The Lion King

{Scar runs up, out of breath}

 Scar: Mufasa. Quick. Stampede. In the gorge. Simba's down
     there!

 Mufasa: Simba?

 {Camera switch to Simba. He is running and climbs up a
 dead tree. Zazu flies ahead of Mufasa and Scar, down into
 the canyon. He spots Simba.}

 Simba: {Clinging precariously to a tree} Zazu! Help me!!

 Zazu: Your father is on the way! Hold on!

 Simba: {Losing grip} Hurry!

 {Mufasa and Scar are on the lower ledges of the gorge.
 Zazu flies back to Mufasa and points out where Simba is.}

 Zazu: There! There! On that tree!

 Mufasa: Hold on, Simba!

 {In the gully, a wildebeest rams the tree Simba's on,
 nearly breaking it.}

 Simba: Ahhhh!

 {Mufasa runs out into the herd, joining the stampede.}

 Zazu: Oh Scar, this is awful. What will we do? What will
     we do? Hah ... I'll go back for help, that's what I'll
     do, I'll go back for he--oomph!

 {Scar backhands Zazu into a rock wall, knocking him out.
 Scar then follows Mufasa's progress from the lip of the
 gorge, his shadow cast mysteriously from the bottom of the
 gully {!}. Mufasa runs with the herd till slightly past the
 tree. He whips around the front of some wildebeest and
 runs into the herd towards Simba's tree. He gets rammed
 head-first once, throwing him to the ground. A wildebeest
 hits Simba's tree, throwing Simba into the air. Mufasa gets
 up in time to catch Simba in the air with his mouth. He
 gets hit again and accidentally throws Simba. Simba dodges
 a few oncoming wildebeest. Mufasa runs by with the herd
 and grabs Simba. He jumps up to a near rock ledge and sets
 Simba down, but is immediately struck by a wildebeest and
 carried off into the stampede.}

 Simba: DAD!

 {Simba watches in horror as he cannot find his father in
 the swirling mass of wildebeest below him. At the last
 second, Mufasa leaps out of the herd and starts to climb
 with great difficulty up the sheer rock slope. Simba
 turns and starts to climb up to the top of the gorge. Out
 of Simba's sight, Mufasa reaches a point right below a
 ledge where he can't climb due to the steepness. His claws are
 scraping and his back paws have no traction. Above him on
 the ledge is Scar.}

 Mufasa: Scar! Broth-- {slips, barely hangs on} Brother! Help me!

 {Scar looks disdainfully down, and then suddenly latches
 onto Mufasa's forepaws with claws extended. Mufasa roars,
 primarily from the sudden pain of Scar's claws, but no doubt also
 due to the sudden flash of realization. His expression slowly
 changes to one of horror as he recognizes Scar's intent.}

 Scar: {Slowly and evilly} Long live the king.

 {Scar throws his brother backwards. Mufasa free-falls,
 back first. The camera follows Mufasa down from under him,
 then from above him, showing the stampede raging below.}

 Mufasa: Aaaaaaahh!

 {Camera suddenly focuses in on Simba, who is watching his
 father hit the ground. No sound effects of the hit. No
 view of it either. Mufasa and Simba's screams mingle.}

 Simba: Nooooooo!

 {The herd passes. Everything is clouded by dust. Simba
 bounds to the canyon floor. Mufasa is nowhere to be
 seen.}

 Simba: {Cough} Dad!!

 {We hear a sound}

 Simba: {Quietly} Dad?

 {We see a stray wildebeest run past, the source of the
 sound. The wildebeest curves around a log further down the
 gully. Under the log is Mufasa, laying on his side. He is
 not moving or breathing. Simba approaches the body. Sad
 musical theme. Again we notice how small Simba really is.}

 Simba: {Hopefully} Dad? ...Dad, come on. {He rubs up
     against Mufasa's cheek. The head merely rolls back in
     place after the rub} You gotta get up. {He places both
     forepaws on his father's cheek and pushes} Dad. We gotta go
     home. {He tugs at Mufasa's ear. Again the head limply
     moves back in place. Simba runs off a bit, obviously
     very scared.} HEEEEELP! Somebody! {His voice reverberates
     hollowly off the sides of the gorge.} Anybody... help.

 {He cries. Simba turns back to the body. He nuzzles up under the
 limp paw so that his father is embracing him. Pause for effect.}

 {Where the music would resolve, we hit a minor chord as
 the image of Scar advancing appears through the dust.}

 Scar: Simba. ...What have you done?

 Simba: {Jumps back, crying} There were wildebeests and he
     tried to save me... it was an accident, I... I didn't
     mean for it to happen.

 Scar: {Embracing Simba, yet still distant} Of course, of
     course you didn't. No one... ever means {pulls Simba
     closer; Simba hides his face on Scar's foreleg} for
     these things to happen. ...But the king IS dead. {looking
     with mock regret at Simba) And if it weren't for you, he'd
     still be alive. {Simba is crushed, believing his guilt.
     Another thought "occurs" to Scar.} Oh! What will your
     mother think?

 Simba: {Sniffing} What am I gonna do?

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

 {Simba runs off blindly, obviously broken. Slight pause,
 for the audience to catch its emotional breath.  Music ends.
 The three hyenas appear behind Scar.}

 Scar: Kill him.

 {The hyenas take off after him; Scar stands motionless.
 Simba is chased up the entire length of the gully. He
 reaches the lip only to see a sheer drop on the other
 side. Having no choice he jumps and tumbles down into a
 patch of briars below. The hyenas pursue the entire way.
 When the are running down towards the briars, Banzai sees
 them and recoils.

 Banzai: Whoa!!

 {After skidding extensively, Banzai manages to stop just above
 the brambles.  He heaves a sigh of relief.  Then Shenzi and Ed run
 into him, propelling him into the bushes.}

 Banzai: Yeow! {Jumping back out of the bushes}

 {Shenzi and Ed are laughing}

 Shenzi: {Seeing Simba emerge from the far side of the
     briars into the desert} Hey-- There he goes! There he goes!

 Banzai: {Removing thorns} So go get 'im.

 Shenzi: There ain't no way I'm going in there. What, you
     want me to come out there looking like you? Cactus
     Butt?

 Banzai: {Spitting out thorns into Ed's laughing face; Ed
     lets out a small yelp of pain} We gotta finish the job.

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

 Banzai: {Shouting} Yeah! you hear that?  If you ever come
     back, we'll kill ya!!!

 {"Kill ya" echoes off as we see Simba still running into the
 desert. The Hyenas make their way off the cliffs back to
 the Pride Lands.}

 [Address and Depaint Scene]

 {Camera change to Scar addressing the lionesses by the
 moon on Pride Rock.}

 Scar: Mufasa's death was a terrible tragedy; but to lose
     Simba, who had barely begun to live...

 {Camera pans around the lionesses. Some of them, with Zazu, are
 comforting Sarabi, who bends her head in extreme pain.  Nala is
 rubbing against her mother's paw, crying.}

 Scar: ...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... {The hyenas start emerging, casting
     eerie green shadows and laughing hollowly} ...in
     which lion and hyena come together, in a great and
     glorious future! {Scar ascends Pride Rock as the hyenas
     appear in full force.}

 {The camera pans to Rafiki who is shaking his head in the
 distance. The scene changes with Rafiki in the same position.
 He is in his tree house. After wiping away a tear, he
 reaches up and rubs his hand across the cub painting,
 smearing it. The camera changes. The painting, smeared, is
 overlaid on Simba laying out in the hot desert sun.}

 [Buzzards - Intro to Hakuna Matata Scene]

 {Buzzards are circling the cub's body. One descends, then
 all. They circle around it. With a blast of music, Timon
 riding Pumbaa appears and dives into the midst of the
 buzzards. They slap and kick the buzzards all away.}

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

 Pumbaa: I love it! Bowling for buzzards!

 Timon: {Laughing, dusting himself off} Gets 'em every time.

 Pumbaa: {Looking at Simba} Uh-oh. Hey Timon. You better
     come look. I think it's still alive.

 Timon: Ewww...

 {Timon walks to the front of Simba. He is lying with his
 paw over his face.}

 Timon: All righty, what have we got here? {he smells
     Simba}

 {He tries to lift Simba's paw. He can't. He gets under it
 and with a great push gets it above his head. He sees
 Simba's face.}

 Timon: Jeez, it's a lion! {Jumping up on Pumbaa} 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: {Yelling into Pumbaa's ear, which creates a reverberating
     effect} Pumbaa, are you nuts? We're talking about a lion.
     Lions eat guys like us.

 Pumbaa: But he's so little.

 {He leans over to regard Simba, and accidentally dumps Timon
 from his head.}

 Timon: He's gonna get bigger.

 Pumbaa: {Seen from Timon's point of view on the ground, with a
      huge nose) Maybe he'll be on our side.

 Timon: A--huh! That's the stupidest thing I ever heard. Maybe
     he'll b-- ...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 keeping 'im?

 Timon: Of course. Who's the brains in this outfit?

 {Pumbaa scoops Simba up on his tusks}

 Pumbaa: Uhhh...

 Timon: My point exactly. Jeez, I'm fried. Let's get out of
     here and find some shade.

 {Pumbaa trots off with Timon on his back and carrying Simba.}

 [Hakuna Matata Scene]

 {Camera switch to Pumbaa, Timon, and Simba near a pool of
 water and oasis. Simba has been laid near the water. Timon
 splashes some water in Simba's face. Simba stirs.}

 Timon: You okay, kid?

 Simba: I guess so.

 Pumbaa: You nearly died.

 Timon: I saved you.

 Pumbaa: {Snorts at Timon}

 Timon: Well, uh, Pumbaa helped. A little.

 Simba: {Dully} Thanks for your help.

 {Simba heads off quietly back out towards the desert.}

 Timon: Hey, where you going?

 Simba: Nowhere.

 Timon: {Watching Simba, talking to Pumbaa} Gee. He looks
     blue.

 Pumbaa: I'd say brownish-gold.

 Timon: No, no, no, no. I mean he's depressed.

 Pumbaa: Oh.

 {Pumbaa trots up to Simba}

 Pumbaa: Hey kid, what's eatin' ya?

 Timon: Nothing; he's at the top of the food chain!
     Ahhhhhhha ha haaa! The food cha-haain! {Pumbaa and Simba
     stare at him silently} Ha ha hum... ahem. {Realizing his
     joke flopped} So, where you from...?

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

 Timon: Ahh. You're an outcast! That's great, so are we.

 Pumbaa: What'cha do, kid?

 Simba: Something terrible. But I don't wanna talk about it.

 Timon: Good. We don't wanna hear about it.

 Pumbaa: {To Timon} Come on, Timon. {To Simba} 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 got to put your behind in your past..."

 Timon: {Waving arms} No. No. No.

 Pumbaa: I mean...

 Timon: Amateur. Lie down before you hurt yourself. {to Simba}
     It's "You got to put your past behind you." Look, kid. Bad
     things happen, and you can't do anything about it, right?

 Simba: Right.

 Timon: {Pokes Simba's nose} 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 throat} Hakuna Matata.

 Simba: {Still lethargic} What?

 Pumbaa: Ha-ku-na Ma-ta-ta. It means "No worries."

 {Full Song, no fade in except in marimba chords}

 Timon:
     Hakuna Matata!
     What a wonderful phrase

 Pumbaa:
     Hakuna Matata!
     Ain't no passing craze

 Timon:
     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:
     It's our problem-free
     Philosophy

 Timon: {Filing down one of Simba's claws}
     Hakuna Matata!

 {Spoken section over background}

 Simba:  Hakuna matata?

 Pumbaa: Yeah, it's our motto.

 Simba: What's a motto?

 Timon: Nothing! What's a motto with you? Ahh ha ha ha...

 Pumbaa: {Laughing} You know, kid-- These two words will
     solve all your problems.

 Timon: That's right! Take Pumbaa for example.

 {Back into song}

 Timon:
     Why, when he was a young warthog...

 Pumbaa: {Italian counter-tenor range}
     When I was a young wart hoooog!

 Timon: {Speaking, cleaning ear} Very nice.

 Pumbaa: Thanks!

 Timon: {Singing}
     He found his aroma lacked a certain appeal
     He could clear the savannah after every meal

 Pumbaa:
     I'm a sensitive soul, though I seem thick-skinned
     And it hurt that my friends never stood downwind

     And oh, the shame
     {Timon: He was ashamed!}
     Thoughta changin' my name
     {Oh, what's in a name?}
     And I got downhearted
     {How did you feel?}
     Ev'rytime that I...

 Timon: {Speaking} Pumbaa! Not in front of the kids!

 Pumbaa: {Speaking} Oh... sorry.

 {String pizzicato. Simba looks into the camera, surprised.}

 {Simba watches with growing interest as Timon hoists Pumbaa into a
 vine loop above his head, where he begins swinging.}

 Pumbaa and Timon:
     Hakuna Matata!
     What a wonderful phrase
     Hakuna Matata!
     Ain't no passing craze

 Simba: {After becoming more and more enthusiastic, he finally
 joins in singing, a spotlight falling on him.)
     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!

 Simba and Timon:
     It's our problem-free ...........
 Pumbaa: {Landing next to them, with a flatulent sound}
     ..................... philosophy...

 All three:
     Hakuna Matata!

 {Timon pulls back a fern leaf, revealing a beautiful view
 of a rift-jungle. Waterfalls and rugged terrain make a
 beautiful view. Harp runs accentuate the scene.}

 Timon: Welcome... to our humble home.

 Simba: You live here?

 Timon: We live wherever we want.

 Pumbaa: Yep. Home is where your rump rests. Heh!

 Simba: It's beautiful.

 Pumbaa: {Loud raunchy belch} I'm starved.

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

 {Timon is rather disturbed by Simba's want for meat-- a little
 bit taken aback and a little bit I-knew-this-would-happen.}

 Timon: Eeeahhah. We're fresh out of zebra.

 Simba: Any antelope?

 Timon: Na ah.

 Simba: {A bit desperate} Hippo?

 Timon: Nope. Listen, kid; if you live with us, you have to
     eat like us. Hey, this looks like a good spot to
     rustle up some grub.

 {Timon has stopped in front of a log. Pumbaa forces it up
 with his snout, revealing many insects. Timon picks one up.}

 Simba: Eeew. What's that?

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

 Simba: Eeew. Gross.

 Timon: {Eating, mouth full} Mmmm. Tastes like chicken.

 {Pumbaa slurps up a large worm from the ground. Both
 Timon and Pumbaa are feasting on bugs by now.}

 Pumbaa: {Slurping} Slimy, yet satisfying.

 Timon: {Grabbing a bug} These are rare delicacies. Mmmm.
        {Crunches} Piquant, with a very pleasant crunch.

 Pumbaa: You'll learn to love 'em.

 Timon: I'm telling you, kid, this is the great life. No
     rules. No responsibilities. {pokes his hand into a knothole--
     many bugs scramble out} Oooh! The little cream-filled kind.
     {munch} And best of all, no worries.

 {Timon has been collecting bugs on a leaf. He offers it to
 Simba. Simba picks out a grub.}

 Timon: Well, kid?

 Simba: Oh well-- Hakuna Matata. {He eats}

 {Sick music}

 Simba: {Looking more cheerful} Slimy, yet satisfying.

 Timon: That's it!

 {The bugs fly off the leaf in a colorful flutter.}

 {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 a big Simba.}

 Pumbaa and Timon: {Chanting to music} Hakuna matata,
     hakuna matata, hakuna matata.

 Simba: {Adult voice now.}
     It means no worries
     For the rest of your days.

 All three:
     It's our problem-free
     Philosophy

 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.}

     Hakuna Matata

 {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."}

 [Zazu Sings Scene]

 {The camera switches to a far view of Pride Rock. Almost
 all of the coloring is in gray. Most of the plants and
 trees appear to be dead. We can hear Zazu's first line and
 then the scene switches to a view of Zazu and Scar. Zazu
 is in a cage made of some animal's ribcage, singing.
 Scar is laying out on a rock picking his teeth with a
 bone.}

 Zazu:
     Nobody knows
     The trouble I've seen
     Nobody knows
     My sorrow...

 Scar: Oh Zazu, do lighten up. {He tosses the bone at Zazu
     and it clatters against the cage} Sing something with
     a little... bounce in it.

 Zazu: {Thinks a moment}
     It's a small world after all...

 Scar: {Interrupting, almost shouting} No! No. Anything but
     that!

 Zazu: {Thinks, then holds up a feather as a tune comes to him.}
     I've got a lovely bunch of coconuts
     (diddely-dee-dee)
     There they are a-standing in a row...

 {Scar is enjoying this and starts to join in}

 Zazu and Scar: Big ones, small ones, some as big as your
     head...

 Zazu: {While Scar continues} Oh... I would never have had to do
     this for Mufasa.

 Scar: {Quick and angry} 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!

 {Scar shoves his muzzle between the ribs of Zazu's cage on the
 last line.  His breath blows Zazu up against the wall.}

 Zazu: Yes, sire. You ARE the king. I... I...  Well, I only
     mentioned it to illustrate the differences in your
     royal managerial approaches. {Nervous laugh}

 Banzai: {Offstage} Hey Boss!

 Scar: Oh, what is it this time?

 Banzai: We got a bone to pick with you.

 Shenzi: {To Banzai} I'll handle this. {To Scar} Scar,
     there's no food, no water...

 Banzai: Yeah, it's dinner time, and we ain't got no
     stinkin' entrees.

 Scar: {Exasperated} It's the lionesses' job to do the hunting...
     {makes helpless gesture}

 Banzai: Yeah, but they won't go hunt.

 Scar: Oh... eat Zazu.

 Zazu: Oh, you wouldn't want me. I'd be so tough and gamey
     and... eeww...

 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 angry again} What did you say?

 Banzai: I said Muf...

 {Shenzi is smiling at Scar and thwaps Banzai to remind him.}

 Banzai: I said, uh... "Qué pasa?"

 Scar: Good. Now get out.

 {The hyenas start out but then pause}

 Banzai: Mm... yeah, but-- we're still hungry.

 Scar: Out!

 {They run off; Ed lets loose a crazy laugh}

 [Second Star Scene]

 {The camera switches to a view of the jungle. We hear a
 monstrous belch reverberate across the landscape. The
 camera switches to Timon, Pumbaa, and Simba lying on their
 backs looking at the stars.}

 Timon: Whoah. Nice one, Simba.

 Simba: Thanks. Man, I'm stuffed.

 Pumbaa: Me too. I ate like a pig.

 Simba: Pumbaa-- you are a pig.

 Pumbaa: Oh. Right.

 {All three sigh deeply, in unison. Gentle music fades in.}

 Pumbaa: Timon?

 Timon: Yeah?

 Pumbaa: Ever wonder what those sparkly dots are up
     there?

 Timon: Pumbaa. I don't wonder; I know.

 Pumbaa: Oh. What are they?

 Timon: They're fireflies. Fireflies that uh... got stuck up
     in that big... bluish-black... thing.

 Pumbaa: Oh. Gee. I always thought that they were balls of
     gas burning billions of miles away.

 Timon: Pumbaa, wit' you, everything's gas.

 Pumbaa: Simba, what do you think?

 Simba: Well, I don't know...

 Pumbaa: Aw come on. Give, give, give .. Well, come
         on, Simba, we told you ours... pleeeease?
 Timon: Come on, come on... give, give..

 {Cue "Lea Halalela" theme.}

 Simba: {Reluctantly} Well, somebody once told me that the great
        kings of the past are up there, watching over us.

 Pumbaa: {Awed, either genuinely or mockingly} Really?

 Timon: You mean a bunch of royal dead guys are watching
     us? {tries to keep composure, then...} Pbbb.

 {Timon breaks out laughing. Pumbaa joins in. Simba does
 half-heartedly.}

 Timon: Who told you something like that? What mook made
     that up?

 Simba: Yeah. Pretty dumb, huh?

 Timon: Aw, you're killing me, Simba.

 {The music rises again. Simba looks back up at the stars.
 He quietly gets up and leaves.}

 Timon: Was it something I said?

 [Discovery Scene]

 {The music continues.  Simba walks out on a ledge and
 looks up at the stars. He then collapses to lay on the
 edge of the ledge. Milkweed floss is stirred into the air
 by his flop. The camera follows its path. It crosses the
 desert. Next we see Rafiki's hand snatch some it out of
 the air. He sniffs it, grunts, and bounds down into his
 tree. He pours the milkweed into a turtle shell, sifts 
 it around, and then eats from the same kind of fruit he 
 anointed Simba with. Examining the milkweed floss again,
 realization dawns on his face.}

 Rafiki: Simba? He's- he's alive? He he- he's alive! {He laughs}

 {Rafiki grabs his staff. Laughing in delight, he picks up some
 paint and puts a mane on the smeared lion image on the wall.}

 Rafiki: It is time!

 ["In the Jungle" Scene]

 {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!

 {Pumbaa has faded out, having followed the bug stage left. The
 following line is in full and good falsetto.}

     A-WEEEE-ee-EE-ee ba-Pum-ba-bum-ba-way

 {Realizing Pumbaa is not there}

     A-Pumbaa?
     Pumbaa?

 {Camera switch to Pumbaa following the bug. He is still
 humming the bass. He 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.}

 Pumbaa: {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 a lioness getting ready to jump.}

 Pumbaa: YEEEEAAAHHH!

 {He runs, with the lioness in hot pursuit. The lioness,
 with teeth and claws bared, chases Pumbaa around at high
 speed. Camera switch to Timon.}

 Timon: {Hearing 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: SHE'S GONNA EAT ME!

 Timon: Huh?

 {Timon gets up on the branch and sees the lioness charging
 at full speed towards them. He gets down and tries to help
 push Pumbaa out from under the root.}

 Timon: {Seeing the lioness} Woah! ... Jeez! Why do I always have
        to save your AAAAAA!

 {On the AAAAAA!, Timon sees the lioness was about to
 close on Pumbaa and he is in the line of attack. At the
 last minute, Simba bounds over Pumbaa and catches the
 lioness head on at full force. They start fighting
 savagely.}

 Timon: {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}
     See, I told you he'd come in handy.

 {The lions tangle for a bit more. The fight becomes a
 wrestling. The lioness flips Simba and pins him with a
 loud thump. Simba is startled by this. The lioness is still
 baring her teeth. Simba, however, is very surprised and
 no longer threatening.}

 Simba: Nala?

 {She immediately backs off and looks at Simba, examining him.}

 Simba: Is it really you?

 Nala: Who are you?

 Simba: It's me. Simba.

 Nala: Simba? {Pause for realization} Whoah!

 {Simba and Nala run together and greet each other. The
 greetings are enthused and run over each other.}

 Nala: Well how did you.. where did you come from... it's
     great to see YOU...
 Simba: Aaah! How did you... who... wow... this is cool... it's
     great to see you...

 {Camera view of Timon who is completely baffled by this
 sudden change}

 Timon: Hey, what's goin' on here?

 Simba: {Still to Nala} What are you doing here?

 Nala: What do you mean, "What am I doing here?" What are
     you doing here?

 Timon: HEY! WHAT'S GOIN' ON HERE!?!?!

 Simba: Timon, this is Nala. She's my best friend.

 Timon: {Thoroughly confused} Friend?!?

 Simba: Yeah. Hey, Pumbaa, come over here.

 {Pumbaa gets himself unstuck.}

 Simba: Nala, this is Pumbaa. Pumbaa, Nala.

 Pumbaa: Pleased to make your acquaintance.

 Nala: The pleasure's all mine.

 Timon: How do you do.. Whoa! Whoa. Time out.. Lemme 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?!?

 Simba: Relax, Timon.

 Nala: Wait till everybody finds out you've been here all
     this time! And your mother... what will she think?

 Simba: {Misunderstanding} She doesn't have to know. Nobody has to know.

 Nala: Well, of course they do. Everyone thinks you're dead.

 Simba: They do?

 Nala: Yeah. Scar told us about the stampede.

 Simba: He did? Well... {beginning to see something} what else
     did he tell you?

 Nala: What else matters? You're alive. and that means...
     you're the king.

 Timon: King? Pbbb. Lady, have you got your lions crossed.

 Pumbaa: King? Your Majesty! I gravel at your feet. {Noisily
     kisses Simba's paw}

 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?

 Simba: No.

 Nala: Simba?

 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?

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

 Timon: {Enthusiastic} But with power!

 Nala: {Apologetic} Could you guys... excuse us for a few minutes?

 Timon: Hey, {taps Pumbaa} whatever she has to say, she can
     say in front of us. Right, Simba?

 Simba: Hmm. Maybe you'd better go.

 Timon: {Aghast, then resigned} It starts. You think you know a guy...

 {Pumbaa and Timon pad off. Pumbaa sighs.}

 Simba: Timon and Pumbaa. You learn to love 'em.

 {Nala has her head bowed down sadly.}

 Simba: What? ...What is it?

 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.

 Simba: Hey, it's okay.

 Nala: {Rubbing under Simba's chin, purring} I've really
     missed you.

 Simba: {Startled by Nala's boldness for an instant, then
     reciprocating} I've missed you too.

 ["Can You Feel the Love Tonight" Scene]

 {They are rubbing heads. We hear Timon sigh; camera
 switch to show them watching from the bushes.}

 Timon: {Heavy sigh} I tell you, Pumbaa, this stinks.

 Pumbaa: Oh. Sorry.

 Timon: Not you. Them! Him. Her. Alone.

 Pumbaa: What's wrong with that?

 {Singing}

 {Parenthetical part is spoken by Pumbaa.}

 Timon:
     I can see what's happening
     (What?)
     And they don't have a clue
     (Who?)
     They'll fall in love and here's the bottom line
     Our trio's down to two.
     (Oh.)

 {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.}

 FS:
     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.}

 Simba:
     So many things to tell her
     But how to make her see
     The truth about my past? Impossible!
     She'd turn away from me

 Nala:
     He's holding back, he's hiding
     But what, I can't decide
     Why won't he be the king I know he is
     The king I 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:
     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

 {Camera switches back to a tearful Timon and Pumbaa.}

 Timon:
     And if he falls in love tonight {Pumbaa sniffs}
     It can be assumed

 {Timon hugs Pumbaa, tearfully.}

 Pumbaa:
     His carefree days with us are history

 Timon and Pumbaa:
     In short, our pal is doomed

 {They let loose crying full force.}

 [Hammock Scene]

 Simba: Isn't this a great place?

 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?

 Simba: {Climbing into a "hammock" of hanging vines} Well,
     I just needed to... get out on my own. Live my own
     life. And I did. And it's great. {He sounds almost as
     if trying to convince himself as well as Nala.}

 Nala: {Voice catching, as though barely under control} We've 
     really needed you at home.

 Simba: {Quieter} 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 Pride Lands.

 Simba: What?

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

 Simba: I can't go back.

 Nala: {Louder} Why?

 Simba: You wouldn't understand.

 Nala: What wouldn't I understand?

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

 Nala: {Confused} What?

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

 Nala: Simba!

 Simba: (Continuing, irritated) ...And there's nothing you can do
     about it. So why worry?

 {Simba starts away from Nala, walking on a fallen tree.  Nala
 trots back up to him.}

 Nala: Because it's your responsibility!

 Simba: Well, what about you? YOU left.

 Nala: I left to find help! And I 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 disappointed.

 Simba: You know, you're starting to sound like my father.
     {Walking away again}

 Nala: Good. At least one of us does.

 {Simba is obviously cut by the comment about his father;
 he tears into Nala with his words.}

 Simba: {Angry} 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!

 Nala: I would if you would just tell me!

 Simba: Forget it!

 Nala: Fine!

 {Simba walks off. Camera switch to Simba pacing in a field.}

 Simba: She's wrong. I can't go back.  What would it prove,
     anyway? It won't change anything. You can't change the 
     past.

 {He 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.

 {He bows his head, choking back tears. The camera backs to
 a far view and then zooms over to Rafiki in a nearby tree.
 We hear his chant. Just for fun, I've included its translation.}

         Rafiki's Chant:         Translation:

         Asante sana!            [Thank you very much!]
         Squash banana!          [Squash banana!]
         We we nugu!             [You're a BABOON,]
         Mi mi apana!            [And I'm not!]


 {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.}

 Simba: Come on, will you cut it out?

 {Rafiki, laughing, is doing random acrobatics in the trees nearby.}

 Rafiki: Can't cut it out. It'll grow right back! {laughs}

 {Simba starts walking away. Rafiki follows.}

 Simba: Creepy little monkey. Will you stop following me?
     Who are you?

 Rafiki: {In front of Simba, then right in his face.} The
     question is: Whooo... are you?

 Simba: {Startled, then sighing} I thought I knew. Now I'm not so sure.

 Rafiki: Well, I know who you are. Shh. Come here. It's a
     secret.

 {He pulls Simba's head over to whisper into his ear. He
 starts his chant into Simba's ear and laughs.}

     Asante sana!
     Squash banana!
     We we nugu!
     Mi mi apana!

 Simba: Enough already. what's that supposed to mean,
     anyway?

 Rafiki: It means you are a baboon-- and I'm not. {laughs}

 Simba: {Moving away} I think... you're a little confused.

 Rafiki: {Magically in front of Simba again} Wrong. I'm not the
     one who's confused; you don't even know who you are.

 Simba: {Irritated, sarcastic} Oh, and I suppose you know?

 Rafiki: Sure do; you're Mufasa's boy.

 {Simba is surprised by this revelation. Rafiki disappears
 off stage right.}

     Bye!

 {Cue music: "Lala" theme.}

 BS: We sangoma ngi velelwe  [Oh, spiritual healer, I'm troubled]
     We baba ngivelelwe      [Oh, my father, I'm in pain]
     We baba ngivelelwe      [Oh, my father, I'm in pain]

 Simba: Hey, wait!

 {Simba chases after him. When we catch up. Rafiki is in a
 meditative lotus position on a rock.}

        You knew my father?

 Rafiki: {Monotone} Correction-- I know your father.

 Simba: I hate to tell you this, but... he died. A long time
     ago.

 {Rafiki leaps off the rock over to a dense jungle-like area.}

 Rafiki: Nope. Wrong again! Ha ha hah! 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. The music slips into African
 chant.}

 Rafiki: Don't dawdle. Hurry up!

 Simba: Hey, whoa. Wait, wait.

 Rafiki: Come on, come on.

 Simba: Would you slow down?

 {Rafiki is seen flitting through the canopy ahead of Simba,
 laughing hollowly and whooping.  Simba struggles to keep up.
 Suddenly, Rafiki appears with his hand held up right into
 Simba's face.}

 Rafiki: STOP!

 {Rafiki motions to Simba near some reeds.}

     Shhh.

 {He parts the reeds and points past them with his staff.}

     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.}

 Simba: {Disappointed sigh} That's not my father. That's just
     my reflection.

 Rafiki: Noo. Look harder.

 {Rafiki motions over the pool. Ripples form, distorting Simba's
 reflection; they resolve into Mufasa's face. 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: {Quietly at first} Simba . . .

 Simba: Father?

 Mufasa: Simba, you have forgotten me.

 Simba: No. How could I?

 Mufasa: 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.

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

 {Shot of cloud-Mufasa, with glowing yellow eyes.  He is framed
 in swirling clouds, radiating golden light.}

 Mufasa: 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.}

     Remember who you are.

 {Mufasa is disappearing rapidly into clouds. Simba runs into
 the fields trying to keep up with the image.}

 Simba: No. Please! Don't leave me.
 Mufasa: Remember...
 Simba: Father!
 Mufasa: Remember...
 Simba: Don't leave me.
 Mufasa: 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.}

 Rafiki: What was THAT? {laughs} The weather-- Pbbbah!
     Very peculiar. Don't you think?

 Simba: Yeah. Looks like the winds are changing.

 Rafiki: Ahhh. Change is good.

 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.}

     Oww! Jeez-- What was that for?

 Rafiki: It doesn't matter; it's in the past! {laughs}

 Simba: {Rubbing head} 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.

 {He swings at Simba with his staff again. This time Simba
 ducks.}

     Hah, you see! So what are you going to do?

 Simba: First, I'm gonna take your stick.

 {Simba tosses Rafiki's staff to the side.}

 Rafiki: No, no, no, no! Not the stick!

 {As Rafiki picks up his staff, Simba starts running off.}

     Hey, where are you going?

 Simba: {Shouting back} I'm going back!

 Rafiki: Good! Go on! Get out of here! {laughs, hoots, n'
     hollers. As he holds his staff above his head, a few
     shooting stars zing across the sky.  Music rises into
     celebratory "Busa" theme:}

 BS: Busa le lizwe   {I actually hear this line as "This land, invincible."}
     Busa le lizwe          [Rule this land]
     Busa le lizwe          [Rule this land]
     Busa lomhlaba          [Rule this land]

     Sabusa le lizwe        [You shall rule this land]
     Sabusa le lizwe        [You shall rule this land]
     Sabusa le lizwe        [You shall rule this land]
     Busa lomhlaba          [Rule this land]

 [Timon and Nala Scene]

 {Camera switch to Timon and Pumbaa sleeping. Timon is
 curled up on Pumbaa; Pumbaa is lying on his back. Both are
 snoring. In his snore, Pumbaa occasionally mumbles
 "Grubs, grubs." Nala approaches and taps Timon with a paw.}

 Nala: Hey. Hey, wake up.

 {Timon wakes up and see a huge lion face in his view. He
 starts screaming and Pumbaa joins in.}

 Nala: It's OK. Whoa, whoa. It's OK. It's ME.

 Timon: Don't ever do that again! Carnivores, oy!

 Nala: Have you guys seen Simba?

 Timon: {Holding a hand to his head} I thought he was with you.

 Nala: He was, but now I can't find him. Where is he?

 {We hear Rafiki's laugh; he's sitting in a tree above them.}

 Rafiki: Ho, ho, ho, ho. You won't find him here. Ha ha.
     The king... has returned.

 Nala: {Quietly} I can't believe it. {louder, amazed} He's
     gone back.

 Timon: Gone back? What do you mean? {Looks where Rafiki
     was; Rafiki is now gone} Hey! What's goin' on here?
     Who's the monkey?

 Nala: Simba's gone to challenge Scar.

 Timon: Who?

 Nala: Scar.

 Pumbaa: Who's got a scar?

 Nala: {Shaking head} No, no, no. It's his uncle.

 Timon: The monkey's his uncle?

 Nala: No! Simba's gone back to challenge his uncle to take
     his place as king.

 Timon and Pumbaa: Ohhh.

 [Running Scene]

 {With accompanying music (a restatement of the "Busa" theme),
 we see a far shot of Simba charging full speed across the
 desert. A layover is faded in of Simba's feet pounding the sand.}

 [Ledge Scene]

 {Simba slowly crosses the desolated land. He reaches
 the lip of a cliff and looks out over his former home. Mostly
 lacking in life, it is painted in grays. Seeing the desolation,
 a look of determination, even fury, appears on Simba's face.}

 Nala: Simba, wait up! {She trots up next to him on the ledge}
     ...It's awful, isn't it?

 Simba: I didn't want to believe you.

 Nala: What made you come back?

 Simba: I finally got some sense knocked into me. And I've
     got the bump to prove it. Besides, this is my kingdom.
     If I don't fight for it, who will?

 Nala: I will.

 Simba: It's gonna be dangerous.

 Nala: {Quoting young Simba} Danger? Ha! I laugh in the
     face of danger. Ha ha ha ha.

 Timon: I see nothing funny about this.

 Simba: Timon? Pumbaa? What are you doing here?

 Pumbaa: {Bowing on one foreleg} At your service, my liege.

 Timon: Uh. We're going to fight your uncle... for this?

 Simba: Yes, Timon; this is my home.

 Timon: Ffh. Talk about your fixer-upper. Well, Simba, if
     it's important to you, {bows} we're with you to the end.

 {Simba smiles appreciatively. Nice scene with the four
 of them on the ledge viewing the work ahead of them.}

 [Hula scene]

 {Camera switches to Simba. Nala, Timon, and Pumbaa
 sneaking up to the edge of Pride Rock. From behind a log,
 they observe close up the hordes of hyenas.}

 Timon: Hyenas. I hate hyenas. {To Simba, whispering} So
     what's your plan for gettin' past those guys?

 Simba: Live bait.

 Timon: Good idea. {Realizing} Heeey.

 Simba: Come on, Timon-- you guys have to create a diversion.

 Timon: {Incredulous} What do you want me to do? Dress in drag
     and do the hula?

 {Camera switch to Timon in a hula outfit. The music sung
 is The Hawaiian War Chant much like the Spike Jones
 arrangement. Pumbaa is set up like a roast pig, even with
 an apple in his mouth. Jungle drum riff.}

     Luau!

     If you're 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

 {Parenthetical parts are Pumbaa singing; the apple is at his feet.}

     Aaaare you achin'
     (Yup, yup, yup)
     Foooor some bacon?
     (Yup, yup, yup)
     Heeee's a big pig
     (Yup, yup)
     You could be a big pig too.

     Oy!

 {The run off screaming to lead some of the hyenas away.
 Simba and Nala make it by.}

 Simba: Nala, you find my mother and rally the lionesses.
     {determinedly} I'll look for Scar.

 [Confrontation Scene]

 {Simba is making his way up Pride Rock. Scar calling his
 mother causes him to pause and watch.}

 Scar: SARABI!

 {Sarabi ascends Pride Rock. The hyenas snap at her heels.
 She only glares disdainfully at them.}

 Sarabi: Yes, Scar?

 Scar: Where is your hunting party? They're not doing their
     job.

 Sarabi: {Calmly} 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: {Disgusted, amazed} You can't do that.

 Scar: I'm the king. I can do whatever I want.

 Sarabi: If you were half the king Mufasa was you would nev--

 {Scar hits Sarabi, knocking her to the ground.}

 Scar: I'm ten times the king Mufasa was!

 {Simba appears on the ledge, growling loudly. He leaps out
 and runs to his mother. Scar mistakes Simba as Mufasa
 and is understandably frightened.}

     Mufasa? No. You're dead.

 {Sarabi awakens at her son's nudge, but mistakes him as
 Mufasa as Scar did.}

 Sarabi: Mufasa?

 Simba: No. It's me.

 Sarabi: {Delighted} Simba? You're alive? {Confused} How
     can that be?

 Simba: It doesn't matter; I'm home.

 Scar: {Confused} Simba...? {back in form} Simba! I'm a
     little surprised to see you, {giving the hyenas above
     him an angry look} alive...

 {On the word "alive," Shenzi, Banzai, and Ed gulp audibly
 and slink into the shadows.}

 Simba: {As Sarabi looks on with some pride} Give me one good
     reason why I shouldn't rip you apart.

 Scar: {Backing into a wall, apologetic} Oh, Simba, you must
     understand. The pressures of ruling a kingdom...

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

 Scar: Oh, oh, ye-- Well, I would, heh, naturally, heh--
     however, there is one little problem. You see them?
     {pointing to the horde of hyenas on the rocks above}
     They think I'M king.

 {Nala appears with the rest of the lionesses.}

 Nala: Well, we don't. Simba is the rightful king.

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

 Nala: Simba, what is he talking about?

 Scar: {Delighted} 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!

 {Scar's last line causes the lionesses to start. All are
 concentrating on Simba.}

 Simba: {Steeling himself, then taking a step forward} I am.

 {Sarabi approaches her son.}

 Sarabi: {With much grief} It's not true. Tell me it's not true.

 Simba: {Regretfully} It's true.

 Scar: You see! He admits it! Murderer!

 {Lightning crashes behind Scar's head to punctuate the line.}

 Simba: No. It was an accident.

 {Scar walks around and around Simba as he accuses him; very nicely
 done animated rotation.}

 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: {Severely} Then... you're... guilty.

 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!

 {Scar has been backing Simba up the length of Pride Rock.
 After his last sentence, Simba slips over the edge and is
 clinging to the ledge by his forepaws. Lightning strikes
 below, igniting a fire.}

 Nala: Simba!

 {Scar sits back and pretends to think.}

 Scar: Now this looks familiar. Hmm.  Where have I seen
     this before? Let me think. Hmmm... hmmm. Oh yes,
     I remember. This is just the way your father looked
     before he died.

 {Scar grabs Simba with his claws as he did Mufasa. He
 whispers into Simba's ear.}

     And here's MY little secret: I killed Mufasa.

 {Simba has a quick memory flash back to that fateful
 instant. His voice blends with his younger voice in the
 scream of when his father died. In one giant leap he
 lunges up and pins Scar on his back. Scar is caught completely
 by surprise and is understandably very nervous and shaken.}

 Simba: NoooooOOOO! ...Murderer!

 Scar: No, Simba, please.

 Simba: Tell them the truth.

 Scar: Truth? But truth is in the eye of the beholdllgkkk!

 {Simba starts to choke Scar.}

     All right. All right. {quietly, venomously} I did it.

 Simba: So they can hear you.

 Scar: {Grudgingly, but clear} I killed Mufasa!

 {Nala starts towards Scar, the hyenas attack Simba in a
 wall of teeth. The lionesses join in. We see Pumbaa and
 Timon come in. Pumbaa is charging with Timon riding him.
 Hyenas are flying everywhere.}

 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. 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!

 {Camera switch to Timon running from Shenzi. He runs into
 the cave. Zazu spots him. Timon runs into his cage for
 safety from the hyenas.}

 Zazu: Let me out! Let me out!

 Timon: Let me in! Let me in! {To the hyenas, pleading}
     ...Ple-he-hease don't eat me.

 {Pumbaa appears at the cave's entrance.}

 Pumbaa: Problem?

 Banzai: Hey, who's the pig?

 Pumbaa: Are you talking to me?

 Timon: Uh oh. They called him a pig.

 Pumbaa: Are you talking to me?!

 Timon: Shouldn't 'a done that.

 Pumbaa: ARE YOU TALKING TO ME?!?

 Timon: Now they're in for it.

 Pumbaa: They CALL me... MIIISTER PIG! AAAAAHHH...

 {Pumbaa charges and drives the hyenas off.}

 Timon: Take that! And that! {etc.}
 Banzai: Ow ow ow ow ow ow ow ...
 Pumbaa: Take that! And that! {etc.} You yellow belly...
 Zazu: Take that, you stupid...  {etc.}

 {They start the Arsenio Hall "Ooh, ooh" chant. 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.}

 Simba: {Quietly, severely} Murderer.

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

 Simba: You don't deserve to live.

 Scar: But, Simba, I am... ah... {unsure of his tactic} family.
     It's the hyenas {regaining composure} who are the real enemy.
     It was their fault-- it was their idea!

 {Shenzi, Banzai, and Ed are in the background. They
 overhear and back away growling at Scar's betrayal.}

 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 old
     Uncle...? {ingratiating grin}

 Simba: No, Scar. I'm not like you.

 Scar: {Greatly relieved} 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; I mean, anything.

 Simba: {Gravely, with deep anger} Run. Run away, Scar. And
     never return.

 Scar: Yes. Of course. As you wish... {looking down and seeing
     a pile of hot coals} ...your Majesty! {Scar swipes the coals
     into Simba's face.  With a cry of surprise 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. 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. He sees Banzai,
 Shenzi, and Ed approaching and smiles. Ed has a very angry look on his
 face.}

 Scar: Ahh, my friends.

 Shenzi: Frie-he-hends? I thought he said we were the enemy!

 Banzai: Yeah, that's what I heard.

 Banzai and Shenzi: Ed?

 Ed: {Laughs evilly}

 Scar: {Very nervous} No. L-L-L-Le-Le-Le-Le-Let me explain. No.
     You don't understand. No! I didn't mean for... No, No!
     Look, I m sorry I called you...  No! NOO!

 {The camera moves away and we can only see the shadows as
 the horde of hyenas closes on and devours Scar. Rain opens
 up and douses the fire. Simba comes down and greets his
 mother and Nala. Rafiki motions for Simba to ascend Pride
 Rock as king. Simba starts up and pauses to hug Rafiki as
 his father did.}

 Rafiki: It is time.

 {Very majestically, he ascends through the rain. Music is strong.
 Through a hole in the clouds we can see a patch of stars. One bright
 star shines out briefly.}

 Mufasa: 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:}

 BS: Busa le lizwe           [Rule this land]
     Busa le lizwe           [Rule this land]
     Busa le lizwe           [Rule this land]
     Bus-busa ngo xolo       [Rule, rule with peace]

     {Obscured verse}
 MS: Se-fi-le
     Baba ti-tabo
     Maye babo
     Busa lomhlaba           [Rule this land]

 BS: {Obscured verse}
 MS: He!
     Se-fi-le
     Busa Simba! Busa Simba! [Rule Simba! Rule Simba!]

     Ubuse ngo xolo          [You must rule with peace]
     Ubuse ngo thando        [You must rule with love]
     Ubuse ngo xolo          [You must rule with peace]
     Ubuse ngo thando        [You must rule with love]

     Ubuse ngo xolo          [Rule with peace]

 {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.}

 BS: Ingonyama nengw' enamabala
     Ingonyama nengw' enamabala
 MS: (ngw' enamabala-wa)

 Full Chorus:
     Till we find our place
     On the path unwinding
     In the Circle
     The Circle of Life

     Circle of... Liiife


 {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.}

     {BOOM}