Act One
As the sun rises, Rafiki the Baboon calls all the animals to Pride Rock. She greets King Mufasa and Queen Sarabi before presenting their newborn cub to the gathered animals ("Circle Of Life") Elsewhere, Mufasa's brother, Scar, laments on his missd chance at becoming king. Back at her baobab tree, Rafiki asks the great spirits to conjure up a name for the new prince: Simba
As time passes, Simba grows into a lively young cub ("Grasslands Chant"). Mufasa shows young Simba the Pride Lands from the top of Pride Rock and explains that everything exists in a delicate balance known as the Circle of Life. Mufasa warns Simba not to stray beyond the boundaries of the Pride Lands, pointing out a shadowy area in the distance. Zazu, a hornbill who acts as Mufasa's trusted advisor, arrives and delivers his report on the daily state of affairs in the King's domain.
Simba then goes to see his uncle Scar. The scheming lion piques the cub's curiosity by mentioning the elephant graveyard, a place where Simba has been forbidden to go.
The lionesses all go out hunting ("The Lioness Hunt"), and Simba arrives and asks his best friend, a female cub named Nala to come with him along to the elephant graveyard, although he does not mention where they are going to his mother and lies saying that they intend to go to the water-hole. Sarafina (Nala's mother) and Sarabi allow the cubs to go when Zazu accompanies them. Simba and Nala formulate a plan to ditch him and they manage to lose Zazu, while Simba brags about his future position, (" I Just Can't wait To Be King" )
The cubs journey on towards the graveyard and begin to explore until Zazu finds and stops them. They are about to leave when they are confronted by three hyenas Shenzi, Banzai, and Ed. The Hyenas intend to have all three of the unfortunates for lunch, and gloat over them eagerly, ("Chow Down"). Mufasa then arrives to rescue the cubs and frightens off all the hyenas.
Mufasa is disappointed and angry that Simba has disobeyed him. Simba says that he was only trying to be brave like his father. Mufasa tries to explain that bravery does not mean recklessly seeking out danger. Simba asks whether he and his father will always be together, causing Mufasa to look up to the night sky and tell Simba about the great kings of the past and how they guide and watch over everything ("They Live in You"). Mufasa tells Simba that he will always be there for his son.
At the elephant graveyard, Scar tells the hyenas that he will soon be king if the hyenas assist him, and that they will never know hunger again if they agree ("Be Prepared") Scar then takes Simba to a gorge and tells him to wait there. Scar then leaves and signals to the hyenas, who start a stampede of wildebeest down into the gorge ("The Stampede"). Scar then tells Mufasa that Simba is trapped in the gorge, and Mufasa races to aid his son. Mufasa leaps into the stampede and manages to save his son, but as he climbs up a cliff, Scar betrays him and throws him down from the cliff, killing him.
Scar convinces Simba that his father's death was all his fault, as Mufasa died while trying to save him, and that he should flee the Pride Lands. As Simba runs, Scar orders the hyenas to chase and kill him. The hyenas obey, but when Simba gets too far, they decide to leave him and make Scar believe that Simba is dead.
Back at Pride Rock, Scar announces that both Mufasa and Simba are dead, and the lionesses and Rafiki mourn ("Rafiki Mourns"). Scar climbs to the promontory of Pride Rock, claims the throne for himself, and allows the hyenas into the Pride Lands as his personal executive staff ("Be Prepared (Reprise)"). Rafiki returns to her tree and smears the drawing of Simba, while Sarabi and Nala mourn for the ones whom they have loved and lost.
Out in the desert, Simba wanders and collapses from heat exhaustion. Vultures begin to circle, but are scared away by a meerkat called Timon and Pumbaa the warthog. The duo take the cub back to their jungle home and show him their relaxed way of life ("Hakuna Matata"). They tell Simba that they are outcasts as well and introduce him to their diet of bugs and insects. Simba is captivated by the carefree existence, and decides to stay in the jungle with his new friends.
Act Two
A chorus, dressed in colorful clothes with ornate bird puppets and kites, begin Act Two ("One by One"). At the end of the song, however, the beautiful birds are suddenly replaced by vultures and gazelle skeletons. A drought has hit the Pride Lands under Scar's tyrannical rule.
Zazu, who is now a prisoner of Scar, listens to all the king's woes. First, Scar has delusions of Mufasa's ghost haunting in every shadow. Then, he laments that he is not loved and ponders on the idea of finding a queen and having cubs. Nala arrives to inform Scar that there is no food and no water, just as the hyenas reported the same thing a few minutes ago; Scar attempts to flirt with her. Nala escapes ("The Madness of King Scar"). Utterly frustrated and upset by current events, Nala vows to leave the Pride Lands and find help, promising that she will never forget her pride. The lionesses and Rafiki offer her a blessing ("Shadowland").
Back in the jungle, Simba leads Timon and Pumbaa to find a suitable resting place. Timon and Pumbaa want to sleep, but the restless Simba is unable to sleep. Annoyed by Timon and Pumbaa, Simba disappears into the night. Timon and Pumbaa find their courage and follow Simba through the dark jungle. Simba leaps across a fast-moving river and challenges Timon to do the same. Timon attempts to but falls into the water and is swept downstream by the current until he reaches a waterfall, where he grabs onto a branch. Simba wants to save Timon but is sent into a flashback of his fathers death. Timon falls from the branch and Simba snaps out of the flashback, rescuing his friend. Simba is ashamed that Timon nearly died because of his recklessness.
That night the three friends look up at the stars, and wonder what they are. Simba recalls Mufasa's words regarding the great kings of the past, but Timon and Pumbaa dismiss it and laugh at the notion. Simba leaves, looking up at the sky and expresses bitterness about Mufasa's promise to him to always be there for him ("Endless Night").
At Rafiki's Tree, Rafiki hears Simba's song through the wind and comes to the joyous conclusion that Simba is alive. She draws a mane onto the drawing of Simba on her tree.
In the jungle, Pumbaa finds himself being hunted and chased by a lioness. Simba confronts the lioness and saves his friend. The lioness flips Simba, causing Simba to recognize that the lioness is actually his childhood friend Nala. Nala is amazed to find Simba alive, knowing that he is the rightful king. Timon and Pumbaa are confused by this, and Simba tells the two of them to leave so that he and Nala can be alone. Timon realizes what is happening and laments that he and Pumbaa's Hakuna Matata lifestyle has come to an end ("Can You Feel The Love Tonight"). Nala tells Simba about the sorry state of the devastated Pride Lands, and tries to encourage him to return and take his rightful place as king but Simba is still guilty about his father's death and leaves.
On his own, Simba meets Rafiki, who explains that his father is still alive ("He Lives in You (Reprise)"). and as Simba looks toward the sky, his father appears as a heavenly vision. Mufasa reminds Simba that he is the rightful king and must return home to the Pride Lands. Simba is persuaded and heads for Pride Rock.
Meanwhile, Nala wakes up Timon and Pumbaa to ask where Simba is. Rafiki appears and tells them that he has returned to Pride Rock.
Simba returns to Pride Rock with Timon, Pumbaa, and Nala, where he witnesses the ruin and devastation that his home has fallen into. Timon and Pumbaa lure some hyenas out of their path by providing a diversion. Timon dresses in drag and does the Charleston. Simba tells Nala to go find his mother while he goes to look for Scar.
Scar calls for Sarabi and demands to know why the lionesses are not out hunting. Sarabi tells him that there is no food or water and that they need to leave Pride Rock to survive. Scar refuses and when Sarabi makes a comment about him about not being half the king Mufasa was, Scar strikes his sister-in-law saying that he iis ten times the king Mufasa was. At this, an enraged Simba leaps down, startling Scar, who believes that his nephew is dead. Scar forces a confession of murder from Simba and attacks him, forcing him over the edge of Pride Rock. Believing that he has won, Scar whispers to Simba that it was he who killed Mufasa. Simba, infuriated, leaps up grabbing Scar by the throat, causing Scar to reveal the truth. A fierce battle then rages between the lionesses, Timon, Pumbaa, Rafiki and the hyenas ("Simba Confronts Scar").
Simba corners Scar on the top of Pride Rock, where Scar begs for his life blaming everything on the hyenas. In a repetition of Scar's words to cub Simba, Simba tells Scar to run away and never return. Scar, with the thought of Simba killing him, appears to follow this request, but turns quickly and attacks Simba again. Simba though is able to block the attack, making Scar trip and fall over the cliff where the hyenas are waiting below to surround their former leader and kill him.
The battle having finally ended, Simba's friends all come forward and acknowledge Simba as the new and rightful king. Simba climbs to the top of Pride Rock and roars out across the kingdom. The animals all gather at the call of their new king and celebrate ("King of Pride Rock"). Rafiki, Nala and Simba ascend Pride Rock where Rafiki lifts Simba and Nala's newborn cub high into the air to continue the Circle of Life and usher in a new golden age ("Circle of Life (Reprise)").
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