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- Simba arrives back in the Pride Lands and finds the area destroyed.
- Nala, Timon, and Pumbaa catch up with him and pledge their allegiance to Simba's cause.
- The four of them sneak up to Pride Rock, which is full of sleeping hyenas.
- Simba persuades Timon and Pumbaa to create a diversion while he and Nala sneak into Scar's lair.
- Nala goes off to rally the lionesses while Simba looks for Scar.