At Pride Rock, Kion finally admitted he was afraid and scared from Inuwa and how he took over the Pride Lands with his magic. Tears were streaming in his eyes, down his face, and it was like he admitted defeat to an ultimate enemy that he possibly cannot beat. It was something he didn't want to admit, but all of this pressure and his family brainwashed by Inuwa. It was certainly like he had lost everything, and almost everyone he had ever loved. More and more tears streamed down his face, for he was the leader of the new Lion Guard. He felt like he should be always brave since he is the leader, and should not be scary of anything at all, and just keep his head heigh in every, dire, horrible situation that could come in his way, including this. But, alas; Kion did admit he was afraid.

Poor Rani, who was next to him in the tarry cocoon-like substance, wanted to hug her own new boyfriend so badly and try and comfort him, but she was firmly stuck to this thing. Timon and Pumbaa also looked sympathetic at the cub. It broke their hearts to see Kion suffering like this, and how he was crying.

"I am afraid." Kion sniveled. "i am afraid. I am afraid. I... never thought i would say that." he then heard the footsteps of his elder sister come up to him. He felt like his own sister under the evil lion's control was coming over to kill, maul, or even maul him just for the heck of it, but he almost didn't care, for he admitted he was afraid and scared, and it was like he had given up all hope in this life in trying to defeat Inuwa, he just wanted this to all end, and Kion wanted Mufasa and Sarabi to come down and help him from the heavens. Alas, he realized that there are some obstacles not even they can help him fix.

"Kion," said Kiara, "Are you okay?"

"Well... you guys are turned evil by Inuwa, and I don't know if i can turn you guys back. But I am afraid. I admit it. There, you guys happy?" and he was crying some more in defeat just letting it all out. "You guys are going to kill me, no doubt. Just try and kill me."

"It's okay if you are afraid." Kiara reassured him. "We are all afraid of something. Now come on, look at me."

Kion shook his head a no, and replied: "I don't know if I can even look at you guys anymore. Unless this is all just a bad dream." he tried opening and closing his eyes again to see if this was all a terrible nightmare, but to no avail. This was all too real and he was certainly not sleeping. He felt Kiara pull him close to her for what appeared to be a hug.

"Shhhh, shhhh, shh, shh, shh. It's okay." Kiara soothed him with her soft voice. "Don't cry, don't cry." Alas, the cub was crying harder than ever. He still wanted to get away from all this evil going on, but he was still glad to be given a hug by his big sister as well. Kion knew that she was suffering on the inside, along with the rest of his family. It was just like how things were before Inuwa returned to have revenge. "You have nothing tk be ashamed about."

The future queen just continued hugging her little brother warmly. "Kiara. I am scared. I admit it. I am scared."

"Shhh, it's ok." she repeated. "I know you're scared. And we won't hurt you. We're your family."

"Yeah, there's no need to cry, son." Simba added. "Everything in the Pride Lands will he all ours. Ripe for the picking."

"Yes." Kiara agreed, "just relax and calm down. Now look at me."

the cub was hesitant and didn't show his face to the future queen, but Kiara gently used her right paw to gently lift his chin up to see eye-to-eye with her brother. Looking at her sympathetic look with evil red eyeballs was a little terrifying, but reassuring at the same time. "We will never hurt you. Qe did specifically told our new lord that we wanted you alive, didn't we?"

"I think mommy needs to give him a helping paw." Nala remarked. Normally, since she is possessed now, Kion would do something like run away or claw in self defense in case she wants to hurt him. But, Kion was in such despair now, he didn't feel like running away, along with his legs being tired from the long chase before.

Alas, he thought that there is was no point in running away anymore since Tiifu and Zuri were guarding the entrance so he wouldn't escape. Alas, he felt his brainwashed mother gently tub the right side of her face against his torso.

"Everything will be okay." Nala soothed him.

"We're actually glad you admitted your fear." said Kovu. "That way, nothing will ever stand a chance against our lord."

"Who are you kidding, bro?" said Vitani, "Lord Inuwa wants Kion to be his protégé anyway. He will learn under our master. He will."

Kion shed more tears and he still felt Kiara hug him him tenderly. He knew that his family was under the control of an evil lion, but he also knew he wss greatly outnumbered a dozen lions turned evil to only one of him. He didn't really feel like fighting back right now. "I lost everything." Kion snivelled. "I lost it all."

"Don't say that, sweetie." Zira said. "We are all still here for you."

"And you can have everything you ever want." Simba added. "You say no one wants whatever they want, but I beg to differ."

"Get away from him, guys." Rani said, trying to stand up to them all. "You all don't know what you are saying. It's Inuwa's dark magic talk-"

"Silence." Simba said firmly. "You too, Rani, will see things our way. Lord Inuwa might have some use for you as well."

"Like what?" the lioness asked.

"Like having you in his ranks." Vitani replied.

Inuwa came back and noticed whay was going on. "Oh my." he said. "Did i miss anything?" he walked up to Kion who was still crying in Kiara, and he said: "come now, my boy. You know I always wantdd a son of my own as well. Someone that can look up to me as his father."

"But... but..."

"Shhh, no need to snivel anymore, little one." Inuwa gently silenced him.

"He admitted that he was afraid, my lord." Nala said

This made Inuwa smile and he replied: "i knew it. It was not so hard to admit the truth. Was it, Kion?"

"Well... no." The cub admitted.

"Don't let him get under your skin, Kion!" Rani urged him. "You can still fight him, you can-" she felt her fafe being slapped by Inuwa's left paw, but no claws.

"Quiet, you!" Inuwa said. "Or by the fires of a volcano, I will claws those eyes right out of your skull." He gave her a really scary look with redness blaring in his demonic eyes. "What would your parents have to say about that kind of tone?"

"For your information," Rani tried to sass him, "i always behave around my parents."

"Hmm. Perhaps when they are also under my magic, I can ask them that personally."

"Good luck with that." the future queen of the Night Pride sounded sassy again. "But you can never defeat them. They are better fighters than you are!"

Inuwa made a small, cold laugh. "Well, my dear, I am afraid I am going to have to disagree with you on the last part you said."