After the murder of his father, a young lion prince flees his kingdom only to learn the true meaning of responsibility and bravery.
The young lion cub Simba is eager to follow in his father Mufasa’s footsteps to become the new king of the Pride Lands. However, Mufasa’s scheming brother Scar has teamed up with the hyenas in an attempt to take over the kingdom for himself. Scar has the hyenas initiate a wildebeest stampede with Simba caught in the middle of it, which leads Mufasa to go and save him, but also gives Scar the opportunity to kill his brother. Scar convinces Simba that he is to blame for Mufasa’s death, and he orders him to run away. This allows Scar to step up as king and give the hyenas room to do whatever they want.
Simba is found by Timon and Pumbaa, a meerkat and warthog who live a carefree lifestyle and pass their philosophy down to Simba. Things change when Simba’s childhood best friend Nala finds him and urges him to come back to the Pride Lands because of what Scar has done to it. He still feels he is to blame for his father’s death and he refuses to return, until he is found by Mufasa’s former advisor Rafiki, who tells Simba that Mufasa lives in him. Mufasa’s ghost also reminds Simba of his responsibility, and it’s enough to convince Simba to return home. Nala, Timon, and Pumbaa join him.
Simba finds out that Scar killed Mufasa, and the secret gets out to the lionesses. A war breaks out between the lions and hyenas, with the lions proving to be stronger. Simba confronts Scar and orders him to live in exile, but Scar refuses and tries to fight and kill his nephew. Simba beats Scar, who is then killed by his hyenas after telling Simba that they are to blame for Mufasa’s death.
Simba ascends to become the new king of the Pride Lands, with Nala as his queen, and Timon and Pumbaa moving in. Rafiki then presents Simba and Nala’s cub to the other animals.
In the Pride Lands of Africa, a pride of lions rule over the animal kingdom from Pride Rock. King Mufasa’s and Queen Sarabi’s newborn son, Simba, is presented to the gathering animals by Rafiki the mandrill, the kingdom’s shaman and advisor. Mufasa shows Simba the Pride Lands and explains to him the responsibilities of kingship and the “circle of life”, which connects all living things. Mufasa’s younger brother, Scar, covets the throne and plots to eliminate Mufasa and Simba, so he may become king. He tricks Simba and his best friend Nala (to whom Simba is betrothed) into exploring a forbidden elephants’ graveyard, where they are attacked by spotted hyenas led by Shenzi, Kamari, and Azizi. Mufasa is alerted about the incident by his majordomo, the hornbill Zazu, and rescues the cubs. Though upset with Simba, Mufasa forgives him and explains that the great kings of the past watch over them from the night sky, from which he will one day watch over Simba. Meanwhile, Scar visits the hyenas and manages to convince them to help him overthrow Mufusa in exchange for hunting rights in the Pride Lands.
Scar sets a trap for his brother and nephew, luring Simba into a gorge and having the hyenas drive a large herd of wildebeest into a stampede that will trample him. He informs Mufasa of Simba’s peril, knowing that the king will rush to save his son. Mufasa saves Simba but ends up hanging perilously from the gorge’s edge. Scar refuses to help Mufasa, instead sending him falling to his death. He then convinces Simba that the tragedy was Simba’s own fault and advises him to leave the kingdom and never return. He orders the hyenas to kill the cub, but Simba escapes. Scar tells the pride that both Mufasa and Simba were killed in the stampede and steps forward as the new king, allowing his three hyena minions and the rest of their large pack to live in the Pride Lands.
Simba collapses in a desert and is rescued by Timon and Pumbaa, a meerkat and warthog, who are fellow outcasts. Simba grows up in the jungle with his two new friends and the other animals, living a carefree life under the motto “hakuna matata” (“no worries” in Swahili). Now a young adult, Simba rescues Timon and Pumbaa from a hungry lioness, who turns out to be Nala. She and Simba reunite and fall in love, and she urges him to return home, telling him that the Pride Lands have become a drought-stricken wasteland under Scar’s reign. Feeling guilty over his father’s death, Simba refuses and storms off. He then encounters Rafiki, who tells him that Mufasa’s spirit lives on in Simba. Simba is visited by the ghost of Mufasa in the night sky, who tells him that he must take his rightful place as king. Realizing that he can no longer run from his past, Simba decides to return to the Pride Lands.
Aided by his friends, Simba sneaks past the hyenas at Pride Rock and confronts Scar, who had just struck Sarabi. Scar taunts Simba over his role in Mufasa’s death and backs him to the edge of the rock, where he reveals to him that he murdered Mufasa. Enraged, Simba reveals the truth to the rest of the pride. Scar attempts to defend himself, but his knowledge of Mufasa’s last moment (despite having previously claimed that he arrived too late at the gorge) exposes his role in Mufasa’s death. Timon, Pumbaa, Rafiki, Zazu, and the lionesses fend off the hyenas while Scar, attempting to escape, is cornered by Simba at the top of Pride Rock. Scar begs for mercy and attempts to blame the hyenas for his actions; Simba spares his life, but orders him to leave the Pride Lands forever. Scar refuses and attacks his nephew, but Simba manages to toss him from the top of the rock. Scar survives the fall, but is attacked and killed by the hyenas, who overheard his attempt to betray them. Afterwards, Simba takes over the kingship and makes Nala his queen.
Later, with Pride Rock restored to its usual state, Rafiki presents Simba and Nala’s newborn cub to the assembled animals, continuing the circle of life.
The sun rises over the Pride Lands. Animals from all corners of the kingdom head over to Pride Rock (“Circle of Life”). King Mufasa (James Earl Jones) and Queen Sarabi (Alfre Woodard) are welcoming the birth of their cub, Simba. The mandrill Rafiki (John Kani) presents Simba before all the animals, and they all bow before the new prince.
A little mouse is scurrying around his environment until he comes across the vicious Scar (Chiwetel Ejiofor), Mufasa’s jealous brother. Before he can devour the mouse, Scar is interrupted by Mufasa’s hornbill major-domo Zazu (John Oliver). He warns Scar that Mufasa is on his way to chastise him for missing out on the ceremony for Simba. Sure enough, Mufasa arrives to confront his brother, just as Scar is trying to make lunch out of Zazu. Scar expresses his dismay for not getting his place on the throne after Mufasa now that Simba is born. After Mufasa and Zazu leave, Scar looks on with scorn.
Rafiki is by his tree, where he uses several bugs to form a drawing of Simba on the tree.
Time passes, and Simba (now played by JD McCrary) is an eager and curious little cub. He wakes up his father so that he can explore the Pride Lands. Mufasa explains that everything in the Pride Lands is theirs, but anything beyond the borders is forbidden from venturing into. He also tells his son that they are connected in the great circle of life in regards to his duty as a future king. Zazu then flies in for the morning report before Mufasa teaches Simba how to pounce on the bird. Moments later, Zazu tells Mufasa that he has spotted hyenas. Mufasa orders Simba to go to Sarabi.
Simba goes to Scar, who rests alone on his own little rock. As Simba expresses curiosity over what is beyond the borders of the Pride Lands, Scar tells him that it’s an elephant graveyard. Simba then goes to find his best friend Nala (Shahadi Wright Joseph), who is in the middle of a bath. Simba gets his own bath from Sarabi before he tells Nala that he wants to go to the watering hole, but Sarabi makes the cubs take Zazu as a chaperone.
On their walk, Simba tells Nala where they are really going. Zazu notices them together and notes how cute it is to see two betrothed cubs together. This grosses out Simba and Nala, who insist they are only friends. Zazu says those are the rules, and Simba says he is going to change some of these rules when he becomes king (“I Just Can’t Wait To Be King”). The cubs lose Zazu amidst the other animals before they head to the elephant graveyard. While exploring, they are found by a pack of hyenas, led by Shenzi (Florence Kasumba), Kamari (Keegan-Michael Key), and Azizi (Eric Andre). Shenzi is ready to eat them once she realizes who Simba is, even as Zazu flies in to warn her that doing so would start a war with Mufasa. She attacks, but Zazu manages to hold her off long enough for Simba and Nala to run away. The pack then surrounds the cubs. Simba tries to roar at the hyenas but merely musters up simple growls. As they laugh and ask him to do it again, a louder roar is heard. Mufasa runs in and fights off the hyenas before ordering Shenzi to back off or face retribution. The hyenas retreat, but Mufasa is upset at Simba as he takes him and Nala home.
Mufasa has Zazu take Nala home while he talks to Simba. He expresses his disappointment in him, but Simba tries to defend himself by saying that he was trying to be brave like Mufasa. He tells his son that he’s only brave when he needs to be, and that he was afraid of losing Simba. They then sit to look up at the stars, and Mufasa tells Simba that the great kings of the past are looking down on them.
The hyenas return to their hideout, complaining about their lack of food. It is then shown that Scar is leading them, and he deliberately led Simba and Nala to their path. He then tells the hyenas about his plan to kill Mufasa so that he will lead the Pride Lands (“Be Prepared”), and this will also mean more food for the hyenas.
The next day, Scar brings Simba by a gorge to practice his roar. After he leaves Simba alone, he gives to hyenas the signal to make their move. Suddenly, Simba looks up at the cliff to notice a WILDEBEEST STAMPEDE. He runs for it and climbs up a tree for safety. Scar finds Mufasa and Zazu, warning his brother about Simba being trapped in the gorge while telling Zazu to alert the lionesses. Mufasa runs through the herd of wildebeest to reach Simba. He brings the cub up to safety but is dragged away by the wildebeest. Mufasa then starts climbing up the hill, only to be caught by Scar, who sinks his claws into Mufasa’s paws. With a sinister look in his eyes, Scar tells Mufasa, “Long live the king”, and he smacks his brother off the cliff to his demise. Simba watches helplessly as his father falls into the stampede. He runs down and discovers Mufasa’s body, tearfully pleading with him to wake up. Scar finds Simba and says it’s all his fault that his father is dead. Fearing for the consequences, Simba asks Scar what to do, and Scar orders him to run away and never return. After Simba does so, he sends Shenzi, Kamari, and Azizi (plus an unnamed hyena) to chase after Simba and kill him. Simba outruns the hyenas to the edge of a cliff where he and the fourth hyena fall over. Shenzi orders the other two to make sure Simba is dead, but they figure to themselves that he could not have survived the fall, and they are not eager to climb down and check. Simba is seen hiding before continuing his exile.
Scar announces Mufasa’s death to the lionesses, and then says that Simba was also killed. He feigns his grief before walking up to Pride Rock to assume his new duties as king, and then brings the hyenas out. Zazu and Rafiki watch from a distance and mourn Mufasa and Simba.
Simba walks alone for miles before ending up in a desert. He collapses in exhaustion before a flock of vultures swoop in to try and eat him. They are interrupted by the meerkat-and-warthog duo Timon (Billy Eichner) and Pumbaa (Seth Rogen), who scare off the vultures before finding Simba. The two decide they should keep the cub so that when he grows into an adult lion, he will be on their side. Simba wakes up and is despondent, still blaming himself for his father’s death. Timon and Pumbaa take him in and show him how they live their lives, according to their motto, “Hakuna Matata” (It means “no worries!”). Since the other animals are friends, Simba can’t eat them and now feasts on bugs. He spends more time with Timon and Pumbaa, now growing into an adult (now played by Donald Glover).
Under Scar’s reign, the Pride Lands become devoid of sufficient food and resources, since the hyenas are bleeding everything dry. Nala (now played by Beyonce Knowles-Carter) expresses concern over how things have turned. Scar even tries to get Sarabi to be his queen, promising that she can dine with him, but she refuses. He then has the hyenas eat the rest of his kill, leaving barely scraps for the lionesses. Later that night, Nala tries to leave Pride Rock, but she is spotted by Zazu, who knows what Scar will do to her if he catches her leaving. Therefore, he creates a diversion to get Scar and the hyenas to chase him, allowing Nala to get away.
After spending a day chowing down on grubs, Simba, Timon and Pumbaa lay down to look up at the stars. As Timon and Pumbaa muse over what could be up there, Simba mentions what Mufasa once told him about the kings of the past looking down on them. Timon and Pumbaa laugh it off, which bothers Simba. He goes to be alone, and as he lays down, some fur from his mane flies off. It is blown away and goes through a few animals before it finds its way to Rafiki. He senses that Simba is still alive, and he rejoices.
Timon and Pumbaa are walking through their home while singing “The Lion Sleeps Tonight” before Nala attacks and chases after them. As they flee, Simba jumps out and pounces on Nala, but after she pins him down, he realizes who it is. Simba is excited to see his best friend again while Nala is elated that Simba is alive. The two go off together to catch up, leaving Timon and Pumbaa to realize that the two lions are becoming more than friends (“Can You Feel The Love Tonight?”). However, the happiness is short-lived once Nala tells Simba that he needs to return home due to what Scar and the hyenas have done. Still feeling guilty, he refuses to go back. Nala leaves him when he becomes too stubborn and doesn’t listen to her.
Simba wanders off alone until he is found by Rafiki. He tells Simba he knows Mufasa, and that he is alive. Simba follows Rafiki and is led to a lake. Rafiki makes Simba see his reflection, which turns into the image of Mufasa. Up in the clouds, Simba sees and hears Mufasa’s voice as his face is illuminated by lightning. Mufasa knows that Simba has forgotten who he is, and therefore has forgotten his own father. He tells him to remember that he is the one true king. Now realizing his purpose, Simba runs off to catch up with Nala, and Timon and Pumbaa follow.
The four make it to the Pride Lands and meet with Zazu, who is also happy to see Simba again. They see how bad the land looks, and why it is urgent that they stop Scar. Simba has Timon and Pumbaa be “live bait” to distract the hyenas and to let them get to Pride Rock. Simba sees Scar hurting Sarabi when she defies him again. Everyone is stunned to see Simba returning, and he goes by his mother’s side. Scar tries to turn the tables on him by making Simba admit his guilt in Mufasa’s death. Scar advances toward Simba, causing him to slip and hang over the edge of Pride Rock. Lightning strikes a nearby tree, causing a fire down below. Scar then brags to Simba over how he looks, not realizing he is openly admitting his own guilt for the lionesses to hear. He then whispers to Simba that he killed Mufasa, and Simba pounces on his murderous uncle. Scar confesses to his crime, but then sics the hyenas on the lionesses, beginning an all-out war. The lions battle the hyenas, while Timon, Pumbaa, and Rafiki all get a few good licks in.
Simba then goes after Scar, who tries to run away. When Simba confronts him, Scar blames the hyenas and says that he was planning to kill them for their supposed crime. Scar begs Simba for mercy, and Simba orders him to do the same thing he ordered him to do as a cub: run away and never return. Scar seems to agree to the terms, but instead flings hot embers in Simba’s face. The two then begin to fight, swinging claws at each other until Simba gains the upper hand and knocks Scar off the edge of the cliff. He survives and sees the hyenas coming toward him. Unfortunately for him, the hyenas heard him throw them under the bus, and they proceed to rip Scar to shreds.
The rain falls over the Pride Lands to wash away the fire. With the hyenas gone, the lionesses gather around Pride Rock. Zazu and Rafiki allow Simba his chance to ascend. He walks to the edge of Pride Rock and hears Mufasa’s voice saying, “Remember.” With that, he roars before the lionesses to become the new LION KING.
The Pride Lands return to their former glory, looking beautiful and prosperous once more. Timon and Pumbaa have moved in to be close to their friend. Simba and Nala are now king and queen, and Rafiki presents their cub Kiara to the rest of the animals, thereby continuing the circle of life.