hyenas. So, what's your plan for getting past those guys?

Simba: Live bait.

Timon: Good idea.(realizes) Hey!

Simba: Come on, Timon. You and Pumbaa have to create a diversion.

Timon: What do you want me to do? Dress in drag and do the Charleston? (He and Pumbaa do exactly that, and while the hyenas are pursuing them, Simba and the others sneak by)

Simba: Nala, go with Mulan to find my mother and rally the lionesses. Rafiki, you, Shang, Yao, Ling, and Chien-Po will wait in the shadows as back-up. I'll look for Scar. (They split up to their positions. Scar comes from outside the den.)

Scar: SARABI!!! FA ZHOU!!! (Simba gasps, but stays in his hiding spot, as Sarabi and FaZhou approach Scar past a group of snarling hyenas)

Sarabi: Yes, Scar?

Scar: Where are your hunting parties? They're not doing their jobs.

Fa Zhou: 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 are sentencing us to death!

Scar: Then so be it! I am the king, and I make the rules.

Fa Zhou: If you were half the king Mufasa was, you never would have-

Scar: (slaps Fa Zhou on his bad leg, knocking him over) I'M TEN TIMES THE KING MUFASA WAS!!! (A flash of lightning reveals the edge of Pride Rock. And there stands Simba, roaring. As Simba runs down from his spot, Scar, overcome with fear, backs away) Mufasa? No! It can't be! You're dead! Are you beast or demon? Were you sent to torment me? Forgive me, Brother! Have mercy on me!

Sarabi: (approaches the younger lion, recognizing him as her son) Simba! You're alive? How can that be?

Simba: (nuzzles Sarabi) It doesn't matter, mother. I'm home.

Scar: (catching on) Simba? (Feigning relief) Simba! I'm a little surprised to see you. (Gaps, and then glares at the hyena quartet) Alive? (Shenzi, Banzai, Chi-Fu, and Ed gulp and walk away nervously)

Simba: Give me one good reason why I shouldn't rip you apart. (backs Scar into a corner)

Scar: Oh, Simba, you must understand. The pressures of ruling a kingdom-

Simba: Are no longer yours. Step down, Scar.

Scar: (chuckles nervously) Well, I would, naturally, however, there is one little problem. You see them? (he points to the hyena clan) And him? (points to Shan-Yu, who is snarling and has his claws unsheathed, and prepared for battle) They think I'm king. (Nala and Mulan, joined by the lionesses, as well as Fa Li and. Grandmother Fa, approach from behind Simba. Instantly, Shan yu takes notices of the lionesses and charges. As he comes down to crash on Grandma Fa, Mulan jumps in front and takes him down. they fight a bit but Shan yu is too strong. Nala comes in and holds him down, as Mulan runs up the cliff. She meets up with Shang and they release some boulders. Nala and the team escape to safety, but are closer to Scar.)

Mulan: Surround him!

Shang: Circle up!

Nala: We have you covered Simba! Take back your kingdom!

Simba: The choice is yours, Scar. EIther step down or fight.

Scar: Oh, must it all end in violence? I'd hate to be responsible for the death of a family member. Wouldn't you agree, Simba?

Simba: That's not gonna work, Scar. I've put it behind me.

Scar: Yes, but, what about your faithful subjects? Have they put it behind them?

Sarabi: Simba, what is he talking about?

Scar: Ah, 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!

Simba: (hesitant at first) I am. (Everyone is shocked. Mulan gasps in horror. Sarabi approaches her son)

Sarabi: It's not true! Tell me it's not true!

Simba: It's true.

Scar: You see? He admits it! MURDERER!

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?

Simba: No.

Scar: Then, you're guilty!

Simba: No, I'm not a murderer!

Scar: (with the hyenas backing him up, he backs Simba towards the edge of Pride Rock) Oh, Simba, you're in trouble again. But, this time, daddy isn't here to save you. And now, everyone knows WHY! (Simba loses his footing, but clings to the promontory of Pride Rock. Lightning strikes again, setting fire to the dry brush of the PrideLands) Now, this looks familiar. Hmmm. Where have I seen this beforehand? Let me think. Oh, yes! I remember! This is just the way your father looked before he died. (Slams his claws into Simba's claws into Simba's paws, the same way he did with Mufasa) And here's my little secret: (whispers) I killed Mufasa. (Now realizing the truth, Simba leaps on Scar and pins him down)

Simba: MURDERER!!!

Scar: No, Simba! Please!

Simba: Tell them the truth!

Scar: Truth? but, the truth is in the eye of the behold- (Simba presses his paw against Scar's throat) All right! All right! (softly) I did it.

Simba: So they can hear you.

Scar: I KILLED MUFASA!!! (the hyenas lunge towards Simba, allowing Scar to escape. The lionesses, led by Nala and Sarabi, lunge toward the hyenas, and begin to fight them. Timon and Pumbaa also fight the hyenas, using some moves that they use when bowling for buzzards. Simba even fights a few. Rafiki uses some martial arts. Zazu, now free from his prison, throws stones at the hyenas and pecks some on the head. Yao and Chien-Po charge at some. Ling snaps at a few hyenas and whacks some with his tail. Through the smoke and flames of the brushfire, Simba spots Scar trying to escape, and he runs after the evil lion. Scar runs until he reaches the edge of the top of Pride Rock. Simba lunges in and approaches his uncle, snarling)

Simba: Murderer.

Scar: Simba, Simba, please. Please have mercy. I beg you.

Simba: You don't deserve to live.

Scar: But, Simba, I a family. It's the hyenas who are the real enemy. It was their fault. It was their idea. (Unknown to Scar or Simba, Shenzi, Banzai, Chi-Fu, and Ed have followed him, and are hearing everything. The hyenas then back away, growling.)

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, would you?

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. And how can I prove myself to you? Tell me, anything.

Simba: Run. Run away, Scar. And never return.

Scar: Yes. (starts to slink off) Of course. As you wish, YOUR MAJESTY! (flings some embers into Simba's eyes. Scar lunges at. Simba and they fight. At first, Scar seems to have the upper paw and smacks Simba and knocks him down. Scar lunges at. Simba, poised to kill him. Remembering what Shang had taught him, Simba uses the technique and flips Scar over the edge. When. Scar lands, he sees the hyena quartet) Ah, my friends!

Shenzi: Friends? I thought he said we were the enemy.

Banzai: Yeah. That's what I heard.

Shenzi, Banzai, and Chi-Fu: Ed? (Ed laughs sinisterly and licks his chops as the rest of the clan surround Scar)

Scar: (pleading) No! No, let-let me explain. No, you don't understand. No, I didn't mean- No, No! I'm sorry I said that! Oh no! (The hyenas swarm Scar and kill him. Rain falls down and douses out the fire. Everyone fighting on Simba's side reunites at the bottom of Pride Rock. Simba joins them, and nuzzles both Sarabi and Nala. He hears a rattle, and sees that it is Rafiki, pointing with his stick to the promontory of Pride Rock. Simba approaches Rafiki and hugs him)

Rafiki: It is time. (Rafiki bows with respect to Simba, who then ascends to the promontory, while everyone else looks on with awe and wonder. When Simba reaches the promontory, he is hesitant at first.)

Mufasa: (from the heavens) Remember. (Simba then throws his head back and roars over his kingdom. The lionesses, as well as Shang, roar back in response, acknowledging Simba as their new king. Chien-Po trumpets. In time, the Pridelands flourish again. The river and it's waterholes are once again filled with water. The trees once again have their leaves. The grass grows back, and the herds return as a result. The hyenas have since fled. In time, the animals once again gather at Pride Rock. Fa Zhou, Fa Li, and Grandmother Fa look on with pride at Mulan, who is now Simba's captain. Shang has become Simba's new General. Nala has become Simba's queen, and they had their own cub, a daughter named Kiara. Simba and Nala, along with Timon and Pumbaa, stand on the promontory of Pride Rock, as Rafiki brings forth Kiara. After making a mark on Kiara's forehead, he holds her up for all the kingdom to see.)

Chorus: 'Till we find our place,

On the path unwinding.

In the circle,

The Circle of Life.

Circle of Life!

The End

To be con