Author's notes: Well, another update. A relatively short chapter this time I'm afraid, but things are really going to pick up from here I think in terms of pace and drama.

Thank you all again for your reviews, I would have grown lazy and stopped ages ago if not for them, hehehe.

Here's the character list.

Simba – Adult male lion, King of the Pride Lands

Nala – Adult lioness, Queen of the Pride Lands, wife of Simba

Kiara – Adult lioness, Princess of the Pride Lands, hunting party leader

Kovu – Adult lion, Prince Regent of the Pride Lands, husband of Kiara

Vitani – Adult lioness, half-sister of Kovu

Amaryllis – Adult lioness, foster mother of Amabi, former loner, wanderer, former loner

Nadhari – Adult lioness, mother of Alyssa and Kelt

Sharhal – Adult lioness, a member of Kiara's hunting party

Aetti – Adult lioness, a member of Kiara's hunting party

Tumai – Adult male lion, competitive, aggressive, mocking

Juvi – Adult male lion, quiet, thoughtful young male

Salama – Adult male lion, old and wise but not as wise as he thinks, condescending

Lokannero – Adult male lion, Tenzer's father, veteran survivor, powerful

Maradi – Adult male lion, attractive and pleased with his appearance

Haya – Adult male lion, young, curious about the world

Tenzer – Half grown male lion, loner, quiet character but gentle with cubs

Ryana – Half-grown lioness, talkative and besotted with Tenzer

Amabi – Male lion cub, adopted son of Amaryllis, cheeky, inquisitive cub

Alyssa – Lioness cub, daughter of Nadhari, more reserved and careful cub

Kelt – Male lion cub, son of Nadhari, slightly insecure cub

Zazu – Adult hornbill, Simba's majordomo

Timon – Adult meerkat, Simba's friend

Pumbaa – Adult warthog, Simba's friend

Rafiki – Adult baboon- Simba's friend, shaman and advisor

Shenzi – Adult female hyena, leader of Graveyard Clan

Banzai – Adult male hyena, leader of Graveyard Clan

Ed – Adult male hyena, leader of Graveyard Clan

Ridikill – Adult male hyena, hunting pack leader, extremely aggressive and antisocial

Burudi – Adult male hyena, scarred face, Ridikill's 'lieutenant', less vicious, member of Ridikill's pack

Groco – Adult male hyena, weakling, low-ranking scout trying to improve his social standing, member of Ridikill's pack

Agiza – Adult female hyena, hunting pack leader, one of Shenzi's favoured, high-ranking

Sarkil – Adult female hyena, sarcastic huntress, member of Ridikill's hunting pack

Kapungu – Adult male hyena, fearsome hunter with a lust for blood, member of Ridikill's pack

Babaka – Adult male hyena, always hungry, member of Ridikill's pack

Shungi – Adult female hyena, rookie leader of small hunting pack

Mali – Adult male leopard

Mamacala – Adult male crocodile


Shenzi woke with a groan. She stood up, stretched and shook herself and stepped out of her cave. There was no point in looking at the sky to tell what time of day it was in the Graveyard – the green gloom was present as usual. Instead she sniffed the air. Morning.

So it would have been two nights ago she had to hold that dreadful funeral. What a disaster that had been. No small thanks to Ridikill for that. Since the day of the funeral she had just mooched around, eating what the hunting parties dragged in now and then and sleeping.

Ed trotted up to her, grinning. She smiled back and yawned again.

"Morning Ed. How're you?"

Ed replied with his usual strange slobbering.

"Yeah, I'm kinda hungry too. Food's getting a bit scare again. I think it's time for me to put my plan into action".

Ed cocked his head.

"Sorry, can't say honey, it's top secret".

Ed whined pathetically.

Shenzi sighed, "Alright fine, but you can't tell anyone else. Not even Banzai".


"So, ya looking forward to finding a mate this year then?" Babaka asked.

About a dozen males hyena were lounging around in a rocky clearing. Banzai was there, and as high-ranking as he was the lesser males found he wasn't nearly as severe as Shenzi and so they could talk at ease with him around.

"Garn, every year, another mate, more cubs, ya forget which ones are yours, who cares?" the vicious Kapungu spat, "Sure, I'll find myself a mate, but who cares? It's really not worth the fuss".

"Speak for yourself", one cocky male called Ambika exclaimed, "It's the highlight of my year!"

"And mine!" Groco piped up.

Several of the other hyenas laughed, "Oh yeah! You've never had a mate and you never will, weakling!"

Groco flushed angrily, "I will too! You watch your mouth, all of you! I'll have the best mate of all this year, you wait and see!"

"The best mate in the clan?" Burudi snorted, "That would be Shenzi, genius! The clan leader, and as good-looking as they come. I'd like to see your chances with her!"

"And yet she's never taken a mate", Babaka mused, "Some say she's saving herself up for someone special, isn't that right Banzai?"

The other males cringed. There were always plenty of rumours flying around regarding Shenzi and Banzai being secretly mates. Some regarded it as the only explanation for neither of them ever taking mates. However Shenzi and Banzai always savagely denied it and the clan had learned to keep their mouths shut about that particular subject in front of them. Babaka had been trying his luck.

Banzai looked up from where he was lying on his side and fixed Babaka with a glare. That was all it took. Babaka bowed his head and looked away instantly. Banzai grunted and lay back down.

"Well, there's only one more hyena even more mate-less than Groco", Ambika grinned, trying to resume the conversation, "Ridikill. Wherever he's hiding his nasty face these days. He's never taken a mate either, has he?"

Burudi thought back to the only time he remembered Ridikill being approached by a female. It was about a year ago when the two of them were wandering around in a pack of about ten hyenas, before they had re-joined the clan. A lone female had approached the renegade pack and expressed an interest in Ridikill.

Ridikill had eyed the female up and down, looking at her hips, her legs and her sides. Then he'd leered and licked his lips. Burudi had been stunned: was there a secret, lustful side to the otherwise introverted Ridikill that had been kept secret?

Then Ridikill had thrown his head back and laughed, "The only interest I have in you is a potential gastronomic one".

"No, Ridikill doesn't show an interest in females", Burudi confirmed, shaking his head, "There's not a lot that interests him. Hunting, killing, eating. That's about it".

"Some people just have no social skills", Babaka grunted, gnawing at a patch on his rear that he'd nibbled bare due to flea bites, "He needs himself a nice female to…"

"That's enough of that, boys", Banzai said suddenly, standing up, "Shenzi's here".

Shenzi and Ed padded into the clearing. With the exception of Banzai the males made half-hearted efforts to lower their heads in submission.

"Hey bark-breath, any sign of some food?" Shenzi snapped.

"Hey, don't look at me! I ain't going hunting in the Pride Lands!" Banzai snorted, "All the hunting parties are afraid to go there after we bumped into Simba the other day. Can you blame 'em?"

Shenzi rolled her eyes, "You idiot. Well, can't some of you go hunting further north?"

"We would except for the fact that basically all of the herds within a hundred miles are already in the Pride Lands! It's gonna be a bad dry season this year everyone reckons, and all the herds are heading into Simba's kingdom, where the grazing stays good all year".

"The Pride Lands must be chock-filled with wildebeest…" Groco drooled, "…And zebra. And impala. And gazelle. And eland. And oryx. And little baby buffalo and giraffe calves, just beginning to wander away from their mommas…"

Burudi clouted the fantasizing hyena over the head with his paw. Groco's talk was making him hungry.

Shenzi shook her head, "This is crazy. How many cubs have we already got in the clan?"

Banzai thought for a moment, "Uh...thirty or so. Quite a few ignored your advice this year".

It was under Shenzi's advisement that the clan only mated as the dry season was becoming severe. That way cubs were born all at the same time, just as the wet season was beginning and food was plentiful again. Lots of cubs needed lots of milk and lots of meat was needed for the mothers to produce that milk.

However obviously it was impossible to stop some hyenas mating whenever they felt like it throughout the year. As such this year there were quite a few cubs of various ages: some were still living underground in burrows, some were beginning to walk and open their eyes and others were already being weaned onto meat.

Shenzi gritted her teeth, "Things are getting desperate. At this rate all of the cubs are gonna drop dead".

"Well, what can we do about it? It's not like we can just walk into the Pride Lands and kick Simba out, can we?" Banzai barked a short laugh.

Shenzi and Ed smiled a slow smile.

Banzai stared, "…Can we?"

The other hyenas all looked up, eyes wide and ears pricked.

"Listen, all of you", Shenzi said, "By tomorrow morning I want every hyena, and I mean every hyena, assembled on the Pride Land border. Got that?"

"Uh…" was all Banzai could manage.

"You got that?"

Kapungu was the first to speak, "Now that's more like it! This ain't no territory dispute no more! This is war!"

The male hyenas all whooped, cackled and howled in savage joy.

"Like I said, rally everyone by this time tomorrow on the border", the bitch hyena grinned, showing her teeth and gums, then turned and wandered away slowly, hunched over and her tail swishing impatiently.


Everything was dark for a long while. Ryana could hear voices – distant and strange. One of them sounded like her mother. One of them was a strange babbling and muttering.

Then slowly she opened her eyes. Everything was blurred and vague. There was somebody – or something – right in her face. Her vision eventually focused and the image of baboon with a hideous red and blue face peering into her eyes cleared.

She gave a little shriek, startled, and leapt onto her feet and scrambled back.

"Ryana! You're alright!" her mother cried and swept forward to embrace her.

"Uh…" Ryana thought for a moment. She couldn't remember anything. Where was she and why had she been asleep?

Then it hit her like a rock. The hyenas, the tearing teeth, her blood…

"Mom! What happened? Where am I? Am I dead?"

"No indeed", the baboon laughed in a creaky, breathless voice, "But not for lack of trying, young lady! I was at a loss for how to help you for a while! You seemed determined to go ahead and die in poor old Rafiki's arms! But no, you pulled through".

"I…I…" Ryana looked around. She was in a cave in Pride Rock. King Simba and Queen Nala were standing behind the crazy baboon.

"Oh, thank you so much!" Ryana's mother wept to the monkey.

"I think I should explain", Simba stepped forward, seeing Ryana's confusion, "This is Rafiki. He's an old friend of the family. He's able to help with things like this, when he's around. We were lucky he was here to help you".

"Oh-ho, luck had nothing to do with it", Rafiki span around and faced Simba and Nala, "Come talk with me. Let us leave the mother with her daughter. We have much to discuss".

"Uhm…thank you, sir", Ryana called after the monkey, examining her closed wound with amazement.

Rafiki bowed low once and then led Simba and Nala out of the cave. They followed him to the very peak of Pride Rock and looked out over the morning glow over the savannah. Simba and Nala sat on their haunches while Rafiki sat down between them, hunched over.

"Things are not all well, Simba?" he asked quietly.

"No", Simba admitted, "We're having a lot of trouble with the hyenas from the North. The same ones who served Scar when he took over the Pride Lands".

"Mmm. Dangerous creatures, these hyenas. Willing to do great evil when hungry".

Nala sighed, "I suppose all carnivores are, but it's hard to look favourably on the hyenas. I think some of the pride wants them all dead. They'd probably prefer it if we marched right out and killed them in their dens".

"That's not going to happen", Simba looked away to the North, "I won't fight them unless they attack us first".

"They already have, haven't they?" Rafiki pointed out.

"So you think we should take the fight to them?" Nala asked.

"I am not going to offer you counsel on this matter, you must do what you think is right. But I warn you Simba", he turned his bearded head to look at the Lion King, "This matter will not simply go away. One way or another you must lead your kingdom to resolve this crisis. And it will become a crisis I'm afraid.

"Also realize I can't always be here to help you like I helped the girl today. I have other duties too".

Simba nodded. He didn't know exactly what these "duties" were, but he understood that they were equally important to Rafiki.

"There's not a lot more I can do for you Simba", Rafiki repeated, more serious than usual, "Other than to tell you that you must do what you think is right for your kingdom".

With that he picked himself up and clambered his way back down Pride Rock's sheer cliffs.


"You still won't tell me what happened back there", Vitani said to Amaryllis as they arrived home at Pride Rock, "I swear I heard voices when you got to that waterhole. You speak to someone?"

"For the last time, no", Amaryllis smiled, "You're imagining things Vitani".

Vitani looked at her companion for a moment, then grunted and shrugged, "If you say so. We should go and see if Ryana's recovered at all. I want to see if this monkey lives up to this reputation".

She started up the narrow path leading up to Pride Rock's network of caves. Amaryllis followed her. The grey lioness wondered why exactly she was hiding the fact that she had been threatened by a psychotic hyena from Vitani. Vitani would likely rally a few others and head out immediately to kill the hyena. Amaryllis didn't want that. But why not? The hyena was clearly a proponent of the "kill or be killed" mentality and death was probably no more than he deserved.

But still she was reluctant to tell the other lions about the hyena. She couldn't resign the hyena to death just like that. She sighed. Maybe the hyena was right. Maybe she was just a "weak little female".

"Mom!" a shrill voice called out. Amabi clambered down the path towards his adopted mother. He was smiling like she hadn't seen him smile for a long time.

"Hi honey", Amaryllis smiled and stepped forward to embrace him.

"Mom! You've got to come and see! Ryana's okay! She's standing up and walking and everything!"

"What?!" Vitani exclaimed, "She's on her feet? That's impossible!"

"Come see for yourself!" the little lioness cub Alyssa affirmed, trotting up behind Amabi with her brother Kelt, "It's the monkey! He did it! He's magic!"

Vitani and Amaryllis exchanged looks. Were the cubs just pretending Ryana was alright in order to stop themselves from becoming upset?

"Seriously, Mom! Come see!" Amabi gripped Amaryllis' paw in his little teeth and tugged. She laughed.

"Alright, alright, I'm coming Amabi. Let's go see Ryana".


"Report!" Banzai snapped at his followers as they assembled in the cave where Shenzi had given them their orders earlier that day.

"I've recruited all the able fighters in the eastern dens", Kapungu answered, "That's twenty or so".

"I went to spread the news by the geyser dens", Groco declared, "That's another ten or fifteen".

"The northern dens, all thirty of the able fighters said they'd go", Burudi explained, "I had to get Agiza to get them to listen to me though".

"Heh, I needed Sarkil to help me", Groco shrugged, "I guess they just don't listen to the males without any authority, eh?"

"Anyway, I got fifty from the southern, western and central dens", Banzai grunted, "That makes…uh…"

"One hundred and ten, give or take a few", Shenzi smirked, appearing suddenly and strolling in leisurely, "I'll be damned if this ain't the biggest clan in Africa. Anyway, that can't be all of 'em?"

"Yeah, I guess it is", Banzai glared sourly at Shenzi: she was becoming more and more bossy with every day, "Except of course the old timers, the pregnant females, the new mothers and the cubs".

Shenzi curled back her lips, "Didn't I say every hyena, moron?"

The assembled males stared, "Uh…what?"

"I told you all specifically to tell every hyena to be ready! Every hyena! You got that, lizard brains?"

Even Kapungu was surprised, "You…you want to march the old timers, the pregnant bitches, the mothers and the young cubs into the Pride Lands? By the morning?"

"Right", Shenzi sneered, "Don't argue, just get it done. Every last hyena, you understand me?"

Shock over, some of the more vicious hyenas, such as Banzai, Kapungu and Burudi leered and bared their teeth. The arrogant young male Ambika smirked.

"You know what I don't get? Where's that lunatic Ridikill? He's missing out on all of the action. He'd love this whole full-scale war thing. I haven't seen him today or yesterday so I guess he's keeping his ugly little face out of sight after that scene at the funeral".

"Whose face is ugly?" a voice snarled.

Ambika wheeled about to see Ridikill in front of him, baring his fangs and drooling. He was growling angrily.

"Woah…woah...wait…" Ambika backed away hurriedly, dragging himself away from the savage hyena, "I didn't meant that, honestly! I was just…uh…oh please don't kill me!"

"Not so cocky now eh?" Kapungu laughed.

"Knock it off you two", Shenzi ordered. She looked at Ridikill. She hadn't forgotten the humiliation she had suffered at the hands of Ridikill at the funeral. But hyenas were not only quick to anger and quick to laugh, they were also quick to forgive. Once a confrontation had flared up it was usually over.

Ridikill cackled, "Sorry boss. Just reminding this little sweetheart of his place. Anyway, what am I supposed to be missing out on?"

"We're rallying every hyena in the clan to march into the Pride Lands by the morning", Shenzi explained, "Every hyena. Yeah, even the cubs and the pregnant ones and the elderly".

"Wonderful", Ridikill's tongue lolled out, "I've a score of my own to settle with these lions. What's my job?"

"You can help us rally everyone", Banzai growled, "And then when we start the march you and the other hunting chieftains will be in charge of keeping everyone in pace and making sure no-one wanders off or anything".

"With pleasure", Ridikill leered.


"I…I don't believe it…" Amaryllis gawked.

"I…I don't mean to be rude but we thought you were a goner!" Vitani exclaimed.

Ryana smiled, "I would have been if you and the other lionesses hadn't come to find and save me. Thank you".

"How…did this happen?" Amaryllis asked.

"Not easily explained", Nala said, trotting in, "Rafiki's good at what he does".

"See? See? Told ya Mom!" Amabi pranced around happily by Amaryllis' feet.

Vitani shook her head, "Where is this Rafiki? He needs all the Pride's congratulations!"

"He's gone", Nala said, "For now, at least. I don't think he's left the Pride Lands altogether yet, but who can tell with him?"

Amaryllis looked at the scars on Ryana's shoulder, "What a strange monkey".

Nala smiled, "You have no idea. Anyway, we should all get some sleep before we go on a hunt tomorrow. The males are beginning to whine".

"Well they'll have to go hungry for a few hours", Vitani mumbled, "We all need some rest. We'll go hunting tomorrow afternoon".

Nala nodded and padded out of the cave, "Alright. Sleep well girls".


Cauron rested in her cave in the Graveyard, one golden eye open. The middle-aged female hyena was heavily pregnant and her breathing was slightly laboured. She knew that she shouldn't have mated ahead of the majority of the clan but she had never been a hyena in complete control of her urges.

At any rate she was looking forward to being a mother again. She winced a little as she felt movement in her belly. She wondered how many cubs she was going to have. Three was likely but at times it felt like there were four rolling around inside her. She began to pant and her tongue hung from her mouth. It would come soon. A day or two, maybe. She was both nervous and eager.

The light at the mouth of her cave was suddenly blotted out. She looked up, squinting. The outline of a large hyena loomed over her in the darkness.

"Hello. What do you want?" Cauron asked politely, assuming that the hyena who was so bold as to enter her home while she was resting was likely of a far higher rank than her.

"You. You're needed, at Shenzi's summon", Ridikill grumbled.

"Uh…what for?" Cauron asked, wary now that she could see it was the notoriously brutal Ridikill.

"You'll find out soon enough".

"Can't you just tell me? I'm not exactly in the kinda condition to make needless journeys".

"This'll be far from needless. Now on your feet. The entire clan's assembling".

"The entire clan? Why?"

"I said you'll find out when you get there, didn't I?" Ridikill growled, "Come on, the sooner you get moving the sooner you can get your answers".

Cauron felt another struggle in her belly. She whimpered involuntarily. Ridikill rolled his baleful eyes.

"No…" Cauron said through gritted teeth, "I'm going to go into labour soon. I need my rest. Tell Shenzi I couldn't come. She'll understand".

"Oh no she won't. She wants every hyena at the border!" I've got clear orders! Ridikill was becoming impatient, "Come on, weakling! On your feet!"

"Get out!" Cauron yelped, "Leave me alone! Shenzi wouldn't be so ruthless! You're making this up for your own amusement!"

Ridikill bared his teeth, "Is that right? You'll soon see. All the other infirm ones are getting rounded up too! And if you must know we're marching to war. War! War with those pathetic rock-cats of the Pride Lands! And we're going to need every hyena to win this war! You and all the other infirms included, if I have to drag you there myself!"

With that he clamped his jaws around the scruff of the bitch's neck. He heaved and dragged her easily out of the cave, growling with his mouth full of her fur. She screamed and twisted in his grasp, in agony at the unexpected rough treatment.

"No! No, stop!" Cauron shrieked and moaned, "Don't move me! I can feel them kicking! I could go into labour at any second! There's going to be four, I can feel it!"

Ridikill snarled, "Four? Good. We could use more troops for the battle".