In the Pride Lands of Africa, a lion rules over the animals as king. The birth of son Simba to King Mufasa and Queen Sarabi creates envy and resentment in Mufasa's younger brother, Scar, who knows his nephew now replaces him as heir to the throne. After Simba has grown into a young cub, Mufasa gives him a tour of the domain, teaching him the responsibilities of being a king and the circle of life. Later that day, Scar tricks Simba and his best friend Nala into exploring a forbidden elephant graveyard, despite the protests of Mufasa's hornbill majordomo Zazu. At the graveyard, there spotted hyenas, Shenzi, Banzai and Ed attack the cubs before Mufasa, alerted by Zazu, rescues them and forgives Simba for his actions. That night, the hyenas, who are allied with Scar, plot with him to kill Mufasa and Simba.
The next day Scar lures Simba to a gorge and tells him to wait there while he gets Mufasa. On Scar's orders, the hyenas stampede a large herd of wildebeast into the gorge. Mufasa rescues Simba, but as Mufasa tries to climb up the gorge's walls, Scar throws him back into the stampede, where he is trampled to death. After Simba finds Mufasa's body, Scar convinces him he was responsible for his father's death and advises Simba to flee the kingdom. As Simba leaves, Scar orders the hyenas to kill the cub, but Simba escapes. Scar announces to the other lions that both Mufasa and Simba were killed in the stampede and steps forward as the new king. Meanwhile, he returns to the Pridelands.
As the sun fell on a dark day, a proud looking Scar approached the lionesses, who had just returned from the hunting party. Each seemed to be worried, their faces looking at Scar, who had just took his seat on a rock that overlooked everyone.
"Where are Mufasa and Simba? I'm starting to get worried," Said Sarabi.
"Ehem," Replied Scar, "Gather your lionesses. I have some matters to discuss with everyone."
Sarabi growled under her breath, then gathered her lionesses. Scar smiled as they lined up.
"What do you want?" Sarafina hissed at him, "You aren't the king!"
"Quiet! If you allow me to speak, I will tell you the wherebouts of the King." Scar replied.
"You know?" Sarabi asked.
"They are dead!" Scar said, with a sinister tone.
"Dead?" Sarabi replied, tears forming in her eyes.
"Mufasa's death was a terrible tragedy; but to lose Simba, who had barely begun to live... For me it is a deep personal loss. So it is with a heavy heart that I assume the throne. Yet, out of the ashes of this tragedy, we shall rise to greet the dawning of a new era... in which lion and hyena come together, in a great and glorious future!" Scar said, and as on cue, the hyenas appeared, laughing in harmony. The lionesses were shocked.
"Now, my dears, what did you bring back from your hunt?"
Sarabi replied, "A few meerkats, and a zebra."
"I demand you bring the zebra up to the royal den, and the meerkats." Scar commanded.
Sarabi sighed, then ordered her party to carry the meals up to the royal den. Sarabi and Sarafina stayed closely behind.
"Here you go, your majesty." One of the lionesses said as she dropped a meerkat carcass next to the zebra.
"Great job, now get out." Scar hastily said.
"Get out?" Kuhiwa, a friendly lioness, asked.
"Yes, now leave!" Scar yelled
As told, they left. The lioness lowered their heads and walked towards their caves. Sarafina and Sarabi stayed out to watch the stars together.
"I can't believe it," Sarabi said, "They both are dead."
Sarafina refused to believe so, and looked up at the stars. Somebody would save them, someday...