Timon cringed as the hyena leaned his snout closer to him—so close he could feel the warmth of his breath on his fur. He gulped and stared stunned as Banzai opened his mouth, his 32 sharp teeth now exposed. Just as he was about to be lunchmeat, Timon shot a look at Shenzi in desperation, but she just sat there and stared at him. Help me, he pleaded with his eyes.

"You know," Shenzi said casually, causing Banzai to stop. Timon looked up at the hovering hyena, before turning his attention back to Shenzi. She was inspecting her nails lazily, letting the silence stretch for a moment.

Banzai, unable to take it anymore, asked, "What?"

"Oh, never mind," she sighed. "Just eat him."

Timon's eyes grew wide and he exchanged a look with Banzai briefly, noticing he looked very confused. "What?" Banzai repeated. "What is it?"

"Well... its just that..." she began, then shook her head, "Oh, nothing. I'm sure it won't harm you."

Banzai wrinkled his nose inquisitively. "What? What won't harm me?"

"Well," Shenzi said with a shrug, "The little runt has alteethifallobia."

Banzai stared at her. "What?"

"Al-teethi-fall-obia," Shenzi said slowly. "It is a rare disease." She gazed as her nails again, looking the least bit worried. "It doesn't really affect the creature that has it, only the predator that eats it."

Banzai's face paled. "What does it do?"

"Oh not much," she replied, shooting a look at Timon pointedly. She grinned a little and looked up at Banzai, replying, "It just makes all your teeth fall out."

Ed, behind them, slapped his paws to his snout.

Banzai slowly looked down at Timon, who in turn flashed him a huge innocent grin. The hyena leaned away from him fearfully, suddenly very unsure. "Oh no..."

"Yup," Shenzi sighed. "It is horrible. But, I'm sure you won't get it."

"I... I need my teeth," Banzai whispered, putting a paw to his mouth. "My beautiful teeth."

"Yeah well," Shenzi said. "It is a price you pay for wanting an in-between snack."

Looking between the two, Timon got an impish grin and started to groan a little, putting a paw to his head. "Oooh, the alteethifallobia!" he groaned.

"W-what?" Banzai said, taking a step back from the diseased meerkat.

Timon sat up and, with the entire effort of his small body, coughed in Banzai's direction. The hyena let out an air-shattering scream and dropped backwards with both paws covering his snout.

"He coughed on me! He coughed on me!" he shouted.

"Oh no!" Shenzi replied, standing up with surprise. "Just remain calm!"

Banzai started to groan while Ed ran frantic circles around him. "I can feel my teeth rotting!" Banzai's muffled voice said through his paws.

"Here's what you do," Shenzi replied, taking a step toward him. Both Banzai and Ed stood to attention. "You have to find a purple flower with blue thorns and then bath four times in the watering hole. You got that?"

Banzai nodded eagerly and jumped to his feet. "I am not losing my pearly whites!" And with that, they both shot off toward the distance, yelping all the way.

Timon turned and looked up at her. "Impressive."

Shenzi was bearing a grin that reached ear to ear, her face looking very pleased with herself. "Not really... considering them."

Timon smiled and slapped her on the leg lightly. "I knew there was some good in you. Thanks."

"Well, you owe me BIG time, now," she replied, shooting him a look.

Timon just rolled his eyes and started walking. Shenzi furrowed her brow and went after him, asking, "Where are you going?"

"Well, there's only one place left for me to go, and that's back to the oasis," Timon said on an exhale of breath.

Shenzi looked around for a moment, and then said softly, "Can I come?"