Disclaimer: I DO NOT take credit for The Lion King characters or their respective storyline. They are owned by Walt Disney. This story is just a depiction of said story with the characters turned human. Some original characters and ideas will appear, and I will take credit for them as they do. I hope you guys enjoy and let me know what you think of the idea :). Note: this is rated T for possible language and possible slight violence.

The (Human) Lion King—the Retelling of a Classic Tale

Chapter Five: The Graveyard of a Thousand Warriors

Samuel led Nina through the back alleys of town, careful not to be seen. Eventually they found themselves outside of town and in the surrounding forest with foliage so thick; the sunlight could not penetrate through. Nina gripped Samuel's hand tighter and tried to stay as close to him as possible as branches snapped around them. "Do you even know where you are going?" she demanded. Samuel snickered.

"Of course I do. Why, are you scared, Nina?" he teased. Nina blushed and was grateful that Samuel could not see her in the darkness.

"No!"

"Liar, liar, pants on fire!"

"Shut up Samuel."

"Nina's afraid of the dark," Samuel sing-songed. "Nina's afraid of the—"

"I said, shut up!" Nina shoved him hard enough to push them both to the ground. The pair wrestled and fought, rolling on the forest floor until they tumbled out of the brush into an open field, with Samuel pinned to the ground.

"Ha!" Nina gloated, her straw-blonde hair framing her freckled face as she towered over Samuel. "Pinned ya! I win."

"Okay, okay, you win, now let me up!"

"Not until you say it."

"No way!"

"Say it!"

"Alright! I'm afraid of the dark! Happy now?"

Nina smiled haughtily. "Very," she let him go and turned, walking on with confidence. Samuel, put out from being beaten by a girl, decided on a surprise attack. He leapt at Nina from behind and tackled her to the ground until somehow, she ended up on top of him. Again.

"Pinned ya again! Ha! Looks like you are gonna have to—" she stopped her threat as her eyes drifted to right behind Samuel's head and opened wide. She screamed and jumped back.

"What? What is it?" Samuel craned his neck and came face-to-face with the yellow grin of a decaying human skull. "Yesh!" Samuel cried as he scurried back as far as he could. Looking around, he could see gravestones and many more old skeleton remains littered across miles of dead grass. His eyes widened.

"This is it; The Warriors graveyard…we made it!" Samuel shouted, his voice echoing. They had actually pulled it off!

"Whoa…" Nina noted how the fog crawled across the ground as well as hanging low in the dusk colored sky. "It's really…creepy." She shuddered.

"I know, isn't it great?" Samuel was oblivious to Nina's uneasiness. The eeriness of it all was what intrigued him the most. It wasn't that scary. Pft! He would show uncle Scar how brave he was!

"We could get in big trouble if we get caught." Nina reminded.

"Well, good thing we aren't going to get caught, right?"

Nina shrugged. She would normally do whatever Samuel wanted to do anyway, even if she didn't really like it. Not like there were many other kids in the palace to play with. Besides, Samuel was her best friend. She would always play with him, even if it meant adventuring to a frightening graveyard.

The Graveyard of a Thousand Warriors was actually, in fact, not just a graveyard, but a former battle ground. A hundred years ago, citizens of Stolz city started an uprising against the royal family and a civil war ensued. In this last great battle of the civil war, the royals and those loyal to the kingdom prevailed and the traitors were banished, most of them living in caves or underground. In the aftermath of the war, the kingdom attempted to burry all those who had fallen, but the count was too great. As Samuel and Nina could now see, many of the dead remained unburied, left to rot and decay amongst hundreds of others who suffered the same ill fate. The place reeked of death and despair.

"Do you think his brains are still in there?" Nina asked, referring to the glowering skull on the ground before them.

"There's only one way to know," Samuel picked up a large stick. "C'mon, let's go check it out."

"Wrong!" a voice sounded from behind them. The children spun on their heels and groaned as they came face-to-face with Deadbeat-Zeke stomping toward them looking frazzled and very, very angry. "The only checking out you two will be doing will be to check out of here! We are way beyond the boundaries of the kingdom, and you two are in big trouble!"

"Told ya." Nina muttered.

"Did you think I wouldn't figure out what you were planning?" he fumed. "I have been babysitting you trouble makers for far too long; I am not stupid." At this, Samuel scoffed. Ezekiel narrowed his eyes at the boy. "This is not a laughing matter, young master. Right now we are all in very real danger!"

"Danger? HA!" Samuel leapt on top of the nearest headstone and posed as if he were waving a mighty sword in his hand. "I look on the wild side. I laugh in the face of danger, HA HA HA HA!" he laughed with bold confidence.

Suddenly shrill peels of cackling laughter echoed Samuel's from all around as three gruesome, ragged-looking figures moved toward them, two men and a woman. Their clothes were tattered and torn, too thin to block the biting wind that had begun blowing. Their bodies were covered with grime, as if they had not washed in years, a very likely possibility considering the stench that attacked their noses. The figures moved methodically, circling in on Ezekiel and the cowering children.

"Well, well, well Benny my friend, what do we have here?" the woman snarled. She was at the front of the others, obviously the leader of the group. Her pitch black hair, once probably smooth and silky, now clumped in mats down her back, and her teeth were stained dark from years of remaining unclean. The second of the group, whose name was obviously Benny, was a short, stocky man with balding dark hair rimming his head. He stepped forward when called.

"Hmmm, I dunno Shay…what do you think, Ed?" Benny asked. The last member was tall and lanky with a mop of brown hair almost completely covering his face. From what the children could see, his eyes were wide and crazed with deep circles underneath and his mouth seemed to always hang open. He laughed manically instead of answering. He obviously was not "all there" mentally, Samuel observed.

"Yeah, that's just what I was thinking Ed," Benny said, as if he had actually answered him with words. "A trio of trespassers!"

"Q-quite by accident, I can assure you! A s-simple n-navigational error," Ezekiel explained. He kept his voice as level as he could, though he was trembling in fear. He subtly placed his hands on the children's shoulders and tried to lead them away. "W-we'll just be on our way then…"

"Whoa there, wait, wait, wait…I know you," the woman, Shay, stopped them. "You're King Michael's little stooge!" she began cackling, though her scratchy voice made it sound more like screeching. Ezekiel frowned, offended.

"I, madam, am the King's Grand Vizier!"

"So that would make you…?" Benny pointed to Samuel and Nina.

"I'm the future King!" Samuel boasted, trying to bring the bravery from earlier back into his voice.

"Do you know what we like to do to kings who step out of their kingdom?" Shay smiled maliciously, earning another laugh from Ed.

Samuel scoffed indignantly. "Pft, you can't do anything to me."

"Uh, well, technically, they can. We are on their land." Ezekiel, who was sweating bullets, whispered to the young prince.

"But Ezekiel, you told me the turncoats were nothing but maniac, mangy, stupid traitors."

"Who are you callin' STUPID!?" Benny demanded. He yanked Ezekiel by the shirt collar and held a hand carved knife to his now exposed throat. Ezekiel laughed nervously.

"Well, I was just—that is, I wasn't…you see, um…" failing to find the words to muddle him out of the bad situation, Ezekiel did something he would later say he was not entirely proud of: he kicked his captor in a very uncomfortable place and as he crumpled to the ground, Ezekiel shouted, "Run for it!"

Seeing their chance, the children fled as fast as they could, reaching for each other's hands as they went. Neither of them dared to let go or look back. They didn't stop for what felt like an eternity. Nina, out of breath, finally asked, "Did we lose them?"

"I think so," Samuel slowed to a stop and looked around. Sure enough, they were alone. But something was wrong. "Wait…where's Ezekiel?" he asked anxiously. Their babysitter was nowhere to be found. "Come on Nina, we have to go get him!"

They found Ezekiel a ways back, surrounded by the three turncoats who were picking apart at the jewels that adorned his vizier's coat. Poor Ezekiel looked terrified.

"Hey!" Samuel shouted, causing all to turn and look. "Leave him alone! Why don't you idiots go pick on somebody else?"

Shay dropped her hold on Ezekiel and drew a knife, similar to the one he had seen Benny with earlier. "You mean, somebody like…you?" she smiled evilly as the other turncoats caught on and also drew their knives. Samuel cringed.

"Oops."

"Nice going, genius."

"Shut up, Nina! Just run!" once again the children were off, this time followed in close pursuit by a very angry Shay, Benny, and Ed. They dodged giant gravestones and rotting skeletons alike when Nina got her foot caught in a pothole. A scream escaped her lips as she fell, stuck.

"Samuel! Help me!"

Samuel turned to see the crazy woman running straight toward the helpless Nina, who struggled relentlessly to free herself to no avail. Samuel grabbed a sharp stone and swung hard, catching Shay in the face just before she could reach Nina. She stumbled back, caught off guard, and fell to the ground. In that time, Samuel had helped Nina escape and she and Samuel were running again. Blood was dripping down Shay's face from the large gash the little brat had just given her. She growled. He was definitely going to pay for that.

Samuel and Nina kept running, faster than they had ever run before. "This way!" Samuel shouted as he turned a sharp corner. Nina followed, only to be stopped a few feet later by the giant stone wall of a cavern carved into a hillside. They had run themselves into a corner, trapped.

"What do we do now?" Nina shrieked frantically.

"Climb!" Samuel demanded. They used every foot hole they could see to lift themselves, slipping over the moss covered rock and getting nowhere fast.

"Well, isn't this pathetic?" Shay's voice sneered from behind them. The turncoats were toying with them, taking their sweet time in advancing toward their trapped prey. The tall one, Ed, laughed insanely with a genuine evil glint in his eyes. Shay continued, "I'd say they've hit a dead end, wouldn't you Benny?"

"Definitely a dead end, Shay."

"Let's finish this." They advanced faster. Samuel, panicked, did the first thing he could think of and threw a rock at the trio, who easily dodged the blow. They howled in laughter at his attempt.

"That was it? HA! Do it again, c'mon."

Out of nowhere an arrow whizzed past Benny's ear, barely missing. He spun around. "What the—"

The fist of King Michael himself crashed into Benny's face as the royal guard followed suit on horses. Swords were drawn and arrows flew as they surrounded the three turncoats. All the while, Samuel cowered in trepidation at the sight of his father, usually so peaceful, empowered with such ferocity and rage. He felt ten times smaller just watching him swing his mighty sword. Distracted, Samuel hardly registered that Ezekiel had returned and was pushing him and Nina away from the action. He complied without a fight. The king and his guard overpowered the three traitors almost immediately as they encircled them, cutting off their escape.

"Whoa! Hey, what's the big id—?"

"SILENCE!" the King roared, aiming his sword at Benny's throat. They raised their hands in surrender.

"Okay, we're gonna shut up right now."

Shay tried to intervene, "We're really sorry—"

"I SAID, SILENCE!" Michael bellowed. "Now if you ever come near my son again, I will—"

"Oh! Oh, this is your son?" Shay asked, feigning innocence. "Did you know that?" she asked Benny, hoping he would catch on.

"Who, me? No!" Benny acted the same way. "Did you?"

"No, of course not...Ed?" she turned to Ed to confirm their story. He stared at her blankly for a good minute before he lolled his tongue out and nodded his head vigorously.

"ENOUGH!" the King boomed. "You will leave my presence this instant before I change my mind and order your execution myself!" the three turncoats cringed. "Now!" they scattered, not wanting to give him another opportunity to threaten them. The King turned to the guards and ordered, "Follow them. Make sure they stay away from Stolz."

The guards complied, leaving the King alone with Ezekiel and the children. For the first time in his life, Samuel dreaded what his father was going to say. He tried reasoning with him first.

"Dad—"

"You deliberately disobeyed me." The King interrupted. His tone was harsh and biting, but his eyes were filled with disappointment; that hurt Samuel most of all. He stared down at the ground, ashamed to even look at his father.

Young Samuel's voice cracked, "Dad, I—I'm sorry."

"Enough. We are going home." The King turned away, ending the conversation. Samuel hung his head and obeyed, Ezekiel and Nina silently following behind him. Nina quietly moved beside him and took his hand in hers.

"I thought you were very brave." She whispered, trying to console him. He smiled wanly as they continued on in silence. Little did any of them know, they were not alone; a pair of bright green eyes was watching them, frowning at the outcome of the evening. It seemed a new plan was in order, with even more drastic measures to be taken.

For character references, here is who has been introduced from the movie so far:

Michael- Mufasa

Ezekiel- Zazu

Sarah- Sarabi

Samuel- Simba

Thomas- Scar

Renée- Rafiki

Nina- Nala

Elizabeth- Sarafina

Shay- Shenzi

Benny- Banzai

Ed- Ed :)

The hyenas were the characters that took me the longest to humanize. Names, mannerisms, living status, all those factors were really giving me a hard time when I developed this story idea. I settled on the hyenas (all of them) being traitors to Stolz Kingdom and having lost the war they started, being banished to live in the haunted graveyard. I was going to make them cannibals, but I eventually decided against that. After all, The Lion King is a DISNEY movie; making it too creepy would kind of just ruin my childhood. What do you guys think? Enjoying so far? Leaving a review would be ah-may-zing!