Disclaimer: sigh I do not own any of the original Lion King characters – the others, though are copyright by me, Ask me if u want to use them.

A/N: Srry if this gets confusing…and PLEASE R&R! I've published 2 chapters and so far no one's reviewed (as of 1/10/05) srry. Hope u like it!

Aza: Scar's Daughter; The Pain of Memeory

"Simba." He turned around to see Rafiki, Timon, and Pumbaa creeping out of a bush. He smiled. It was odd to see the meerkat, the warthog, and baboon together.

"Yes?" They looked at him sadly: Pumbaa with tears leaking from his eyes.

"Simba, we must leave," Rafiki whispered forlornly. Pumbaa sniffed loudly.

"Shhhh!" hissed Timon, "you don't want those lionesses to hear!" He nodded towards where Homa sat, unaware of Simba and his friends. Simba sighed.

"Do what you must…I'll miss you though."

"We'll miss you two!" Pumbaa sobbed loudly.

"Shut up, ya mook!" Timon simmered, eyeing the lionesses nervously.

"We betta go," murmered Rafiki. He put a hand on Simba's shoulder. "Remember, you are never alone." He looked up at the stars.

Look at the stars…

Mufasa's words echoed in Simba's head. He nodded. Timon gave Simba an affectionate punch on his leg.

"See ya buddy, hakkunah mahtata," he said softly.

"G'bye Simba!" Pumbaa blubbered as he gave Simba a fierce hug. Simba nodded to all of them. They turned and left slowly. Simba watched them until they faded into the distance. He felt as if a big part of him was missing.

"Hey! You!" Simba sighed as he was sucked back into life with Aza ruling. He turned to see Efia, his "clan" leader trotting briskly towards him. "Simba, yes. Would you mind informing me of exactly what you're doing out here at this hour?"

"I was," he paused, "looking at the stars," he finished lamely. Efia grunted.

"A likely story. I suppose you didn't realize that it was your shift to watch right now?" She inspected him with hard green eyes. He sighed.

"No, I guess it slipped my mind…"

"Slipped your mind in deed. Well, we'll see what Aza has in mind for you! Follow me!"

When they had reached the den Aza shared with Tupac, Efia roared her arrival. Aza emerged.

"Hello Efia," she said brightly, "Simba," she acknowledged him coolly. What brings you here?" Tupac emerged behind his queen, and growled at Simba.

"He missed his watch, highness," Efia reported importantly. Aza glowered at him.

"You know how important the watch is!" she seethed, "don't forget your place."

"W-will there be a punishment?" Efia asked sweetly. Aza considered for a while. She nodded.

"Yes…yes, I will think of one --- don't try t escape, you'll only regret it." Her statement was more to Simba.

Rumor soon got round that Aza was pregnant with Tupac's cubs. Simba sighed. He wished he could see Nala or Kiara. He felt like he was slowly falling apart. It was night, and Simba trotted to the waterhole. No one was there at this hour, so he drank alone. The moon shone brightly above his head, causing him to see his reflection in the water. He looked away.

"Simba." Simba knew that voice all to well, and in the manner it came… He sighed and looked back to the water. Sarabi's face was illuminated as she looked at him sternly. "Look at you. You are falling apart, my son. You musn't give in, not yet," she insisted with a pain in her eyes. Pain, Simba decided, of memory.

"Mother how can I? The new Pride is being sorted tomorrow, a-and Aza seems almost worse than Scar." He sighed. He knew his mother had seen harder times, but sometimes… his thoughts trailed off.

"You must believe in yourself. Remember, who you are. You are my son, and the one true King. Remember…" Simba stared at his paws. The memory of his father coming to him in a similar manner made him choke up. He remembered the day in the gorge…

"Dad…" He looked at the stars. They twinkled, but remained silent.

"Hey Timon, do ever wonder what those blinking things up there in the sky are?"

"Pumbaa, I don't wonder, I know."

"Oh, what are they?"

"Th-they're fireflies. Yeah, fireflies that got stuck on that big bluish-black thing."

"Oh, I always thought they were great balls of gas burning millions of miles away."

"Pumbaa, with you, everything's gas."

"What do you think Simba?"

"Nah, I don't know."

"Aw, come on, please?"

"Alright. Well somebody once told me that the great kings of the past are up there watching over us."

"Pwhaa! Who told ya that?"

"Yah, pretty dumb huh?"

"What kinda mook…"

Simba hung his head. He missed Timon and Pumbaa, he missed Sarabi and Mufassa, he missed Rafiki. He felt lost.

"Yes the past can hurt. You can either run away from it, or face it! Which is your choice?"

Rafiki's voice echoed in his head.

"How do I face it?" he cried. A single tear leaked down his muzzle. "Father, help me…"

Well, R&R!!!!!