When Sarabi got back to Pride Rock, she did the best she could to hide her panic, and she did so quite well. But nonetheless, she could not fool Nala, who noticed her odd behavior from the start. Scar was not easily fooled either, and he knew quite well what was on the lioness' mind. He grinned with malice at the silent lioness, and hoped his plan had worked.

As Sarabi entered the cave, she lied down to rest, and desperately tried to think of a plan. Now that she carried Scar's cub, Scar's motive would be to train the cub to be as ruthless a leader as he. However if the cub was female, she knew he would kill it. She had seen him before when he mated Uchenna, and killed her cub because it was female. These thoughts plagued the older lioness as she desperately tried to think of a solution. She realized she could not tell anyone about her pregnancy, most especially Scar. After the cub was born, she would have to keep it in hiding. If it was male, it would be hidden as not to be recognized as the next heir. If it was female, it was to keep the child alive.

"Sarabi?" Nala asked as she entered the cave.

Sarabi whirled around, startled for a moment. Her body tensed up, then relaxed when she saw that it was only the young lioness.

"Oh, Nala my dear," Sarabi said smiling. She rose to her feet and walked over to Nala, nuzzling her.

"I've been worried about you," Nala said looking up at Sarabi. "You look exhausted, and I know it's because you're hungry."

Sarabi smiled. "I am hungry," she said. Then she bent her head low to reach Nala's level. Nala was still only around her shoulder. "But you are the greater concern. Don't worry about an old bag like me," she said bringing the lioness close. "I'll be fine."

Nala smiled and rested her head on Sarabi's shoulder. The old lioness was the only thing that kept Nala going. She was the one who taught her to hunt, taught her good values, and taught her to live. After the deaths of Simba and her mother, Nala had pretty much lost her fire, and her will to live. Sarabi's kindness, good nature, and encouragement somehow brought her back, and Nala always saw her as her second mother.

"C'mon," Nala said as she nuzzled Sarabi. "Let's go see if we can't find a couple field mice."

Sarabi smiled at this, and the pair walked out into the plains. It hurt Sarabi to look at her home, and to see the devastation Scar's reign had brought upon it. The grass had finally died, and was now gray and dry. The trees had lost their leaves, and were now broken, old skeletons standing lifeless among the carnage. Hundreds of old skeletons from the hyenas' numerous kills were strewn across the savanna, caking the grounds. The once lovely smells of the acacia leaves were replaced by the rotting stench of decomposing flesh. It drove Sarabi mad at times. After a short walk, Sarabi sat down and watched the ground intently. A small field mouse suddenly raced in front of her, and with unimaginable speed, Sarabi brought her paw down upon it, crushing it under her weight. She followed the same procedure several more times, until she had enough field mice to satisfy herself and Nala.

The two sat and nibbled on the mice quietly, and Sarabi noticed how quiet Nala had been. She bent her head to Nala's level and nudged her.

"Everything alright sweetheart?" Sarabi asked smiling. "You seem much more quiet than you were a second ago!"

Nala laughed a bit, then sighed. "It's been about one year now since my mother died. The pain has never really healed."

Sarabi sighed. "In a way Nala, it never really will. There's always going to be that pain there, that hint of mourning. It's always that way when you loose someone you love. I loved her too, and I miss her everyday. But you know what?"

"What?" Nala asked curiously.

Sarabi smiled. "You have grown so much since then. You have learned to live again, and have learned to cope. You have become the lioness that Kito prophesized, and that Sarafina would have been proud of. They are so proud of you."

Nala didn't say anything, she just stared at the ground. Sarabi bent her head low to Nala's.

"You will see it someday," she said licking her head.

Nala smiled up at her, and the two continued eating the tiny meal. Suddenly, they heard someone bound up to them.

"Sarabi! Nala!" came a voice.

The two looked up to see Kala pad gracefully towards them. There was a wide smile etched across her face, and the two looked behind her with wide eyes to see a large male following.

"Kala? What's going on?" Sarabi asked, referring to the male.

The male was a dark rust color with a tan underbelly and paws. He had bright blue eyes that looked warm and welcoming. He had perfect posture, and was quite muscular. He had a dark, chocolate brown mane that drifted over his eyes. He smiled at the two lionesses.

"Guys, this is Sekou," Kala said as she nodded to the male. "He's my mate." Sekou walked towards them and nodded in respect. The lionesses did the same. It took a moment for Kala's statement to sink in for Sarabi.

"Wait a moment..." Sarabi said. "Your...mate?"

"Yes!" Kala said. "I've been seeing him for several months now. He lives on the outskirts of the Pride Lands."

"Oh, I see," Sarabi said with a smile towards Sekou.

"I met Kala while she was out on the borders," Sekou said. "She needed someone to talk to, so I let her confide within me. We started seeing eachother on a more normal basis, until now."

Kala smiled and nuzzled him. "I have some more news for you," she said with a wide smile.

"What news?" Nala asked.

"I am pregnant with our cubs!" Kala said. "I found out the other day."

Nala smiled wide. "Congratulations Kala! I'm so happy for you!"

She nuzzled Kala and then nodded respectfully to Sekou in congratulation. Sarabi just sat there in awe, then shook it loose. Kala was pregnant too?

"I am so happy for you Kala," Sarabi said as she nuzzled Kala. "But I must express my concern for you. Scar will be furious to hear that you are pregnant, especially with the cubs of a lion who is not a member of our pride."

"I understand Sarabi," Kala said. "After I found out about my pregnancy, Sekou and I had a long talk. I asked him to help us, that our pride was in dire need of some help and new leadership."

"I agreed to stand up to your King and try to help you out," Sekou finished.

Sarabi was shocked for a moment, but it was immediately replaced with elation. "You mean you will challenge Scar for leadership?"

Sekou nodded. "If it is your desire, I will stand up to him."

The lionesses smiled wide and just sighed with open relief. Perhaps they could have a better life now. Maybe with this new hope, the pride could start fresh, move on, and put away all this sadness and endless grief.

Sarabi remained nervous however. This was mutiny. If it failed, Sarabi had no idea what would happen to her, or any of them for that matter. But she looked at Sekou, and was marveled at his handsome physique and appearance. Surely he would be able to take on Scar. Couldn't he?

"Yes Sekou, it is the desire of this pride that you defeat Scar. Are you up to it?" Sarabi asked.

Sekou nodded his head and grinned. "Let's go."

The lions then began their journey to Pride Rock. But Sarabi still felt a pang of doubt in the back of her mind. Something didn't feel right. It all seemed too good to be true. Something would happen. She could just feel it.

Suddenly, out of the corner of her eye, Sarabi saw a copper pelt in the brush. The lions whirled around to see Scar emerge, his jet black mane wafting in the slight breeze. There was a slight grin etched into his bony features. His claws were extended, and his fiery green eyes glinted with unbelievable menace. Sekou turned to see the fiery King, and unsheathed his own claws.

"You must be Scar, the king of these lands," Sekou said in a bold tone. "I am Sekou, son of Banga, and I've come here to challenge you. You are a tyrant of a ruler. Your reign on these lands has brought nothing but pain and death. It is time that your subjects were delivered from your cruelty."

Scar grinned menacingly. "I know who you are, I'm not deaf my boy," Scar hissed with an icy grin. "I've been listening to your interesting conversation. And you think you can beat me?"

Sekou grinned back. "I know I can," he replied.

Scar stepped further out of the brush, and suddenly, around 20 or 30 hyenas stepped up behind him. The lionesses' eyes went wide as they saw the army march behind Scar, tongues lolling about and eyes glowing. Sekou's expression turned into shock as they snickered and laughed crazily.

"You better reconsider your boldness my friend," Scar sneered.

Sekou shook his head to regain his sense, and bared his teeth.

Scar chuckled. "Kill him."

At that instant, the hyenas dashed from behind Scar, and like bullets, flew at Sekou. Sekou ducked low, and managed to avoid the first few. He swiped in every direction, but there were too many of them. Like a river they swallowed Sekou in a fury of fangs and claws.

"NOOOO!" Kala screamed as she raced to Sekou's aid.

"Kala, no!" Sarabi yelled as she and Nala leapt in front of her. The lionesses barred her path and struggled to hold her back.

Kala pawed and squirmed, desperately trying to reach Sekou. His bloodcurdling cries sent chills up Sarabi's spine, but she gritted her teeth and kept her focus on trying to hold Kala back. The lioness sobbed painfully and continued to cry out Sekou's name. From where he sat, Scar chuckled amusedly and examined his claws. He grinned as he noticed Kala's failed, useless attempts to reach Sekou.

"BANZAI! SHENZI! ED!" Scar roared.

The three hyenas looked up from their task at their master. Blood coated their snouts, and they licked their noses as they stood at attention.

"Escort our young lionesses here back to Pride Rock," Scar ordered.

"Sure thing boss!" Banzai said. "Alright ladies let's get a move on! Cuz let me put it this way: ol' Sekou here looked different coming in than he will coming out!"

Ed laughed hysterically, and began to nip at Nala's hindquarters. Shenzi barked at the lionesses and they turned around, heading for Pride Rock.

Kala gritted her teeth in fury, but Sarabi motioned to her not to do anything she would regret. Sarabi just stood alongside her and helped her on the journey home. Kala broke into pitiful sobs as she looked back at the river of hyenas flooding the body of her love, and the father of her unborn cubs.

"Kala," Scar barked coldly as they began to walk off. "You will wait for me at Pride Rock. You have disobeyed my law, and mated a male outside the pride. Now you carry his cubs! Wait there, I will have a punishment by then."

Kala just kept walking, her movements shaky and uncoordinated. Sarabi just walked alongside her, her heart heavy with regret and pity for the lioness she called her friend. She closed her eyes and single tear slid down her cheek, as she realized that the pride's last hope for deliverance, was buried under an army of fangs.