The Lion King 1½

The Presentation...?
{Sounds of morning on the savannah. A lion roars in the distance. Sunrise over the Pride Lands—exactly as in TLK 1. Animals of all types (rhinos, meerkats, cheetahs) raise their heads as the sun rises, preparing to march to Pride Rock.} MS: Nants ingonyama bagithi baba

BS: Sithi uhhmm ingonyama

MS: Ingonyama

Nants ingonyama bagithi baba

Timon: {simultaneously, imitating the singer} Whaaaat's on the menu? It could be ceviche, it's stinky—ooh, it's Pumbaa-aah...

Pumbaa: I gotta tell ya, Timon... that song always gets me right here.

Timon: Yeah, Pumbaa. {pause} Well, enough of that. {He holds up a remote control and begins fast-forwarding through the movie}

{Camera pulls back to show Timon and Pumbaa in silhouette in a row of theater seats, Mystery Science Theater 3000-style.} Pumbaa: Uh... Timon? What are you doin'?

Timon: I'm fast-forwarding to the part where we come in!

Pumbaa: {aghast} But you can't go out of order!

Timon: Au contraire, my porcine pal. I've got the remote!

Pumbaa: But everyone's gonna get confused! {He grabs a second, bigger remote} We gotta go back to the beginning of the story. {He begins rewinding the movie}

Timon: We're not in the beginning of the story! {He pauses the movie on Rafiki holding up Simba, with a monkey screech; the movie begins fast-forwarding again}

Pumbaa: Yes, we were—the whole time! {rewinds; the film reverses on a shot of Timon looking in bewilderment at Simba and Nala's reunion, with a squawk of confusion}

Timon: But they don't know that! {indicates the audience; switches the movie direction again, on Nala pinning Simba, with a lion-roar sound}

Pumbaa: Then why don't we tell them our story? {pauses the movie on a snarling close-up of the three hyenas; Timon and Pumbaa both shriek and dive under their seats}

Timon: {slowly re-emerging} Hey, I got an idea. Why don't we tell them our story?

Pumbaa: Oh—I like the sound of that.

Timon: A little backstage tour. Take 'em behind the scenes for a revealing and intimate look at the story within the story!

Pumbaa: 'Cause what they don't know is how we really were there even though they didn't know we were there, y'know?

Timon: Couldn't have said it better myself! {rewinds the movie again}

Pumbaa: So does this mean we're going back to the beginning?

Timon: {melodramatically} Oh, no, Pumbaa. No. We're going way back... to before the beginning.

{The sunrise plays backwards, looking like a sunset; the screen goes black along with African drumbeats; the title "The Lion King" crashes onto the screen, followed by a 2, then a 1, then another 1, followed by a diagonal line which forms the crooked "1 1/2" logo. (In non-U.S. versions, the title is The Lion King 3.) Cracks appear across the screen image, and the black screen shatters and falls from the field of view in fragments, leaving a view of Pride Rock in daylight.}

Digga Tunnah
Pumbaa: {reverently} Pride Rock.

Timon: So majestic.

Pumbaa: So powerful.

Timon: So... bizarrely named. {pauses the movie; the silhouettes and the seatbacks appear again} Pumbaa, how can a rock be proud? It's a rock!

Pumbaa: Well, I think it's because a "pride" is what they call a group of lions.

Timon: Oh, sure, the lions get Pride Rock. And what about us meerkats? Where I come from we didn't have nothin' to be proud of. Why: {clears throat; singing} When I was a young meerkat...

Pumbaa: {singing} When he was a young meerkat...! {blows Timon off his seatback}

Timon: {peevishly} Very nice.

Pumbaa: Thanks!

Timon: But maybe it'd be safer if I just show 'em where I came from.

Pumbaa: Oh, boy! Do we get to see where you grew up?

Timon: Yeah, Pumbaa, but it ain't pretty. {clicks the remote; the view of Pride Rock switches to a full-screen shot} Please remain seated while the camera is in motion.

{The camera does a super-high-speed truck-out from Pride Rock, past zebras, grasslands, the Elephant Graveyard, the Gorge, marshlands, the desert, and finally stopping at a dry plain of low mounds of dirt, with a tumbleweed blowing across} Timon: Here we are: from Pride Rock to the pit of shame. We're so low on the food chain we're underground! But you don't have to take my word for it. I'll just let my fellow meerkats do the talking. {"Digga Tunnah" music begins.} Background Chant: Semon pute

Meerkats: {chanting, nervously} What was that?!

What was what?! Shh!

What was that?!

What was that?!

Where? What?

Where? Where? Shh!

What was that?! Shh!

Quick, before the hyena come!

Guard: CLEAR!

{Scenes of the colony of meerkats all busily digging a network of tunnels, singing as they work.} Meerkats: {singing} Digga tunnah,

Dig, digga tunnah

When you're done ya dig a bigga tunnah

Digga tunnah,

Dig, dig a tunnah

Quick, before the hyena come!

DIG!

Background chant: Semon pute

Meerkats: Digga tunnah,

Dig, digga tunnah

You can dig and never get dunnah

Background chant: Semon pute

Meerkats: Digga tunnah, (Dig a little faster)

Dig, digga tunnah

What was that?! {silence as they look from side to side, listening}

Quick, before the hyena come!

DIG!

Digga tunnah is what we do

Life's a tunnah we're diggin' through

Digga tunnah is what we sing

Digga tunnah is everything!

Mud and clay is a meerkat's friend

Always more around every bend

And when you get to your tunnah's end

Hallelujah! Let's dig again!

DIG!

Digga tunnah,

Dig, digga tunnah (Digga tunnah)

When you're done ya dig a bigga tunnah.

Digga tunnah, (Dig a little faster)

dig dig a tunnah.

What was that?! {pause to listen}

Quick, before the hyena come!

DIG!

Ma: Timon! Excuse me. Have you seen my son? Has he been through here? Timon! Uncle Max: Digga tunnah, dig, digga tunnah... digga tunnah, dig, dig—Aaaah! {Ma pokes him, scaring him out of his chant} Ma: Uncle Max?

Uncle Max: {spooked} Aaahh!

Ma: Uncle Max, relax. Have you seen Timon?

Uncle Max: {pleased with himself} No, I haven't—and what a day it's been! No fractures, no lacerations, no concussions, contusions or injuries of any sort. As a matter of fact, there's no sign of Timon's handiwork anywhere!

{The ceiling cracks and then comes crashing down around them, light streaming in all around; finally there's nothing left of the tunnel but a ring of dirt held up on a narrow protrusion, with Timon standing under it.} Uncle Max: {fuming} That would be... TIMOOON!

Timon: {embarrassed} Heh heh heh. Hey, everybody!

Meerkat #1: (sarcastically) Ha ha. Nice work, Timon.

Meerkat #2: Way to go, tunnel klutz.

Meerkat #3: Who else could break a hole?

Meerkat #4: Four in a week—a new record!

Ma: {quietly despairing} Not again...

Timon: What? {defiantly} It's called a "skylight"!

{The "skylight" crumbles to nothing.} Ma: {trying to salvage the situation} Ho ho. Wow! Isn't that creative. A skylight! Oh, ha ha. {seeking discretion as the better part of valor} I'll just have a word with him. {Ma leads Timon away from the scene of the collapse.} Timon: I... I was just trying to shed a little light on our pathetic existence.

Ma: Timon, this can't go on. Just this month, you've pulled down four walls and collapsed two tunnel exits. {She combs Timon's hair} We have to look after each other. Our survival depends on it.

Timon: What's the point? All we do is dig so we can hide, and hide so we can dig. {Ma finishes combing his hair, which "poofs" up into a bunch of spikes} I wanna be where we don't have to dig tunnels and live with our heads stuck in the sand. {pushes some grass apart and gazes out over the horizon} What's so bad about dreaming of a better home?

Ma: {joins him at the gap in the grass} I wanna show you something. Look, Timon. Go on, look. {Camera pulls back to a panoramic view of the Pride Lands in all their golden-lit majesty, as the "This Land" theme plays} Look out to the horizon, past the trees, over the grasslands. Everything the light touches... {sharply} belongs to someone else!

{A record needle scratches; the grasses snap back together and block the view.} Timon: Funny. I thought you were going a whole different direction with this.

Ma: What can I say? It's nature's design.

Uncle Max: {appears out of the grass suddenly} She's right! We're food for other animals—a moveable feast. Feared by no one and eaten by all!

Timon: But when they die, they become the grass. And we eat the grass... right?

Uncle Max: Not exactly; we can't digest grass. We're grass intolerant.

Ma: {snatches Timon away} Ok, Max. Thank you. You've been a big help. {To Timon} Honey, I—

Uncle Max: {appearing out of another stand of grass} Meerkat... it's what's for dinner!

Ma: {increasingly sarcastic; pointing meaningfully off into the distance} Thank you, Uncle Max.

Uncle Max: {groans at the camera} Uhh. {disappears}

Timon: I think Uncle Max dislodged one too many rocks with his skull.

Ma: But he's right, Timon. {She tries to comb his hair again; a bug flies by, and she snatches it and squishes it into hair gel} Oh, I just know there's a way for you to fit in here.

{Timon glowers from under his plastered-down hair; a single hair springs back up, and he sighs.} Uncle Max: {off-screen, to other meerkats} All right, who's on sentry duty?

Ma: {perks up with inspiration; gasps} That's it! That's it—My son on sentry duty! Timon the sentry!

{cut to Uncle Max being told of this idea} Uncle Max: {in horrified shock} Timon the sentry?! Why don't you save the hyenas the trouble and kill me now? Just kill me now!

Timon: He has a point.

Ma: All you have to do is watch for hyenas and yell if you see one. Look at Iron Joe.

Iron Joe: {in the middle of a nervous breakdown} Don't close your eyes! Don't look away! Somebody's gotta guard us! Somebody's gotta protect us! {Breaks up in sobs as a couple of meerkat orderlies carry him away, raving, from his post}

Timon: Well. Now I'm convinced.

Ma: Listen—it's outside, up in the breeze, under the wide open sky—isn't that what you want? {to Max} Or maybe you would rather have him go back on the digging crew.

Max and everyone: NO!

{Camera switches to the entire colony of meerkats, listening intently, and now pretending nonchalance and clearing their throats} Ma: Good... then we all agree. Timon, listen to Uncle Max. He'll teach you everything you need to know. And honey, {earnestly} try to make this one work.

Timon the Sentry
{Cut to the lookout rock, under a small tree. Uncle Max is demonstrating the duties of the sentry.} Uncle Max: {demonstrating} Scurry, sniff, flinch! Scurry, sniff, flinch! {Timon is unimpressed and rolling his eyes} Scurry, sniff, flinch! Good. Now... what do we do if we see a hyena?

Timon: Scream "Mommy!".

Uncle Max: That's right, mister! Because the world out there is fraught with danger. Fraught, I tell you!

Timon: {aside, to the camera, over Uncle Max; sarcastically} Oh, boy. It's the Fraught Fest.

Uncle Max: {furiously pantomiming} Even all bloodthirsty hyenas are waiting to rip us limb from limb!

Timon: {applauding sarcastically} Bra-vo, Uncle Max. Way to sell it to the cheap seats.

Uncle Max: {in his face} Applaud now, sonny boy. {quiet and severe} But try clapping when you don't have any hands! {turns and leaves}

{Timon gulps, looking at his hands. Then he takes up his position on the rock.} Timon: Scurry, sniff, flinch. Scurry, sniff, flinch. {marimbas begin; Timon starts to get into it} Huh... I like the sound of that. Scurry, sniff, flinch. {He begins dancing more and more flamboyantly} Scurry, sniff, flinch. Scurry, sniff, flinch. Scurry, sniff, flinch!

{"That's All I Need", the sister song to "Warthog Rhapsody", begins.} Timon: {singing} There's more to life than panic

And bein' some other guy's snack—euugh.

{The three hyenas pop up from behind a rock in the background, then disappear again} Timon: I may be delicious, organic

But this little entree's fightin' back!

I'm gonna put diggin' tunnels behind me

And live at a new altitude

I'm gonna reach for the stars to remind me

That meerkats are not merely food!

For once I'll be... {steps onto a cloud and surfs into a fantasy waterfall setting}

Lookin' out for me... yeah!

I'll tell you what I want

This cat is movin' on

He's a bon vivant

Who's missin' out on bon

I'd be a bigger cheese

Far from the desert scene

A little cooling breeze

A little patch of green!

And I'll be snoozin' in my hammock by a rippling stream

Many miles from any tunnel and the digging team

Looking after number one will be my only creed

That's all I need {slurps up some bugs}

That's all I need!

{Dancing the "Shuffle Off to Buffalo"}

I've always been good at runnin' away

Well, now I'm gonna run the show-ow

I've always been seen as the ultimate prey

But now my status ain't so quo!

{The fantasy and the music dissolve as he improvises, unaware that the three hyenas have surrounded him.} Timon: {improvising} A dream sublime...

It's hyena tiiime... oh!

Shenzi: {clapping} Oh, look it's dinner and a show!

Banzai: And I thought beans were the only musical food.

Ed: {incoherently} Ooh-oooh!

Timon: {frozen in fear} Hy... Hy... Hy...

Shenzi: Well, hi to you too! {smacks Timon, who goes rolling down the hill}

Timon: Ayy! Ohh! Ow! Okay...

Uncle Max: This is no time for horseplay, Timon. You're supposed to be up there lookin' out for... {sees them approaching, snickering} Hyenas!

Meerkats: {they all pop up in terror} Aaaaahhh!

{The meerkat colony runs around in a mad chaotic dash for cover} Banzai: Whoa, look at 'em scramble.

Shenzi: And that's just how I like 'em...

{A group of meerkats, led by Uncle Max, crash in a line right into Shenzi's snout.} Meerkats: Aah! Ooh! Uhh!

Shenzi: ...Scrambled. {She slurps them, lifting Uncle Max into the air}

Meerkats: Uhh!

Shenzi: {seeing the whole colony scrambling about} ...And a little bit runny.

{The group of meerkats goes running by, followed by the laughing hyenas, passing Timon who's standing there covering his head} Meerkats: Hyenas! {A hand reaches up and grabs Timon; he strains to stay where he is, but gradually the hand manages to drag him head-first into a hole. It's Ma.} Ma: Get in here! What are you, a meshugginah? {Ed guards a hole, and snaps at a bunch of meerkats who jump into it one at a time; he misses all of them, but blocks the hole before Uncle Max can get in} Ma: Stumpy? (Here!) Flinchy? (Here!) Swifty? (Here!) Oh, what a relief. Everybody's... {gasps} Where's Uncle Max? {Uncle Max is outside, running for his life as the three hyenas pursue him} Uncle Max: Aaaaahh! {Uncle Max makes desperately for a second tunnel entrance, where a bunch of meerkats appear and gasp at the sight.} Meerkat #1: Max! Run for your life!

Meerkat #2: Play dead!

Meerkat #3: Ándale!

Meerkat #4: Almost there!

{The screen switches suddenly to the QVC shopping channel, where two women are selling a suede handbag.} Woman on TV: Suede is the look for this fall. Of course, that is what's happening up in every magazine. What I like about it, other than you've got that long strap, which can clear your coat... {Timon and Pumbaa are back in the silhouetted theater seats.} Timon: Hey, what's goin' on? Pumbaa, you're sitting on the remote.

Pumbaa: Huh? Oh, sorry. I thought it was a brownie.

{He clicks the remote; we switch back to the scene of Uncle Max's impending demise.} Meerkat #5: You've got it, Max! {Max is overtaken by the hyenas; the meerkats all shield their eyes as we hear crunching sounds. Switch to the inside of the burrow, where the meerkats stand in shock; suddenly, Max drops from the ceiling, the fur bitten off his tail.} Meerkats: Max! Is he all right?

Uncle Max: I flinched when I should've scurried. {collapses}

{The hyenas, guffawing, are walking off.} Banzai: Ha ha! Oh, man! It just never gets old, does it?

Shenzi: Ooh, the classics never do, honey.

{Camera pans down to where Timon is standing in the midst of all the angry meerkats.} Timon: I, uh... I guess I owe everyone an apology. {pause} All right, so I made a teensy mistake. Like we all haven't broken into song on sentry duty before. Ha ha ha... come on. Let me have a show of hands. {The meerkats all wander off, disgusted; Timon tries to change tactics} Okay. ...Maybe it's a little too soon, but I'm sure we're all gonna laugh about this someday. Trust me.

{Uncle Max and the meerkats are all staring at him severely. Soft, emotional music plays.} Uncle Max: I did trust you.

Timon: {pause} But...

{The meerkats all silently file out, except for Ma. Timon sighs. Scene switch to the rock outside, where Timon is hunched; Ma emerges from the hole and approaches him.} Ma: Ohh. Aw, sweetie.

Timon: I'm never gonna fit in here. Nobody even likes me.

Ma: Sure they do, honey. Sure they do!

Timon: Besides you, Ma.

Ma: Uh, besides me? Um, there's, uh...

Timon: I have to find my place; but it isn't here.

Ma: Yes it is. We just haven't found it yet. But we will... {She combs his hair again} Oh, here's an idea. You can run a trail—

Timon: {impatient} Stop with the hair already. My place is out there, Ma. Oh, I may not know exactly where or how far, but I gotta go!

Ma: {desperate to try one last idea} No, wait, wait, wait. I know. If we just...

Timon: {pointed} Ma.

Ma: {pauses, then acquiesces} Well, I hope you find what you're looking for, honey.

{Music turns sweet as Timon comes back to embrace her.} Ma: Ooh. Ooh, I love you. Mmm!

Timon: I love you, Ma.

{Ma keeps hugging him, tighter and tighter until we start to hear crunching sound effects.} Ma: Oh, Timmy. My Timmy. Mmm-mmm...

Timon: {strained, muffled} Mom... choking... not breathing...

Ma: Ooh. Mmm. Mmm-mmm.

Timon: {aside} And people wonder why I have issues.

{The embrace finally ends.} Timon: {reassuring} I'll be okay!

Ma: Oh, I know you will! {wistful} You will.

{Ma slowly lets go of Timon's hands. Timon turns away, then begins striding purposefully away into the sunset as traveling music ("Timon's Traveling Theme") begins.} Ma: {calling after him} Be careful!

Timon: I will!

{Timon marches on a bit further.} Ma: Don't talk to strangers!

Timon: I know, Ma!

{Timon marches a bit more} Ma: Remember, wash behind your ears!

{The music slows; Timon turns impatiently.} Timon: Ma, I'm not a kid any more!

{He resumes marching.} Ma: Never go swimming without a buddy!

Timon: Got it!

Ma: {almost inaudible} Send us a message— {indistinct}

Timon: {exasperated} Oy! {He turns back and shouts at the top of his lungs} What?!

Ma: I said, send us a message!

Timon: What?!

Ma: I said, send us a—

Timon: {turns back to his path, waves her off} Good-bye, Ma!

{Timon sets off in earnest as African music plays triumphantly. He reaches the open grasslands.}

Look Beyond What You See
Timon: {narrating} And so, with high spirits I boldly ventured off where no meerkat had dared to go before. I put my past behind me, ha! {Nighttime in the Pride Lands} And never looked back... {ends narrative; breaks suddenly into sobbing} Mommy! Mommy—Aah! Ha ha! {Far shot of Timon, revealing that he is standing next to Rafiki's baobab tree} What am I doing? {sobs; shot changes to a close-up} Which way should I go?

Rafiki: {appearing upside-down, hanging from a tree} That depends on what you seek.

{Timon does a wild take, goes sprawling. Cut back to the theater seats and silhouettes; Timon pauses the movie.} Timon: How convenient. Enter omniscient monkey, right on cue.

Pumbaa: Well, you know what they say. When the student is ready, the teacher appears.

Timon: That's it. No more fortune cookies for you. {Timon clicks the remote; the movie resumes.} Timon: Hey, where'd you come from?

Rafiki: {laughs} Oh, the better question is, where are you going?

Timon: {earnestly} Oh, someplace wonderful, mister, where... where y—You didn't happen to catch the song I sang a few minutes ago, did ya?

Rafiki: I didn't have the pleasure.

Timon: To recap: I want to live in some beautiful place, outside... a carefree place where I don't have to hide or worry.

Rafiki: {jumps down next to Timon} Whoo! Hoo hoo hoo! Life without worry. You seek Hakuna Matata.

Timon: Harpoon a tomato?

Rafiki: Hakuna Matata, it means "No Worries."

Timon: Perfect! Mind taking that stick of yours and drawing me a map, bub? {Rafiki smacks him over the head with the stick} Ow! Hey!

Rafiki: {goes into his mystic-monkey pose} To find it, you must look beyond what you see.

Timon: What the heck is that supposed to mean?

Rafiki: It means, look beyond what you see!

Timon: {imitating Rafiki} Beyond what I see. Ha. Get a load of the monkey, gettin' all existential on me. Beyond what I see. {sees a frog croaking on a rock} Hmm... Beyond what I see. {pans over to a tree stump a little farther away. Immense and meaningful music starts to rise} Beyond what I see... {pans to a tree in the distance; music swells louder} It's kinda hard to think with all this music. Beyond... what I see... {focuses in on Pride Rock in the far distance as the music rises to a climax} Oh, wait a second. It's comin' to me. It's either that slug I ate or I'm having an epiphany! {camera zooms in on Pride Rock} I'm going to the big pointy rock! Right? {He turns around, but Rafiki is gone.} Timon: Who was that strange monkey? Ah, well. Dream home, here I come. {Timon marches off in the direction of Pride Rock. He enters a stand of tall grasses. A snapping sound startles him.} Timon: Ah... oh-h... hello? Strange but wise monkey? {A flock of birds takes off and startles him again. He climbs up on a rock; then he hears a weird grunting roar, and sees a bulky shape rushing in his direction. He tumbles off the rock and rushes blindly through the grass as the ominous roaring sound pursues him.} Oh! Oh! Aah!

{Timon crashes into a huge snout blocking his path.} Pumbaa: Aaaah!

Timon: Aaaah!

Pumbaa: Aaaah!

Timon: Aaaah!

Pumbaa: Aaaah!

Timon: Aaaah!

{Timon pauses the movie.} Pumbaa: You know, first impressions are very important.

Timon: Oh, I thought you were a scream.

{The movie resumes.} Pumbaa and Timon: Aaaahh!

Timon: Just eat me now... and please make it fast. I got a low threshold for pain.

Pumbaa: Easy, easy there, little guy. I'm not gonna eat you.

Timon: What? you're not? {indignant} Then why were you stalking me?

Pumbaa: Well, gee, I saw you go by and I figured a little fella like you shouldn't be out here all alone.

Timon: Hey, what about you? You're all alone. {suddenly apprehensive} You are all alone, aren't you?

Pumbaa: {ruefully} Yeah. Most animals give me a pretty wide berth.

Timon: {seeing the seeds of an idea} They do? Even the hungry ones?

Pumbaa: Yeah, I drive almost everyone away. People see me comin' and they run for cover. They can't get out of the way fast enough.

{Timon is holding up one of Pumbaa's hooves, playing with it like a pair of scissors.} Timon: You don't say, you don't say. Must be the gleam on those vicious tusks, huh? Strikes fear into their hearts.

Pumbaa: Actually, they say I wreck their appetite.

Timon: {scheming} Wow, it's like you have this—this... special power.

Pumbaa: {backing away nervously} Special power? Well, i-it's pretty powerful, all right. {gestures indistinctly at his rump}

Timon: Perfect! You're hired.

Pumbaa: Great! ...For what?

Timon: To get me to a little worry-free haven out of that big pointy rock. {indicates Pride Rock}

Pumbaa: And... you want me to come with you?

Timon: Ha ha! Do you see any other big lovable chunk of warthog here, who also happens to have razor-sharp tusks and the ability to repel predators? {grins ingratiatingly}

Pumbaa: I'm your pig.

Timon: You and me, I can tell... we see eye to eye.

Pumbaa: {hopeful} You mean, like friends?

Timon: Whoa, easy there, big fella. I'd say more like {making "quotes" with his fingers"} acquaintances.

Pumbaa: {a bit disappointed} Oh. {brightening} Well, it's a start.

Timon: Put 'er there, acquaintance. {they shake paws} I'm Timon.

Pumbaa: Pumbaa!

Timon: No, really. {Pumbaa grins sincerely at him.} All right then. Let's hit the road.

Pumbaa: You got it... acquaintance.

Timon: So clear up one thing for me. If you weren't gonna eat me, what kind of a wacky wild pig are you?

Pumbaa: I'm an insectivore.

Timon: Oh ho! A bug eater! Well, me too. I just never had a name for it. I'm kinda partial to the crawly critters myself. How about you, big boy?

Pumbaa: I prefer the ones with wings.

Timon: Pumbaa, this could be the start of a beautiful... acquaintanceship.

Pumbaa's Special Power
{The sunrise scene begins again.} MS: Nants ingonyama bagithi baba

BS: Sithi uhhmm ingonyama

{Pumbaa and Timon enter the scene, walking across the sunrise from left to right.} Pumbaa: Okay, so now we're back at the beginning. Right, Timon?

Timon: Oh, you got that right, pally. {narrating} At last, things were looking up. I had the sun on my shoulders, the wind at my heels, a song in my heart. {Timon and Pumbaa freak out as the animals all bear down on them} Aah!

Pumbaa: Aah!

{Pumbaa races out from under all the roaring and screeching animals as they rush past; Timon rides on his back.} Timon: {steering Pumbaa to follow the animals} And to protect me, a great big fat guy! {Pumbaa pauses the movie. Cut back to the silhouettes.} Pumbaa: {shocked} You really think I look fat?

Timon: Uhh, Pumbaa, Pumbaa, Pumbaa. You're a pig. It's a compliment!

Pumbaa: {mollified} Oh-ho-ho. Thank you!

{Pumbaa resumes the movie. Pride Rock rises before the two of them as the crest a small hill; a deep lion roar sounds.} FS: It's the Circle of Life

And it moves us all...

Timon: Whoo-hoo! There it is, the big pointy rock! Oh, baby, we're almost there. {A record-needle scratching sound accompanies them screeching to a halt as the suddenly see that Pride Rock is surrounded by hundreds of animals.} Pumbaa: I think we're little late.

Timon: It's a land rush. That loudmouth monkey! He must've blabbed it to the whole world!

Pumbaa: What exactly did he say?

Timon: {imitating Rafiki} Look beyond what you see.

Pumbaa: So maybe you're supposed to look beyond the big pointy rock.

Timon: {as though he came up with it himself} Maybe I'm supposed to look beyond the big pointy rock!

Pumbaa: Hmm?

Timon: Well... let's have a little look, shall we? Beyond what I see... beyond what I see... beyond what I see... {Camera pans past Pride Rock (where Rafiki is carrying Simba to the tip of the promontory) and all the gathered animals to a small hill with a little cave in it right behind the Rock.} Oh ho! What do you know? The monkey's got an eagle eye for real estate!

Pumbaa: {indicating the impending ceremony} Timon, look!

Timon: He-he-hey! It's the monkey!

Pumbaa: What's that he's holdin' up?

Timon: Aw, who cares? It's not important. Come on! My dream home awaits.

{They approach the gathering of animals from behind, rising in front of them like a wall. Pumbaa nervously shrinks back away from them.}

Pumbaa: Uh... I don't do so well in crowds. Maybe we better go around.

Timon: Don't you know the shortest distance between me and my dream home is a straight line? Follow me! {He leads Pumbaa straight into the breach.}

Animal #1: Oh.

Timon: Excuse me!

Animal #2: Ow.

Animal #3: Hello!

Animal #4: Goodness.

Timon: Make room, make room. Watch it, Twiggy. I'm walkin' here!

{Animals snort and glower at them as the push their way through the crowd. Suddenly Pumbaa's stomach gurgles fiercely; he sits down in "emergency" mode.}

Pumbaa: {miserably} Ahem... Timon? There's something I gotta tell ya.

Timon: Pumbaa, Pumbaa, Pumbaa. We'll have a plenty of time to chat once we settle in.

Pumbaa: {stomach gurgles more; he starts to panic} I could really use a rest stop.

Timon: {trying to get him back on track} Don't worry. You'll get your second wind.

Pumbaa: {breaking out in sweat} Ohh! I got a really bad feeling!

Timon: It'll pass. Trust me! It'll pass.

{Pumbaa releases a massive fart. An elephant freaks out and trumpets. All the animals immediately around them cough and collapse, followed by the ones a little farther away—wildebeests,giraffes, and rhinos.} Zebra #1: Oh, look. The rhinos are bowing.

Zebra #2: Ooh, we'd better bow, too.

{The zebras bow, followed by the antelope in front of them, then more wildebeests, elephants, and the whole rest of the gathered crowd, all laid out in splendid array as seen from the perspective of Mufasa, Rafiki, and Zazu at the tip of the promontory.} Zazu: Look, sire, how they kneel before the royal son. {Timon and Pumbaa stand at the epicenter of what looks like a nuclear blast; a slight hissing sound is heard, as well as groans and coughs. We see that the hissing is Timon's hair on fire, fizzling down to his scalp.} Timon: {goes suddenly from aghast to thrilled} So, I guess that's your special power, huh? What a weapon!

Pumbaa: Uh, you mean, you don't mind?

Timon: Ha ha! Are you kidding? It was a gas! Ha ha ha ha ha!

Pumbaa: {his spirits rising a little} Well, I don't like to toot my own horn...

Timon: Yeah, that's probably for the best. {Pause for a beat.} Let's go, Pumbaa!

Pumbaa: Lead the way!

{Timon and Pumbaa wind their way through the prostrate animals as the beams of sunlight fall on Simba high atop the promontory above them. Dissolve to the piled rocks that mark Timon's new dream-home spot.} Timon: This is it, buddy-boy. Home sweet home! And I don't gotta share it with anybody. Ha ha ha!

Pumbaa: Don't you get, you know, lonely out here?

Timon: Lonely? Try commitment-free. {ties up a hammock and lies down} The elbow-to-elbow life reminds me a little too much of home. This place has everything. Cool refreshments {Pumbaa hands him a massive bowl of slush}, cozy little hammock, a lovely water feature—and it's all mine.

Pumbaa: Oh. {takes in the fact that he's not being factored in; tries to handle it bravely} Well... it's really coming together, Timon, so, uh, so I guess I'll just be going. {walks off slowly}

Timon: Wait a minute, now wait-wa-wait. There's no law that says you have to go. I mean, if you want—

Pumbaa: {zipping back immediately} Ooh, great! I already made up two beds! {camera shows the two grass beds, one much bigger than the other} One for you, and one for me.

Timon: {yawns luxuriantly} Ohh! Gee, all this construction work has me bushed. Think I'll turn in early. {He crawls over the smaller bed and makes himself comfortable in the larger, Pumbaa-sized bed.} Ahh! Yeah...

{Pumbaa circles around twice, then somehow stuffs himself into the smaller bed. A leg pops out sideways, but he gets comfortable anyway.} Pumbaa: Ahh... Good night.

Timon: Sleep tight.

Pumbaa: Dream of bedbugs tonight.

Timon: Ahh.

{They fall asleep. Dissolve to the exterior of the cave; camera trucks out slowly as the scene gradually switches to daylight.} Timon: {narrating} Home sweet home indeed.

Timon's Dream Home
{Pumbaa and Timon are both snoring as daylight streams in. Timon is awakened gradually by the muffled sound of "I Just Can't Wait to Be King" pounding in from above.} Timon: {waking up, groaning} Uhh. Unhh. {He gets up, fetches a long stick, and uses it to bang on the ceiling.} Hey, keep it down up there!

Pumbaa: {waking up} We have neighbors? We should go say hello.

Timon: Noisy neighbors. There go the property values.

{As they emerge from the cave, they find themselves in the middle of the ostentatious finale of the song, with the animals forming a huge pyramid with Simba and Nala at the top.} Young Simba: ...Standing in the spotlight!

Chorus: Let every creature go for broke and sing

Let's hear it in the herd and on the wing

It's gonna be king Simba's finest fling

Chorus: Oh, I just can't wait to be king!

Oh, I just can't wait to be king!

Timon: Oh, perfect. We moved to the theater district! Get a load of these guys. {He thwacks an elephant with his stick} Knock it off!

{The elephant's eyes pop wide open, and he loses his balance; one by one, all the rest of the animals collapse on top of and around him.} Chorus: Oh, I just can't wait...

Pumbaa: {snatching Timon out of the way of the impending disaster} Timon, look out!

Chorus: ...To be king!

Timon: Aah!

{The pyramid of animals collapses on top of the cave opening, sealing Timon and Pumbaa inside. Young Simba: I'm okay!

Timon: Oy. Phew. Show people.

{Wipe to Timon riding Pumbaa to a new unspecified location.

Timon: Chin up, Pumbaa! {brushes a branch aside} Whoa! Our dream home's around here somewhere.

Pumbaa: You know, Timon, I once came across a place that might be just what you're looking for. {Illustrations from TLK 1 accompany the descriptions} Spectacular waterfalls, set in a lush tropical oasis. A scrumptious array of—

Timon: {interrupting} Hey, hey, hey. Forget it, Pumbaa. I'm a realist, and I'm not gonna go chasing after some fantasy. I'm goin' beyond what I see.

Pumbaa: But if you always go beyond what you see, how do you know when you're there?

Timon: {impatiently} Oh, I'll tell you how I know. We're there! {gestures stubbornly at the surroundings: the Elephant Graveyard} This is a lovely spot. Lovely. Rustic. Picturesque. Home sweet home, Pumbaa. Mm-hmm. Home sweet ho— {A chunk of elephant skull that he's leaning against gives way, and he collapses inside} —Aah! Whoop! Ah ha ha ha! I—I mean, sure... it needs a little work. But it's got good bones. Ha ha ha! After all... this is an elephant graveyard. And who would ever come to an elephant graveyard? ...Aaaahh!

{A roar precedes the arrival of Mufasa, leaping over the elephant tusk where Timon and Pumbaa had been, before diving out of the way just in time. As Mufasa rushes off stage left, Zazu flies after him, briefing him on the situation we all remember from TLK 1.} Zazu: Sire, the hyenas are after the children!

{Pumbaa and Timon watch wide-eyed from the sinus cavity of the elephant skull, as the shadows cast on them pantomime the scene of Mufasa beating up the hyenas.} Timon: {whispering, à la "The Sixth Sense"} I see carnivores...

{Wipe to Timon on yet another search for the perfect home. He's going stir-crazy by now. They're moving through the thermal-vent area where Scar lives.} Timon: {Nervous, with a tenuous grip on reality} Beyond what'cha see... beyond what'cha see... Ha ha ha ha ha! Beyond what you see...

Pumbaa: {hopefully} Uh, Timon? Would this be a bad time to bring up that little place I told you about?

Timon: {throws himself down on a steam vent} Hey! This is home sweet home, baby! Home— {The steam vent erupts, sending Timon into the air} Aaaah! Ow! Ha ha! {on the verge of cracking} Steam! Ha ha! Steam is good. Steam is—is—is water. Whoo! Gotta have water. You know, for the dream home. Steam home, dream home! Steam, steam, steam. {Gets a hold of himself, affects a British accent briefly} I am perfectly happy r-r-right here. It's remote, private, no unexpected visitors...

{A green light suddenly floods the area, and "Be Prepared" begins. Goose-stepping hyenas march past them, casting shadows on the wall.} Timon: Somethin' tells me this ain't the traveling company of "Riverdance." {They pause for a beat, then hop to their feet and "Riverdance" away off-screen} {Wipe to yet another searching scene.} Timon: {snidely} Beyond what you see... beyond what you— turns toward the camera, shudders} Uhh-h. Hey, how am I supposed to look beyond what I see, beyond that? {Camera reveals he's looking straight at Pumbaa's butt}

Pumbaa: Huh? Oh, sorry.

{Pumbaa moves aside to reveal the Gorge in all its splendor. We can all see what's coming...} Timon: {trudging along the parched floor of the Gorge} What this place lacks in water and shade, it makes up for with searing heat and blinding sunshine. Home sweet home, Pumbaa! {whimpers a little with desperation, just as the ground begins to rumble} {Birds flock into the air from the gorge's rim; wildebeests begin to pour over the edge and down into the valley floor. They rapidly approach Timon and Pumbaa in a massive stampede.} Pumbaa: {affecting a gracious, leisurely air} Shall we run for our lives?

Timon: {affecting the same air} Oh, yes, let's.

{They both scream and take off running in front of the huge herd of wildebeests. They end up on top of one wildebeest's head, then they see the herd separate before them to reveal a cliff's edge.} Pumbaa: Hang on, Timon!

Timon: This is it! Good-bye, cruel world!

{The wildebeest screeches to a halt at the edge of the cliff, pitching Pumbaa and Timon off in slow motion, screaming. After a few midair tumbles, they land lightly in a slow-moving river. Timon stands on Pumbaa's belly.} Timon: That's it? {scoffs} Pbbb. That wasn't so bad. You can't knock old Timon down that easy! Yeah. Bring it on! {He notices an increasing roar of rushing water, and sees that they're approaching the top of a waterfall} Uh... Pumbaa? Question: is it possible to fall off the edge of the Earth?

Pumbaa: Uh, technically, no. The Earth is round like a sphere, Timon, so it doesn't actually have an edge.

{The camera pulls back once, twice, three times to reveal an absurdly high waterfall. Timon and Pumbaa both scream as they hurtle over the edge. Right in the middle of the fall, Pumbaa pauses the movie; back to the silhouettes.} Pumbaa: You mind if I pause it for a second?

Timon: Sure, go ahead.

Pumbaa: Be right back!

{Timon cracks his neck one way and then the other, grunting. As Pumbaa clatters off-screen, Timon scratches in his ear, sniffs, hums "It's a Small World After All", and casually picks his nose. Just as the sound of a popcorn popper comes to a stop, Timon pulls out a big booger, which squishes between his fingertips. He gasps as he realizes Pumbaa is coming back. He frantically looks for a tissue; seeing none, he tries to shake it off his hand, then to flick it off. Finally he wipes it on the seat just as Pumbaa returns, with a huge bag of bugs.} Pumbaa: Okay, I got the jumbo so we could share. {He pauses for a beat, as he realizes Timon is just sitting there stock-still.} ...Were you just picking your nose?

Timon: {indignantly} Nooo, I had an itch on the inside! {He grabs some bugs and chows down, then clicks the remote. The movie resumes, with Timon and Pumbaa plummeting down the waterfall and screaming.}

Timon: Aaaaaaah!

Pumbaa: Aaaaaaah!

{Dissolve to nighttime at the water's edge. Pumbaa emerges from the water, gasping and wheezing; Timon is clutching Pumbaa's tail and being dragged to safety, but otherwise limp. Pumbaa collapses and coughs up some water. Timon comes to and groans. Pumbaa turns to face him; Timon is lying on the beach clutching a lily in a classic death pose. Mournful violin music plays.} Pumbaa: Timon, you okay?

Timon: {At the end of his rope} Uhh. I give up!

Pumbaa: But... but you can't give up! We still haven't found our dream home.

Timon: Forget it, Pumbaa. I've been dragging you down long enough. I'm goin' home... and I suggest you do the same.

Pumbaa: Oh, I—I would if I could, but I can't.

Timon: Oh, sure you can, buddy. I won't stop you.

Pumbaa: No, I mean... I don't have a home.

Timon: You don't? What happened—are you lost? {Pumbaa shakes his head, his snout flapping side to side} No place good enough for ya? {Pumbaa shakes again} What, you're all alone in this big empty world?

{Pumbaa turns to face Timon, with huge dewy eyes.} Timon: Oh. {gets up} ...Truth is... I'm all alone too. {takes Pumbaa's foreleg} Pumbaa, you're the only friend I've ever had.

Pumbaa: {brightening} Y-you mean...

Timon: Yeah, Pumbaa... and friends stick together to the end.

{The two gaze at each other, sniffling. Timon's reflection appears in Pumbaa's eyes as the music swells. Suddenly the movie pauses (the music winds down like on a record player) and switches back to the theater seats, where Timon is hunched over and sobbing.} Pumbaa: {shocked} Timon? Are you crying?

Timon: {sobbing} I'm fine! I—I just have something in my eye.

Pumbaa: {holding out a hanky} Here, blow.

Timon: Ohh. {blows his nose; hands the hanky back} Here, Pumbaa.

Pumbaa: {sarcastically} Gee, thanks.

Timon: {getting a hold of himself} Okay. I'm better.

{Timon resumes the movie. The music spins slowly back up. Dissolve to the two of them asleep on the beach; gradually the scene changes to daylight. Timon wakes up and stretches.}

Hakuna Matata
Timon: {cracking his back} Uhh! {stretching} Uhh! Ooh! Aw, well. It's too bad we never found that perfect place. Why'd we ever listen to that stupid monkey?

Pumbaa: {waking up, gasping} I think maybe you're giving up too soon, Timon.

Timon: {sneering} Beyond what you see... {Pumbaa grabs his head and spins it around to face what he sees} Huh?

Pumbaa: {triumphantly} Remember that place I told you about?

{The camera rotates to show a gorgeous jungle panorama: waterfalls, woods, distant mountains, lush lakes and rivers.} Timon: Forget about your place. Get a load of what I found! Talk about "beyond what you see"! {Samba music plays} Pumbaa, this is our dream home! {pulling aside vines to demonstrate} Dramatic views! {Pulling vines taut for Pumbaa to swing in them} Your very own porch swing! {The two of them relaxing in a pool which is bubbling merrily} Hot tub and spa! {pulling open a tree to reveal dozens of bugs} Well-stocked cupboard! {Pumbaa slurps up all the bugs.} Pumbaa: {mouth full} Let's celebrate!

Timon: {relaxing on a vine stretched across the water} The monkey was right. We found it: the perfect life. {dives into the water}

Pumbaa: {wearing a chef's hat of leaves; stacking bugs on a skewer} I'll just whip up a little something.

Timon: {drying off with a leaf} He had the perfect name for it, too.

Pumbaa: {tossing bugs in a large leaf-bowl} Come and get it!

Timon: Such a wonderful phrase. It had this rhythm: {trying to remember} Laduda Ladada...

Pumbaa: {holding out a leaf-dish} Try this... Hot tuna frittata.

Timon: {not paying attention} Hmm... No, that's not it.

Pumbaa: {adding another bowl of bugs} The spinach armada.

Timon: Quiet, Pumbaa. I'm trying to think.

Pumbaa: {setting out a bowl of bug-mush} A spoon of ricotta.

Timon: Two words.

Pumbaa: {another dish} A wormy piccata.

Timon: Six syllables.

Pumbaa: {yet another} Kahuna colada.

Timon: Twelve letters.

Pumbaa: {another} A blue enchilada.

Timon: Rhymes with...

Pumbaa: {another} Legumes on a platter.

Timon: {tapping his head} Think think think...

Pumbaa: {poking at one of the dishes} This oughta be hotter.

Timon: {desperate} I forget!

Pumbaa: I gotta lambada!

{Pumbaa starts dancing, trotting sideways until he bumps into Timon; his hat rolls off. Timon grabs hold of his snout and yells.} Timon: Hey! How can you dance at a time like this? I'm dyin' here! {realizes he's gone a bit too far, he lets go and backs off} Ooh. Sorry about that, pal.

Pumbaa: {nonchalant} Hakuna Matata.

Timon: {shakes his head in confusion; cartoonish "Obbidy-obbidy-obbidy" sound effect} ...Come again?

Pumbaa: Hakuna Matata. It means "no worries." Eh— {realizes} Ohhh.

{Epiphany music plays, hinting at the inevitable "Hakuna Matata" song. Wipe to the two of them swinging on vines into the water. As they're both in midair, the movie pauses.} Pumbaa: {off-screen} Hey, Timon. I got an idea. Let's do a sing-along!

Timon: Oh, you tease. {a ladybug appears on-screen, near the words HAKUNA MATATA which appear at the bottom}I love karaoke! I'm there.

{As the lyrics appear on the screen, over a montage of Timon and Pumbaa enjoying their carefree life, the ladybug hops from syllable to syllable as they sing the words.} Both: Hakuna Matata

What a wonderful phrase

Hakuna Matata

Ain't no passin' craze

{The ladybug disappears after dancing across "CRAZE"} Timon: It means no worries, for the rest of your day—Wait a second. {Camera pulls back to show the silhouettes. Timon is singing into a microphone; Pumbaa is chewing and crunching on something. Timon pauses the movie.} Timon: {quietly} Pumbaa... where's the grub?

Pumbaa: Puhh. {opens his mouth; the ladybug staggers out, all mauled up}

Timon: {exasperated} Ohhh. You just can't help yourself, can you?

Pumbaa: Sorry.

Timon: Okay... but this time, show a little self control.

{Timon resumes the movie. The bug is now staggering across the words and getting bounced around by the pair's on-screen antics: floating down a river cascade, bungee-jumping on jungle vines, parachuting on leaves, slurping up a long worm and ending in a kiss as in "Lady and the Tramp" Timon: Hakuna Matata! Ha-haah! {Both scream as they bungee-jump}

Both: It means no worries

For the rest of your days

It's our problem-free

Philosophy

Hakuna Matata

{It becomes a chant as they shuffle along the now-famous log, dancing and singing} Both: Hakuna Matata

Hakuna Matata

Hakuna Matata

Hakuna Matata

Hakuna Matata

Hakuna Matata

Hakuna Matata...

{Sudden cut to a close-up of Ma.} Ma: {taken aback} Hahuna Ma-what-a? {Rafiki is talking to Ma under the meerkats' tree by the rock.} Rafiki: Oh ho ho ho ho. It means "No worries."

Ma: {skeptical} I see...

Rafiki: So, I told the boy: To find Hakuna Matata, you must look beyond what you see.

Ma: {understanding} Ohh. A metaphor.

Rafiki: Well, actually, it's not a meta—

{Rafiki gets clocked in the head with his own stick} Ma: {enraged} You used a metaphor on Timon?! He takes things literally! {panicking} That's it. He's starving out there. I just know it! Max! Timon's out there chasing metaphors. I've gotta go find him!

Uncle Max: {calling from inside a hole; his voice shakes the ground} Are you nuts?!

Ma: {disgusted} Nice to have a supportive family, isn't it? {determined} Well, here I go.

Rafiki: {sagely} Remember, the journey of a thousand miles begins with the first step.

Ma: Thanks. Here's my first step: {jumps squarely onto Rafiki's foot}

{Camera cuts to Timon screaming instead of Rafiki} Timon: Yeeeeoooow! {Pumbaa is pulling quills out of Timon's butt with his teeth} Ay! Pumbaa: {talking around a quill} Guess bowling for porcupines {spits out the quill} wasn't the best idea, huh?

Timon: Yeah. Gotta be right up there with bobbing for snapping turtles. {Pumbaa plucks out another quill} Aah ha ha ha ha hoo!

Pumbaa: {under his breath} Ohh, that's gonna leave a mark. {He spits out the quill, then looks up at the sound of buzzards squawking} Hey, look, Timon. Buzzards! What do you say? One more round?

{Camera slowly trucks in on the scene in the desert where the buzzards are clustering around what we know to be Young Simba.} Timon: {sarcastically} Oh, sure. There must be some part of me we haven't injured yet.

Pumbaa: Oh, please? {waggling his tail} Oh please, oh please, oh please, oh please, oh please?

Timon: {stretching wearily} Nah, Pumbaa. I'm beat. You go ahead; I'm callin' it a day. {plucks out one last quill} Aiee!

Pumbaa: {whimpering} But it's no fun alone.

{He starts to sob and whine like a dog. He begins to turn away, but just then Timon runs back and jumps up on his head.} Timon: Aw, why not? One more run won't change our lives! {Pumbaa, with Timon riding on top, goes charging into the desert towards the buzzards.} Both: Yaaaah! {The movie pauses just as they reach the camera. Timon begins narrating.} Timon: Who knows why fate led us to little Simba that day? {Scene switches, slide-show style, to Pumbaa lifting Young Simba on his tusks, Timon looking terrified.} Maybe it was just my love of adventure... {Switch to Simba roaring in the jungle, Timon leaping up in terror} or my innate courage... {Stills show more scenes of Simba terrifying the fur off Timon} ...my valiant and fearless way of... okay, who's in charge of the freeze-frames?! {freeze on Timon doing a freakish wild-take pinned up against a tree root}

Pumbaa: Sorry.

Timon: Anywho... {resuming narration} Rescuing Simba was a cinch. {Pumbaa gathers up Simba on his tusks and trots off with him back to the jungle.} Then came the really scary part. ...Parenthood.

Parenthood
{Dissolve to a nighttime scene in the jungle, at the stump that Pumbaa and Timon use as a bed; Timon is sleeping, sprawled on Pumbaa's belly, who is muttering "Grubses, grubses" in his sleep. Lebo M.'s "The Lion Sleeps Tonight" plays as the camera slowly zooms in on Timon.} MS: In the jungle, the mighty jungle

The lion sleeps tonight

In the jungle, the mighty jungle

The lion sleeps tonight

Young Simba: {off-screen, timidly} Timon? Timon...? ...Timon!

Timon: {waking up blearily; seeing Simba's huge face upside-down} Oh. Ohh.

Young Simba: {agitated} I gotta go.

Timon: Go? Go where?

Young Simba: You know, go. ...Bad!

Timon: {suddenly getting it} Oh, go! Why didn't you say so? Come on, let's go.

{They rush across the log, the full moon in the background, Timon leading the way.}

Timon: When you gotta go, you gotta go.

{"Jungle Boogie" plays. Camera switches to Simba's view straight down from high in a tree; Timon and Pumbaa are at the bottom.}

Timon: {sternly} Young lion, get down from there!

Young Simba: {jumping around in the branches} Whoo-hoo! All right! Hey—you guys look like ants down there.

Timon: I'm counting to three.

Young Simba: Yahoooo! {leaps onto a smaller branch, which breaks under his weight}

Pumbaa: Uh-oh.

{Young Simba falls, silently, as Timon counts.} Timon: One... Two... {As Timon counts "Two", Pumbaa throws himself on top of him; Simba lands safely on his back.} Timon: {muffled} ...Three. {His arm collapses.} {Switch back to the sleeping scene again; "The Lion Sleeps Tonight" resumes.} MS: In the jungle, the mighty jungle

The lion sleeps tonight

Young Simba: Timon?

Timon: {waking up suddenly} Oh! ...Again?

Young Simba: {looking fairly pathetic} No. I'm thirsty.

{Timon and Simba are walking across the log again.} Timon: You know this means you'll be up again about two hours from now. {"Jungle Boogie" resumes. Simba is floating happily down a river as Timon frantically paddles after him.} Timon: Hang on, Simba! I'll save you!

Young Simba: {going over a waterfall} Yahoooo!

{Pumbaa snatches Simba out of midair from an overhanging branch; Timon goes falling past them helplessly, shrieking.} Timon: Whoooaaaa!

{Switch back to "The Lion Sleeps Tonight."} Young Simba: {looking even more miserable} Timon? {Back to the log. Timon is plodding now, slumped over.} Timon: {exhausted} We're gonna get old walking across this thing. {"Jungle Boogie" resumes. Simba lies on his back repeatedly batting Timon into the air like a ball of yarn; Timon spins helplessly in midair, wailing.} Timon: Whoooaaaa! {"The Lion Sleeps Tonight" again.} MS: In the jungle, the mighty jungle

The lion sleeps tonight

Young Simba: {timid} Timon?

Timon: {wakes up on edge} Aah! {slides down Pumbaa's side} What have you got against the concept of a good nights sleep, huh? {He turns to face the camera; we get a faceful of his bloodshot, staring eyes.}

Young Simba: Actually, I, uh... I had a bad dream.

Timon: Oh. Well, uh... {jabs Pumbaa in the ribs to wake him}

Pumbaa: {wakes up} Uhh! It wasn't me.

Timon: Junior had a bad dream.

Pumbaa: {overcome} Ohh... Why don't you sleep over here with us?

Timon: {patting Pumbaa's side like a mattress} Mi Pumbaa, su Pumbaa.

Young Simba: All right! {He bounds over to them.}

{View of the log, with "The Lion Sleeps Tonight" continuing—but they don't walk across it. Switch back to Simba and Timon curling up on top of Pumbaa's belly.} MS: Hush, my darling, don't fear, my darling

The lion sleeps tonight

Hush, my darling, don't fear, my darling

The lion sleeps tonight

Young Simba: Good night.

Timon: Sleep tight.

Pumbaa: {brightly} Dream of bedbugs tonight! {immediately falls asleep and snores}

{Young Simba giggles; he puts a foreleg around Timon and pulls him up tight against him like a stuffed animal. They both fall asleep as "The Lion Sleeps Tonight" continues. The camera trucks slowly out to a nighttime panorama.} Timon: Uyy!

MS: My little darling

Don't fear, my little darling

Hey-a, oh, my little darling

Oh, don't fear, my little darling

Ingonyama ilele

Don't fear, my little darling

The Snail-Slurping Contest
{Dissolve to the morning, with birds chirping and the sun rising through the trees. The three of them are still snoring, in the same pose—but Simba is now an adolescent, easily larger than Pumbaa. He wakes, yawns, and stretches, showing impressive teeth and claws.} Timon: Whoa! Watch where you aim that morning breath. That should come with a warning label. Whoo, what a wake-up call! {He curls up and tries to go back to sleep}

Teenage Simba: Heh heh heh. Looks like someone woke up on the wrong side of the warthog. What's the matter, pops? {patronizing} Had a little too much Hakuna Matata?

Timon: Ooh. Sonny boy, I invented Hakuna Matata.

Teenage Simba: {smug} Oh, yeah? Well, I perfected it.

Timon: Sure you did, sure you did. Pumbaa, who holds the record for the world's longest bug belch?

Pumbaa: {waking up} Uh, that would be Simba.

Timon: {mildly surprised} All righty then. Who's the champion at slug swallowing?

Pumbaa: Simba again.

Timon: {sits bolt upright} Cricket crunching?

Pumbaa: Simba.

Timon: Grub gulping?

Pumbaa: Simba.

Timon: Maggot munching?

Pumbaa: Still Simba.

Timon: {sweating, in trepidation} Snail-slurping?

Pumbaa: Oh, uh, nobody. We never had a snail-eating contest before.

{Cut to a snail in silhouette in the jungle; the theme from "The Good, The Bad, and The Ugly" plays. The sun creates a lens-flare wash to Simba and Timon facing off over a monstrous pile of snails. They narrow their eyes at each other in turn; then both flex their paws like gunslingers.} Pumbaa: {cowering in the bushes} I don't think this is such a good idea. {Simba grabs a snail and slurps it straight out of its shell, leaving slime all over his chin. He slams the shell down and leers at Timon, who yawns theatrically, then slurps down a snail of his own and folds his arms defiantly. Simba raises a paw with four snails, which he slurps down rapid-fire one after the other, then tosses the shells down and grins devilishly. Timon stares back in amazement, his eye twitching; then he swallows four of his own, swats away the shells, and grins a trifle insanely, breathing hard. Cut to Pumbaa in the bushes, looking at one and then the other like in a tennis match, as we hear slurps from one side and then the other in rapid succession. Finally he sinks down in trepidation, and the camera switches back to Simba and Timon slumped against opposite ends of the rock, only one snail left in front of each of them. In extreme perspective, Simba reaches for the last one, groans and shudders, then slurps it down; he belches loudly, then tosses the shell away with a drunken smirk. Timon picks up his last one, his belly bulging out over the edge of the rock; the snail in his hands morphs into Pumbaa, staring back at him.} Pumbaa/Snail: I told you this wasn't such a good idea! {Timon suddenly gags, covers his mouth, totters, and collapses; the snail shell flies up into the air, lands, clatters to a halt, and the snail inside pops out and scoots away. The camera trucks back vertically away from Timon, passed out and bloated on the ground next to the pile of shells.} Pumbaa: {narrating} Thus did the pupil surpass the teacher.

Timon: You've been hangin' around with the monkey again, haven't you?

{The music stops. Pumbaa walks slowly up to Timon and helps him up with a tusk.} Timon: {groaning} Uhh. {He watches Simba swaggering away into the trees} Our Simba is growing up. {Timon and Pumbaa stare after him for a beat; then Timon breaks into "Sunrise, Sunset" from "Fiddler On the Roof".} Timon: {singing} Is this the little boy I carried?

Pumbaa: {singing} When did he grow to be so tall?

Both: {singing} Wasn't it yesterday when he was small?

{The background chorus takes up the song as first Timon, then Pumbaa, then a full-grown Simba fly into the air, trampolining off a bunch of hanging vines. All three bounce into the air again, and Adult Simba grabs the other two in a midair embrace.} Chorus: Sunrise, sunset

Sunrise, sunset

Swiftly fly the years

{The three of them lie on their backs looking up at the stars (no doubt, discussing cosmology); dissolve to the three of them hanging from vines, Adult Simba gently pushing the others so they swing. Finally, dissolve to all three relaxing in the bubbling hot-tub pool.} 'Chorus: One season following another

Laden with happiness and tears

Pumbaa: ...So you see, that's why they call it a "dung beetle".

Adult Simba: Eww. You don't say. And yet, still so tasty!

Pumbaa: Oh, yeah. And they're my favorite, too.

{Timon approaches the tub, wearing a leaf around his middle. He tosses the leaf away, dabs a toe in the water, and eases himself in.} Timon: Ooh! {slipping into the water} Ah! Ahhhh. Just what the doctor ordered.

Pumbaa: Yep. After a long day of doing nothing, it's good to kick back.

Adult Simba: Three pals and no worries. What more could you want?

All: {sighing contentedly} Aahhh.

{They relax silently for a beat.} Pumbaa: {yawns luxuriantly and scratches himself} Aaah-hhh-hh. I'm bushed. Think I'll turn in for the night. {Pumbaa slowly climbs out. The bubbles immediately stop. The "eating a grub for the first time" music plays as realization dawns on Simba and Timon, watching Pumbaa's retreating rump. They stare at the water in horror.} Timon: I'm out.

Adult Simba: Right behind you. {They both scurry out of the water. Switch to the bed-stump, where Simba pounces on Pumbaa and gives him a "noogie", then gathers the two of them on top of him.} Adult Simba: Oh-ho!

Pumbaa: Ahh ha ha!

Adult Simba: Ha ha ha ha!

Pumbaa: You're killing me, ha ha! {They all relax} ...Timon, it's your turn to say good night.

Timon: Good night.

Adult Simba: Sleep tight.

Pumbaa: Dream of bedbugs tonight. {immediately falls asleep} {Adult Simba rolls over and nearly squashes Pumbaa between his body and his foreleg, but Pumbaa doesn't wake up. Simba's paw slips off Timon; he sleepily reaches down and pulls it back up like a blanket. Camera trucks back as they all sleep.}

Trouble in Paradise
Timon: {narrating} Ahh. You gotta admit, we had a pretty good thing goin' there. Pumbaa: We coulda gone on like that forever.

Timon: Except for one teeny weeny little thing we forgot to count on. {Sudden cut to a snarling Nala pinning Simba down onto the ground with a WHUMP. Footage from TLK 1.} Adult Simba: {recognizing her} ...Nala?

Adult Nala: {backing off and recognizing him} Wooaah!

Adult Simba: Waah!

Adult Nala: How did you...?

Adult Simba: But how did you...?

Timon: {looking on from the bushes} This is a disaster, Pumbaa. A disaster, I tell ya! Pumbaa] You mean because they've finally found each other like two soulmates joined across the years by the bonds of true love?

Timon: {patronizing} Sweet, innocent, little Pumbaa. {alarmed} She's going to put a stake right through the heart of our Hakuna Matata!

Pumbaa: {unconvinced} Oh! ...Then I guess we oughtta do something.

Timon: And I know just what it is. Pumbaa... we can't let them feel the love tonight!

{The theme song from "Peter Gunn" plays as Timon springs into action. He whispers in Pumbaa's ear; Pumbaa nods, and they high-five. As Simba and Nala gambol among the trees, Timon parts the tall grasses and leans out to arch his eyebrows at the audience; he then fires a blow-dart at Nala, which sticks in her paw. Simba gallantly plucks it out and spits it aside into the bushes, where it hits Timon, who squeals. Nala pushes under Simba's chin as "Can You Feel the Love Tonight?" plays.} Adult Nala: Ow!

Timon: {getting stuck with the dart} Aaaahhh!

FS: Can you feel the love tonight?

{The "Peter Gunn" music resumes. Timon whispers another plan in Pumbaa's ear, in which the word "spider" is audible; they high-five. Timon holds up a big spider, which winks at us; Timon lowers it like a yo-yo towards the two lions. On the way down, the spider passes a fetching female spider, and the music stops abruptly as the spider hops back up to her. "Can You Feel the Love Tonight" resumes, and the spiders weave a bunch of heart-shaped webs behind the lions as they nuzzle.} FS: Can you feel the love tonight?

Pumbaa: {overcome} That's so romantic.

Timon: {wrapped up in a cocoon of spider-silk} Uhh...

{Back to the "Peter Gunn" music. As Simba and Nala pass by, Timon (riding on Pumbaa) hurls a huge beehive at them. But the bees stay right there above him in a solid cloud; after a beat, "Can You Feel the Love Tonight" resumes, and Timon races away with the bees in hot pursuit.} FS: Can you feel the love...? {Back to "Peter Gunn"; Timon now has several bee stings on his head, a black eye swollen shut, and (as he grins and gives the thumbs-up to Pumbaa) a missing tooth. Pumbaa uncertainly returns the thumbs-up, at the other end of a long vine laid across Simba and Nala's path. The lions on their hind legs mock-wrestle their way across it. Nala stumbles backwards over the vine as Timon and Pumbaa pull it taut.} Adult Nala: Whoah-oh! {The two lions collapse down the hillside, rolling all the way to the bottom, their movement flinging Timon and Pumbaa and their vine into the air and across the gully to where they plunge into a tree, disturbing a cloud of butterflies that rushes past the camera. "Can You Feel the Love Tonight" resumes as Simba and Nala cuddle in the undergrowth. Timon: Woaaahhh!

Pumbaa: Waaahhh!

FS: Can you feel the love tonight?

The peace the evening brings

The world, for once, in perfect harmony

With all its living things

{Timon and Pumbaa fall out of the tree and crash to the ground.} Timon: Aaahh!

Pumbaa: {hitting the ground} Oof! {He whacks the side of his head, and a butterfly pops out}

Timon: {sarcastically} Well, that worked like a dream.

Pumbaa: It did?

Timon: Sarcasm is a foreign language to you, isn't it? {pointing at the lions cuddling} Look!

FS: Can you feel the love tonight?

You needn't look too far

Timon: She's makin' those eyes.

Pumbaa: He's smiling that smile.

Timon: They're laughing... and hugging... and—and...

{Soundtrack is from TLK 1, but the camera angle is behind Timon and Pumbaa, so we can watch Simba and Nala in their courtship routine.} Timon: {singing} And if he falls in love tonight

It can be assumed

Pumbaa: {singing} His carefree days with us are history

Both: In short, our pal is doomed!

{Timon and Pumbaa burst into wild sobbing waterworks. Dissolve to the fog-shrouded hills at twilight. Camera descends to show Timon and Pumbaa walking dejectedly by a waterfall.}

The Storm Comes to a Head
Timon: Ah, that's it, buddy. We gave it our best shot, but he's a goner.

Pumbaa: {hearing something in the distance} Maybe not...!

Timon: You never give up, do you?

Pumbaa: Look!

{Timon looks, aghast. Recycled footage from TLK 1.} Adult Simba: Listen: You think you can just show up and tell me how to live my life? You don't even know what I've been through!

Adult Nala: I would if you'd just tell me.

Adult Simba: Forget it!

Adult Nala: Fine!

{Adult Simba storms off. Timon and Pumbaa watch from the sidelines.} Timon: {excitedly} Pumbaa! Do you know what this means?

Pumbaa: Uh, he can't express his feelings, and she has commitment issues?

Timon: We won! Ya ha hahh! We split 'em up!

Pumbaa: And, uh, that's a good thing?

{Reflective music plays. Pumbaa follows Timon out into the grasslands, where Simba is wrestling with himself.} Pumbaa: Uh, he seems to be taking it kinda hard.

Timon: Yeah, I know. Look, I...heh. But it's the best thing for us. I mean, for him!

{The clouds gather on the horizon; as Timon turns away, they form into the face of Mufasa.} Timon: Ooh, let's go, Pumbaa. I think this storm's coming to a head. {Dissolve back to the sleeping stump; Timon is lounging on Pumbaa's belly.} Timon: Hakuna Matata is safe at last, pal, 'cause nothing's gonna take our boy away now. {Cut to Timon looking aghast.} Timon: He's gone? What do you mean, he's gone?

Nala: It's just like the baboon said. The king has returned. {Fluttery music plays as Timon and Pumbaa stand there looking completely dumbfounded.} Adult Nala: {sighs exasperatedly} Ohh. You want me to go over it again?!

Timon: {patronizing} Yes, please. But be a dear and just skip to the part about Simba? Not that your childhood wasn't fascinating.

Adult Nala: {resigned} Okay, look: Simba's the rightful King. But after he disappeared, Scar proclaimed himself the King and formed an alliance with the hyenas... {continues unintelligibly in the background}

Pumbaa: {thinking, with a concerned expression} Poor Simba. The treachery... the villainy... the sheer indescribable horror!

Timon: {thinking, with a concerned expression} Blah, blah, blah. Why is she toying with us? Oh, this crazy chick is gonna eat us!

Adult Nala: ...Simba has to go home to challenge his uncle and reclaim his rightful place as King.

{Nala stares at Timon and Pumbaa, who stand there silently as crickets chirp.} Adult Nala: {frustrated} Ooooh, don't you get it? Simba needs us! Now! {She turns and runs off after Adult Simba} Timon: {indignant} He needs us? Then he shouldn't have left us! If he wants to run off to be "His Highness", well, I say, don't let the branches hit you on the way out! Leave Hakuna Matata to someone who appreciates it. {He strides off stubbornly}

Pumbaa: But, Timon... it's not really Hakuna Matata without Simba.

Timon: What's gotten into you? Not Hakuna Matata? That's crazy talk. Crazy talk, I tell ya! Nothing's changed here. We had Hakuna Matata before Simba, and we've still got it now.

Pumbaa: We gotta go help our friend, Timon.

Timon: Et tu, Pumbaa? You're just gonna walk away, give up on all this? What happened to "friends stick together to the end"? Huh? Huh? Huh?

Pumbaa: {incisively} I was about to ask you the same thing.

{Pumbaa turns and stalks off. He looks back over his shoulder to see Timon flopping down in the bed.} Timon: {stubbornly} I got everything I ever wanted right here. {Pumbaa turns and trots off, a tear in his eye. Timon lies in the bed, tapping his toe. He begins to soliloquize to convince himself he's doing the right thing.} Timon: Now, this is more like it. Elbow room! {"Elbow room" echoes an absurd number of times as the camera pulls back repeatedly; Timon collapses in despair} Uhhhh. Oh boy, oh boy, oh boy, oh boy. {He tries to sing to cheer himself up; scene switches to various places where the trio used to hang out} Hakuna Matata... what a wonderful phrase... {weakly} Hakuna... Matata... {pathetically} ain't no passing craze... it means... unnghh... No Worries.

{Timon curls up in the indentation where he used to watch the stars; the other two indentations are empty. Rafiki: {dangling into the picture} Hoo hoo hoo hoo hoo hoo hoo. ha ha!

Timon: {holding his hands out in rejection} You. No, no, no. Don't say a word. I know what you're gonna say. {imitating Rafiki} Did you find Hakuna Matata? {as himself, with forced happiness and that gracious air} Well, yes, I did! Thank you very much! And I am happy... happy, happy, deliriously happy. {imitating Rafiki} Ho ho haaah! I see. Happy, is it? So, if you're so happy, why do you look so miserable? {Timon switches back to himself; Rafiki stares sardonically at the camera} Miserable, you say? Why should I be miserable? Oh, I don't know. Maybe my two best pals in the world deserted me. Heh. They've... they've headed off on some heroic mission. My friends... {turns despairing} are gone. {seeing the light} ...And my Hakuna Matata went with them. {Rafiki nods slowly, smiling. Timon indicates his head} Would you mind? {Rafiki smacks him with his stick} Ay! Thanks! I'm glad we had this talk. {clicks his tongue; rushes off} Rafiki: My work here is done.

Friends Stick Together to the End
{Cut to the sun beating down on the dunes, in the scene where Simba ran home across the desert. "Busa" theme plays. Pumbaa runs in slow motion across the desert sands, frame-for-frame exactly how Simba ran in TLK 1. Suddenly, Timon dashes at normal speed past the slow-motion Pumbaa; Pumbaa skids to a stop in confusion. Timon stops and looks back at him with humility. Pumbaa looks at him questioningly.} Timon: Friends stick together to the end. {Pumbaa gasps joyfully; they rush together and embrace, sobbing. Camera trucks out to show the silhouettes; Timon pauses the movie.} Timon: What was with the running? If you can call that "running."

Pumbaa: I was giving you time to catch up.

Timon: {choked up} Aw, you big lug.

{Timon reaches out to Pumbaa's shoulder; they embrace, and Timon resumes the movie.} Pumbaa: {enthused} Hop on, buddy. We got a fight to catch! {He grabs onto Pumbaa's ears; Pumbaa rears up and paws the air like a mustang.}

Timon: Let's whip some grass.

{The camera rises from the scene as Pumbaa gallops off (at full speed now) toward the dark and drought-ravaged Pride Lands, as dramatic and heroic music rises.} Timon: {narrating} This is the stuff of legends. An epic struggle—the place where heroes are born. Pumbaa... this could be our finest hour. {Hawaiian drums sound; cut to Timon in drag, doing the "Hawaiian War Dance" distraction routine from TLK 1.} Timon: Luau!

If you're hungry for a hunk of fat and juicy meat

Eat my buddy Pumbaa here because he i—

{Timon pauses the movie.} Timon: {voice-over; embarrassed} Heh heh. Let's just cut to the chase, shall we?

Pumbaa: Oh, sure.

{Cut to Timon and Pumbaa screaming and fleeing before a pack of hunger-mad hyenas. The movie resumes.} Timon and Pumbaa: Aaaaahhh! {Timon and Pumbaa lead the hyenas over a rise and into a cave, screaming. Silence falls as the hyenas search for them inside the cave, holding for a beat.} Banzai: What the— {A powerful explosion sounds inside the cave, with a cloud of dust billowing out the cave entrance.} Hyenas: Aaaaahhh! Get outta the way! {The hyenas flee the cave in a panic. Timon and Pumbaa emerge triumphantly; Pumbaa snorts like a bull. Timon rides on top of his head, looking like General Patton. "Ride of the Valkyries" by Wagner echoes in the score.} Timon: {inhales deeply} I love the smell of Pumbaa in the morning. {Suddenly the ground begins to crumble under their feet.} Ma: {underground} Hey, hey, hey. Move your tush, honey! {Pumbaa skips out of the way of the newly opened hole; Ma and Uncle Max are standing in it.} Timon: {astonished} Ma? Uncle Max?

Ma: Oh, Timmy!

Uncle Max: {floored} Timon?

Timon: What are you doin' here?

Ma: Looking for you! {Embraces Timon} Aww. Mommy's here. {Pause for a beat while Uncle Max glowers disapprovingly and fingers the flower in Timon's hair; Timon grins sheepishly. Uncle Max grumbles under his breath.} Timon: Well, let me introduce you to my best friend. {making introductions} Pumbaa: Ma, Uncle Max. Uncle Max, Ma: Pumbaa.

Pumbaa: {gasps at a sight beyond them} Aah! Look there's Simba! And that must be his uncle Scar!

{Viewpoint switches to show the confrontation between Simba and Scar at the tip of the promontory about to take place; Simba is being backed toward the precipice.} Timon: Oh, good, they're talking things out. Which is how it should be. You know, I have a feeling everything's gonna be just fine. {Timon turns away from the scene. Lightning strikes the base of Pride Rock, igniting the brush, just as Simba slips off the tip of the rock, barely holding on. Timon winces.} Pumbaa: Ooh!

Timon: {resigned} On the other hand...

Pumbaa: {narrating, as the scene from TLK 1 plays out on top of the promontory} The hyenas are up there protecting Scar. What do we do?

Timon: Well, I've got a plan...

Ma: {magnanimous} How can we help?

Timon: {in pep-talk mode} Ma, Uncle Max: You're going to dig a trap. We're going to need—dare I say it?—tunnels... lots and lots of tunnels. And Pumbaa. You and me... we've gotta get those hyenas away from Simba.

Pumbaa: {wagging his tail, barely suppressing his excitement} Ooh, ooh! And lure them into the trap?

Timon: Ho ho! Nothing gets past you. Come on, Pumbaa. Let's ride.

{Timon hops up on Pumbaa; they gallop off as heroic music plays.} Ma: {reflective} Y'know, Something's different about Timon...

Uncle Max: You think? {frantic} He's wearin' a dress! {"Dress" echoes several times.}

Hyenas in the Hole
{Cut to Scar running away from Simba, with the hyenas chasing after, while sparks from the fire fly all around. They all wind their way to an area near the top of Pride Rock, where the hyenas corner Simba, who snarls at them. Timon and Pumbaa look down on them from a ledge above them.} Timon: {loudly enough for the hyenas to hear} Hey, Pumbaa! What do you call a hyena with half a brain?

Pumbaa: Ah ha ha. Uh, beats me, Timon. What? {Camera switches to Shenzi, Banzai, and Ed, listening for the punchline.} Timon: Gifted! {Timon and Pumbaa laugh; Shenzi and Banzai scowl, but Ed bursts out laughing. Banzai smacks him.}

Ed: Aah ha ha—ohh!

Banzai: They're talkin' about us!

Shenzi: {menacing, advancing on them} For your last meal, you're gonna eat those words.

{Pumbaa and Timon are grinning from the ledge above; suddenly they both zip away, leaving dust clouds in their own shapes that linger for a few moments. They scream as they run down the side of Pride Rock, until they reach a tunnel entrance.} Timon and Pumbaa: Yaaaaahh!

Timon: {landing} Uhh!

Pumbaa: {landing} Ooh!

Timon: {calling into the hole} Ma! I think we got their attention!

{Camera pans down into the underground, where Uncle Max is busily digging, and Ma is carrying support beams.} Ma: Not yet! Keep stalling!

Uncle Max: {singing obsessively} Digga tunnah, dig, digga tunnah...

{Cut back to Timon and Pumbaa, backed up against a rock wall and illuminated by the red firelight.} Timon: {panicked} Okay... {Khachaturian's "Sabre Dance" plays; Timon begins juggling sticks and dishes, while Pumbaa gestures toward him and grins. The hyenas stop dead, bewildered.} Banzai: {nonplussed} You gotta be kidding me. {The music stops; Timon stands with the dishes balanced on the sticks on his nose and hands, spinning.} Timon: {even more panicked} Now, Ma?

Ma: {from underground} Need more time, honey!

{Offenbach's "Cancan" plays. Timon and Pumbaa link arms and dance, grinning tensely. The music peters out as the hyenas glare at them and look insulted.} Timon: {grasping at straws} Uh... freestyle! {Hip-hop music plays as Timon and Pumbaa start breakdancing. The hyenas laugh and applaud.} Shenzi: Ooh, encore, encore!

Banzai: No, no, no. You mean, "entree, entree."

Shenzi: No, you right. Let's just eat 'em. {The hyenas advance on them}

Timon: {at the edge of his wits} Is it ready yet, Ma?!

Ma: {from underground} Not yet! Keep stalling!

{Timon nervously drums his fingertips together, chatters his teeth, and bites his nails as the hyenas approach with sinister laughter. Timon gets an idea; he waves his arms in a "time-out" signal.} Timon: {approaching the hyenas} Waaait, wait, wait, wait. Hold on a second.

Pumbaa: {confused, then severe} Uh, Timon? What are you doin'?

Timon: {theatrically, down on one knee, proposal-style} Shenzi Marie Predatora Veldetta Jacquelina Hyena... would you do me the honor of becoming... my bride?

{The hyenas are dumbfounded; Pumbaa gulps, his mouth falling wide open. Shenzi pauses for a beat before responding. Broadway farce-style music begins, the dialogue falling into the music's patter rhythm.} Shenzi: I don't think so!

Timon: {milking it} Shenzi Marie, please. I know what you're thinking: "We're too different." "It'll never work." "What will the children look like?"

{Cut back to Pumbaa, who is still frozen with shock, mouth wide open.} Shenzi: {disgusted} Ooh, that violates so many laws of nature.

Timon: {backing up against the wall} Listen to me! The problems of a couple of wacky kids like us don't amount to hill of termites in this nutty circle-of-life thing. And so I ask you: If not now, when? If not me, who? {miserably; pleading} I'm lonely.

Pumbaa: {tapping him on the shoulder; sniffling, putting the best face on his shattered emotions} Can I be your best man?

Banzai: I say we skip the wedding, and go straight to the buffet!

{As the hyenas draw near, Ma pops up from the hole.} Ma: Now?

Timon: {nonchalant} Sure, if you're ready.

Ma: {noticing the hyenas} Oh! {drops back down into the hole; calls to Uncle Max} Now, Max, now!

{Uncle Max kicks out one of the tunnel supports, which falls and takes out the rest in a series, like dominoes.} Uncle Max: Hyenas in the hole! {The ground under the hyenas crumbles and collapses; they back off, yelping, as the crack follows them rapidly.} Shenzi: Huh?

Hyenas: Huh.

Banzai: Aaaaahh!

{The crack suddenly stops expanding as one of the supports hits an embedded rock and doesn't fall. The hyenas stop retreating, and look back at Timon and Pumbaa angrily. Uncle Max and Ma pop out of the hole.} Uncle Max: I need help. It didn't work.

Banzai: {approaching again} Hey, it works for me! {Ma and Uncle Max are backed up against the rock wall.} Ma: {panicked} What are we gonna do? {Timon first looks terrified; then he looks at the ground under the hyenas, noticing where the crack ends up. He steels himself, then runs headlong at Shenzi, aiming between her legs. Lightning flashes as Ma yells after him.} Shenzi: What?!

Ma: Timon, no!

{Timon dives into the crack and rushes along it, pursued by the hyenas' growls and snapping teeth. He makes it past, and the hyenas lose interest in him, focusing back on Pumbaa, Ma, and Uncle Max; the meerkats hug each other in terror.} Shenzi: Let's get 'em.

{Timon dives for the last tunnel support; it crumbles on impact. The hyenas leap for their victims; Pumbaa, Ma, and Uncle Max gasp and steel themselves as lightning flashes. As Shenzi lands right in front of them, however, the ground gives way, followed by the whole ledge area collapsing into a huge crater, swallowing all the hyenas whole. The hyenas slide through a huge subterranean tunnel complex, screaming, until they disappear into the darkness. Camera switch to the peak of Pride Rock, where Adult Simba is just hurling Scar over the edge; Scar crashes down the cliff face, passing Pumbaa, Ma, and Uncle Max as they watch.} Pumbaa: {with finality} I'd say Scar is down and out.

Uncle Max: {triumphantly} We did it. We did it!

Ma: {consumed with worry; shaking Uncle Max by the chest hair} Where's Timon? Where's my baby? He's hurt! {she flings Uncle Max away} Oh, no! Oh, no! He's dead! {She grabs Pumbaa by the nose and slams him to the ground, looking downright insane} Or worse! W-we gotta find him. We've gotta find him!

Timon: {emerging from the hole} It's okay, Ma.

Ma: {grabs Timon and shakes him} Oh, please. It is not okay! Don't you tell me it's okay! {recognizing him; gasping} Timmy! {embraces him in a bear hug} Mmm-mm! My son... the hero.

{She reaches up as though to comb his hair, but catches herself; she looks at her hands in embarrassment.} Timon: {lowering his head so she can reach it} You missed a spot. {She combs it and dusts him off}

Uncle Max: {overcome; crying} That's so beautiful! {grabs Timon and hugs him tight around the neck}

Timon: {eyes bugging out} Choking... Not breathing...

The Promised Land
{Dissolve to the rain at night, washing over the cleansed Pride Rock. Thunder crashes as the camera pans down the rock face; Rafiki gestures to Simba to take his place as King. Before he starts up the slope, Simba turns aside to Timon and Pumbaa, who bow formally to him as the "King of Pride Rock" music plays.} Adult Simba: {embracing them} I couldn't have done it without you guys. {He starts the march up the promontory.} Pumbaa: {proudly, but not a little wistfully} That's our boy.

Timon: {on the verge of tears} Ohh... I promised myself I wasn't gonna cry. {He breaks down in sobs}

{Simba roars at the tip of the promontory; Timon and Pumbaa look up at him flush with pride as the rest of the pride roars back (off-screen). Uncle Max smiles broadly. Ma beams. The meerkats and Pumbaa all share a look.} Ma: {impressed} You've really come a long way, Timon. Did you find what you were looking for?

Timon: I found a place that was beyond my wildest dreams. But... it still wasn't home. {takes Ma's hand} Let's go home, Ma.

{The camera dissolves to the rotating sweep that introduced the Jungle setting; Timon is now showing it off to Ma.}

Ma: {awestruck} Ohhh!

Timon: Welcome to our new home... a predator-free environment.

Ma: I gotta hand it to you. Timon. This place has everything!

Timon: Well, now that we're all here, it does.

{Timon and Ma climb up on Pumbaa's snout as "Hakuna Matata" begins playing. Wipe to the inner jungle, where Uncle Max is leading a group of meerkats in a session of tai-chi.} Uncle Max: {slowly, demonstrating his movements; the meerkats all copy him} Crane... spreads its wings... Turns, with dainty hands...

{Cut to meerkats arrayed along the edge of a pool, arms all upraised; one by one they dive into the water as they sing.} Meerkats: Digga tunnah,

Dig, dig a tunnah

Never gonna dig another tunnah

Digga tunnah,

Dig, digga tunnah

Never more the hyena come!

{A chorus line of butterfly wings are swept out of the way; Timon dances and cavorts with a Carmen Miranda-esque hat of colorful bugs} Meerkats: Sing the praises of brave Timon

Bravest meerkat we've ever known

{Uncle Max relaxes in the vine hammock with a drink, while bugs fall all around. Meerkats and Pumbaa take turns on the trampoline.} Meerkats: Never dreamed he'd help Simba shine

Pumbaa: Proved it's cool to hang out with swine!

{A line of meerkats fish for bugs under a log}

Meerkats: Accidentally saved the day

Timon: {posing next to Ma} Planned it so it would look that way!

Meerkats: And brought us out of the dirt and sand

Led his family to the promised land

{Timon and Ma, perched on Pumbaa's head, dive over a series of waterfalls. The meerkats all swim in the pools at the bottom, singing; Pumbaa with the two meerkats on his head rise out of the water, balanced on Simba's belly as he comes to the surface.} Meerkats: Sing the praises of brave Timon

Bravest meerkat we've ever known!

{The camera pulls back to show the whole meerkat clan enjoying Hakuna Matata: doing the conga, tossing a giant grub around like a medicine ball, hang-gliding, and so on.}

Curtain Call
Timon: {narrating as the camera continues to truck out, ending with the silhouettes and the theater seats} Well, that's it. The big wrap-up, the happy ending, the grand finale.

Pumbaa: {whimpering} It's over already?

Timon: Well, Pumbaa. That's the thing about endings. They come at the end.

Pumbaa: {brightening} Ooh, can we watch it again?

Timon: Pumbaa, we just saw it. Maybe tomorrow.

Ma: {entering in silhouette} Hey, what are you guys doing? {gasps as she sees the screen} You didn't tell me you were watching the movie! I wanna watch too!

Timon: Ma, we just finished. Show's over.

Ma: Well, you're just gonna have to rewind it! {She grabs Pumbaa's big remote and begins rewinding.}

Timon: {pained} Ma!

Ma: {calling offscreen} Uncle Max! We're gonna watch the movie!

Timon: {despairing} Oh, no!

Uncle Max: {entering, carrying a box of popcorn} Hey, I brought extra butter.

Simba: {entering, walking along the seatbacks} Hey, you guys are watching the movie?

Rafiki: {swinging in on vines} Hoo hoo hoo hoo hoo hoo hoo! Any story worth telling is worth telling twice.

{The silhouette of Mickey Mouse walks in and sits down.} Timon: What the... {Snow White comes in, followed by the Dwarfs.} Snow White: Oh, excuse me...

Happy: 'Scuse me.

Sneezy: 'Scuse me.

Doc: 'Scuse me.

Sleepy: 'Scuse me.

Bashful: 'Scuse me.

Grumpy: Get outta the way.

Timon: Who is this crowd?

{The Genie flies in and sits down in the middle, followed by Disney Characters, Pixar Characters, Warner Bros./DC Comics Characters, MGM Cartoons/DePatie-Freleng/MGM Animation Characters, Paramount/NTA/UM&M/Fischer/Famous Studios Characters, Screen Gems/Sony Pictures/U.P.A (Columbia Pictures) Characters, Walter Lantz Productions/Universal Cartoon Studios/Illumination Entertainment (Universal Studios) Character, Terrytoons Characters, Hanna-Barbera Characters, Jay Ward Productions Characters and Total Television are also seated in this row.} Timon: Hey, down in front! {In another row, Goofy, the Mad Hatter, the March Hare from Alice in Wonderland, and Donald Duck are sitting; Stitch from Lilo and Stitch crawls down the wall and jumps from head to head until he gets to a vacant seat. Stitch: Oho!

Goofy: Gawrsh!

Stitch: Aloha!

Donald Duck: {unintelligible squawking; he makes fists at Stitch}

{In still another row, Quasimodo from The Hunchback of Notre Dame and Pocahontas sit at opposite ends of the row; Peter Pan flies in, followed by Tinker Bell, and imitates a rooster's crow. The Lost Boys all pile in, shouting. Switch to Timon's row, where he's holding two large bodies apart to keep them from squashing him.} Timon: Watch it! {straining} Unnnh! {Timon's row has Cartoon Network Characters; Terk and Victor the gargoyle squeeze together, and Timon squirts out from between them like a watermelon seed. He lands next to Pumbaa as the movie, still rewinding, nears the beginning.} Timon: {resigned} Okay, buddy. You win.

Pumbaa: Sure you don't mind?

Timon: {sincere} Hakuna Matata.

Somebody: Shh.

Somebody: Sorry.

Pumbaa: Uh. Timon... {the screen goes black} I still don't do so well in crowds.