Author's Note: I do not own The Lion King or any of its characters EXCEPT the ones I created. Read, enjoy and review!

Also: Imagine as though animals age the same way that humans do. For example, if I say that a lion in 30 years old, that doesn't mean that he is elderly. In my fanfiction, a lion's age is the same as a human being's.

THE PAST

It was an extremely hot afternoon as a group of lionesses and their cubs walked through a semi-sandy area in search of food and water. To say that they were exhausted would be an understatement; however, they all knew that it was best to keep going if they had any wish to survive. This group consisted of sisters, daughters and nieces. The oldest sister was named Zira; she led her family through this journey. Following behind her were her four sisters Sabra, Badu, Sadaka and Pulika. Each of them had a young female cub. Their cubs were named Nia, Afua, Mafunda, Ezola and Durah. The latter belonged to Zira.

How did these lionesses wind up in this predicament? Less than a week ago, they belonged to a pride dominated by four males(all of whom were brothers). Besides Zira, her sisters and their daughters, the pride also had ten other females and eighteen other cubs(male and female). Times were too hard and food became too scarce to feed a pride with a total of forty-two lions. Therefore, the dominant males decided to expel some of the lionesses from the pride.

They saw Sabra, Badu, Sadaka and Pulika as the least skilled hunters; therefore, they must be the ones to leave. The trouble was that Zira was by far the most ferocious and seasoned hunter in the entire pride, so the males gave her the option to stay. Extremely loyal to her sisters, however, Zira decided to join her sisters and leave the pride. They brought their daughters along with them.

Finally, after a very long, fatiguing walk, the lionesses came upon a grassy area. Where there was grass, most likely, there was bound to be prey. Within minutes, they picked up the scent of a herd of zebras grazing in the distance. The five lionesses plotted an attack. They instructed their cubs to wait and hide inside a fallen, hollow log near the woods. The cubs obediently did as their mothers went on the hide.

Zira led the way with her sisters following close behind. They crouched very low and slowly crept up as close as they can to the zebra herd. When they inched up closer, one of zebras whinnied in alarm, alerting the rest of the herd. As the herd took off running, Zira and her sisters dashed after them. They pursued their chase for less than thirty seconds before they caught up to the slowest zebra. This zebra was hefty and somewhat elderly; thus not as graceful of a runner as it once was. Zira lashed out with her foreleg with all of her might, tripping the six hundred pound zebra off balance.

The zebra fell to the ground with a hard thud. Before it had a chance to regain its balance, Zira dove straight for its throat, sinking her sharp fangs into its windpipe and cutting off its air supply.

The zebra desperately kicked out its legs in an attempt to break free of Zira's grip. The other four lionesses encircled the prey looking for any openings to bite into. When they did, they literally leapt onto it. They manages to avoid its kicks which would have surely crushed their skulls had they not been extra cautious.

While their mothers were killing the zebra, the cubs still patiently waited in the hollow log twenty yards away.

"I am so hungry," Ezola whined.

"We all are, stupid," Nia sassed.

"Don't call her names!" Mafunda chimed in.

"Mind your own business!" Nia snapped.

"Will you all shut up?" Afua hissed, annoyed."Our moms wanted us to stay quiet for a reason. They're going to bring us the rest of the food when they finish hunting."

Zira's cub Durah was the only who didn't say a word. However, given the unfortunate fate that awaited her, silence did her absolutely no justice. Suddenly, they heard a deep, menacing growl from outside of the log. The five young cubs shivered in fear. Suddenly, the face of a scary beast put his head through a large hole in the log, roaring and revealing its sharp teeth. It was a fully grown male leopard! The cubs screamed in terror and scrambled to escape the log. Four of them successfully escaped but one of them wasn't so lucky.

"Durah! Durah! Where are you?" Nia shrieked.

"Help! Help!" they heard Durah cry.

The cubs glanced up and watched in horror, as the leopard quickly sprang up a tree with a helpless Durah entrapped in its jaws. The other cubs ran away desperately trying to find their mothers. Seconds later, they spotted them tearing hungrily into their meal.

"Aunt Zira! Aunt Zira!" the cubs shrieked.

Zira looked up from the meal and responded."What are you doing away from your hiding spot? And where is Durah?"

"A leopard caught her!" Mafunda cried.

"Where?" Zira yelled, in panic.

The cubs started running off to lead the way. Without a second thought, the five lionesses abandoned their kill and quickly followed after their daughters. Finally, they came upon the tree that the leopard dragged Durah up into. What they saw made their blood boil with rage, especially Zira's. Durah was bouncing from branch to branch trying to fight the leopard back with her young, "not so deadly yet" claws.

Though lions couldn't climb trees with the same agility as a leopard, desperate times called for desperate measures. Zira hopped onto the tree, sanked her claws into and tried her best to shimmy up. Way at the top, the leopard had Durah pinned belly-down on the branch. He delivered a fatal bite to her spine, killing the young cub instantly. He noticed that Zira was coming after him but his hunger got the best of him. At the last minute, he desperate wished he had escaped.

Finally, just a branch below the spotted assailant, Zira grabbed his hind leg with her paw and yanked him down towards her. The leopard fell down to her level on a branch beside her.

"You are going to DIE!" Zira roared with rage.

The leopard desperately looked around for an escape but he barely had time to react. So, he tried his luck and took a wild swing at Zira with his claws. Missed. Taking advantage from there, Zira slashed him across the side of his thick neck with her even deadlier claws. The impact of her swipe knocked him off balance. The leopard fell over twenty feet towards the ground where the four other lionesses awaited to finish him off, viciously ending his life with their deadly fangs and claws. It didn't take long before the leopard was dead.

Zira climbed up the rest of the tree and picked up her lifeless cub by the nape of her neck. She then carefully proceeded to climb down the tree. When she reached the ground, she gently put Durah's body down. The rest of the group formed a circle around the fallen cub. It didn't dawn on Zira quite yet that her daughter was dead at the tender age of five.

"Durah?" she spoke softly."Mommy's here. You're okay now."

No response.

"Sweetheart, we have food," Zira continued.

Still, no response.

"Honey, don't you want to eat?" Zira started to cry.

The other lionesses and cubs bowed their heads sadly and helplessly. Badu slowly approached her heartbroken sister and sighed.

"Zira….she's gone," Badu spoke softly, with tears in her eyes.

"Nooooooooooooo!" Zira screamed, loudly.

She broke down and cried for a very long time.

"My poor baby," she sobbed over and over again.

Everyone tried their best to console Zira in addition to dealing with their own pain and grief. They all had to accept that they lost a daughter, niece and cousin to such a savage attack. Zira lied down beside Durah and clutched her lifeless body close to her chest as she continued to cry.

"Zira…I am so sorry," Pulika spoke, sadly.

"I wish I knew what to say," Sabra sobbed.

"Please, just leave me be," Zira told them, depressed."Take the children to the meal. They have to eat."

Her sisters sadly nodded and then asked their cubs to follow them. They lead them to the spot where they had brought the zebra down. A swarm of vultures and jackals had already begun to pick at the carcass. The four lionesses roared with rage and chased the scavengers away. The vultures took off in flight and the jackals bolted away. In their mood, they were prepared to kill anything and everything that dared to challenge them. Luckily, there was still enough meat for the cubs to eat. Satisfying their hunger served as a temporary relief from the heartache of losing their cousin.

Now, with only nine of them, they carried on with their journey, which took another couple of days. It was heartbreaking but they still had to survive somehow. After what seemed like forever, one morning, they came upon the most beautiful land they have ever seen. Everything from gazelles to wildebeests to buffalo were grazing in a large area of the most beautiful green grass they have ever laid eyes on, a rich, crystal clear lake and the sound of birds chirping and singing. So far, there were no other lions or any type of carnivore in sight. Also, there was a large mountain with a cave in the distance. This land was known as "Pride Rock".

"Isn't this the most beautiful place you've ever seen?" Sadaka asked, in amazement.

"Absolutely," Zira agreed, glancing around.

"Mommy? Are we going to live here now?" Afua asked, excitedly.

"If it's okay with your aunt Zira," Badu replied.

"Of course," Zira said.

"Yaaaaayy!" the cubs cheered.

"Last time I checked, your 'Aunt Zira' ain't own this land," a sassy voice called out.

The lionesses and their cubs turned around. They saw three hyenas heading their way. Shenzi was the leader and only female of the trio. Banzai was the feisty, aggressive one and Ed was the mentally incapacitated one who didn't talk, just laughed.

"I beg your pardon?" Zira asked.

"I said last time I checked, ya'll don't own this land," Shenzi repeated.

"Yeah, so get out!" Banzai snapped.

Zira and her sisters had to refrain from laughing. This all seemed like a huge joke to them.

"You mean to me tell that this beautiful, lush land with the tastiest prey in Africa is controlled by three pathetic hyenas?" Sadaka asked, giggling.

"You can and will easily be overthrown," Zira stated, confidently.

The lionesses and cubs erupted in laughter.

"Laugh all you want," Banzai grunted.

"You won't be laughing when the king sees that you've intruded into his kingdom," Shenzi snarled.

"What king?" Zira demanded.

"King SCAR!" Shenzi replied, shrilly."He's a lion just like you all and he rules this land. Scar is not to be messed with; he wouldn't hesitate to kill. Trust me. Not to mention, there are a lot of other lionesses and hyenas who live here too. So, if I were you, I'd get up outta here!"

The lionesses looked at the hyenas to see if they were serious. Their faces didn't have a hint of humor in them, even goofy Ed wasn't laughing.

"So, you're serious?" Zira asked.

"As five dead lionesses and four dead cubs," Shenzi stated, strongly.

The lionesses were at lost for words at that moment. However, being the leader, Zira tried to remain bold.

"Well, I would like to have a word with the king," Zira decided.

"Zira, are you sure about this?" Pulika questioned, timidly.

"Yes," Zira said.

"Okay," Banzai shrugged.

"Wait right here," Shenzi told them.

The three hyenas scampered off as the lionesses waited behind. A few moments later, a lion appeared with even at least fifty more hyenas following behind him. This lion had a black mane, piercing green eyes and a scar on his face. "King" Scar was evil and conniving. He didn't rightfully inherit the throne; he killed his own brother, King Mufasa, to take over Pride Rock. In addition, his young nephew Simba was assumed to be dead. Hence, the name Scar.

Zira courageously yet respectfully looked Scar in the eye. There was no turning back at this point; Zira had to take a chance though she had to choose her words wisely. If she said something even remotely offensive to Scar, she, her sisters and young nieces will surely fall prey to him and his clan of blood-thirsty hyenas.

"I was told that you wanted a word with me," Scar spoke.

"That is correct, your majesty," Zira responded.

"I'm listening," Scar said, arrogantly."But keep in mind that I am the king, armed with even more lionesses and a clan of ferocious hyenas. Anything you say will be counted against you in the law of my kingdom. So, say what it is that you have to say."

"We are not here in attempt to challenge you and conquer this beautiful kingdom of yours," Zira stated."We are simply homeless, hungry and exhausted. We were banished from our pride for no fair reason and we already lost a young cub…..so the remainder of us is just trying to survive, sire."

Little did Zira know, was that Scar didn't have an ounce of sympathy or compassion for any individual other than himself. Therefore, what her speech was pointless. However, Scar looked at Zira and saw the most beautiful creature he has ever laid eyes on. Physically, she was different from most lionesses. There was something very rugged yet exotic about Zira. In his thirty-eight years of life, he has never seen something so gorgeous.

"What is your name?" Scar asked.

"My name is Zira."

"Well Zira, unfortunately, it is not in my nature to grant mercy to complete strangers," Scar admitted.

"I understand, sire," Zira spoke, softly."Thank you for your time."

"Not so fast!" Scar rasped.

Zira and her group stood still.

"You didn't allow me to finish speaking," Scar softened his tone."If I were to allow you and your family to enjoy the comforts of my land and have access to the vast variety of food we have here, you must join my pride."

"Absolutely, your majesty," Zira agreed.

"And that means that you must serve me," Scar added."I am the ruler of this kingdom. Everyone who lives in it is subordinate to me. In fact, I don't even have a queen. I rule with an iron paw and I demand respect. Are we agreed?"

Zira and her sisters stood silently for a few seconds. Already, they had a very unsettling feeling about Scar. He seemed too supercilious and wicked for their liking. However, they were in a great need of a play to stay. Sacrifices and adjustments are to be made in the game of survival.

"King Scar, you have our word," Zira decided.

"Welcome to Pride Rock, Zira," Scar said, with a grin.