Scene is of the Pridelander plateau that remains unburned by the fire. Shyntor, Mindo, Leandra and Maliim are playing half-heartedly while Jothra and Zoay recline off to the side. We see Timon and Pumbaa back at the newly-found bug mound, eating. We also see Nefti keeping watch in a tree. A quick shot shows three other African Golden Eagles dozing in the branches of another tree. Shot returns to Zoay, who is looking off into the distance. Jothra is trying to talk to her.


JOTHRA:       “So, Zoay, it’s really… bright out today, huh?”


ZOAY:         “Uh huh.”


JOTHRA:       “Yeah, that African sun… really bright, really hot.”


ZOAY:         “Uh huh.”


JOTHRA:       (Looks at Zoay, and then to the other cubs) “Ooh. Shyntor just nailed Mindo. Might need stitches.”


ZOAY:         “Uh huh.”


JOTHRA:       (Looks at Zoay, exasperated) “And you have a third wing growing out of your forehead.”


ZOAY:         “Uh huh. Huh? I what? (Sighs) I guess I’m a little distracted.”


JOTHRA:       “Yeah, just a little. What’s up?”


ZOAY:         “Oh, Jothra, I can’t stop thinking about my dad, out there fighting. And here I sit, doing nothing.”


JOTHRA:       (Sighs) “I know. But what can we do? No offense but even you would be like a bite-sized snack to an Izusa warrior.”


ZOAY:         “There’s more to a fight than that, Jothra. Often the winner of a conflict is determined solely by who uses their resources the best. Each side always has separate advantages, the one who uses theirs the best wins.”


JOTHRA:       “Who taught you that?”


ZOAY:         “My father.”


JOTHRA:       (Stands and looks down at Zoay, smiling) “My father taught me the same thing. And I agree, just sitting here is not the best use of our advantages. I think I have a plan to get you away from here, even with all this security. But what then? The eagles will come looking for you.”


ZOAY:         “I know somewhere I can hide away from even Nefti. After they leave, I have a plan how to rally more forces to our side. But I’ll need your help.”


JOTHRA:       “Me?”


ZOAY:         “Yes. You know the lay of the land better than I do. I’ll need you to get around in the air.”


JOTHRA:       “You can carry me while you fly?”


ZOAY:         “Oh, yes. I’ll pilot, you navigate.”


JOTHRA:       “If you say so, Zoay. One second. (Turns to the other cubs) Hey, guys! Shyntor, Leandra, Maliim, Mindo, get up here!”


       The other cubs gather around and the camera pulls back to Nefti’s P.O.V., the cubs are inaudible, but they are seen to be whispering.


SHYNTOR:      “Alright, Jothra, we got it. Mindo just pretends to hit me and I go rolling down the hill?”


JOTHRA:       “Basically.”


LEANDRA:      “I’m still a little fuzzy on my part. Can we go over that again?”


JOTHRA:       “Well, come with me, I’ll tell you.”


SHYNTOR:      (After Jothra and Leandra are out of earshot) “Zoay, what’s Leandra’s part again?”


ZOAY:         “Well, I think Jothra wants her to… pretend to be in love with you, Shyntor.”


LEANDRA:      (From the short distance away, turning sharply to Jothra) “What?” (Camera goes over to Jothra and Leandra as the other cubs come over)


JOTHRA:       “Come on, Leandra, it’s for the good of the Pridelands. Besides, it’s not like you’ll really be acting or anything.”


LEANDRA:      “What?”


JOTHRA:       “Well, somebody had to get that out in the open.”


LEANDRA:      (Sourly) “I guess I had that coming.”


JOTHRA:       “Yes, you did. Are you in?”


LEANDRA:      “Okay, fine. (Grabs Jothra by what would be his lapels) But you owe me one. Don’t forget that.”


JOTHRA:       “I’ll keep it in mind.”


LEANDRA:      (Releases Jothra and grabs Shyntor similarly) “And you, don’t get any ideas, got it?”


SHYNTOR:      “Got it. (Leandra releases him. The camera stays fixed on Leandra, scowling, as Shyntor and the rest of the cubs creep away, off shot. Shyntor pops back in shot from the side for one moment.) You know, you’re cute when you’re angry?”


JOTHRA:       (As Leandra growls at Shyntor) “Leandra, Shyntor, come on. It’s show time, guys.”


       We see the cubs break into a staged game of tag. At a point in the game, Mindo is it, chasing Shyntor near the top of the small hill. As Mindo goes in for the tag, he really clobbers his brother, sending Shyntor rolling down the hill, screaming. This attracts the attention of Timon and Pumbaa, who pop up from their lunch to see.

       At the bottom of the hill Shyntor collides (on purpose in reality) with a rock, and feigns unconsciousness. Mindo, Leandra and Maliim come running over.


MINDO:        “Shyntor, are you all right?”


LEANDRA:      (Just a tad melodramatic) “Oh, Shyntor, Shyntor speak to me!”


MALIIM:       “Leandra, I’m sorry, but I think he’s dead!”


TIMON:        “Dead? One of the cubs is dead?”


PUMBAA:       “Oh, no! Timon, we gotta go see if we can help!”


       Timon hops on Pumbaa’s head and the pair trot over to where Leandra is cradling the ‘unconscious’ Shyntor. We see Nefti roll his eyes, and address the cubs as he lazily spreads his wings and flaps over to the group.


NEFTI:        “Shyntor is not dead; I can hear him breathing from here.” (Lands near the cubs)


LEANDRA:      “Oh, Shyntor, my love! Please be alive! My life means nothing without you!”


TIMON:        “Oh, sure, tell him after he’s a cadaver, that’s real effective.”


PUMBAA:       “Poor Shyntor! Not only has he been struck down during a tragic game of tag, but his true love only now speaks of her feelings!”


NEFTI:        “As I mentioned before, Shyntor is hardly dead. Personally I doubt he’s even unconscious. And Leandra is not Shyntor’s true love.”


LEANDRA:      “How can you say that? To Shyntor does my heart belong, and to Shyntor alone!”


       During Leandra’s last line (heard at a distance), the camera shows Jothra and Zoay away from the group, at the edge of a ‘cliff’ formed by the upheaval of Scar’s storm. Without speaking, Jothra gulps and jumps off the cliff. The camera shows a quick P.O.V. shot of the ground spiraling closer, and then of a view in front of Jothra’s face, looking back up as Zoay is seen diving behind him, coming closer, and then grabbing hold of Jothra under her with her front and rear paws and pulling out of her dive.


PUMBAA:       (Wails) “Have you no respect for the dead?”


TIMON:        “Yeah, Goldilocks, how about you quit bothering the little lady and notify this guy’s next of kin?”


NEFTI:        “Look. He’s not dead; he’s faking it for attention. And Leandra belongs to Jothra.”


LEANDRA:      (Breaking out of character for a moment) “Whoa, back up. Jothra? I don’t belong to anyone, beaky, least of all Jothra!”


PUMBAA:       “Hey, where is Jothra? And the little white one?”


NEFTI:        “What?” (Looks around at ground level and sees no one)


SHYNTOR:      (Opens his eyes and smiles) “Gotcha, Major-dodo!”


NEFTI:        (As all the cubs start to laugh) “You! Where are Jothra and Zoay?”


PUMBAA:       “He’s not dead!”


NEFTI:        “He’s about to be! Where are they?”


SHYNTOR:      “Figure it out.”


NEFTI:        (Quickly scans the sky) “Ah ha! They’re heading north.”


Nefti gives out a loud eagle-screech as he flies into the air in pursuit of Zoay. In response, the other three eagles lift off from their perch and follow Nefti.


MALIIM:       “Where did they come from?”


SHYNTOR:      “I should’ve known Nefti wouldn’t be eagle enough to take us on himself. By the way, everyone, nice performance. You were… (Looks slyly at Leandra) …very convincing.”


LEANDRA:      “Shyntor, I’m warning you…”


SHYNTOR:      “Oh, silly me, I forgot. You belong to Jothra.”


LEANDRA:      “Hey, come on, I don’t even know what he was talking about!”


MINDO:        (Softly) “Jothra and Leandra, sittin’ in a tree…”


LEANDRA:      “Mindo, don’t you dare.”





LEANDRA:      “Maliim! Stop it!”


       The cubs finish the rhyme over Leandra’s objections as they walk away.



              “First comes love, then comes marriage, then comes a baby in a baby carriage!”


LEANDRA:      “I am not in love with Jothra!!!”


       Timon and Pumbaa have been standing still, staring after the cubs, as if shell-shocked. When they speak, they move only their mouths, eyes unblinking, looks of confusion on their faces.


PUMBAA:       “Timon?”


TIMON:        “Yeah, Pumbaa?


PUMBAA:       “Um, what just happened?”


TIMON:        “I have no idea.”


       Scene takes place in the air. Nefti can see Zoay and Jothra up ahead and calls to his other eagles.


NEFTI:        “She’s heading for the cloud layer! You two, stay below the clouds, you, come with me above. She’s very fast, but her cargo will slow her down.”


       Zoay enters the clouds, which at the moment are fairly thick.


ZOAY:         “Jothra, I need suggestions. The clouds won’t stay thick much longer, and we can’t navigate inside. Above or below the clouds?”


JOTHRA:       “Y-you want m-me to actually t-talk? I’m tr-trying my best just to stay conscious!”


ZOAY:         “Come on, Jothra, you can enjoy the flight later, I need some help here!”


JOTHRA:       “Okay… your best bet is just above. You’ll blend in with the white clouds from above, and I’d really stick out from below.”


ZOAY:         “Got it.”


       Zoay rises to skim the top of the clouds, a birds-eye shot shows that she is barely visible against the white cloud.


JOTHRA:       “Okay, I notice you’re just soaring right now, not flapping. That’s good.”


ZOAY:         “Yes, I have good updraft and tail wind right here.”


JOTHRA:       “Right. Now, see that bird over there to the right?”


ZOAY:         “Oh, yeah. I hadn’t seen it before.”


JOTHRA:       “Because it’s white too. Now, pull into a path parallel to it, but don’t scare it. Good. Now, next you’re going to do one flap and…”


ZOAY:         “And then veer slightly off course?”


JOTHRA:       “Exactly; to the right, preferably. We should get out of Nefti’s view without drawing attention.”


NEFTI:        (Sees the flap) “Ah, got you.”


       Nefti sneaks in from far above, losing sight of the wings for a moment, but then we see him notice the bird below him. He waits for it to come out of the cloud, all that is visible is a white bird-shape. Nefti dives and grasps it, firmly but gently, by the wings.


NEFTI:        “All right now, you two, you’ve had your fun… Oh! I’m so sorry, Ma’am, I thought you were someone else.”


       He releases the white bird that flies off in a panic. The other three eagles come within Nefti’s view and shrug at each other. Camera switches back to Zoay, who is still soaring.


ZOAY:         “He fell for it. They’re going off in another direction.”


JOTHRA:       “Good. Just keep soaring as long as you can. You can change directions slightly, but that depends on where we’re going. If I’m gonna navigate, I need some sort of flight schedule. And in a little while they’ll split up and search in four directions. That’ll be the hard part.”


ZOAY:         “Well, our first stop is actually in my sight, only about a mile away.”


JOTHRA:       “And you’re sure you can hold on to me for that long?”


ZOAY:         “No, I’m not a hundred percent sure. But I’m gonna give it a try!”


       Quick cut to a little later. The two are surrounded by clouds.


JOTHRA:       “Zoay, I can’t see at all in this! How do you know where you are?”


ZOAY:         “At this close of range I can see it even through the clouds.”


JOTHRA:       “Close? Close to what?”


ZOAY:         “My island getaway. I come here all the time.”


JOTHRA:       “Island? Zoay, we can’t be at any island yet, there nearest one is…”


ZOAY:         “Not an island in water, Jothra. An island in the clouds!”


       At this point Zoay bursts up above the clouds and the island becomes visible. It looks exactly like an island jutting above the clouds. At the moment, no land is visible below them; it’s clouds to the horizons. The island is bare rock, no vegetation visible.


JOTHRA:       “Wow. It’s amazing.”


ZOAY:         “Isn’t it? I’ve never even seen any birds up this high. No sign of a nest on the island, either. There is a small cave that will hide us from the eagles for a few hours, just in case. Then we can go on.”


JOTHRA:       “Are you as tired as I am?”


ZOAY:         “It’s the air up here. It’s a lot thinner. (She swoops down and lands on the plateau, a cave entrance nearby) You go ahead and take a nap, its okay. I’m not really affected by the air, so I’ll stand guard.”


JOTHRA:       “Well, alright. Wake me up when the eagles pass by.”


       Soon afterward, Zoay tries to wake up Jothra.


ZOAY:         “Jothra, get up! Hello? Can you hear me? (No response, just light snoring) Jothra the Just, Revealer of the Double circle? You in there? (Still nothing. Zoay gives Jothra a friendly lick and he slowly opens his eyes) Come on, stud; get up.”


JOTHRA:       “Well that was definitely a better wake up call than when I thought your dad was gonna eat me for breakfast this morning.”


ZOAY:         “You ain’t seen nothing yet, Jothra, come look outside!”


JOTHRA:       “Are the eagles gone?”


ZOAY:         “Yeah, I only saw one above the island and he was breathing pretty hard in the thin air. The clouds have passed on, too, come check out the view!”


       The cubs exit the small cave and step out onto the plateau. We can see their breath mist up in the altitude. They go over to the edge of the ‘island’, and cautiously look over. They are extremely high above the ground, and can see an enormous oasis spread out before them.


ZOAY:         “On a really clear day, I can see Pride Rock from here, and the rest of the Pridelands, too. That’s how I knew where to look for your pride.”


JOTHRA:       “This is amazing, Zoay. Hey! We’re above Hakuna Matata, aren’t we?”


ZOAY:         “Yep! It’s our first stop. Shall we go downstairs?”


JOTHRA:       “Downstairs? Oh. Zoay, jumping off that little cliff was one thing, this is another!”


ZOAY:         “Okay, fine you big baby.”


Zoay backs up a few steps, runs and pounces on Jothra, holding him as before as she flaps a few times out over the ledge and free falls. The camera view is fixed just above and behind Zoay as she dives straight down for a while, and then passes a small cloud clinging to the side of the giant rock that towers over the Hakuna Matata oasis. Further down she encounters the upper reaches of the vegetation that grows on the side. She weaves in and out of this expertly as if she has done it many times before.

After a good thirty seconds of falling, she levels out and skims the surface of the upper river until she comes to the first level of waterfalls. At the edge she tucks her wings and rolls as she dives, so that the falling water is to her back as she falls. At the surface of the lower river she manages to pull up without rolling back so that for a second or two she’s flying upside down, then rolls and rights herself. She gets low enough that Jothra’s paws are skimming the water like a barefoot water skier, by this point Jothra is really enjoying himself. As they go over the edge of the last fall, Zoay lets go of Jothra and they dive separately into the lake-sized pool of Hakuna Matata.


(Modified slightly to reflect Lexy and Bela not actually being sisters, an inconsistency from v1)

Scene opens with Jothra bursting out of the water and swimming to the edge and climbing out. He is laughing as Zoay climbs out, too.


JOTHRA:       “That was great! We gotta save the Pridelands more often, Zoay!”


ZOAY:         “Nothing like falling a mile and a half to get the heart pumping! (Looks over and notices something in the bushes) Oh, hey girls! I’m back!” (Two angel lioness cubs come out of the bushes. One looks quite young, and she speaks first)


BELA:         “I noticed.”


LEXY:         “And you brought a boy with you!”


ZOAY:         “Uh, yeah. This is Jothra. He’s gonna be helping me fight the bad guys.”


LEXY:         “Oooh, how… admirable. (Slides over to Jothra) My name is Lexy. It rhymes with…”


ZOAY:         “Whoa, Lexy, Jothra happens to be with me.”


LEXY:         “We’ll see.”


BELA:         “My name is Bela. And pay no attention to my pre-adolescent sister. She’s going through a phase. I hope.”


JOTHRA:       “I’ll keep that in mind. But, how can you be sisters? You’re not more than a couple months apart…


ZOAY:         “We all think of each other as family here. Mostly because hardly any of us can remember our parents.” (The four start walking. At first Jothra is between Zoay and Lexy, who give each other death-glares across him. He slows so that he’s walking next to Bela, who was behind the group)


JOTHRA:       “So, Bela, you sound smart for your age.”


LEXY:         “She just pretends. She doesn’t know what she’s saying.”


BELA:         “Discontinue your vocal activity, female sibling.”


LEXY:         “See?”


JOTHRA:       “Sounded right to me.”


BELA:         “Did you really understand me?”


JOTHRA:       (Smiles) “Affirmative, young Bela. And might I add your heightened intellectual abilities are a shining example to the potential of Leos of all tribes.”


BELA:         (Stops dead in her tracks and stares at Jothra) “Leo? As in the genus Panthera?”


JOTHRA:       (Nods) “Family Falidae.”


BELA:         “Order Carnivora?”


JOTHRA:       (Nods again) “Class Mammalia.”


BELA:         “Oh, my gosh! You can understand me!”


LEXY:         “Never mind, Zoay. You can keep him.”


BELA:         “Or give him to me!”


JOTHRA:       “Um, I’m not an inanimate object to be handed around, you know.”


LEXY:         “Of course you are; you’re a boy.”


(Modified to reflect the removal of the ‘Malachi Sympathizers’, a weak and unnecessary story element from v1)

       The four reach a clearing where the other Angel Lions are. Zoay introduces them to Jothra, beginning with the adult lioness.


ZOAY:         “This is my Aunt Agani. The two older ones are Bram and Chula. The boys are Axel and Kardia, and the girls you haven’t met are Grace and Jenna. Everyone, this is Jothra the Just, the Pridelands’ Wise One. They call him the Revealer of the Double Circle and the Teacher of Teachers.”


JOTHRA:       “Actually they just call me Jothra. And it’s good to meet all of you.”


AGANI:        “The pleasure’s all ours, Jothra the Just. It’s nice to see a new face around here. I think we still have some of that antelope around if you’d like some. Do you still drink milk? I could…”


CHULA:        “Agani, really!”


AGANI:        “Well, I don’t know how old he is!”


JOTHRA:       “I don’t think Zoay and I have much time here, do we?”


ZOAY:         “I’m afraid not. I’d like to intercept the army before they engage the scouts.”


AGANI:        “Oh, yes, that dreadful invasion. Horrid, really, my Jakarta would never have allowed something like that.”


ZOAY:         “I’m afraid it has already begun, Aunt Agani. That’s what I came here to talk to you about. You can help stop it if you act quickly.”


AGANI:        (Bows to Zoay) “I await your orders, Your Majesty. If I can help in any way, I will.”


ZOAY:         “Thank you, Agani. Your orders are this: Take the cubs and follow the river upstream until you come to the desert, then head for the Izusa Escarpment. It’ll be just like backtracking the way we all came here. The army left Pride Rock at dawn but you can catch up if you run and don’t stop.

              “At some point in the desert you should find the Pridelander army. If they’ve already engaged the scouts, don’t get involved. Go straight to the gorge outside the Escarpment clearing. If you arrive at the scouts before a fight begins, show them the cubs and try to win the scouts to your side. Then join forces and go to the Escarpment.”


AGANI:        “I don’t mind fighting, Zoay, and I’m sure Bram and Chula are ready, but what about the other cubs?”


ZOAY:         “Drop them off at the gorge; they can stay until the fighting’s over.”


AGANI:        “What about you?”


ZOAY:         “Jothra and I will fly ahead of you to tell my dad you’re coming, and then to the Escarpment.”


AGANI:        “All right, but Zoay, what about little Bela? I think she’s still a little young to make a hard run like that.”


BELA:         (Looks downcast) “Aunt Agani is correct, Your Majesty. I will only serve to decrease our land speed. It would be more beneficial to the mission if I were to remain behind.”


AGANI:        “But she can’t stay here all alone!”


       At this moment, the four Pridelander cubs come barreling into the clearing. Shyntor is in front, who stops abruptly, and the other three run into him and the four tumble over each other. When they come to a stop, Shyntor is on the bottom, not visible.


JOTHRA:       “What are you guys doing here?”


LEANDRA:      (Blows someone’s tail out of her face) “Well, we kinda guessed you were heading here, and since our big bad babysitters flew off, we figured we’d join you.”


JOTHRA:       “Great. Oh, everyone, this is Leandra…”


LEANDRA:      “Hi.”


JOTHRA:       “…Maliim…”


MALIIM:       “That’s me!”


JOTHRA:       “…Mindo…”


MINDO:        “Present!”


JOTHRA:       “…and Shyntor…somewhere in there.”


SHYNTOR:      (Raises his paw from within the dog-pile) “Yo. (The cubs crawl off of each other and look at the Angel cubs. Shyntor grins wide) “Hello, ladies.”


       Grace and Jenna smile sweetly, Lexy overly so. Bela rolls her eyes.


JOTHRA:       “Hey, weren’t Timon and Pumbaa supposed to be watching you guys too?”


MALIIM:       “Yeah, they’re actually following us.”


LEANDRA:      “They should be coming right…”


MINDO:        “…about…”


SHYNTOR:      (The cubs step apart to allow Timon and Pumbaa through as they crash noisily though the jungle) “…now.”


       The meerkat and warthog crash through the cubs and land in the lake. They seem to be under longer than is usual, and when they finally come up they’re too distracted to notice the lions. They walk a bit onto the land, and the lions gather around them. When Timon and Pumbaa finally look up, they see that they are surrounded by the fifteen lions. Timon freezes, looks around him, eye twitching.


TIMON:        “I’ve had nightmares that ended like this.”



       Scene is a few minutes later after the situation has been explained to Timon. He recaps.


TIMON:        “So let me get this straight. Now my family, my friend and I get to baby-sit four Pridelander cubs and the little white one. The rest of them go home, and when the dust settles someone comes back for said sitting babies, and we all finally get our home back.”


JOTHRA:       “That’s pretty much it.”


TIMON:        “And in return, the cubs don’t eat us, and they don’t come back again?”


AGANI:        “We promise.”


TIMON:        “Well, I suppose that’s the best offer we’re going to get today.”


PUMBAA:       “What will all of you be doing?”


JOTHRA:       “Storm the evil stronghold, fight the bad guys, and save those we love from certain doom.”


ZOAY:         “Just another walk in the park, really.”


TIMON:        “If you say so, bird girl.”


JOTHRA:       (Steps up to Timon) “Her name is Zoay. Queen Zoay.”


TIMON:        “All right, all right. Yeesh, no need to get all predator-like.”


AGANI:        “Is everyone ready?”


BRAM:         “Boys? (Axel and Kardia answer yes) Ready, Agani.”


CHULA:        “Girls? (Grace and Jenna answer yes, nothing from Lexy) Lexy? Where are you? (Bela points over to Shyntor and Lexy who are talking over to the side) Lexy! Let’s go! (Turns back to Agani) We’re ready now.”


AGANI:        “Then let us be off. We have lives to save.”


       Scene is behind a sand dune in the Sea of Sand desert. K’Tia and Simba are looking over the top of it, squinting. The lioness army is behind them, hidden behind the dune. A P.O.V. shows what K’Tia sees. It appears that he is looking through the fringe interference of a sandstorm. Rising heat waves cause a rippling effect. K’Tia’s vision seems to zoom through it and spot a small group of large, white lionesses on the other side.


K’TIA:        “I see them.”


SIMBA:        “You do?”


K’TIA:        “Yes. There’s um, actually seven.”


SIMBA:        “Great. They will stop for the storm, won’t they?”


K’TIA:        “Well, they would if they knew it was from the Sand of Fire, but we don’t have scout reports so they won’t know that. They will plunge into this burning wind unwittingly, stopping only once they realize what they’re in. But they can’t escape once the storm is upon them, it will be chaos and they won’t know which way is out. The storm will pass in a few minutes, and they won’t be severely injured, but they will be somewhat exhausted and disoriented…”


SIMBA:        “And it will be the perfect time to attack.” (Simba turns to address his lionesses)


NALA:         “Lionesses, listen up.”


SIMBA:        “In a few moments, the enemy will enter the sand storm, and will become disoriented in the burning wind. When that happens, circle the enemy, but give plenty of room for the storm to pass. When it does, close the circle tighter, let them see that they are surrounded. If all goes well, I will address the leader, and K’Tia will talk them out of a losing battle. But be ready for an attack. If that happens, stick with your group of threes and take them out. Remember that your strangulation techniques you use to hunt will not be enough. Go for the eyes with your front claws, throat with the jaws, and underbelly with hind claws. Get ready.”


       Scene opens with shots of Agani and the cubs running along the river and Zoay and Jothra flying towards the Sea of Sand. This collage ends with Zoay and Jothra flying over desert.


JOTHRA:       “It’s almost midday, Zoay.”


ZOAY:         “I can see that.”


JOTHRA:       “Can you see the army yet?”


ZOAY:         (Sounds agitated) “Not yet, this heat and wind is messing with me.”


JOTHRA:       “I didn’t mean to sound impatient, Zoay. I know you can do this, just take it easy and focus on what you need to do.”


       At this point the camera shows them flying over a deep, dark canyon in the desert sand.


ZOAY:         “Thanks, Jothra. I just hope my plan works out.”


JOTHRA:       “It’s a good plan, Zoay.”


ZOAY:         “My dad has always told me that as queen I would be able to form battle plans in a heartbeat. I just hope he was… Hey! I see something!”


JOTHRA:       “Is it them?”


ZOAY:         “Well, I see the scouts, definitely. But I’m still too far away to see Golden Lions against the sand.”


JOTHRA:       “Yeah, K’Tia’s the first one you’ll be able to see.”


ZOAY:         “What? Sorry, this wind is really getting loud!” (A reverse view shows the sandstorm behind them, closing in)


JOTHRA:       (Shouting) “I know! I wonder… (Voice trails off as he looks behind him) …why. Zoay look out!”


       Too late, Zoay looks behind her. The sandstorm closes on them. We can see their fur and whiskers actually singe in the Sand of Fire sand. Zoay’s grip on Jothra weakens and slips, causing Jothra to frantically grab hold of Zoay himself. This upsets the balance need for steady flight, and the Zoay goes into a downward spiral, falling into the canyon below.

       We see the pair land hard in the darkness. At first they do not move. Then Zoay slowly raises her head and looks around, then up. High above her can be seen the narrow, jagged canyon mouth, admitting muted golden light from the desert above. She then looks around for Jothra and spots him a short distance away, unconscious.


ZOAY:         “Jothra? Jothra? (Sees him now) Jothra! (Stands painfully and limps over to him) Jothra, are you okay? (No answer. Zoay’s voice now betrays fear as she sees a wound on the back of Jothra’s head) Come on, stud; get up.”


       Zoay gasps and looks up as she hears laughing. A pair of eyes appears in the darkness, then another, and another. More laughing voices join in, more eyes. Soon it is apparent that the dark canyon is filled with hundreds of hyenas, and all have noticed the cubs. Three in particular, come forward together. These are Shenzi, Bonzai, and Ed, but of course, Zoay does not know this. Upon seeing the advancing hyenas, Zoay attempts to grab the unconscious Jothra and take off, but she cries out in pain, realizing her left wing is injured to the point she cannot fly.

       Shenzi, the hyena closest to the cubs, notices Zoay trying to take off. She calls out a warning to the hyenas.


SHENZI:       “Whoa, back off, everyone! It’s a master lion, and it’s got wings!”


       All hyenas instantly disappear. The glowing red eyes are gone; Shenzi, Bonzai and Ed have hidden behind a rock. Zoay looks around in amazement for a few seconds, and then mutters to herself.


ZOAY:         “I forgot. All the hyenas work for Uncle Rogan now. (Louder, she addresses the hyenas) I am Zoay, Queen of the Angel Lions. Hyena Leader, step forward!”


SHENZI:       (Cautiously approaches Zoay, and, as if an afterthought, makes a shallow bow) “Your… Highness. I’m sorry I didn’t recognize you earlier, but we were under the impressions that King Rogan…”


ZOAY:         “Rogan is a usurper. The wings do not lie.”


SHENZI:       “Of course not, Queen Zoay. What can we do for you?”


ZOAY:         (Adopts a softer tone) “What is your name?”


SHENZI:       (Seems surprised that Zoay would even care) “Shenzi. My name is Shenzi.”


ZOAY:         “I risk much in speaking to you in this manner, Shenzi. I need your confidence.”


SHENZI:       (Seems slightly flattered) “Of course. You’re a Master Lion. I’m just a hyena.”


ZOAY:         “You are not ‘just’ anything, Shenzi. I am in exile from the Izusa Escarpment. Rogan wishes to kill me, and will do so if he has the opportunity. The original plan was that I would stay away until I had grown and dethrone him by force. But that is no longer an option. Rogan has ordered the invasion of the Pridelands.”


SHENZI:       “We know, Your Majesty. We have been ordered to be on the lookout for Pridelander forces at the Escarpment.”


ZOAY:         “Why are you here in this canyon?”


SHENZI:       “This is where we rest and eat when not on guard duty at Izusa.”


ZOAY:         “You mean the Escarpment is currently unguarded?”


SHENZI:       “Oh, no, Your Majesty. This is only one of four Hyena Divisions. The other three are guarding Izusa.”


ZOAY:         (Tries not to look shocked) “How many are there, total?”


SHENZI:       “More than two hundred fifty in each division. We are the Third Division. We guard in four day shifts, three divisions are always on duty while one takes the day to rest and eat. This canyon is the only cool dark place with water away from the Escarpment.”


ZOAY:         “How did so many Hyenas come to Izusa?”


SHENZI:       “Rogan had our entire civilization ensla…” (Ends her sentence and looks as if she has uttered blasphemy)


ZOAY:         “It’s alright, Shenzi. A word against Rogan is not a word against me. You can count on my confidence in return for yours.”


SHENZI:       “Thank you so much, Queen Zoay.”


ZOAY:         “Shenzi, how would you like to end your people’s slavery?”


SHENZI:       “But… it’s not possible. The Spectre will be here for us soon and…”


ZOAY:         “Spectre? A task master?”


SHENZI:       “In a way. In the presence of our Spectre we are robbed of our wills, we obey explicitly. The Spectre gives us unnatural endurance so that we can go for three days without food or rest, and in return we are… slaves in the fullest meaning of the word.”


ZOAY:         “Shenzi…”


SHENZI:       “I’m sorry, Zoay. There’s nothing we can do. You can stay here until you can fly again, but you must stay away from the Spectres. If they see you then you will surely join your friend in death.”


ZOAY:         (Looks back at Jothra’s still form and whispers) “Jothra…”


(Modified to reflect the v2 account of Zoay’s birth.)

       We see a shot of the Angel Lioness scouts walking, slowly but purposefully, across the sand. They look up and notice the visual interference of the sandstorm, but with an attitude of superiority, simply squint their eyes and walk straight on into the storm. After about three seconds, this attitude disappears.

       The scouts close their eyes and howl in pain, stumbling around and trying to find a way out of the storm, but not finding one. With their eyes closed they eventually find each other, and huddle together, seeking shelter. After a minute the wind passes on. The lionesses collapse and lie on the sand for a moment, panting and trying to catch their breath. We can see patches of their white fur smoldering and smoking slightly from the heat of the sandstorm. One of the lionesses finally looks up, and gasps in alarm.

       We now see what she sees. Simba stands at the crest of a sand dune, lionesses on either side. The view rotates 360° and she sees the entirety of the twenty-four lioness army surrounding her on all sides. K’Tia is not yet visible. The lioness leaps to her feet and shouts to the other scouts.


NITKA:        “We are surrounded!”


SIMBA:        “Surrounded and drastically outnumbered. Surrender.”


NITKA:        “We will never surrender!”


SIMBA:        “Then you will never leave these sands alive.”


NITKA:        “Then so be it. Underestimate us at your peril, golden one.” (She spits out the last two words as if a curse)


SIMBA:        “It is you who have underestimated, Angel Leader. What did they say you would find? A few lionesses, barely half-grown, basking in the sunshine, not expecting a thing? Look before you and you will find a battle-hardened army, well-prepared and willing to sacrifice all to ensure the safety of our home.”


NITKA:        “You do not know so much of us! And we will let none live to pass on the knowledge.”


K’TIA:        (Steps from behind the dune and stands beside Simba) “You’re bluffing; Nitka, and we know it.”


NITKA:        “K’Tia? You’re alive? King Rogan told us… you traitor!”


K’TIA:        “Traitor against Rogan, not you, Nitka. I side with right against the wrong. Rogan is a murderer and a usurper.”


NITKA:        “K’Tia, you know there is no hard proof that Rogan killed Camiil! And it is his place to take the throne in the absence of a winged destined one.”


K’TIA:        “Nitka, before she died, Camiil gave birth to a winged daughter.”


NITKA:        “But that’s impossible. Winged cubs are always born to…”


K’TIA:        “It was different this time. When you see him next you can ask Xater, he was there. Join us, Nitka.”


NITKA:        “Join you?!”


K’TIA:        “Yes. Help us dethrone Rogan and give the throne to Zoay, as it rightfully belongs. You know as well as I do that Rogan will steer Izusa into certain destruction.”


NITKA:        “Why should I trust you? It is easy to say and hard to believe that you are the father of the rightful queen fighting for what is right. You are most likely only trying to take the throne for yourself.”


K’TIA:        “I am not like Rogan. You know me better than that, Nitka.”


NITKA:        “I thought I did. But you have turned against your pride by aiding the Goldens.”


K’TIA:        “Nitka, your son is alive.”


NITKA:        (Looks stunned and confused for a moment) “My son disappeared years ago. You dishonor him by mentioning him, K’Tia. (Pause, then continues in a different voice) Why… why do you say he is alive?”


K’TIA:        “I rescued him, Nitka; from starvation.”


NITKA:        “You… it was you! There were rumors, but no, it can’t be.”


K’TIA:        “Yes, Nitka. They’re with Agani, all of them. They would’ve starved otherwise, and you know it.”


NITKA:        “Yes, but… my son?”


AGANI:        (Coming into view across the desert) “K’Tia! K’Tia, I’m here! Come, children.”


K’TIA:        “Agani?”


NITKA:        “Agani? (Sees Bram come over the sand and look at her) Bram?”


BRAM:         “Mother!”


       The cubs see their mothers and run up to them. There is tearful reunion. After a moment or two with Bram, and looking around at the other mothers and cubs, Nitka looks back up at K’Tia, sobbing.


NITKA:        “What exactly did you have in mind, K’Tia?”


       Kovu’s roar at noon is heard in the distance. This fades into a shot of him roaring from the pinnacle of Pride Rock.


       Back at Lake Takitak, the warband again lift their heads from resting and hear Kovu’s roaring.


TIMUSA:       “There it is! I guess we have a new heir.”


RAZORR:       “Yes. Kovu has not failed us after all.”


TIMUSA:       “I knew he’d come through. Amazing, isn’t it? Scar’s heir becoming Simba’s heir, I mean. Almost makes up for Simba not having a son.”


RAZORR:       “How do you mean?”


TIMUSA:       “Well, Kovu was royalty himself after a fashion. Scar was Mufasa’s brother after all.”


RAZORR:       “But Kovu was not Scar’s real son.”


TIMUSA:       “True, otherwise he would not have married Kiara. They would be close relatives. But even so, it’s a better match for the royals than just any old male for Kiara.”


RAZORR:       “You mean than any of us.”


TIMUSA:       “Well, yeah, I guess so. I don’t think the royals would be comfortable with a Takitak Warrior ascending to the throne.”


RAZORR:       “But think about this, Timusa. After Malachi’s line was broken with Kiara’s birth, any male cub they would choose to betroth her to would be just like any other. He would just stay at Pride Rock instead of joining us at the lake.”


TIMUSA:       “I suppose. So the schism of the Outsiders served a purpose after all. It provided a true royal for Kiara. By the way, Razorr, I’ve been meaning to ask you something.”


RAZORR:       “Yes, Timusa?”


TIMUSA:       “Father has been dead nearly a year now. When are you going to formally take command of the warband?”


RAZORR:       “It is not my place! I have been meaning to ask you the same thing.”


TIMUSA:       “Me? I can’t lead the warband!”


RAZORR:       “Rashan was your father. You are the natural choice.”


TIMUSA:       “You’re the actual Battlechief!”


RAZORR:       “I was the Outsider Battle chief. The Outsiders are gone; my warriors are now your warriors.”


TIMUSA:       “Razorr, you know the Outsider warband only followed my father because you did.”


RAZORR:       (Repeats) “My warriors are your warriors.”


TIMUSA:       “Razorr, I—I can’t—I wouldn’t know how to…”


RAZORR:       “Timusa. Rashan taught you well, I know he did.”


TIMUSA:       “But I’ve never even been in a fight!”


RAZORR:       “Neither have I, Timusa, or any of the warband. It has been so long since an enemy pride dare challenge us that your father was the only one of us to remember fighting. All I ever did to lead was divvy up food when it was scarce. No one taught me battle-craft as Rashan taught you. If there ever is a fight, the warband will need someone leading them that knows what they’re doing.”


TIMUSA:       “But I’ve been trying to tell you, I don’t!”


RAZORR:       “Come. Let us talk more and get a few more opinions as well. Perhaps you command more respect than you believe.”


(Modified to reflect the deletion of the character ‘Louis’, an unnecessary character from v1)

       Scene is at the Meerkat mob’s home in the Hakuna Matata oasis. It is in the afternoon and the mob is trying without much success to dig tunnels. Ma is coordinating three different crews led by Uncle Max, Louis, and Vixy. Flinchy is in Vixy’s crew.


MA:           “Uncle Max, what’s the story on the north tunnel?”


MAX:          “Two feet down is sand. Three feet out is solid rock.”


MA:           “Well, that’s no good. Flinchy, how’s downriver?”


FLINCHY:      “We got about two feet from the river that we can dig in before it turns into sand, and I don’t a trust a tunnel so close to the river. A good rain would flood us right out. No good to survive the white lions and drown in our sleep, eh?”


MA:           “Too true, Flinchy, too true. Vixy, I could use some good news.”


VIXY:         “I could use a good yard of mud and clay, but it’s not happening. I’m afraid it’s no better for my crew. This oasis may be beautiful above ground, but the soil just can’t support a decent tunnel. We’re fighting a losing battle. I’m sorry.”


MA:           “Don’t be sorry, Vixy, it’s not your fault. I know you’re doing your best. Suggestions anyone?”


MAX:          “Douse ourselves in A-1 sauce and go visit the lions.”


MA:           Constructive suggestions, anyone?”


FLINCHY:      “Let’s get out of here, back to our old home!”


MAX:          “Oh sure, form a nice neat line and walk out into the open. That’s rather like asking every predator in the Pridelands, ‘white or red wine?’ My steak sauce idea was better.”


MA:           “Yes, thank you, Uncle Max. Flinchy, this is our home now. Think of all we’ve worked for to be safe and happy here.”


FLINCHY:      “Except now we’re not safe and we’re not happy, are we?”


VIXY:         “If we are to stay alive and keep our home as well, we have only one course of action.”


FLINCHY:      (Sighs) “Here it comes. Let me guess, Sis, does it somehow revolve around fighting?”


VIXY:         “Yes, Brother. We must show the invaders that we are not afraid of them by taking the fight to them.”


MAX:          “You forget, Missy, we are afraid of them.”


VIXY:         “I’m not.”


MAX:          “Good for you. Have fun beating off dozens of enormous white lions all by yourself.”


TIMON:        (Riding on Pumbaa as the two come into the clearing) “I’d say one adult, two half-grown and six little ones, but that’s a rough estimate.”


MA:           “Timon! You’re back!”


       Ma runs up to Timon and Pumbaa, Timon jumps off of Pumbaa’s head to hug his mom. Uncle Max walks over as well.


MAX:          “Good to see you’re still in one piece, boys.”


VIXY:         “But you’re alone. I thought you were getting Pridelander warriors to rid us of the invaders.”


FLINCHY:      “I knew the king wouldn’t risk lionesses to save meerkats.”


VIXY:         “He would, too. Besides, this is part of his kingdom, he wouldn’t allow another pride to move in. By rights he should send the warband.”


SHYNTOR:      (From behind the bushes behind Timon) “Was that out cue?”


TIMON:        (Mutters back to Shyntor) “No. Be quiet.”


MA:           “Timon, who’s that? Who’d you bring?”


VIXY:         “You did bring warriors! How many lionesses?”


PUMBAA:       “Well, two, I guess.”


VIXY:         “Only two?”


TIMON:        (Quickly adding) “And two males.”


FLINCHY:      “He sent members of the warband?”


SHYNTOR:      “Now?”


TIMON:        (Sighs) “Close enough. Ladies and gentlemen of the meerkat mob for your entertainment I present Shyntor, Mindo, Leandra and Maliim of the Pridelands.” (The cubs step out of hiding)


VIXY:         “Those are warriors?”


MAX:          “What, are they going to cripple the enemy by sending them into fits of hysterical laughter?”


MA:           “Timon, why exactly did Simba send cubs to help us?”


MINDO:        “King Simba didn’t send us.”


MA:           “He didn’t?”


PUMBAA:       “They, sorta… volunteered.”


TIMON:        “They volunteered, exactly. The bravest of the brave.”


MA:           “But surely Simba wouldn’t allow cubs to fight the white lions.”


LEANDRA:      “They’re called Angel Lions.”


MALIIM:       “And they’re all gone.”


MA:           “They’re gone? Oh, Timmy that’s wonderful!”


MINDO:        “Except one.”


FLINCHY:      “What?”


TIMON:        “It’s just the really small one.”


MA:           “They left their little cub behind?”


VIXY:         “Perhaps the great Timon would care to explain exactly what has happened.”


TIMON:        “I would if I could, Miss Vixy the Warrior Princess, but I haven’t been able to keep track myself.”


PUMBAA:       “Allow me. The Angel Lions we saw fled for their lives once a false king took over their home and one of the good Angel Lions asked Simba to help support Zoay the true queen who made friends with the Pridelander cubs and so now Simba and all the lionesses are going with the big Angel Lion to attack the false king at their Escarpment and the Angel Lions we saw are going to help except for the little one who’s too young and who the Pridelander cubs are going to help us baby-sit until they come back from the battle that will decide the fate of the Pridelands, our home and also our very lives.”


TIMON:        (Stares as Pumbaa) “Yeah, what the pig said.”


VIXY:         “Wait, go back to ‘battle deciding the fate of our lives.”


SHYNTOR:      “Go back to baby-sit.”


MAX:          “What the heck is an Escarpment?”


BELA:         (Coming out from hiding) “Escarpment: Noun, a steep drop or slope, especially; the precipitous face of a line of cliffs.”


LEANDRA:      “Everyone, this is Bela. She’s our friend, she’s really smart, and she’ll be staying with us for a while.”


MAX:          “I'm still waiting for the ‘she’s not gonna eat us’ part.”


BELA:         “Of course not. Lions don’t eat meerkats.”


SHYNTOR:      (Rolls his eyes) “We keep trying to tell them that.”


TIMON:        “Kovu came pretty close once.”


PUMBAA:       “That was an accident, Timon.”


FLINCHY:      (Moment’s pause) “Precipitous?”


LEANDRA:      “And we don’t really need to baby-sit her, she’s quite capable for her age.”


VIXY:         “And the battle?”


FLINCHY:      (Moment’s pause, then repeats in same tone of voice) “Precipitous?”


BELA:         (Steps in front of the group and adopts a lecture tone) “The battle will decide the fate of all the Pridelands. If Simba and K’Tia win, the Pridelands and the Angel Lions will most likely enjoy a friendship never before experienced, resulting in mutual peace and prosperity for generations into the future.”


MAX:          “Can’t say that I understood all that, but it sounded good.”


VIXY:         “And if we are defeated?”


BELA:         “If our armies fall to Rogan, the Pridelands will be overrun with enemy lions and hyenas and we will most likely see a state of death and decay similar to that of Scar’s reign, except it will not be limited to the Pridelands, but spread like an infection to the Izusa Escarpment and Lake Takitak as well.”


       There are stunned stares all around the meerkat mob.


MA:           “Well, that doesn’t sound good.”


MAX:          “I’m sorry; my brain froze after ‘overrun with hyenas’.”


VIXY:         “What is the tactical situation?”


TIMON:        “Who cares? We’re not in the battle. Don’t worry, Simba always wins.”


BELA:         (As if Timon had not spoken) “For us: Simba, K’tia, twenty-four lionesses, Kovu, eighteen males, and hopefully seven female Angel Lions. Against us: Possibly those seven Angel Lionesses, eight Angel males, lord Rogan and his honor guard, Battlechief Xater and approximately one thousand hyenas.”


FLINCHY:      “That was a lot of numbers but I distinctly heard a thousand hyenas.”


BELA:         “I counted one thousand fifty-six.”


VIXY:         “We must join the battle.”


TIMON:        “You missed a critical word there, sweetheart. We must not join the battle. We must stay as far away from the battle as possible.”


VIXY:         “But we may help turn the tide for victory!”


TIMON:        “Vixy, are you nuts? What good could a mob of meerkats do against a thousand hyenas? Do you know how many hyenas that is?”


VIXY:         “Yes, I do. And it is because I do not want them here that I say we arm ourselves and fight!”


TIMON:        “I always knew there was something wrong with you, girl.”


MA:           “Timon, what if she’s right?”


TIMON:        “My own mother?”


MA:           “I mean that we could make a difference, even without fighting. I remember you outsmarting a whole bunch of hyenas yourself.”


TIMON:        “You remember because you were there, helping; and Uncle Max and Pumbaa.”


MA:           “You wouldn’t be alone this time either, Timon.”


TIMON:        “That’s right, ‘cause I’m staying here and so is anyone who has any sense!”


VIXY:         (Steps closer to Timon) “Listen, Timon, your mother is right, we probably won’t fight. But at least we’ll be there in case we can help somehow.”


TIMON:        (Sighs) “So, you’re actually suggesting we take the whole mob to the most dangerous place in the whole Serengeti and just… hang out in case Simba needs us for some reason?”


PUMBAA:       “I’ll come too, Timon!”


SHYNTOR:      “Count us in. Jothra’s gonna need some help.”


TIMON:        “But no one here knows how to get to the Izusa Escarpment!”


BELA:         “I could take you there.”


MA:           “Then it’s settled.”


TIMON:        “Whoa, doesn’t anyone not want to play kamikaze? Uncle Max, Flinchy, talk some sense into these people.”


MAX:          “We’re finger food as long as they’re out there and we’re in this tunnel-less oasis anyway Timon. We might as well know what we’re getting into.”


FLINCHY:      “He’s got a point with the tunnels, you know. Out in the real jungle we can a dig a tunna straight down if we need to. No such luck here on top of all this sand. I don’t like the idea anymore than you, Timon, but it is better than just sitting here waiting for those thousand hyenas to come to us.”


VIXY:         “Now it’s settled. We march to battle. Everyone follow me!”


FLINCHY:      “Hold on, Vixy. Timon has to lead us.”


VIXY:         “Timon? Lead us into battle?”


FLINCHY:      “Timon leads or I don’t follow.”


MA:           “You’re our hero, Timon. We’re behind you, whatever you decide.”


TIMON:        (Looks around and sighs, shoulders slumped) “I just hope I live to regret this.”


       Shots set throughout the afternoon show the Meerkat mob preparing for battle with the help of the Pridelander cubs. They take sticks and sharpen the ends with the cubs’ claws to form spears. They use vines and bark to rig the cubs and Pumbaa with saddle-harnesses and load them with rocks and more spears.


       Scene is in the Sky Lands just outside the Eastern Gate. We see Jothra slowly open his eyes and look around in wonder. He turns and sees Mufasa standing over him. He backs up and appears frightened.


JOTHRA:       “W-where am I? Who are you?”


MUFASA:       “You are in the Sky Lands, and my name is Mufasa.”


JOTHRA:       (Whispers) “Mufasa? (Out loud) Simba’s father, the Great King?”


MUFASA:       (Laughs) “I am Simba’s father, yes. You are Jothra, correct?”


JOTHRA:       “Yes, Sire. Am I dead? Can I see my mom?”


SARABI:       (Comes up from behind Mufasa) “You’re not really dead, Jothra.”


JOTHRA:       “Queen Sarabi. I’m not?”


ZAZU:         (Lands on Mufasa’s shoulder) “No. Although I certainly don’t envy you the headache you’ll have when you wake up.”


JOTHRA:       “Who are you?”


ZAZU:         “I am Zazu; Nefti’s predecessor.”


JOTHRA:       “Oh. But, if I’m not dead, why am I here?”


MUFASA:       “I brought you here. I need your help.”


JOTHRA:       “Why me?”


MUFASA:       “Why not?”


JOTHRA:       “I want to see my mom.”


SARABI:       “I’m afraid you can’t see your parents yet, Jothra.”


JOTHRA:       “My parents? My dad’s up here too? (Sarabi looks embarrassed) I’m not surprised. Well, if he’s up here with Mom, why can’t I see them?”


MUFASA:       “Jothra, please, listen for a moment. I brought you here because I need you to do something for me.”


JOTHRA:       “What?”


MUFASA:       “Listen.”


JOTHRA:       “I’m listening!”


MUFASA:       “No, that’s your task. Come with me, listen to everything you can, and above all, stay hidden!”


JOTHRA:       “Hidden? How do I hide?”


KATA:         (Appears from nowhere) “That’s what I’m here for. I am the Kata, I’m a helper. Mufasa, are you sure this is a good idea?”


MUFASA:       “Risk is what life is about, Kata, even when it’s over.”


KATA:         “As you wish, Sire. Hold still, young Jothra. (The Kata hovers above Jothra and glows. The air around Jothra ripples for a moment, and then he vanishes from sight except for the faintest of an outline.) That will do as long as no one looks too intently. I suggest we all go as well to distract the other kings.”


SARABI:       “I’ve always wanted to sit in on a council.”


MUFASA:       “Then let’s go. Jothra, follow me closely.”


       Mufasa, Sarabi, Zazu, the Kata, and the barely visible Jothra start walking. They come to a stone arch; nothing unusual is visible through it. The Kata flies up and lands on the top of the arch. He closes his eyes, concentrates, and suddenly the vista beyond the arch changes and they all walk through it to a different place, the Council Room of Malachi.


(Modified to reflect the king numbering system new for v2.)

       The Council Room of Malachi appears to be a clearing in a heavenly jungle. There is a low wall of golden stones ringing the outside, and a raised slab of stone in the center to serve as a table. The foot of this table is empty and the small group walks towards it. There are four lion kings lining either side of the table, with expressions ranging from boredom to anger, none seem happy to see Mufasa. At the head of the table is Lord-king Malachi, a very large, old looking lion. He wears a necklace that has golden disks fixed to it, and a golden circlet on his head. The king to his right has a similar necklace, but no crown. He speaks.


K2 (ASLOS):   “Well, Sky-king Mufasa, I’m glad to see you’ve decided to join us after all.”


MUFASA:       “I apologize for my tardiness, Lord-prince Aslos. I was still recovering my energy.”


KING 3:       “Ah, yes, recovering from your battle. Your physically visible battle in the heavens.”


KING 5:       “I seem to recall this being a Council of Kings. Before me I see one king, one queen, one majordomo and a Kata.”


MUFASA:       “Zazu has always been my most trusted advisor. My Queen can provide us with a fresh close up view of the Pridelands. It has been allowed before. And the Kata is free to do as he wishes.”


KING 8:       “Leave it to Mufasa…”


K2 (ASLOS):   “Very well, Mufasa. Let us begin the council. Father?”


K1 (MALACHI): (Sounding very weary) “Carry on, Aslos.”


ASLOS:        “As you will, Lord-king. First of all, I believe I speak for all of us when I say we are all glad to see you well and recovered, Sky-king Mufasa.”


KING 6:       “And yet we are curious as to why you chose to manifest yourself visually.”


KING 9:       (To king 5) “Are you blind? Scar manifested himself first!”


KING 6:       “I was addressing Mufasa. Or does he need his daddy to talk for him?”


KING 9:       “My son is the greatest king since… well, before you, anyway.”


MUFASA:       “Father, please. I can handle this. Perhaps I should explain from the beginning exactly what happened.”


KING 7:       “There is no need, Sky-king. We know exactly what happened. Scar has gathered enough power to manifest in the physical realm. He attempted a chain-reaction of doubt power that you sought to avoid by your own chain-reaction of trust power.”


MUFASA:       “I was successful.”


KING 7:       “You stopped Scar from achieving his ultimate goal, yes. But for how long? And at what cost?”


KING 4:       “Just look at the Pridelands! (A map in miniature of the Pridelands appears above the stone table) They are virtually destroyed. Earthquake, fire, canyon, cliff. Half the herds are gone or leaving, the water hole is so muddy it’s becoming undrinkable, and… (Looks closer) The Pride is gone!”


       The eight kings all look for themselves and murmur to themselves.


MUFASA:       “I can explain.”


KING 3:       “You can explain why your son has taken every single lioness and left Pride Rock? This I must hear.”


MUFASA:       “It is the will of the Sovereignty…”


KING 6:       “The Sovereignty! Always it is the Sovereignty! When will you learn, Mufasa? The sovereignty cares nothing for what happens in the lowlands. It stays on its mountain and cares only for… sovereign things. It has abandoned us, Mufasa.”


KATA:         “Your words show how little you understand the Living Circle, Council-king.”


KING 6:       “Oh, is that the name we’re using this week?”


MUFASA:       “It is the name that a Pridelander spoke last night.”


KING 9:       “A Pridelander?”


ASLOS:        “The column of fire. I had wondered…”


KATA:         “The scope of what we’re dealing with has increased drastically. The Sovereignty has indeed become involved. I therefore suggest you grant a pardon for all violations of Malachi’s Code in connection with the Celestial Battle.”


KING 5:       “All violations?”


MALACHI:      “The pardon is given. (All kings look at him) We cannot waste time when the Living Circle is preparing to reinstate the Order of Sozo.”


KING 8:       “With all due respect, Lord-king Malachi, we do not know what is happening.”


ASLOS:        “I would think it obvious. It has always been the will of the Sovereign Ones that the Pridelanders live and die in the Order. My father and I did so, but were unable to pass on the knowledge. The Living Circle has apparently decided that the lowlands have wallowed in ignorance long enough.”


MUFASA:       “There is another marker of the Sovereignty besides the column of fire. The Star Zoay exploded during the battle. It was this that sent the Angel Lions to my son.”


KING 7:       “Angel Lions? You have brought them into this?”


MUFASA:       “It was the Sovereignty that granted me the power to cause a star to explode. The Sovereignty is reweaving the two prides. The Angel Lion K’Tia is aiding Simba and the lionesses. His daughter Zoay, their Destined One, is with Jothra, the Pridelander cub that spoke one of the names of the Sovereignty last night.”


KING 6:       “What is the point of all this?”


MUFASA:       “The point is that the time has come to do drastic things in order to further the wishes of the Sovereignty. I propose we speak directly to a Pridelander, audibly. We must tell them how to live the path to the Order of Sozo. Perhaps if we act in time we may save lives in the battle to come. For since Scar has again become our enemy and is now quite powerful, the battle with the Angel Lions will not be won simply by tooth and claw. We must arm the Pridelanders with knowledge and wisdom.”


KING 3:       “Lovely words, Sky-king, as always, but they do not mask what it is you are asking. Speak audibly to a Pridelander? Surely not.”


KING 6:       “Not as long as I sit on this council.”


KING 4:       “Nor I.”


MUFASA:       “It was done the last time Scar opposed us.”


KING 5:       “That was you speaking to your son. Is it your son you seek to speak to now?”


MUFASA:       “No, nor to Rafiki. This time it must be to someone young, who can simply believe what it is that we would tell them.”


ASLOS:        “We are forbidden to reveal the path to Sozo once we have passed into the Sky Lands. It has never been done, and with good reason. The lowlanders must discover the path alone.”


MALACHI:      “Sky-king Mufasa, what exactly would you tell this young Pridelander if you had the chance?”


ASLOS:        “Father, we are forbidden…”


MALACHI:      “We are forbidden to reveal it to the lowlanders. I see no lowlanders present, do you, my son? (Quick shots of Sarabi and Zazu looking at each other worriedly) Tell me Mufasa. If you could speak to this young one about the path to the Order of Sozo, what would you say?”


MUFASA:       (Smiles broadly and speaks in a loud voice) “I would tell him the difference between trust and doubt, between hope and fear, between the truth and the lie. I would explain that Scar’s power is an illusion, and that it only becomes real once it is believed in. That is what happened during the storm, Scar created the illusion of lightning and thunder, and once the pride believed it was real it became real. This gave him the energy to appear in the stars, and when the pride believed this, it became real, and so on. If they would’ve realized they were being lied to, the storm would not have happened. I would then tell him how our power can bend and break natural rules in a similar fashion, that if our power is completely believed in it too becomes real. That is what I did in the storm, by providing hope for my pride I gathered enough power to break the rules and save them all, even Kiara and Vitani. I would tell him that whenever he came across manifestations of doubt-energy, that all he has to do is call it out for what it is, and it will be powerless. And if the need is ever dire enough, to call out for our power and truly believe in it, and it will be made so.

              “I would teach him to demonstrate the power, to not grow prideful in the power, and to teach others the power.”


KING 6:       “Enough of this. This council was called to levy discipline against Sky-king Mufasa for his violations of the Code. As he has been pardoned by the Lord-king, this council should be called to an end.”


ASLOS:        “Eager to return to your lionesses, are we?”


MALACHI:      “The Council is ended. You may all return to your prides. Mufasa, please stay a moment. I would speak to you alone.”


MUFASA:       “Of course, my Lord-king.”


ASLOS:        “Shall I stay with you, Father?”


MALACHI:      “There is no need, Aslos. I shall follow you shortly.”


ASLOS:        “See you at the Alabaster Palace later, then?”


MALACHI:      “Of course, my son.”


       The eight kings disappear through gates similar to the one Mufasa entered, except Aslos who walks through a gate directly behind the head of the table. This gate is larger and the stones are a glowing white. When they have all gone, Malachi speaks.


MALACHI:      “I’m glad that’s over, eh, Mufasa?”


MUFASA:       “Yes, Malachi. It went better than I expected, though. Allow me to introduce my queen, Sarabi.”


MALACHI:      “Enchanted. We have admired your strength of character and wisdom in leadership since you were born. Mufasa would’ve had difficulty not being a great pride king with you at his side.”


SARABI:       “You flatter me, my Lord-king.”


MUFASA:       “There is no flattery in the truth, my love. (Again to Malachi) This is Zazu, my old majordomo, and you of course know the Kata.”


MALACHI:      “Yes of course. Good to have you both here. But who is the cub?”


MUFASA:       “Cub, Lord-king Malachi?”


MALACHI:      “Yes, Mufasa. The cub you hid from the other kings. Surely you didn’t think I would not see him.”


MUFASA:       “Of- of course not, Malachi. Jothra, approach the Lord-king.”


       We see the blurred space in the shape of Jothra hop up on the stone table and hesitantly approach Malachi. Malachi looks down at him and smiles.


MALACHI:      “There is no need to hide any longer, little one. (He gently breathes on Jothra and he becomes visible) There, now let me get a good look at you. Jothra, is it?”


JOTHRA:       “Yes, Lord-king Malachi.”


MALACHI:      “You are a grey lion, descended from my brother Leo, yes?”


JOTHRA:       “Yes, Sire. My brother Timusa rescued me and the Pridelanders adopted me.”


MALACHI:      “Are you the one who spoke a name of the Sovereignty last night?”


JOTHRA:       “I- I guess so. The Living Circle, right?”


MALACHI:      “Mm hmm. Do you understand what you’ve heard today?”


JOTHRA:       “I think so. Scar’s power isn’t real if I believe it’s not? And your power can do impossible things if I believe it can, right?”


MALACHI:      “Very good, Jothra. Mufasa and the Living Circle have chosen well.”


JOTHRA:       “What do I have to do?”


MALACHI:      “What you can. What you must. You will have enemies, Jothra, but they are enemies that you can defeat. And this gift I give to you: whenever you meet an enemy, they will address you as ‘Naba’ which is a name that means ‘prophet.’ For that is what you will become, Jothra, our prophet to your people. Are you ready to return to the lowlands?”


JOTHRA:       “Yes. I’ll do my best with the knowledge you have granted me.”


MALACHI:      “Excellent, excellent. Mufasa, your choice was not so difficult, I see.”


MUFASA:       “Jothra will indeed one day make us very proud. Come, now it is time for him to wake up. (To Jothra) When you see Rafiki again, you can tell him how you met the great king Malachi.”


JOTHRA:       “I can’t wait to tell King Simba how I met you. (Pause, then to Malachi) Can you answer a question or two for me before I leave?”


MUFASA:       “You have been given all the knowledge you need, Jothra.”


SARABI:       “Sires, think about it. He’s only a child, and we’re sending him off as a prophet? I would think he deserves an answer.”


MALACHI:      “Very well, Jothra. One question it is. But remember, we don’t know the future, only the past and present.”


JOTHRA:       (Jothra thinks for a while) “Okay. Does Zoay love me?”


MALACHI:      “Ooh. Dangerous question, Jothra. You may be better off not knowing for now.”


JOTHRA:       “It’s my question.”


MALACHI:      “So be it. (Sighs) Yes, Jothra, Zoay returns your love. But she also loves her people, as any good ruler does. One day soon she will have to choose between the two.”


JOTHRA:       (Sighs) “She was afraid of that.”


MUFASA:       “A ruler’s foresight.”


SARABI:       “Woman’s intuition.”


JOTHRA:       “Whatever. Well, I asked for it, I guess. I have one more question, but it’s about my mission.”


MALACHI:      “You mean your call.”


JOTHRA:       “What?”


MALACHI:      “A mission is completed and ended. Your call lasts your whole life. Ask away.”


JOTHRA:       “If both Scar’s power and your power become real when you believe it, what makes yours real and his false?”


MALACHI:      “Surely you are touched by the Sovereign One. The answer, Jothra, is that whenever we come to an open, head-on conflict, our power wins.”


JOTHRA:       “Always?”


MALACHI:      “Always. No amount of darkness can snuff out the light as long as one tends to the flame.”


JOTHRA:       (Nods) “Good. Makes sense to me, anyway. Well, I might as well go back now. Do I leave through a gate?”


MALACHI:      (Smiles) “Not when you’re with me, young one. Close your eyes. (Jothra does) Now then, (Loudly) Wake up, Jothra!”


       Back in the hyena gorge, Jothra opens his eyes and sits up with a start. He and Zoay are behind a small outcropping of rock, out of view. Zoay has been cautiously peering over the rock, watching the proceedings, but she turns around when she hears Jothra come to.


ZOAY:         (Quiet but excited) “Jothra! Oh, Jothra, we thought you were dead!” (She licks him and helps him up)


JOTHRA:       “I thought I was dead, too. But they just wanted to talk.”


ZOAY:         “What? Who wanted to talk?”


JOTHRA:       (Looks up into the sky beyond the canyon, where a few stars are becoming visible, just before sunset) “The great kings of the past.”


ZOAY:         “Um, are you okay? You took a bump to the head; you were bleeding…”


JOTHRA:       “I’m fine, Zoay. What’s going on?”


ZOAY:         “Long story. The hyenas’ Spectre showed up and is getting ready to take them back to the Escarpment. I was thinking about following them, but I didn’t want to leave you, I…”


JOTHRA:       “What’s a Spectre?”


ZOAY:         “It’s the hyena’s master, but I can’t tell exactly what it is. It’s in the shape of a hyena, but… well, I can’t tell…”


       Zoay’s voice trails off and she shrugs. Jothra and Zoay carefully peer over the rock at the Spectre.

       The Spectre is talking to Shenzi, Bonzai and Ed. It looks vaguely like a hyena, but bigger. It is unnaturally black, a total absence of light in a hyena’s silhouette. A quick shot of the hyenas show them in total attention to the Spectre, their eyes the same black-hole black as the Spectre. Close up of Jothra as he narrows his eyes at the Spectre. Close up of the Spectre showing his eyes which are totally black except for a slight reflecting of the light off its eyeballs. Jothra whispers to Zoay.


JOTHRA:       “I know what it is. I know who it’s from.”


ZOAY:         “What is it?”


JOTHRA:       “A lie.” (He stands up, a determined look on his face)


ZOAY:         “Jothra, no! That thing will kill you!”


JOTHRA:       (Looks back at Zoay) “Not if I say it’s not allowed to. (Zoay looks frightened and confused by Jothra’s reaction. Jothra speaks up to the Spectre) Spectre!”


SPECTRE:      (Looks over at Jothra, along with every hyena) “Pridelander! What brings you to such an early death?”


JOTHRA:       “It is you who will not walk away from this, servant of Scar.”


SPECTRE:      “Who do you think you are?”


JOTHRA:       “You tell me, O false power.”


SPECTRE:      “You… you…”


JOTHRA:       “Say it.”


SPECTRE:      “You… are… the Naba.”


JOTHRA:       “Yes. I am a servant and bringer of the power of the Living Circle. (The Spectre visibly cringes at the sound of the name.) And you? You are nothing. Your power is a lie and has no influence over me.”


       The Spectre steps away from the hyenas and roars at Jothra in a fit of rage. Green-tinted dark flames leap from his mouth in an ever-expanding fire cloud toward Jothra. A close up shows Jothra look at it, the light reflecting in his eyes. He smiles, and begins to laugh. He continues to laugh as the fire envelops him, encircling about him. A bird’s eye shot shows the flame split before him and recombine behind him, so that he remains unharmed. Shot returns to normal as the fires die down and shows Jothra still laughing. A close up of the Spectre shows his eyes grow wide with fear.


JOTHRA:       “Your time has come to an end, deceiver. Be gone! Be gone in the name of the Living Circle!”


       Now it is Jothra who roars, his own voice being overridden by a much more powerful adult roar that reverberates through the entire canyon. He glows the color of the Kata and a beam of light of the same color comes from his mouth and seems to pulse with the same vibration as the voice. The beam strikes the Spectre in the head and he begins to scream a high-pitched scream as he becomes engulfed in golden flames. In a few moments there is nothing but a small heap of black ashes. Moonlight streams unhindered now through the canyon mouth and a distant roar can still be heard. A quick shot of Pride Rock shows that this is Kovu.


RAZORR:       “And finally you, my son. Fang, Rashan is dead and we need a Battlechief. Will you support Timusa in leading in his father’s stead?”


FANG:         (Looks down) “Yes, Father. And forgive my foolish words earlier.”


RAZORR:       “Of course, Fang. (Turns to Timusa) You see? The warband is behind you.”


TIMUSA:       “That is a gross exaggeration, Rashan. Fully half of them are simply following you, the fact that you follow me is a mere coincidence to them.”


RAZORR:       “That is not important.”


TIMUSA:       “It is to me. What if they decide one day that it’s not worth it? And what happens when you follow my father to the Sky lands? I’ll still be here with a divided warband on my hands. It’ll be the Outsider schism all over again. Who will I turn to then?” (Kovu’s evening roar can be heard in the distance and all the males look in that direction and then at each other in astonishment)


RAZORR:       “Ask the king. We shall see him soon.”


TIMUSA:       (Turns to Fang) “Fang, it turns out your instincts were right.”


FANG:         “Yes. But now that it’s true I wonder if I’m ready.”


TIMUSA:       “We have been called upon. Therefore we are ready.”


RAZORR:       “Well spoken. The warband is in good hands.”


TIMUSA:       “That remains to be seen. (Lowers his voice) Razorr, this is for real. I’ll need your help if I’m to do this at all.”


RAZORR:       “You have my assistance, my loyalty and my life, lord Battlechief.”


TIMUSA:       “Razorr, I’m still more half-grown than grown, with no battle experience. During the fight it may be most effective to split the warband into our two natural groups and attack different objectives.”


RAZORR:       “A wise plan, perhaps. We won’t know until we get there. (Lowers his voice) Don’t worry, Timusa. You just have to get us to Pride Rock, from there the king and his heir can provide unifying leadership.”


TIMUSA:       “Then let’s get going.”


RAZORR:       (Out loud) “To hear is to obey, lord Battlechief. (Calls out across Lake Takitak) Takitak Warriors! Assemble!”


       The warriors, totaling eighteen including Timusa, Razorr and Fang, hesitantly come to Razorr’s call. Razorr takes the duty of a sergeant, barking out orders.


RAZORR:       “Did I say stand around? Did I say take your time? I said assemble! Four groups of four, form rank! Two rows, total of eight across, this isn’t difficult, ladies! Our Battlechief speaks!”


       Eventually Razorr has them standing how he wants them. He stands at attention in front of the two lines between the second and third squads. He waits for Timusa to speak.


TIMUSA:       (Takes a deep breath) “Our king has called to us from Pride Rock! We have heard his roar at daybreak, midday and now at sunset. This can only mean that an enemy pride is on the attack and we are needed to defend the Pridelands. I am not ignorant to the fact that some of you have no love for Pride Rock, and many of you with good reason. But I would have you reminded of this fact: the Outsider schism has been reversed. Kovu, Vitani and all the others are no longer exiled to the Outlands. They too call Pride Rock their home. We are not fighting for the dignity of the Royals anymore; we are fighting for our mothers, our sisters, our wives and our cubs. Now that I am an orphan of sorts, my younger brother Jothra is the only family I have in the Pridelands. But still I fight. It is worth it to me.”


RAZORR:       “I fight for my mate, and my daughter.”


FANG:         “My mother, my sister.”


LION 1:       “My mate, my sons!”


LION 2:       “My daughter, my grandsons!”


LION 3:       “My sister, my mother and grandmother!”


       The rest of the warband takes up the cry, each naming their family members who are depending on them. Timusa lets them finish, and then continues.


TIMUSA:       “Well, then what are waiting for?”


       Timusa trots to the left side of the two rows and the lions turn to their right to face him.


TIMUSA:       “First three squads, stay in your column and follow me. Razorr, take the fourth squad and stay ahead of the column to scout. Ready? For the Pride!”


ALL:          “For the Pride!”


Back in the canyon, Zoay comes up from behind Jothra.


ZOAY:         “Jothra! That was amazing! What… what did you do?”


JOTHRA:       “I believed. And then I acted.”


       Shots show the hyenas partially regain the regular look of their eyes and shake as if shrugging off a bad dream. They look around slowly, still in somewhat of a daze, at the smoldering pile of ashes still giving off a fading golden aura, at Jothra and Zoay, and finally to Shenzi for guidance.


SHENZI:       “What have you done? How did you kill the Spectre?”


ZOAY:         “Don’t look at me. Jothra killed it by laughing at it.”


JOTHRA:       “I didn’t really kill anything. The Spectre was in essence a lie. All I did was believe in the truth.”


SHENZI:       “And… what is this truth?”


JOTHRA:       (Silent voice over, as Jothra thinks to himself) Can it really be this easy?


SOZO:         (Silent voice over, new voice answers in Jothra’s mind) Sometimes it is, but often not. When it does happen this way, seize the opportunity and enjoy it. The memory will keep you going when times are rough.


JOTHRA:       (Out loud) “The truth… the truth is that there is a higher power watching over the entire Circle of Life; lions, hyenas, all of us. This higher power wants what’s best for us, and has the power to make good things happen… even when it seems impossible. The best that the evil powers can do is lie to us. The only way the enemies in high places can influence what happens to us is if we believe their lies. That’s what happened to you. The power of the Spectre was a lie; it only controlled you because you believed in it.”


SHENZI:       “But… no one ever told us different.”


JOTHRA:       “Today I am.”


SHENZI:       “You are more powerful that the Spectre?”


JOTHRA:       “The power isn’t mine. It’s the power of the Living Circle. I could use it because I believed in it.”


SHENZI:       “And if we believed in it?”


JOTHRA:       “Then you would be truly free.”


SHENZI:       “Free… I’ve almost forgotten what the word means. Ever since Mufasa kicked us out of the Pridelands we’ve been servants. First to Scar, then Rogan, then his Spectres… can we handle freedom?”


JOTHRA:       “Only you can decide that. Today the choice is laid before you: slavery or freedom, death or life. You have lived so long in death, Shenzi. Today, choose life.”


SHENZI:       “If the choice is truly mine… then this day I choose life and freedom!” (Similar cries are made throughout the division and hyenas start to come really awake, bright eyed and actually smiling)


ZOAY:         “What do you say now Shenzi, now that you are control of your own destiny, now that you are free?”


BONZAI:       “We’re not totally free, not yet. There are still about eight hundred hyenas under the control of the other three Spectres. We’re not free until we’re all free.”


SHENZI:       “Queen Zoay, do you still promise us freedom?”


ZOAY:         “Such as I have power to give, yes. But it is Rogan that controls the other hyenas. We must defeat him. Will you help Jothra and I?”


SHENZI:       (Looks to Jothra) “Your name is Jothra? (Jothra nods) Do you have a title?”


ZOAY:         “He is the Pridelands’ Wise One.” (A little more confidently than previous introductions, Jothra nods again)


SHENZI:       “Jothra, Wise One, we will follow you in loyalty wherever you lead, that we may continue to be free and learn more of this… Living Circle.” (The hyenas clamor their agreement)


JOTHRA:       “And if that means fighting against Rogan?”


SHENZI:       “We will fight.”


ZOAY:         “Hyenas may die.”


SHENZI:       “Until we’re all free we are all still dead. When the battle is over, any hyenas left standing will be free. That is all that matters.”


ZOAY:         “Today the true courage of the hyena is proved.”


SHENZI:       “No, it is only hinted at. It will be proved at Izusa.”


JOTHRA:       “Zoay, can you fly yet?”


ZOAY:         “No, I can’t carry you.”


JOTHRA:       “But you can fly yourself?”


ZOAY:         “Yes, but…”


JOTHRA:       “That’s all we need right now. You couldn’t carry two hundred fifty hyenas anyway, right?”


ZOAY:         “Guess not.”


JOTHRA:       “In this battle you’ll be needed most as a messenger. You can travel faster, see farther and hear better than anyone else on either side. You’ll need to coordinate the movements of the different armies; King Simba and the lionesses, Kovu and the warband, hopefully Agani and the cubs and sympathizers, as well as the hyenas.”


ZOAY:         (Smiles) “Tactical air command.”


JOTHRA:       “Exactly. I’ll lead the hyenas from here to the edge of the Izusa clearing, and await your command. You go ahead and establish contact with the others, like we planned originally.”


ZOAY:         “You’re starting to sound like a Battlechief.”


JOTHRA:       “That I leave up to my brother someday. (Turns and addresses the hyena horde) When this is over I will tell you all I know about the Living Circle, and more as I continue to learn. However, you won’t have to follow me beyond the battlefield. In order to be truly free, you must follow only your own leaders. For my part I would nominate Shenzi to continue her leadership in the time to come.”


ZOAY:         “As would I! (The hyenas shout agreement; cries of ‘we will follow Shenzi!’ and some simply chanting her name can be heard. Zoay turns to Jothra) That went well.”


SHENZI:       “Thank you! Now quiet down! Silence! (Eventually the crowd dies down) Thank you, young cubs. Your gift will never be forgotten.”


JOTHRA:       “Are you ready to march?”


SHENZI:       “We were just about to anyway, back with the Spectre. We are fed, rested, and infused with energy. We will march all night.”


JOTHRA:       “Yes, we will. I have done enough sleeping today. (Turns to Zoay) I will not rest again until you are Queen among your own people.”


ZOAY:         (Smiles) “Then let us not make you an insomniac. (Steps closer to Jothra and lowers her voice) Good luck, Tough Guy.”


JOTHRA:       (Smiles back) “Who needs luck? The Living Circle looks after me; looks after all of us. Have no fear Zoay, my angel queen.”


ZOAY:         (The two embrace tearfully, then Zoay pulls back and remarks,) “All right, enough sentiment. Let’s kick some butt.”


JOTHRA:       (Nods, grins and addresses Shenzi and the hyenas) “Anyone else here ready to kick some butt?”


       The voices of over two hundred fifty hyenas rise in a cacophony of agreement and battle cries.


       Scene is a collage of shots showing the Pridelander warband, meerkat mob and hyena division setting out to march. First, Razorr running upstream along a riverside path, followed by four lions, and then Timusa and the main column thunder by. Then Vixy riding Bela, a spear in her hand, followed by Pumbaa, ridden by Timon, Ma, and five other meerkats, the Pridelander cubs each bearing three meerkats, followed by the vast meerkat infantry, all carrying spears. Finally a shot of Zoay soaring straight up out of the hyena canyon, executing an inverted loop, leveling out four feet above the sands. As she swoops over the lip of the canyon, Jothra runs up over as well, followed by a living sea of hyenas.



       Scene is at Pride Rock, around midnight. The warband has assembled again at the foot of Pride Rock, and Kovu has come down to greet them.


TIMUSA:       “All hail the King! (The warband roars, and Kovu steps into view) Prince Kovu. Where is the king?”


RAZORR:       “Is Simba dead? Are you the king now, Kovu?”


KOVU:         “Simba lives. The king went on ahead with the lioness army at dawn to the Izusa Escarpment. I was ordered to call you home and take you there. Where is Rashan?”


TIMUSA:       “Rashan died a year ago. I lead in his place with the aid of Razorr.”


KOVU:         “Good to see you again, Razorr.”


RAZORR:       “You have grown into a great and mighty warrior, Kovu.”


KOVU:         “Then I am in good company.”


TIMUSA:       “Kovu, you said the Izusa Escarpment. Is our conflict with the Angel Lions?”


KOVU:         “Yes. (Louder, addressing the warband) A usurper has taken the throne of a neighboring pride known as the Angel Lions and means to conquer us. The father of their true queen came to us for help, and to warn us of the impending invasion. The king and the lionesses left at dawn to intercept the enemy scout party of seven Angel Lionesses.”


FANG:         “Seven only?”


KOVU:         “A single Angel Lion has a battle efficiency of three of ours. Every one of us will be needed. There is a possibility that these seven scouts can be turned to our side. Regardless, our mission now is to march with all speed to the Izusa Escarpment, which is guarded by their warband of eight Angel males including their Battlechief who is a legend of strength and skill. But our main obstacle will be the hyenas that guard the Escarpment.”


TIMUSA:       “How many?”


KOVU:         (Sighs) “Over a thousand.”


RAZORR:       “A thousand? That must be every hyena for ten miles in all directions.”


TIMUSA:       “Be they a thousand or ten thousand, it makes no difference. We will fight and we will prevail.”


KOVU:         (Smiles) “You are Rashan’s son, aren’t you?”


TIMUSA:       “Yes, Sire. My name is Timusa.”


KOVU:         “Then the warband is in good hands. (Razorr grins at Timusa) Fortunately we do not have to defeat all thousand hyenas. We need only clear a path for the king and K’Tia, our Angel Lion ally, to get to the usurper, named Rogan. Once he is killed the battle will be won. Our ally and his daughter Zoay will assume leadership of the Angel Lions, and we will share an alliance with an extremely powerful pride. Now then, the night grows no younger. Our lionesses may have already tasted battle once today; let us not keep them waiting!”


       Kovu runs out, Timusa and Razorr behind him, followed by the warband, toward Izusa.


       Scene is in the Jungle to the south of the Izusa Escarpment. Simba, K’Tia, Nala, Kiara and Vitani are conversing in low tones near the edge of the foliage.


KIARA:        “Well, Daddy, so far so good.”


NALA:         “Avoiding a battle and making the enemy your ally is always a good start.”


SIMBA:        “Thanks to silver-tongued K’Tia here.”


K’TIA:        “Thanks to me nothing. It was Agani and the cubs that won them over.”


VITANI:       “That’s some daughter you have, K’Tia, taking charge of the situation like an experienced warrior.”


K’TIA:        “Yes. I should have expected it, I suppose. ‘Stay at Pride Rock, Zoay’, who was I kidding?”


KIARA:        “Bit of an overachiever?”


K’TIA:        “You have no idea. Why couldn’t she have stayed? Agani said Zoay came ahead of her. Where could she be?”


KIARA:        “I’m worried about Jothra, too.”


VITANI:       “Me too.”


NALA:         “We’ve all helped raise him for so long… it’s like he’s ours.”


SIMBA:        “I’ve watched him, he’s learned well from all of you. He and Zoay will take care of each other, don’t worry.”


ZOAY:         (Landing next to her father) “Take care of each other, heck. Just wait ‘till Jothra and his new friends get here. He’ll take care of things all right.”


K’TIA:        “Zoay! You’re all right.”


ZOAY:         “Yes, sorry for the delay everyone. How did it go with the scouts?”


K’TIA:        “Agani showed up with the cubs just in time. Nitka is on our side.”


ZOAY:         “Oh, good. That means the scouts will be coming to help us.”


SIMBA:        “My warband will be here soon as well.”


K’TIA:        “And what are you planning on doing, Zoay?”


ZOAY:         “Jothra suggested I act as a messenger, keeping our various forces up to date on the battle situation and coordinating.”


KIARA:        “So Jothra’s all right too?”


VITANI:       “Who are his friends you mentioned?”


ZOAY:         “On our way here we were delayed by a sandstorm and I was forced to land in a canyon. Turns out it was infested by hyenas apparently controlled by a creature called a Spectre. Jothra got knocked out by the fall, but when he woke up he had some sort of special powers. He killed the Spectre, freed the hyenas and they joined our side. When they get here they’ll fight with us.”


NALA:         “Amazing.”


SIMBA:        “I’ve never fought with hyenas before.”


VITANI:       “So what’s the situation out there, Zoay?”


ZOAY:         “Okay, I did a fly by: the hyenas are divided into four divisions of two hundred fifty hyenas each. One is on the lower steppe within your view; another is on the far side of the escarpment on the upper steppe. The third is coming with Jothra; no sign of the fourth.”


K’TIA:        “The honeycomb caves.”


ZOAY:         “That was my thought.”


KIARA:        “The what?”


ZOAY:         “There’s an intricate system of caves honeycombing the Escarpment, too small for most lions but not too bad for a hyena. They could be hiding in there. Xater and the warband are on top of the Escarpment, along with Uncle Rogan and his honor guard.”


VITANI:       “Honor guard?”


ZOAY:         “That’s what I think it is. The guard must be a recent addition and the really strange thing is it’s made up of eight golden lions. They all look possessed like the hyenas were.”


SIMBA:        “That is strange. Could it be from my warband?”


ZOAY:         “I don’t think so. They weren’t here the last time I was. Not enough time. But I don’t know, really.”


NALA:         “From another pride, perhaps?”


SIMBA:        “Possibly. But that could mean we’re just one more pride that Rogan plans on conquering.”


VITANI:       “And he’s already had some success.”


K’TIA:        “He won’t conquer us. He has lost the element of surprise.”


ZOAY:         “Daddy, King Simba, the other armies will be in position shortly if you wish to proceed.”


K’TIA:        “There’s no telling how soon the warband will be dispatched. If we wish to retain our element of surprise, we had better strike soon.”


SIMBA:        “Then let’s begin. K’Tia, do your stuff.”


K’TIA:        (Walks out of the jungle and approaches the Izusa Escarpment, calling out for his brother) “Rogan! Rogan, show yourself!”


       At this the hyenas on the lower steppe whip their heads around to look at K’Tia. One snaps his jaws in anticipation and runs forward for the attack. As he reaches K’Tia, K’Tia lunges forward and closes his jaws around the hyena’s neck so that its head is still in the lion’s mouth. K’Tia whips his head to the side and bites hard, throwing the hyena’s body away. He then spits out the severed head in the direction of the other hyenas, who recoil in fear. Rogan appears at the top of the cliff.


ROGAN:        “Stop! Allow him forward. (K’Tia is allowed to the edge of the lower steppe, but not on top of it) Well, if it isn’t my baby brother. So good to see you again, K’Tia. I heard about your Camiil meeting an untimely end, so sorry for you. It’s such a tragedy to lose a good lioness.”


K’TIA:        “Hers was not the first innocent blood you have spilled, Rogan. But upon my word and by my strength it will be the last!”


ROGAN:        “You speak madness, dear brother. We all feel the pain of losing the great Jakarta. However, making baseless accusations will not bring him back. I am now the king, K’Tia. In the absence of a Destined One it falls to me to lead the pride.”


K’TIA:        “But there is a Destined One, Rogan. My daughter, Zoay is still alive. Your assassin missed the mark twice that night. But not I. Today I will climb this cliff and utterly destroy you, O murdering usurper I once called brother.”


ROGAN:        (Suddenly serious) “Oh really. You and what army?”


       K’Tia smile a thin smile, takes a deep breath and roars. It is echoed by Simba and all the lionesses as they leap from their hiding place and follow K’Tia into the mass of hyenas on the lower steppe. We see the first Spectre among them.


       We see Zoay flying high above, looking down on the battle. She looks off to the south and sees an incoming cloud of dust.


ZOAY:         “Ah ha, the warband, right on schedule. But where could Aunt Agani be… (She looks off to the jungle growth to the north of the Escarpment and sees movement) They came from the north? Well, this will be interesting.”


       She swoops down form her vantage point and lands before Agani.


AGANI:        “Zoay! Oh I’m so glad you’re safe. When K’Tia told me he hadn’t seen you yet I feared the worst!”


ZOAY:         “Thank you for your concern, Aunt Agani. Jothra and I are fine, and our delay has earned us reinforcements that should be here shortly.”


AGANI:        “That’s wonderful, dear. Oh, allow me to introduce you to Nitka, Bram’s mother.”


NITKA:        (Looks shocked at the sight of Zoay and bows deeply) “Your Majesty. So it is true. I had barely dared to hope… oh, can you forgive me, Highness?”


ZOAY:         “I already have, Nitka. When presented with the choice you chose the truth. All is well. Now then, how did you come to the north of the Escarpment?”


AGANI:        “Oh, that was Nitka’s idea. She said that it presented a tactical advantage.”


NITKA:        “They won’t be expecting us here, and a rear attack could win the day.”


ZOAY:         “Well done, Nitka. Now, the Pridelander warband is on its way. Rogan will keep reinforcing the lower steppe as he needs to. If the upper steppe ever becomes unprotected, attack. Your goal should be to get to Xater. He knows I exist, he just isn’t aware of the connection with the Pridelanders. If and when Xater joins my father, the battle will be over, and there will be far fewer senseless deaths.”


AGANI:        “Excellent. Zoay, I’m so glad your goal is to avoid this war, many leaders would just be concerned with killing as many of the enemy as possible.”


NITKA:        “You are truly a great and wise ruler, Queen Zoay. I will follow you gladly.”


ZOAY:         “Thank you. (Addresses all the Angel Lions present) Thank you, everyone. Now I must go meet Kovu and the warband.”


       Scene is on top of the Escarpment. We see Rogan at the edge looking down at the lower steppe. Eight scrawny-looking adult male golden lions with blank expressions are behind him. Off to the side, to the left of the Royal Cave stand Xater and his warband of eight. Close up of Rogan.


ROGAN:        “Oh. That army. Xater! (Xater comes over) Where did he get those lions?”


XATER:        (Looks down) “My guess would be the Pridelands.”


ROGAN:        “The Pridelands? How, why?”


XATER:        “K’Tia must have found out about the invasion plans. And the Pridelanders obviously believed him. That would definitely give them the motivation to come to his aid.”


ROGAN:        “Yes, yes. It makes no difference. They will never get through an entire division of our hyenas.”


XATER:        “They seem to be making headway through them, Rogan.”


ROGAN:        “How is that possible? And you will address me with a royal title, Xater.”


XATER:        (Sighs) “Yes, Your Majesty. Some of those lionesses have experience fighting hyenas, I’d bet my life on it.”


ROGAN:        “Oh, yes, of course they do. I forgot that…”


XATER:        “Sire?”


ROGAN:        “Never mind. Return to the warband. (Xater does so and Rogan mutters, apparently to himself) Master, the Pridelander army is here. They are stronger than I anticipated. One division of hyenas will not be enough.”


       We see the Division IV Spectre watching from a cave opening overlooking the lower steppe.


LEGION:       (Silent voice over, in the Spectre’s mind) Take your division from the caves and engage the golden lions. The male is the primary target.


SPECTRE:      “Yes, Master.”


       The fourth division pours out of six or seven opening in the cliffs and down onto the Pridelanders. We see an overhead view of this, which changes to show Zoay soaring above.


ZOAY:         “So, he played his trick already? Too soon, Uncle, far too soon.”


       She flies over and into the jungle to the south. She comes across the incoming warband and gets Kovu’s attention, landing on his back as he continues running.


KOVU:         “Zoay, what are you doing here? I left you all back with Nefti…”


ZOAY:         “Are you kidding? All six of us left like, twenty-four hours ago. You seriously didn’t notice?”


KOVU:         “I was… preoccupied. Where are all of you now?”


ZOAY:         “No time, Prince Kovu. Simba and the lionesses are on the lower steppe fighting about five hundred hyenas right now. Just keep running straight ahead and jump in.”


KOVU:         “With pleasure. (Zoay takes off again) Timusa, Razorr! (The two accelerate up to Kovu) Ready the warband. Our destination is coming up and the fight has begun.”


RAZORR:       “Got it.”


TIMUSA:       “Yes, Prince Kovu.”


       We see the warband explode out of the jungle and into the clearing. Their roaring is deafening: the enemy hyenas are frightened and stunned, the lionesses cheer, and soon Kovu has fought his way to Simba’s left.


SIMBA:        “Am I glad to see you! How’s the warband?”


KOVU:         “Rashan is dead, his son Timusa commands now. Eighteen lions.”


SIMBA:        “Excellent. (Calls out to all his troops) Keep tight to the center line! Don’t get distracted, the cliffs are the objective!”


       Back on the Escarpment, Rogan again calls for Xater.


ROGAN:        “Xater!”


XATER:        (Sighs at being called back and forth) “Yes, King Rogan?”


ROGAN:        “Look!”


XATER:        (Looks) “Hmm. They do have a warband, after all.”


ROGAN:        “What? You mean you suspected they had a warband and you didn’t tell me?”


XATER:        “Well, you didn’t seem concerned about their numbers when you were sending us to their territory…”


ROGAN:        “But now they are on ours! And they are helping K’Tia, who is planning on killing me! Xater, I’m sending the rest of the hyenas in.”


XATER:        “But that will leave the upper steppe unprotected.”


ROGAN:        “You’re the Battlechief, deal with it!”


XATER:        (Walks off and whispers to himself) “Zoay must not have survived. Why else would K’Tia betray us in such a desperate attack?”


       Scene shows another overhead view as the hyenas on the upper steppe split around the Escarpment and add their forces to the lower steppe. Switch to show Agani and Nitka.


AGANI:        “That’s it.”


NITKA:        “Let’s move out!”


       Nitka, the scouts, Agani, Bram and Chula leap from the north jungle and run across the clearing for the upper steppe. Xater sees this from above and shouts to his warband.


XATER:        “They were waiting for us! Where are they all coming from? Alright men, down on the cliffs, don’t let them on the Escarpment! We will prevail, for we are the Angel Lions!”


TAROS:        “But Lord Battlechief, so are they!”


XATER:        “What? (He squints and looks at the incoming forces) By Jakarta, it’s Nitka and the scouts! My own wife! This is getting out of hand. Men, don’t attack unless they do. I do not intend to face my mate in battle. I must tell Ro… the king.”


       Xater quickly runs over to Rogan.


XATER:        “Your Majesty, the upper steppe is being stormed… by Angel Lions!”


ROGAN:        “What?”


XATER:        “Nitka, and her scouts are storming from the north. The warband will hesitate against our mates. When is the third hyena division getting here?”


ROGAN:        “They’re… not coming. We’ve somehow lost contact with the third division.”


XATER:        “We’ve what?”


ROGAN:        “Never mind. Just order your warband to do whatever it must to keep those traitors off the Escarpment. And you stay within my sight in case this gets out of hand.”


XATER:        (Grumbling as he turns away) “This is already out of hand.”


ROGAN:        “What was that, Xater?”


XATER:        “This has been out of hand since you ordered the invasion, Rogan!”


       Rogan is stunned into silence. We return to the above ground view, we can see Zoay watching the proceedings. She looks off to the east and sees something.


ZOAY:         “Jothra!”


XATER:        “Nitka, what is the meaning of this? You were sent to scout the enemy, not to join them!”


NITKA:        “The only enemy here is Rogan. K’Tia is right, Xater, and you know it.”


XATER:        “Regardless of what I think I know, Nitka, I know for certain that Rogan is the rightful king. For now. Stand down, Nitka.”


NITKA:        “Xater, K’Tia has a daughter, Zoay. She is the destined one; I have seen her, spoken to her! Rogan found out about her, that’s why he had Camiil murdered.”


XATER:        “That… does not make sense. If we still had a Destined One, why would K’Tia… no, I don’t believe it. I can’t believe it.”


NITKA:        “You accuse me of lying?!”


XATER:        “I’m not getting into this argument with you, Nitka. (Looks off to the east and sees the incoming hyenas) You have about a minute to reconsider your position, my dear, before our hyena troops arrive. (Turns to Rogan) King Rogan! Division III is coming after all!”


ROGAN:        “What? (Looks over) That’s… not good, actually.”



       Zoay swoops low over the hyena formation, lands next to Jothra at the head and runs beside him.


ZOAY:         “Jothra, good to see you. Did you really travel all night?”


JOTHRA:       “You bet, sweetie. We are pumped and ready to deal out some punishment.”


ZOAY:         “Excellent.”


SHENZI:       “Queen Zoay, we’ll help in any way we can, but I believe the sooner we free the rest of the hyenas the better.”


ZOAY:         “Oh definitely. Okay, everyone, here’s the plan.”



       In an over head shot we see the hyenas continue to run for Nitka and Agani, but Zoay, Jothra and Shenzi break off and head for the base of the Escarpment. When they arrive at the base, Shenzi turns to the cubs.


SHENZI:       “Follow me. This cave will take us above the lower steppe.”


       We see the hyena column arc around behind the angel lioness, instead of engaging them directly. Bonzai steps forward toward them.


BONZAI:       “Nitka and Agani?”


AGANI:        “Yes?”


NITKA:        “We will not surrender to the likes of you!”


BONZAI:       “I sure hope not. The name’s Bonzai and we’re here to help. Jothra and the Queen have freed us and we have chosen to fight on their side.”


NITKA:        “But, that’s…”


AGANI:        “That’s wonderful!”


       The view pulls back and we see the lionesses again turn to face the Escarpment, and the hyenas advance to stand beside them.


NITKA:        “Oh, Xater? Is that your final answer?”


       We see the hyenas storm the upper steppe, the lionesses wading in and directing.


       Timon, Pumbaa, Bela, the Pridelander cubs, and the rest of the meerkat mob are arriving at the scene of the battle. Vixy is riding Bela in the lead, and she hacks away at growth with her spear as she enters the clearing.


VIXY:         “I can hear the battle, everyone, we’re getting closer!”


TIMON:        “Oh joy of all joys. Hear that Ma? Suicide Barbie over there is closing in on our doom.”


MA:           “Timmy, why do you keep giving her such a hard time? Vixy’s a perfectly nice young lady…”


TIMON:        “Ma, listen to yourself. ‘Vixy’ does not belong in the same sentence with either ‘nice’ or ‘lady’.”


LEANDRA:      (Trots up to where Bela and Vixy have stopped in their tracks and are staring ahead) “Vixy? Bela? What is it?”


       Leandra looks ahead where Vixy and Bela are, and stares as well. We see their view of the battle: the Pridelanders against the hyenas to the left, the Angel lionesses and free hyenas fighting the angel warband to the right. Clouds of dust are rising everywhere, and sounds of pain and rage are in the air.


LEANDRA:      “Oh my…”


BELA:         “We may be in over our heads here.”


VIXY:         “Timon?”


TIMON:        “Yeah, Vixy?”


VIXY:         “You were right. There’s nothing we can do here.”


       We see Shenzi poke her head out of a cave opening high above the lower steppe. She comes out onto an outcropping and Jothra and Zoay follow her.


ZOAY:         “The Pridelanders seem to be doing well, considering.”


SHENZI:       “Too well. Please Wise One, set them free before any more die.”


JOTHRA:       “With pleasure. But keep in mind that this isn’t some power that only I have. Anyone can have the power, you just have to learn. (He takes a deep breath and loudly addresses the Spectres) Servants of Scar! Present yourselves!”


       Suddenly the hyenas stop fighting and so do the Pridelanders, for the moment. Three jet-black Spectres wade through the crowd and approach Jothra’s position. They speak in unison.


SPECTRES:     “What business do you have with us, Naba? Our time is not yet over.”


JOTHRA:       “It is in these lands.”


SPECTRES:     “You would condemn us to the same fate as our fellow you destroyed?”


JOTHRA:       “It is the only fate suitable for your kind. I’m calling you out, Spectres! Imposters! Lies! Your power is false and meaningless! This day you will be overcome by the truth, the power of the Living Circle!”


       At these words, Jothra roars, and the light seen earlier again comes out of his mouth, pulsing with his amplified voice. This time it also comes from his eyes, the three beams striking the three Spectres. The Spectres glow a dark green for a moment, then it slowly changes to the golden, and finally they explode.

       View changes back to the upper steppe. We see that the Angel Warband is easily handling the hyenas that come at them. Even though seven or eight attack them at a time, they’re always able to shake them off, often with great distance. Every once in a while we see an angel lioness or two go for a warrior, with varying success. Once, Bram fights his way to the top of the cliff, where he is able to get his father’s attention.


BRAM:         “Father! It’s me, Bram!”


XATER:        (Eyes grow wide) “Bram? Is that really you? No, it can’t be.”


BRAM:         “Yes, Father, it’s true! K’Tia took me to a safe place so I wouldn’t starve. Stop fighting us, Father, Mother and I don’t wish to…”


       At this point Bram is grabbed by the scruff of the neck by a warrior and tossed a ways down the cliff. He somehow lands on his feet, and in a single jump is back on his attacker. Even though Bram is only half grown and his opponent is much larger, Bram manages to overcome him and through him down the cliff. The warrior disappears under the hyenas.


XATER:        (To himself) “He is my son!”


ROGAN:        “Xater! Come here!”


XATER:        “I’m needed with my fam… my warband!”


ROGAN:        Now, Xater! We have an extreme situation over here!”


XATER:        (He reluctantly pulls himself away and goes over to Rogan) “Yes, Rogan?”


ROGAN:        (Correcting Xater) “Your Majesty.”


XATER:        “‘Lord Battlechief’ will do.”


ROGAN:        “Xater! Look at the hyenas! The taskmasters just… exploded!”


       Now we see the Hyenas slowly coming to and looking around, confused. Jothra, panting and looking worn out, turns to Shenzi.


JOTHRA:       “You’re on, Shenzi.”


SHENZI:       “Hyenas! Listen to me! (We can hear murmurs of ‘It’s Shenzi!’ among the hyenas) We have been slaves of the Spectres too long! In serving them we were serving Scar, and you all remember him, don’t you? (The hyenas growl at the memory) The true ruler of the Angel Lions, Queen Zoay (Nods to the queen, who spreads her wings), has granted us freedom from her pride. In return, we have decided to help her in her struggle! Already the third Division is fighting against their warband on the upper steppe. Now, follow me, let us aid our brothers and sisters! For Freedom!”


       The hyena host howls in agreement, and splits around the Escarpment, half going to the left, half to the right. We see Rogan suddenly look very, very scared.


XATER:        “The upper steppe will be overrun for sure. I must return to the warband immediately.”


ROGAN:        “You will do no such thing, Xater. Go down and find that cub.”


XATER:        “Cub?”


ROGAN:        “Yes, there is a golden lion cub down there. He was the one who somehow killed the hyena taskmasters. He must be destroyed. Find him and kill him, Xater; eat him for all I care. Just do it quickly and return to aid my Honor Guard in protecting me from K’Tia. That is your top priority, do you understand?”


       View switches to the Pridelanders down on the lower steppe. They are looking around as the hyenas evacuate the area.


SIMBA:        “Well, that was… unexpected.”


KOVU:         “Jothra’s gonna have to teach me that one.”


NALA:         “Simba, wasn’t that the same hyena…”


SIMBA:        “Yes, it was. Shenzi, I think.”


K’TIA:        “Let us not waste time.”


SIMBA:        “Right. Attention all Pridelanders! The tide has turned against our enemy; those who are with us are more than those against us! Let us now bring this battle to a victorious end! (The lionesses and warband join in a deafening battle roar) Climb the cliff!”



       Xater picks his way slowly down the cliff face. He spots Jothra lying exhausted on the outcropping and heads toward him. He closes in, a grim look on his face. He reaches Jothra, and we see Jothra look up, dazed. Just as Xater raises his paw and extends his claws, Zoay pops up between Xater and Jothra, wings spread. Xater slowly lowers his paw and stares at Zoay.


XATER:        “You… you are alive! Oh, my queen, thank Jakarta.”


ZOAY:         “Xater, my Battlechief, this fight must end. I call none but Rogan my enemy.”


XATER:        “Yes, of course, your Majesty. (Looks past her to Jothra) I’m sorry, young one. I didn’t know…”


JOTHRA:       “It’s all right.” (At this point K’Tia reaches their level)


XATER:        “Lord K’Tia, forgive my doubt.”


K’TIA:        “Xater, we couldn’t ask for a finer Battlechief. Now go, your family needs your help.”


XATER:        “Yes, thank you Lord K’Tia.” (He disappears up the cliff)


K’TIA:        “Zoay, Jothra, are you alright?”


ZOAY:         “We’re fine, Daddy, Jothra’s just a bit winded.”


K’TIA:        “Jothra, you just saved countless lives. You’re a hero, and I’m honored that you have come to love my daughter. Why don’t you two stay here until Rogan is defeated? It won’t be long now.”


ZOAY:         “Okay, Daddy.”


JOTHRA:       “Thank you, K’Tia.”


SIMBA:        (Coming level with K’Tia, Jothra and Zoay) “K’Tia, let’s keep the guards busy for a bit. Then, you sneak up behind us; you should be able to get straight at Rogan.”


K’TIA:        “Good. We’re almost done, your Majesty.”


SIMBA:        “And not a moment too soon, in my opinion.”


       We see the Pridelanders start to reach the top of the Izusa Escarpment. Rogan is backed against the Royal cave, his eight possessed golden lion guardians arced in front of him. Simba, Kovu, Razorr, Timusa, Fang, Nala, Kiara and Vitani are in the front, the others filing in behind them. They start to advance on the guardians, who give no signal that they have even seen the Pridelanders.

       Now we see Xater run past Rogan towards the upper steppe.


ROGAN:        “Xater! Fall in beside my guard and protect me. Protect your king!”


XATER:        “Protect yourself, traitor! This ends now. (He continues on to the other side of the Escarpment) Cease! Halt! Stop the fighting! (Eventually the Angel Warband settles down, but everyone is still in an aggressive position) Nitka, Bram and Taros, approach the cliff top. I wish to discuss terms for our surrender.” (Amidst shock and surprise from the warband, Xater’s mate, son and lieutenant approach him)


NITKA:        “Xater, thank you.”


BRAM:         “You believe us, Father?”


TAROS:        “Why do we surrender, Milord? No matter how many hyenas attack us…”


XATER:        “Taros, there is a Destined One, K’Tia’s daughter. Her name is Zoay, and she is our true queen.”


NITKA:        “You’ve seen her?”


XATER:        “Yes. She has called for an end to the battle. The fight’s between K’Tia and Rogan now.”


TAROS:        “Wonder of wonders. A true Destined One?”


XATER:        “Yes, Taros. By a miracle we have been restored. Now, bring the troops to the edge of the cliff, in case Lord K’Tia calls for us. K’Tia has claimed the duty of challenging his brother. I believe the Pridelanders are engaging the Honor Guard.”


       View switches to the other side of the Escarpment. We see Timusa break from the advancing line and attack one of the guardians. The guardian calmly picks up Timusa by the throat and holds him aloft. Timusa struggles, but his claws seem useless against the unnaturally powerful golden lion. The guardian throws Timusa back into the Pridelander group, he skids along the ground through them, and rolls off the cliff. We see him falling along the cliff side, until he is caught by K’Tia, still on the cliff.

       The Pridelanders look in astonishment at the guardians. They back up slightly. Simba seeks to establish control.


SIMBA:        “Come on, everyone. They are the last obstacle in our way of victory, and going home.”


       The Pridelanders again advance on the guardians, this time together and more cautiously.


SIMBA:        “On my signal, everyone. Lions, attack high, lionesses, slide in low. One, two…”


(Modified to the adapted story of Legion, specifically the family ties.)

       Before Simba can finish his count, Nature seems to play a trick on him. The late morning light is abruptly clouded over, everything darkens. The space around the Royal Cave seems to warp and distort. Then an intense beam of dark green extends skyward from the cave, into the dark clouds. The clouds change color slightly. Then, two intense bolts of lightning strike far out in the jungle, one to the north and one to the south. From these two bolts of lightning flames leap up in the distance, spreading in a perfect circle around the Izusa Escarpment. Soon there is a giant, circular forest fire engulfing the horizon, spreading inward toward the inhabitants of the clearing. We see shots of warriors from both sides of the conflict, golden and angel lions, hyenas and meerkats. Everyone wears looks of shock and dread.

       Eventually, the gaze of all the Pridelanders on the Escarpment is drawn to the Royal Cave that the beam originated from. We see a figure slowly step out of the cave. It is a golden lion, but the darker colors of Scar and Kovu. His body frame is slight, and he hobbles as he walks, not using his front left leg. On a close up, we see that this leg is deformed, permanently up in its cradled position. This is Legion.

       As Legion walks slowly toward the Pridelanders, Rogan’s honor guard abandons him and instead forms a barrier around Legion, four guarding him from the upper steppe, four from the lower. He walks over to Rogan, who is cowering from him.


ROGAN:        “Master. Master, please, everything happened so quickly, I…”


LEGION:       “Simpleton. Foolish, imbecilic simpleton.”


ROGAN:        “Please, Master, it wasn’t my fault!”


LEGION:       “Rogan, you are quickly losing your usefulness.”


ROGAN:        (Rogan looks terrified) “No, Master please, Legion, I beg you…”


LEGION:       “Silence!”


       We see Vitani, standing next to Kovu. Her eyes widen and she gasps when she hears Legion’s name. Legion looks over. View switches to his P.O.V. He stares at Vitani for a second, but then his gaze drifts over to Kovu. He spots Kovu’s scar, and zooms in on it. Before he can respond, though, Vitani whispers.


VITANI:       “Legion.”


LEGION:       (Smiles evilly) “Vitani, it is you. And Kovu? This is truly interesting. (Loudly) So you all want to end the battle. Well, then, let’s end it. Step forward, K’Tia, Vitani, Kovu. You too, Xater. And of course, how could I forget the true enemy present among us, Simba. Come to me, my guardians will not harm you.”


       Very, very slowly the lions approach the guardians, eventually walking between the possessed lions and up to Legion and the simpering Rogan.


KOVU:         “Vitani, who is this?”


LEGION:       “You mean to say you don’t remember me? Well, I suppose Vitani always was the smarter one.”


VITANI:       “We all thought you were dead.”


LEGION:       “You mean you all hoped I was dead. It’s okay, Vitty, I can take it. Now then, are we all here?”


SIMBA:        “I didn’t come for a story; I came to end this battle.”


LEGION:       “You owe your continued existence to my good humor, Simba. Besides, I’m giving you a prime opportunity to know your enemy.”


SIMBA:        “Why?”


LEGION:       “I’m eccentric.”


VITANI:       “Sire, we should listen to him. This is important.”


SIMBA:        (Sighs) “Very well, then.”


LEGION:       (Sneering) “Well, now that I have my defeated foe’s permission. It happened long ago, when Scar was king. (As he launches into his story, visual shows the flashbacks)

              After Scar had established his rule over the Pridelands, using hyenas as soldiers, the thought occurred to him that he was mortal, and would require an heir of his own. First, of course, he had to select a mate. And so he did. (Gets in Simba’s face) He chose Nala.”


SIMBA:        “I know, Legion. My wife and I do not keep secrets from each other. I also know Nala refused, instead finding and returning with me.”


SCAR:         “But not right away. Do you know who ran interference for Nala before she could work up the nerve to leave? Sarabi.”


SIMBA:        “You’re lying.”


LEGION:       “Oh, no, Simba. Although I have been known to do that from time to time. It was of course the logical choice for Scar. Sarabi was seen as the queen already, and had given birth to healthy male offspring. You, Simba. It seemed only appropriate that she bear the next future king. Of course, once she no longer had to protect your precious Nala Sarabi quit pretending to even consider it. (Simba visibly lets out held breath) Scar realized that he would end up killing Sarabi before convincing her, and that would rather defeat the point, now, wouldn’t it? Besides, Sarabi’s skills as a hunter were needed. And so, Scar found another more willing. Remember this part, Vitty?”


VITANI:       “Zira, obviously. While not royalty, my mother was completely loyal to Scar, as we all remember. Zira was already promised to another, but left him in favor of Scar. A year later Legion and Nuka were born.”


LEGION:       “How is old Nuka?”


KOVU:         “Dead.”


LEGION:       “I’m not surprised. Zira gave birth and Scar had his heir. The result was me. (All except Vitani look up in surprise) The result… was this. (Motions to his deformed leg and paw) A cripple could not possibly be the successor to the greatest king the Pridelands had ever known. Nuka, while healthy, was clearly stupid and weak. And while my father Scar personally blamed Zira for the poor litter he released her back to her former mate in hopes of producing an heir of kingship material. Soon after Scar’s death, along came little Vitani. A sister. The funny thing is she would’ve made an excellent heir, if she hadn’t been born a female. And as we all know, there was another cub in that litter. (Here he looks into Kovu’s face) Kovu, the Chosen One.”


KOVU:         “What are you saying?”


LEGION:       “Let me spell it out for you, Kovu. I. Am. Your. Brother. We share the same mother by birth, and the same father by spirit. Finally, there was a healthy, intelligent male cub to call Scar’s heir. Zira instantly proclaimed herself up to the task of imparting the very essence of Father Scar into young Kovu, and training him in body as well. Father was pleased. (Again steps up to Simba) All would be well if not for Simba! Back from the dead murdering Simba! How well I remember that night. Before we knew what had happened Simba had murdered the king, killed my Father! Soon afterward my mother’s coup failed and we were all exiled to the Outlands. Now Scar had never liked me, never claimed me as his son but he did at least keep me alive. Now that he was gone and Mother was entirely devoted to Kovu there was no longer any reason to keep me alive. I ran, ran for my life, I had to. Well, I more hobbled, rather. I knew I was as good as dead anyway, lost in the Sea of Sand. Then, the most amazing thing happened. (Close up) Father met me in the desert.

              At first I thought I had lost my mind, or the desert was playing tricks on me. But it really was Scar, appearing to me from beyond the grave. He needed me, can you believe it? His earthly plan had failed, but now that he had ascended to the Sky lands he had a new plan, a great plan to overthrow his enemies and rule all he surveyed. And the first part of his plan had already come to pass.”


SIMBA:        “And what was that?”


LEGION:       (Grinning) “Why, the birth of your daughter, of course.”


SIMBA/KOVU:   “Kiara?”


LEGION:       “Yes, of course, Kiara. (We see Kiara look scared and confused from her position across the Escarpment on the other side of the honor guard) The only child you would ever have, Simba. A daughter. After eleven generations, the line of Malachi had been broken. More to the point, when Kovu came of age and skill he would have no male heir to contend with. Just an aging king in need of replacement. (Voice changes, now more confused) But… something has happened, obviously. (Looks at Kovu and Vitani) You two are fighting with Simba, not against him. Somehow, Zira failed. How?”


KOVU:         “Kiara and I fell in love.”


LEGION:       “Figures. More warriors have been lost to women than to the heat of battle. It makes no difference, I suppose. All enemies of Scar will fall.”


K’TIA:        “Were you behind the death of my brother?”


LEGION:       “Ah, the revolutionary speaks. You’re getting ahead of the story, K’Tia. In the desert my father told me that for his new great design he needed me, not Kovu or anyone else. For my handicap was in body only. In mind, in spirit, I was far superior. The same blood of greatness that served Scar now flows in my veins. Father Scar revealed to me that he had found a way to draw power from the doubts and fears from his enemies in the low lands. A portion of this power… he gives to me! I fear no one, nothing, not even death, for my father has granted me never-ending life.”


SIMBA:        “That’s not possible, Legion.”


LEGION:       “Did you not notice the lightning bolts? The fire? I have power over the elements. My father guided me to the Izusa Escarpment where I acquired this… once useful minion (motions to Rogan).”


K’TIA:        “And Jakarta?”


LEGION:       “Yes, K’Tia, Jakarta. It was a simple matter of summoning a well-placed lightning bolt while he was out flying. He fell from the sky and died. Any other questions?”


K’TIA:        “One. What of my daughter?”


XATER:        “Yes, now that we all know of the Destined One, no one will follow you or Rogan anymore.”


LEGION:       “True. How a people could choose a genetic freak over such a powerful being as myself remains a mystery to me. Indeed the Angel Lion pride seems to have used up its usefulness entirely. Thus the fire. If you’ll notice, the ring of fire is steadily closing in on this clearing. Soon, you all will be dead and this Escarpment purged of all life.”


KOVU:         “Including you.”


LEGION:       “I told you, dear Brother, I cannot die.”


VITANI:       “I will not allow you to leave, Legion.”


       Vitani rushes Legion. As she closes in, small bolts of lightning leap from Legion’s eyes and drive Vitani, stunned, along the ground back to where she was. Legion then roars, and more lightning strikes K’Tia, Xater, and Simba. They all collapse where they stand, unconscious. At this, the warbands and lionesses from both prides attack the honor guard, trying to get through to protect their leaders from Legion. The guardians fend off every attack, seemingly without effort.


       The mob and the cubs are looking around in terror at the towering ring of fire, giving off smoke that blots out the horizon. The fire is still a distance off, but it is closing.


MAX:          “We gotta get out of here!”


FLINCHY:      “We can dig down and under the fire.”


TIMON:        “What about Pumbaa and the cubs? We can’t just leave them!”


       They all stare at each other for a moment, hoping someone will have a solution. No one does.


VIXY:         “You were right, Timon. I never should have made you bring us out here.”


SHYNTOR:      (Looks up solemnly) “Timon, you’ve got to get your people out of here.”


MA:           “But Honey, what about you?”


LEANDRA:      “We’ll have to head for the Escarpment and hope for the best.”


TIMON:        “No, wait, we just have to dig bigger tunnels! Vixy, Flinchy, we gotta dig it wider and deeper, but we can do it.”


FLINCHY:      “But, at that wide the walls won’t…”


TIMON:        “Don’t tell me that, Flinchy, just do what I tell you and…”


PUMBAA:       (Pulls Timon back and looks at him) “Timon, they’re right. We can’t make it by tunnels.”


TIMON:        “But Pumbaa…”


PUMBAA:       “Timon. Just go.” (Stunned silence, broken by Maliim)


MALIIM:       “What’s that smell?”


LEANDRA:      “Shh! Maliim, I swear, how could you possibly…”


PUMBAA:       (Rather suddenly out of his serious mood) “It’s not me!”


BELA:         “It’s a plant in the jungle called Fire Leaf. It gives off a bad odor when it… (thoughtfully) when it burns…”


LEANDRA:      “Great. That helps us.”


BELA:         (Shouts) “It does! (Everyone looks at her) I have an idea, everyone. There’s a lot of Fire Leaf in this jungle, it clings to rocks. It catches fire easily and burns for a long time.”


MAX:          “Wouldn’t that be a bad thing, considering the incoming flames?”


LEANDRA:      “How do we stop the fire with that?”


BELA:         “By lighting our own fire.”


VIXY:         “What?”


BELA:         “Just listen. Fire needs air to burn. That’s why it’s hard to breath too close to fire, there’s no air left. We need to make our own smaller fire ring, only keep it controlled.”


VIXY:         “You can’t control fire!”


MA:           “Shh. Go on, dear.”


BELA:         “Okay, we need to dig, but a big trench, not a tunnel.”


FLINCHY:      “What’s a trench?”


BELA:         “It’s like half a tunnel.”


TIMON:        “Hey, I was good at those!”


BELA:         “Umm, like a tunnel with the roof caved in?”


MAX:          “He was good at those, come to think of it.”


BELA:         “Anyway, we dig a trench around the Escarpment, at the edge of the clearing. Then we get all the Fire Leaf from the inside of our circle and put it the trench, and light it. The little fire won’t go anywhere, because it’s in the dirt. But it will burn all the air before the big fire gets here. Then the big fire will stop and burn itself out with no place to go.” (Short silence)


SHYNTOR:      “Sounds good to me.”


FLINCHY:      “It might work.”


MA:           “Well, then what are we waiting for? Get to work everyone!”



       Kovu looks around at the battle, down at his stunned friends, and then up to Legion, wondering why his evil brother didn’t strike at him as well.


LEGION:       “Kovu. Scar’s Chosen One. Brother; it doesn’t have to end like this for you.”


KOVU:         “What are you talking about?”


LEGION:       “You can survive this, Kovu. With me. I had hoped to save sister Vitani as well, but she has sadly proved her unworthiness. Join me, Kovu.”


KOVU:         “Never.”


LEGION:       “Have a care, Brother. Your only alternative is death, after all. Our father has granted me dominion over all his earthly possessions, Kovu. Those guardians? They are the kings of the eight other major prides in the area. The prides are my servants, and their leaders obey my every order explicitly. I need no heir, Kovu, but I do need lieutenants. Join me, and whatever you want is yours.”


KOVU:         “You’re wasting your time, Legion.”


LEGION:       “I think not. Scar chose you for a reason, Kovu. Your father would be proud…”


KOVU:         “Scar was not my father, and I want nothing more to do with him!”


LEGION:       (Eyes narrow) “Have you seen your reflection lately, Kovu?”


KOVU:         “The cut over my eye is from Zira, not Scar.”


LEGION:       “You may not claim Scar as your father, Kovu, but he is forever a part of you. And you know it. (Kovu looks away, in thought) Yes, dear Brother, even now I see the gears turning. What I’m saying makes sense. Life as a ruler is ever so much preferable to death, is it not? You can have anything you want, Kovu. The Pridelands. Lake Takitak. This Escarpment, once I restore its life as I see fit. All the lands of these eight kings. You can be my prince over ten prides, Kovu. You want servants? Bodyguards? You can have a supernatural warband, Brother! I’ll spare anyone you want to keep around for company. Except Simba, of course, he must die for his crime. Take what is so rightfully yours, Kovu. I ask you once more, join me!”


KOVU:         (Looks beyond the guardians and spots Kiara, fighting alongside the other Pridelanders, then slowly turns back to Legion) “You made one mistake, Brother.”


LEGION:       “Really. What?”


KOVU:         “You stunned Simba, Vitani, K’Tia and Xater.”


LEGION:       “They are my enemies. What of it?”


KOVU:         (Close up) “The one you should’ve stunned was me.”


       Kovu leaps and attacks Legion. Legion rears up and strikes Kovu aside with his good paw, sending Kovu to the steep edge of the Escarpment. Kovu is seen hanging over the edge, much like Mufasa and Simba from the first Lion King.



       Down on the lower steppe cliffs, Jothra and Zoay are waiting, not able to see what’s happening on the Escarpment.


JOTHRA:       “Zoay, you’ve got to get me up there.”


ZOAY:         “Jothra, you’re still weak. They’re not done fighting.”


JOTHRA:       “That’s what worries me. They should be by now, if it’s really as easy as they thought. Something’s wrong. Besides, that lightning and fire is not natural. There’s gotta be another Spectre or something up there. Please, Zoay.”


ZOAY:         (Sighs) “Alright, Jothra.”


       We see Legion ignore Kovu hanging onto the cliffs and limp over to Rogan


ROGAN:        “Please, Master have mercy, I beg you.”


LEGION:       “Oh, be quiet, Rogan. Lower your head. (Rogan does so, and Legion places his forehead against Rogan’s) Rogan, you have served me as I serve my father Scar. Now you must receive a portion of the power that my father and I share. With this power you must defeat our enemies and fulfill our plan. Do you understand?”


ROGAN:        “Yes. Oh, thank you, Legion.”


LEGION:       (Moves his head back and looks Rogan in the eye) “Good. Now, our enemies are beginning to wake up. You still have control over the guardians, but I suggest you also take someone else to fight those on this side of the guard.”


ROGAN:        (Evil smile, again confident) “With pleasure.”


       Legion turns away and heads for the Royal Cave. We see Vitani stir and, seeing Kovu, get up and run to him on the cliff.


KOVU:         “I’m fine, Vitani. Get Legion, quick!”


       Vitani runs in pursuit of Legion, who has limped inside the cave. He goes to a corner of the cave and into the mouth of a cave tunnel. From inside the tunnel he looks up at a rock hanging in the cave ceiling above him. As he stares at it, its outline begins to glow red-hot, partially liquefying. The rock soon breaks from the ceiling, and seals shut the opening to the tunnel as the magma cools into solid rock. Vitani runs into the cave in time to see this, but too late to reach Legion before he disappears. She exits the cave in frustration, meeting Kovu who has pulled himself back up. Vitani helps up K’Tia, and Kovu helps up Simba. They all look up to see Rogan at the edge of the Escarpment, grinning madly. All this time the warbands and lionesses have continued to fight the honor guard in vain. Simba, K’Tia, Kovu and Vitani observe this and the fire as well.


K’TIA:        “Rogan, it’s over.”


ROGAN:        “I couldn’t agree more.”


K’TIA:        “Surrender.”


ROGAN:        “You misunderstand me, Brother. It is you who are defeated.”


K’TIA:        “Your master is gone, and everyone except your guard follow Simba and I.”


ROGAN:        “But K’Tia…”


VITANI:       “Will you two stop it? The fire is going to kill all of us if nothing is done, no matter who we’re fighting for.”


ROGAN:        “But not for a few moments, at least. I believe you four have more immediate concerns. What do you think, Xater?”


       Xater slowly walks in front of Rogan, stopping directly between him and the Pridelanders. Xater looks up and we see his eyes have gone dark, like the hyenas were.


K’TIA:        “Xater! No!”


ROGAN:        (Settles back, closes his eyes, and speaks softly) “Now then, back to the business at hand. Xater, my new slave, eliminate my enemies.”


       Xater, with his monstrous size and strength, slowly and menacingly advances on the four Pridelanders. We see all of them, even K’Tia, staring up with fear in their eyes.


       From previous shot, switch to Xater again, still slowly advancing. Tilt down so that Xater’s paws come into view, and the edge of the Escarpment behind him. Zoom in a bit on this edge as Zoay slowly appears rising above it. She is flapping her wings, rising vertically while holding Jothra, who still looks weak and exhausted from his ordeal with the Spectres. They land on the edge of the cliff and take in the situation.


JOTHRA:       (Looks at Xater) “Zoay, who is that again?”


ZOAY:         “That’s Xater, my Battlechief. He’s on our side.”


JOTHRA:       (POV shows him look at Rogan, Xater, and the cowering Pridelanders) “Somehow, I don’t think so.”


ZOAY:         “Sure he is. Battlechief Xater! How goes the battle?”


       Xater simply continues toward the Pridelanders, not even responding to Zoay. Rogan, however, opens his eyes and looks over at the cubs. He zeroes in on Zoay and her wings.


ROGAN:        (To himself) “The Destined One. (Vision moves to Jothra) And that must be the cub that killed the Spectres. (Turns and addresses Xater, but still speaks in low tones, not loud enough that Xater would be able to hear him audibly) Xater, to your right are two cubs. Kill them first.”


       Xater halts his advance and looks to his right. He spots Jothra and Zoay along the edge of the Escarpment, and turns toward them, growling.


ZOAY:         “Xater? Xater, answer me!”


JOTHRA:       “Look at his eyes.” (We see they have gone dark)


ZOAY:         “No.”


JOTHRA:       “He’s not himself. (Looks around) And I don’t see any more Spectres.”


ZOAY:         “Xater! I am your queen! You will answer me!”


JOTHRA:       “Xater, who am I? What is my name?”


XATER:        (Stops, and looks confused) “You… are the Naba.”


ROGAN:        “What?”


JOTHRA:       “Yes, I am the Naba. And who is she? Answer me, Xater.”


ROGAN:        “Kill them, Xater. Obey me!”


JOTHRA:       “Who is she?”


XATER:        “Queen… Destined One.”


ROGAN:        “No!”


JOTHRA:       “And you? Who are you, Xater?”


ROGAN:        “You are my slave!”


ZOAY:         “You are my Battlechief!”


JOTHRA:       “Xater! Naba has asked you a question!  Who are you?”


XATER:        “I… I… I am irrelevant.”


ROGAN:        “Yes! Now, kill the cubs!”


JOTHRA:       “Xater, by the power of the Living Circle I command you to stop listening to Rogan!”


XATER:        (Eyes clear for a moment) “Queen Zoay? Young Jothra?”


ZOAY:         “Yes, Xater, we’re here.”


ROGAN:        “No! Xater, you are mine! You may be strong in body but you are weak in mind and spirit, and you know it!”


XATER:        (Sighs, shaking his head) “I… I…”


JOTHRA:       “Xater, don’t listen to him! Don’t let him take over again.”


ROGAN:        “It’s no use, Xater!”


XATER:        “He’s right, Jothra.”


ZOAY:         “Xater, no!”


XATER:        “I’m sorry, your Highness. He’s just too strong.”


       Xater collapses to the ground and closes his eyes. All is still for a moment. Suddenly he opens his eyes and they are again darkened. Switch to a close up of Jothra’s face as Zoay flies him and her to safety from Xater. We see her fly over Xater’s head, landing on top of the Royal Cave behind Simba, Kovu, Vitani and K’Tia. Rogan growls in frustration, and speaks again to Xater, this time loud enough to be heard above the noise of the fighting.


ROGAN:        “Just kill them already, Xater! Kill, kill them all!”


       Rogan closes his eyes and appears to concentrate hard. Xater starts to walk toward the gathered Pridelanders again.


SIMBA:        “Okay, everyone, this is it. We won’t be getting any help from outside the guardians so it’s up to us. On my mark, Kovu and I will go for the head and throat, K’Tia, you go in straight on, use your weight to try to bowl him over. Vitani, keep watch for an opening on his underbelly. Ready?”


JOTHRA:       (Weakly but loud enough to be heard) “No! No, not Xater. You have to go for Rogan; he’s the one in control. Kill Rogan and Xater will stop fighting. As will the Guardians.”



       We see Shenzi, Bonzai and Ed watching the battle between the Guardians and the Outer Forces from a vantage point.


BONZAI:       “This is ridiculous. There’s like a hundred lions and a thousand hyenas, and we haven’t even scratched one of those Guardians.”


SHENZI:       “We can’t focus our forces, there’s not enough room on this Escarpment.”


BONZAI:       “We’re not getting through that Honor Guard, that’s for sure.”


SHENZI:       “No, but maybe we can get around them.”


BONZAI:       “The tunnels?”


SHENZI:       “There’s a secret one that leads right into the Royal Cave. And it doesn’t look like they’re guarding the entrance.”


BONZAI:       “Alright, alright! Let’s get some troops and move it!”


SHENZI:       (Shouts to her soldiers) “Division Three! Fall out and follow me!”


K’TIA:        “Kill Rogan and the battle ends. Simba, he’s mine.” (Starts toward Rogan)


SIMBA:        (Too late) “K’Tia, wait!”


       Just before K’Tia reaches Rogan, Rogan’s eyes fly open and he strikes K’Tia hard on the left shoulder, slicing it deep and sending him sprawling along the ground almost to the backs of the Guardians.


ZOAY:         “Daddy!”


       Zoay takes off and flies to her father’s side. Jothra weakly hauls himself to his feet, and hops down from the cave, landing on Simba’s back.


JOTHRA:       “No, not like that. Rogan’s power cannot be overcome by hatred and revenge.”


SIMBA:        “What? Jothra, what are you talking about?”


JOTHRA:       “That’s getting down to his level. Rogan has more hatred than any of us.”


SIMBA:        “Then what do I do, Jothra?”


JOTHRA:       “You can overcome him with true bravery and love for your people. The great kings of the past are with us, Sire, I’ve met them. (Simba turns his head to look Jothra in the eye) I’ve met your father, King Mufasa. He took me to the Sky-lands to talk to me.”


SIMBA:        “My father? You went where?”


JOTHRA:       “Know that your power comes from above, and Rogan’s power means nothing to you.”


       Scene ends with Simba looking at Rogan, then K’Tia, then back at the winded Jothra, and finally up to the now-visible stars.


       We see the third hyena division crawling through the cramped spaces of the honeycomb caves, searching for the branch that leads to the Royal Cave. Shenzi is in the lead of one of the many columns, Bonzai and Ed right behind her.


BONZAI:       “Any luck, Shenzi?”


SHENZI:       “It’s around here somewhere, Bonzai, I know it. We’re looking for a sudden, almost vertical tunnel in this vicinity. (They come to a fork in the tunnel they’re searching) Okay, it should be real close. I’ll take left, you boys take right.”


       Outside in the clearing the mob has finished digging the trench around the Izusa Escarpment. The cubs can be seen running throughout the clearing, ripping the strange leaves off rocks and the sides of the Escarpment itself. They then take the leaves and throw them into the trench. We see Bela directing the activity.

       Back in the caves, Shenzi and Bonzai come back out of their tunnels. Ed is nowhere to be seen.


SHENZI:       “Find anything down your side?”


BONZAI:       “Nope. You, Shenzi?”


SHENZI:       “No, I didn’t see… Bonzai, where’s Ed?”


BONZAI:       “I thought he went with you.”


SHENZI:       “I told you two to take the right!”


BONZAI:       “He didn’t follow me!”


       We see Ed, upside down, poke his head out of a barely visible hole in the tunnel ceiling behind Shenzi and Bonzai, just before the fork. He laughs loudly, scaring the ever living crap out of the others.



              “Aaaaaaaaaaaaaah!” (Notice its Ed and catch breath)


SHENZI:       “Ed, what are you doing, trying to kill us?”


BONZAI:       “Yeah, man, for real. We’re supposed to be looking for… hey Shenzi, is he hanging upside down from…”


SHENZI:       “The tunnel! Ed, you’re a genius!” (Ed climbs down and looks proud of himself)


BONZAI:       “Yeah, Ed. One is tempted to think you just pretend to be a complete idiot.”


       Shenzi starts climbing the tunnel and Bonzai follows. Ed looks directly at the camera, takes on an intelligent, knowing expression, and winks before following his friends. We see many other hyenas from Division III follow in single file.

       Back out in the clearing, the mob and cubs are finished, and have gathered around Bela for further instructions.


MA:           “Alright, Bela, the trench is dug. Is that what you were looking for?”


BELA:         “It looks great.”


MAX:          “A tunnel with the roof caved in. Who would’ve thought?”


LEANDRA:      “The Fire Leaf is done, too.”


SHYNTOR:      “Yeah, we got every last scrap of that stuff. Now what?”


BELA:         “Now all we have to do now is… light it.”


VIXY:         “And what, exactly, are we supposed to light it with?”


BELA:         “Well, someone will have to cross the trench with a stick or something, and get close enough to light the stick on fire.”


FLINCHY:      “Whoa. Close enough to what?”


BELA:         “The forest fire, obviously.”


MINDO:        “The big fire?”


LEANDRA:      “You expect someone to run toward that inferno?”


BELA:         “It’s the only way.”


MAX:          “Great. Who’s volunteering to be the roasted marshmallow, then?”


TIMON:        “Step aside!”


       The crowd parts, and Timon and Pumbaa, who have not been visible until now step into view. Timon is perched on Pumbaa’s head as usual, and they both have very determined looks on their faces. Timon is carrying a stick with a wad of leaf speared on the end.


PUMBAA:       “Did someone call for volunteers for a heroic mission?”


LEANDRA:      “You two?”


SHYNTOR:      “Timon, are you guys sure about this?”


TIMON:        “Someone’s gotta light this baby, and Pumbaa and I can get the job done the quickest.”


BELA:         “Pumbaa is the fastest among us. Do you know what you have to do?”


TIMON:        “Light the little fire with a tiny fire from the big fire without getting set on fire.”


BELA:         “Exactly. Just make sure you’re on this side of the trench before you light it.”