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.}

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

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,and Daniel Tiger that day? {Scene switches, slide-show style, to Pumbaa lifting Young Simba,and Daniel Tiger 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,and Daniel Tiger was a cinch. {Pumbaa gathers up Simba,and Daniel Tiger on his tusks and trots off with him back to the jungle.} Then came the really scary part. ...Parenthood.

{Dissolve to a nighttime scene in the jungle, at the stump that Pumbaa and Timon uses him as a bed; Timon is sleeping, sprawled on Pumbaa's belly, who is muttering "Grubs, Grubs" 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!

Daniel Tiger:Timon wake up!

Timon: {waking up blearily; seeing Simba's,Daniel Tiger'sSimba'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,Daniel Tiger, 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.

Daniel Tiger:Simba please get down.

Timon: I'm counting to three.

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

Pumbaa: Uh-oh.

Daniel Tiger: Oh-no.

{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!

Daniel Tiger:Come on Pumbaa grab him.

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.

Daniel Tiger: Yeah me too

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

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

Timon: Juniors had a bad dream.

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

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

Daniel Tiger: Okay Come Simba.

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,Daniel Tiger,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,Daniel Tiger: 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 teddy bear. 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

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. Daniel Tiger , who holds the record for the world's longest bug belch?

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

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

Daniel Tiger: Simba again.

Timon: {sits bolt upright} Cricket crunching?

Daniel Tiger:Simba.

Timon: Grub gulping?

Daniel Tiger:Simba.

Timon: Grub gulping?

Daniel Tiger:Simba.

Timon: Maggot munching?

Daniel Tiger: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, almost he is going to puke, 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,and Daniel Tiger fly into the air, trampolining off a bunch of hanging vines. All four 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 four 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 four 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.

Daniel Tiger; Ah nice hot tub.

{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: Four 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.

Daniel Tiger: Wait for me.

{They allAdult 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.

Daniel Tiger: 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.}

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.)

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 boys away now.