As an infant not much about Beshte changes except that he is smaller.
Beshte has a stout body with thick legs, dark gray-purple toenails, and three dark spots on his back. His body color is that of a neutral gray, which becomes much paler across his chest and jawline. His inner ears are pale pink, and the area around his eyes is a lighter shade of his body color. He has a short tail. Beshte is a slightly obese hippopotamus, but still much built up. His size appears slightly abnormal for a hippo, as his father Basi has a less circular and even admitted in "Beshte and the Hippo Lanes" that he is not as strong as his son, despite being much older.
His head has a small tuft of grey-black hair which stands upright. His snout is large, with two teeth protruding out from his upper lips. His eye color is blue, with black eyebrows. The Mark of the Guard can be seen on his left leg in a grey-cream color; and when Kion retires from being leader of the Lion Guard, he receives the Mark of the Night Pride, the same colour as before, but this time on his right leg. Beshte, in animation errors, occasionally has a notch on his ear.
As a teenager, Beshte’s tuft of hair grows larger and he starts to show small whiskers, similar to his father.
Beshte has been described as a happy-go-lucky and enthusiastic hippopotamus. He is the most genial character in the group and is very kind, friendly, encouraging, and outgoing. He speaks with a surprisingly soft demeanor despite his size and is happy to be part of the Lion Guard. When trouble is afoot, he shows tremendous strength and courage and does not hesitate to charge enemies.
He is a bit scatterbrained, and sometimes forgets things mid-conversation. It doesn't take much for him to get quite temperamental and emotional, and he is easily moved by touching moments. He is noted to be extremely authoritative, trustworthy, and reliable in the sense that he doesn't make things up, and knows that he can count on the other members of the Lion Guard.  Beshte is the conversational and understanding animal in the Pride Lands. He is very laid - back, as it takes a lot to upset him. However, he is also quite sensitive to having his feelings hurt, as seen in "The Imaginary Okapi". Beshte is also very sympathetic and demonstrative towards the fears, worries, or troubles of others. 
Like Kion, Beshte despairs at the thought of letting his father down. Beshte is also the perfect example of someone who is your friend for life, but also someone who is there to keep bullies away. 
Prior to the Lion Guard
When Beshte was little he worked together with his young friends Kion, Bunga and Fuli to rescue an egg that was being taken by little Janja, Cheezi and Chungu. After the little hyenas were chased off the egg hatched revealing that they rescued baby Ono.
Beshte first appears at the Floodplains, where he is with all the other hippos. Suddenly, Kion and Bunga leap onto his back while their are running across the Pridelands playing Baobab Ball. Beshte does not mind that they on top of him, as he smiles up at them before they leave.
Later, when Kion is assembling the new Lion Guard, he chooses Beshte for his strength after watching him push a large boulder to the side to create a waterslide for his fellow hippos. Beshte joins Fuli, Ono, and Bunga and watches as Kion attempts to show them the Roar of the Elders.When Kion is only able to produce a small squeak, Beshte comments that it "didn't sound like a roar". Kion's father, Simba, soon arrives and sees that his son has not chosen a group of lions for the Guard. He scolds Kion in front of Beshte and the others, and Kion leaves to do some soul-searching. Bunga begins to follow, but Beshte tells him that Kion wants to be alone.
Later, when hyenas are attacking the gazelles, Beshte watches with Fuli and Ono. He is confused as to why the hyenas are continuing the attack, seeing as they have already taken down enough gazelles to feed them all. Kion and Bunga arrive, and Kion explains it is up to Lion Guard is going to stop the hyenas.
Beshte is doubtful, remembering what Simba said, but Kion reminds him of their talents, and Beshte agrees. Kion comes up with a plan to take down the hyenas, and Beshte and the others prove willing to join the Guard. Kion places his paw on each of their shoulders, marking them with the Mark of the Guard. Beshte then proceeds to use his strength to knock over the hyenas, whilst Ono takes down Mzingo and the others help tackle the hyenas with Beshte. In the end, Janja taunts Kion, which causes him to use the Roar of the Elders to frighten him and the other hyenas away as Beshte, Bunga, Fuli, and Ono watch in awe.
When the group makes their way back to Simba, he sees that his son made the right decisions, and welcomes the new Lion Guard.
After the Lion Guard stops Janja and his minions from causing trouble, Kion ends up falling into the river after briefly pursuing them. Bunga tries to dive after his friend, but the current is too strong, and Beshte jumps in to pull him out. Kion manages to climb to safety on the shore of the Outlands. After speaking over the river, Beshte and the rest of the Lion Guard then agree to meet him at Flat Ridge Rock, trusting that Bunga knows where it is as he claims to.
When Bunga admits that he doesn't really know where the rock is, the Guard tries asking some animals for direction. Beshte approaches a rhinoceros named Mbeya to ask him, explaining to the other members of the Guard that Mbeya knows the Pride Lands "like the back of his horn". However, after Beshte begins the conversation, the Lion Guard becomes impatient and requests that Beshte wraps it up. After doing so, Beshte recalls that he never did ask Mbeya for directions, and quickly goes back to ask him.
After following Mbeya's direction and traveling through the Pride Lands, the Lion Guard finally locates Flat Ridge Rock. Upon discovering Kion is not yet there, they go down into the Outlands where they encounter their leader, who is accompanied by a hyena named Jasiri. Though Fuli behaves quite hostilely at first, Kion explains that Jasiri is a friend. Beshte says that any friend of Kion's is a friend of his, and the Lion Guard leaves the Outlands reunited with Kion.
Beshte, along with the rest of the Lion Guard rescue a Pim from a thorn bush. When Ushari eats it, Bunga saves him and throws Ushari away. To avoid being hit by him, Beshte moves to the side, but falls in a dirty lake and becomes sticky and dirty.
He goes back home to the Big Springs. Beshte explains that the fish in his home eat the muck and dirt off the Hippos, including the food stuck in his teeth. His father, Basi, also mentions that when there are too many fish in the lake, the crocodiles come along and eat the fish, completing the Circle of Life. Bunga dives in, but the fish are repelled by his scent.
Pua then arrives, and asks Basi if the fish are ready. Basi explains that whilst there are more than last time, there are still not enough for him and his float. He invites them to return next week, and Pua agrees. One crocodile, however, is not happy when Pua tells them to move on for the day. Makuu feels that Pua is weak for not ignoring the hippos words, and challenges him to a Mashindano. When Beshte asks his father what it is, Basi explains that it is a fight which will determine the leader of the crocodiles. Pua accepts, and the event is set. Later in the day, Beshte then attends the Mashindano, and witnesses Pua's defeat.
In The Lair of the Lion Guard, Beshte and the rest of the Guard are relaxing. Kiara suddenly appears with a worried expression on her face. After Beshte asks her what's wrong, she explains that Zazu has just informed her that a herd of giraffes has moved into the baboons' forest, and Simba is out hunting with Nala. With no one else to turn to, the Lion Guard quickly leap into action, with Ono scouting out the areas.
He soon reveals that all of the animals have shifted their homes (including Beshte's pod, with the apparent root of the problem being the crocodiles now living in Big Springs. Kiara then realizes that when the crocodiles pushed the hippos out, they, in turn, caused the other animals to move about.
Beshte and the rest of the Lion Guard make their way over to speak with Makuu, who, after being told to leave, refuses, stating that they were there to stay unless Kion wanted to fight. Although the rest of the Lion Guard is up for a fight, Kion refuses, stating that not everything needs to be settled with a fight. Although Makuu's taunts almost cause Kion to lose it, he regains control and walks away, reminding his friends that his roar could easily kill all the fish there anyway. Kion suddenly gains an idea, and the crew finds Pua.
Kion asks Pua to challenge Makuu to another Mashindano, though Pua refuses, telling him that sometimes you have to accept that you have been beaten, even if you don't like it. He gives Kion the advice to just back down, telling him that Makuu is still young and can learn. The Guard refuse to back down and decide to return to Pride Rock for advice from Kion's father.
When they return, Kiara informs them that they're still out. In the meantime, the baboons have taken over Pride Rock, and Kiara's not sure what to do. Kion tells everyone to go back to the lair, and that he needs time to think. Beshte hopes he comes up with something soon, as a set of baboons have attached themselves to his body, playing around.
Kion returns to the lair and tells everyone that if Makuu wants a fight, then he needs to know that the Lion Guard can bring him one. Beshte mentions that the Grove of Trees near the Big Springs has no one living there and that he could use it there. Kion sends Bunga, Ono, and Fuli off to check the area is still free from animals, whilst he and Beshte approach Makuu.
Kion and Beshte have approach Makuu and start a conversation. Fuli, Ono and Bunga clear the way, and signal Beshte for the all clear.
Beshte confirms he's good to go, and Kion warns Makuu one more time, before using the Roar of the Elders on the trees to blast away all the leaves. Stunned, Makuu agrees that it's time to move on, and leaves Big Springs. The Guard later watch as everyone returns to their natural habitats. They laugh as Bunga's new hyrax friend has become attached to him.
The Lion Guard are out in a storm, trying to save some baboons in a tree that is gradually breaking. They don't wish to come down since they're dry in the tree, but Beshte is struggling to keep the tree from tumbling down the nearby cliff edge. Kion has an idea, and Bunga leaps onto the tree and farts in their general direction. Most of the baboons then retreat back down, and Bunga drags the final baboon down to the ground, just as Beshte's strength gives in and the tree falls over the cliff.
With the storm subsided, the Lion Guard decide to rest nearby. Kion leaves the group briefly to seek advice from his grandfather. When Kion returns to the Guard, he sees a large stream of water heading straight for them. He wakes them up, and asks Ono to check out what's going on. He informs him that Lake Kaziwa is too full, causing a leak which is getting worse. Bunga has the idea of blocking the water with rocks.
Other animals arrive and compliment Bunga on his good idea. The Guard have their doubts, but Rafiki overhears this nearby, and mentions that honey badgers are the smartest animals, before his baobab fall from his hands. Bunga becomes excited and runs off to tell his uncles, with Beshte and the Lion Guard chasing after him.
Shortly after chasing him, they realise that they forgot the turtles. They turn them the right way up, and whilst Ono leaves to search for Bunga, Beshte, Fuli and Kion rush off to help the Porcupine Brothers. They push their log over to release the water contained within, with Beshte commenting on how cosy it must be in their log. The trio then set off to help Ushari and the other cobras. Unfortunately, only Bunga is small enough to get in the hole. Just then, Ono flies over, telling the gang to get to Hakuna Matata Falls.
When they arrive, many animals have gathered together. Timon and Pumbaa explain that Bunga is giving out advice. Some animals start asking for help, and Bunga proceeds to give them terrible advice. Timon and Pumbaa quickly tell everyone to get back in line, refusing anymore freebies. An animal gives Timon a bug, and he's ready to let him in, until the Lion Guard tell him that they need to speak with Bunga. Annoyed, Timon allows them access, although Beshte is too big to fit through and instead waits outside.
After the Lion Guard have spoken with Bunga, they roam the Pride Lands. They see an ostrich with her head stuck in the ground, and help her out. They ask what she's doing, and she informs them that she's following Bunga's advice. Ono then sees some Brushbacks eating some pink flowers, and Beshte rushes over to destroy them. Once again, it turns out that they were following advice from Bunga. They then hear a distress call, and find an oryx trapped near a cliff. After rescuing him, it again turns out to be Bunga's bad advice, having told him the quickest way to the other side was to jump down
Just then, a herd of animals singing 'Make way for Bunga the Wise' grabs their attention. They run over to find out that Bunga is taking his advice all over the Pride Lands. As they're talking, the temporary dam bursts and the animals run. Kion tells the Lion Guard to follow him, as he rushes to save some nearby animals. At a junction point, Ono accidentally leads them down the path to a dead. The other animals look to Bunga for advice, but he confesses that Kion knows best. Kion tells everyone to get behind him, and performs the Roar of the Elders, which pushes the water back and out the other way, with rocks falling down to secure their safety.
Shortly after, the animals and the Lion Guard are finally able to relax, near a waterfall that was created when Kion used his roar. Beshte is seen standing in the water with Ono perched atop his back.
Beshte is first seen with the Lion Guard, waiting for Ono to arrive for morning to patrol. To the Guard's surprise, Ono flies straight over them, heading for Pride Rock. They go to investigate and discover that Ono is going to give Kiara the morning report, much to Kion's irritation.
Once Ono finishes his report, Kiara becomes concerned that the eland herd said to be moving along a path where several new beehives are being constructed will be stung by the bees. She sends the Lion Guard to move the eland herd. Kion, however, chooses to move the bees. This plan backfires, and the Lion Guard winds up desperately trying to outrun the bees. As a result, they crash right into the eland herd. After the Lion Guard returns, stung and tired, to explain to Kiara what happened, she becomes irritated at her brother. She asks what became of the eland herd, and Beshte says he didn't think the elands liked them due to the fact that some were unwilling to listen to the Guard.
Later, Kiara is led into a trap by Janja and Mzingo. Kion quickly informs the Lion Guard, and they rush to try and save her. Kion arrives first, but Janja doesn't back down until Beshte and the rest of the Guard charge into the Outlands as well, Beshte calling out his catchphrase. Janja quickly flees, and the Lion Guard is victorious.
The Lion Guard is out in the middle of a wildebeest stampede, trying to locate Janja and the hyenas. Ono is scouting above and soon locates Cheezi and Chungu about to prey on a young wildebeest. He calls for Bunga and Beshte to sort out the problem, to which they do by charging at the hyenas. After Kion has taken care of Janja, Beshte watches as Ono is ordered to check that the hyenas actually leave the Pride Lands, and witnesses the egret fall.
Beshte carries Ono on his back to the Lair of the Lion Guard. He softly places Ono on a table, as Rafiki starts to patch Ono up. Beshte and the Guard soon notice the wonderful paintings on the wall, and the baboon explains that he paints all of the previous Lion Guards and their tales, and that he now has to paint in the new Lion Guard. However, after a remark is made, Ono rushes out, with Beshte and the Guard rushing to catch up.
Ono shoots through the sky, and despite the Lion Guard's protest, he is adamant that he can fly (and see) just fine. He views the setting beneath him but misses the sight of an impending vulture, whom he crashes into. The Guard show concern for their friend and Ono finally agrees to rest up for now.
Back in the Lair, Beshte comes charging through, disturbing Rafiki's meditating. Beshte explains that his friend Kulu's cousin overheard a buffalo talking about something his sister saw earlier in the day at the canyon near Chakula Plains. When asked what it was, he at first forgets, before telling them that she saw Janja and the hyenas at the edge, overlooking the plains. Kion knows Janja is up to something, and Beshte reminds him that the zebra herds are grazing there. Kion then orders the Lion Guard out, leaving Ono behind, much to his upset.
The Guard finally arrive at the canyon, and, as they pass, the hyenas push the large stack of rocks in their path. The Guard are about to turn around and return to take the longer path, but Janja pushes a bigger rock nearby, which causes a minor landslide to block the other way. Beshte manages to hold up a steep rock, which the rest of the Guard hide under. Janja starts to taunt the Guard. Janja, Cheezi and Chungu then leave to cause mayhem with the zebra. With Kion unable to use the roar for safety reasons, Beshte chimes in, stating that he can probably move the rocks. He attempts to, but more rocks fall down and almost hit him. Ono then arrives, and Kion has an idea. He tells Ono to get the zebras to move out of the way, so that he can blast the rocks away.
Ono soon arrives and gives Kion the all-clear. As always, he tells his friends to get behind them, before using the Roar of the Elders to blast the rocks away. The rocks initially land on the hyenas, before they get swept away themselves. With the zebra safely away, Janja makes a retreat with Cheezi and Chungu, and the Guard are happy to have Ono back.
Meanwhile, Rafiki has finally finished his portrait. The Lion Guard watch as the pictures re-assemble together to form a pyramid-like structure. Rafiki closes by saying that this Lion Guard is better off together.
Zazu is conducting a test run of the event song for Kupatana, with Basi aboard as one of the singers. Nearby, Simba compliments Beshte's father on his performance, to which Beshte is appreciative of. The Lion Guard are excited for the upcoming Kupatana. An animal cries and Ono flies up and sees a jackal pup in the Outlands being chased by Janja's Clan. Kion wishes they could help the Outlands too, though his father reminds him that Kupatana extends past the Pride Lands. With that in mind, Kion calls for his team, and together, they rush to the pup's aid.
After Kion has pinned Janja down, Beshte looks down from above, waiting on standby in case he is needed. Much to all of their surprise, Janja allows them to take the pup off his hands. The Lion Guard is confused, but the jackal pup, who reveals his name to be Dogo, is excited about being rescued. When questioned over his family, he claims to be alone, and asks if he can return to the Pride Lands with them, where he would be safe. They let him stay on a hillside, whilst they finish their morning patrol.
Having completed the morning patrol, Beshte and Bunga are strolling through the Pride Lands, greeting Ma Tembo and Mbuni as they pass. They also greet Dogo, who has fallen asleep in front of Muhanga's den, though soon realise that he can't stay there. Beshte wakes Dogo up, and informs him of the situation. Dogo happily runs off, though as Beshte and Bunga continue under the belief that he just got lost by mistake, they become shocked to see him in front of another den. Once again, they wake up 'Dogo' and the jackal pup scatters off. Continuing again, they find another jackal pup whom they also awaken, though suddenly a whole bunch of jackal pups pop up from everywhere. Suddenly, Muhanga and her mate Muhangus return to their den, angry at the jackal invasion. Beshte and Bunga try to keep the situation under control, but soon find themselves calling out for Kion's assistance.
The three rush back to Beshte and Bunga and, upon noticing the jackal pups, Kion asks where Dogo is. Reirei then makes herself known, and introduces herself and Goigoi to the Lion Guard as his parents. After Dogo points out that that he only claimed to be alone and that Reirei was only being a good mother by following him, Ono flies up after hearing a cry for help and sees Mbeya stuck in a mud pit in Lake Matope. Beshte points out that they need to move, and Kion agrees. Beshte and the Guard leave to rescue Mbeya. After saving the rhino, the Lion Guard are filthy. A cry emerges in the distance, and the Guard return to see the other animals infuriated by Reirei and her family. Reirei claims it to be a misunderstanding, asking for another chance. Kion agrees, and he leads the Guard away to clean up.
Beshte is present at the Kupatana event with the other animals. Shortly after Simba's speech, Reirei and her family attack. Kion calls the Guard together after asking the other animals to help them with the problem. Ono soon calls for Beshte, where the jackal pups are around the giraffes. As the pups run into him, Beshte uses his snout to catapult them in a neat pile, whilst the other animals glare down at them. Beshte watches as the jackal family are ultimately sent back to the Outlands, and he and the other animals begin to feast on the baobab fruit.
The Lion Guard are rounding up some Buffaloes to dry ground. One of them becomes stuck in the mud, and Kion calls for Beshte and Bunga to sort it out. They do so, though the force of Beshte's push causes Bunga to fall far back and land in a bush. He leaps out after being bitten by something, and when the Lion Guard regroup, they discover it to be Ushari. Beshte questions why the cobra bit Bunga, to which Ushari replies that it was because he landed on his head. When Bunga offers them his behind for them to suck the poison out, they decide to try Rafiki instead.
When they arrive at Rafiki's Tree, Rafiki explains that Bunga is immune to snake poison. Timon and Pumbaa wish to celebrate and invite Fuli back with them for a feast since she was the only one who hunted alone. Beshte and the rest of the Guard question their friendship with Fuli and decide to invite her along whenever she is alone.
Later in the day, Beshte sees Fuli alone and calls over to her, startling the gazelle that she was hunting. He invites her back to his pod, and Fuli reluctantly agrees. She is hesitant to enter the water, though Beshte accidentally knocks a stone and she falls in. Another hippo raises her to the surface, though to Beshte's disappointment, Fuli still is uninterested in spending time with him. She runs off, telling him they'll do it another time.
Later still, Kion asks if anyone has seen Fuli. They all realise that Fuli is a loner, and that they're being better friends leaving her to her own devices. They decide to let her know this, and go searching for her. Ono eventually sees her and Bunga floating down the lava river, and tells them to hurry. Kion, Ono and Beshte arrive just in time as Beshte knocks over a dead tree for them to land on. The Lion Guard escape back to the Pride Lands.
Safe and sound, they decide to cool off at the Watering Hole, but Kion remembers that Fuli likes to be alone and that it's okay if she'd rather not. Fuli explains that whilst she likes to be alone while hunting, she does, in fact, enjoy hanging out with them and that she considers them her family. Beshte is moved by her words, and she allows them all to cuddle with her.
Ono scouts out a herd of buffalo and reports back to Beshte and the other members of the Guard. Beshte wonders aloud why the buffalo herd wandered so far from their usual grazing ground, but Bunga dismisses these worries. However, Ono soon realizes that the buffalo are standing on top of a geyser, and proceeds to explain what a geyser is. Beshte doubts Ono's words, but there is a sudden rumbling from the ground. Bunga mistakes this sound as Beshte's stomach, and Beshte replies that he doesn't think his stomach is the source. Ono says that the geyser is about to blow, and the Guard rushes into action. Fuli dashes ahead, quickly rounding up the buffalo, impressing Beshte and the others. They soon hear another cry for help from Ndefu Grove. Fuli once again races to the rescue, saving a trio of galagos that were about to fall out of a tree. Beshte compliments her, and they continue on their way.
As they walk, Bunga notices the amount of water that has collected by Mapema Rock. This excites him, and Beshte becomes rather eager to, but realizes that he does not know why. Bunga explains that it's the peak of the rainy season, and therefore time for the Utamu. In the middle of his explanation, he is interrupted by another cry for help, this time from a serval who had attempted to jump over Big Ravine. Fuli dashes off and saves the serval on her own. Beshte and the others go around the ravine, and Kion confronts Fuli, insisting that she rests. Fuli eventually concedes, and Beshte, Ono, and Kion decide to join Bunga on his search for the Utamu.
While looking for the Utamu, Bunga suddenly stops, causing Beshte to bump into him. He apologizes to Bunga, who soon decides that they need to follow the dung to find the Utamu, explaining that the dung beetles always lead to the grubs. Beshte bends down to greet the dung beetles, and they begin to slowly follow them. Beshte later asks Bunga what's so important about the Utamu, and Bunga tells him that the Utamu grubs were what led him to meet Timon and Pumbaa, something that Beshte reveals that he had always wondered. Bunga explains how he came to meet his uncles when he was young, and Beshte is touched by the beauty of the story. However, they soon discover that the dung beetles had left during the story, causing Beshte to wonder how they will find the Utamu.
Bunga sights the tree that he had been searching for and runs off to get the Utamu. He begins the climb the tree, but it is rotten and brittle, and Beshte steadies the trunk to help. They soon need to leave, however, due to Ono spotting Mzingo and his vultures circling. Bunga tries to get the Utamu before leaving but winds up falling from the tree. Ono pushes him safely onto Beshte's back, and Beshte makes sure that Bunga is okay.
When the Lion Guard goes to see what the vultures are up to, they discover that they are attacking Fuli. Beshte knocks a pair of vultures away from his friend, and the committee takes to the air, where they are blown away by Kion's roar. Fuli thanks them, but notices that Bunga looks disappointed, and asks what's wrong. Bunga explains that he failed to find the Utamu, but Beshte and Fuli assure him that Timon and Pumbaa won't mind.
The group heads over to Hakuna Matata Falls, where Bunga confesses to his uncles as the others watch. Timon and Pumbaa tell Bunga the real reason the celebrate Utamu, and Beshte quietly comments "That's nice". He watches as Bunga, Timon, and Pumbaa shares a hug and eat the Utamu.
Beshte and the Guard head over to a group of animals who claim to have heard a warning about a hyena attack. However, it soon becomes apparent that this was nothing more than some young children playing 'Lion Guard'. One of these animals, an elephant named Mtoto, takes a huge interest in Beshte, as the rest of the group explain that he always takes his role. Mtoto approaches Beshte and, after a brief staredown, Beshte asks if he has any questions. Mtoto then starts throwing a barrage of questions towards the hippo, who isn't so sure that he really is Mtoto's 'hero' just yet. Mtoto asks them to join in their game of Lion Guard, to which Kambuni, Shauku, Gumba and Kwato become excited at. However, Kion politely declines, and he and the Guard walk away to do some training, much to the baby animals' disappointment. However, Mtoto wishes to hang out with Beshte, and he invites him to watch them train.
The two converse a little along the way, with Mtoto, become increasingly excited. Beshte becomes embarrassed as Mtoto reveals that the only reason he likes the Lion Guard so much is because of him, though their conversation is soon halted as they catch up to the rest of the Guard, where Kion is briefing his team. Beshte arrives with Mtoto, and Kion explains that they were just about to run an obstacle course. Mtoto asks if he can join in and Kion agrees, telling Beshte to stay close to him.
The first obstacle is the boulder course. The Guard all make it up the boulders, though Mtoto flops down on the first one. Beshte admits that he usually walks around them instead. The next course is to cross the water. Mtoto trips and fails, so Kion decides to try something different - a stealth course, where everyone is to sneak up on him without him noticing. Mtoto is confident that Beshte can do it, though the hippo has his doubts. As the others rush ahead, Beshte and Mtoto take it slow, until Mtoto sees a dirt path leading up a hill. Beshte doesn't hear his call, and the young elephant runs off towards it. Beshte soon realises he's gone and calls for the Lion Guard to help find him. Mtoto calls from the top of the hill, but trips again and falls down, landing on Bunga. Kion is glad that he's okay, but suggests that it's time for him to go home. Disappointedly, Mtoto understands and Beshte walks him home. On the way, Mtoto expresses his disappointment. Beshte hopes that by telling him to find the "Hero Inside", Mtoto will someday be a real member of the Guard. Beshte leaves him with his friends.
As the Guard continue training and the youngsters continue playing, Beshte speaks with a few animals who have concerns about the hyenas. Thurston in particular is worried, since zebras taste the best of all the animals. Beshte reassures him that the Lion Guard will take care of them. Soon, Mtoto's friends find Beshte, and promise that it's an emergency. They explain that Mtoto is being chased by the hyenas, and Beshte swiftly moves into a nearby lake, vanishing underwater. This, however, means that Ono misses Beshte, and reports to Kion that Beshte is not in sight. Kion knows that something is up, and they set off to find him.
The hyenas corner Mtoto near a lake, though Beshte arrives just in time. With Mtoto unable to swim, Beshte offers him a ride. The hyenas chase after them from the sides. Mtoto notices the hyenas passing them, and Beshte orders him to duck, as they pass underneath, causing Janja and Cheezi to knock heads. With Chungu in the way, Beshte bites onto a branch and knocks the remaining hyena away. However, despite being in easier water, he soon witnesses the crocodile float. Shortly after Ono sees them, Beshte and Mtoto go under using their 'stealth mode'. The crocodiles soon chase after them, but under Beshte's suggestion, Mtoto uses his trunk to suck up water and blast the crocodiles.
The hyenas soon return, dead ahead of them. Just in time, Kion arrives with the Guard, and they knock the hyenas into the water. Beshte and Mtoto get on the dry ground, glad to see them. Soon, the crocodiles chase after the hyenas, causing everyone to laugh. Back with Mtoto's friends, the young elephant tells them the tale of what happened. Happy with their work, Kion presents the youngsters with a special Mark of the Lion Guard. After receiving his, Mtoto moves over and once again calls Beshte his hero, and Beshte calls Mtoto his.
Beshte and the rest of the Guard are approached by a jerboa, a hare, and Muhangus the aardvark. Beshte listens, concerned, as the three animals report that Janja, Goigoi, and Makuu are nearby. Kion instructs Beshte and Bunga to go after Makuu, and Beshte nods. The jerboa leads him and Bunga to the place where she saw Makuu, but when Beshte and Bunga jump through the tall grass, there is nobody there. Confused, Beshte calls out a greeting, followed by Makuu's name. Bunga suggests that perhaps Makuu heard them and fled, and Beshte replies that he is gone, anyway. Hearing the jerboa cry, "Oh, no!", they go back and find that her lunch is gone. They all run back to Kion, and Beshte informs him that they did not find Makuu. The other Guard members announce that they had found no tracks, and Beshte asks Bunga if they had seen any. Bunga confirms that they did not, and the Guard discusses the situation.
They are interrupted by the sound of laughter, and Janja's voice saying, "We got you now!" Beshte lifts his ear, listening, and declares that it sounds like Janja. Fuli leads the way towards the source of the sound, but instead of Janja, the Guard discovers Tamaa the drongo. Beshte tells Tamaa that Janja had sounded close, and Tamaa agrees and gestures with his wing. The Guard runs in the direction that Tamaa had pointed to, and Beshte mentions that it is a good thing Tamaa actually saw where the hyenas went. However, the Guard is stopped by Ono, who claims to have figured it out. They turn around and go back to Tamaa.
Tamaa confesses to having mimicked Makuu, Janja, and Goigoi, but he asks what is the harm in his performance. Beshte angrily answers that he did it to steal their food, which Tamaa denies. He sings the song Bird of a Thousand Voices, at one point perching on Beshte's head. When he finishes singing and bows, Beshte exclaims, "Poa!". Kion tells Tamaa that what he is doing upsets the Circle of Life and Tamaa acts guilty. Beshte sympathizes, and Tamaa's expression turns devious.
The Guard finds out that the hyenas are chasing an impala herd, and leave Tamaa in order to help the impalas. Beshte uses his rear end to stop the hyenas, and they run away. Fuli notes that it was a close call, and Beshte agrees. He comments that they were so busy looking for fake crocodiles, jackals, and hyenas that they almost missed the real hyenas.
Beshte and the Guard arrive at the canyon with the hyenas, impalas, and Tamaa The Guard later finds out that Tamaa was imitating Kion, and telling the impalas to go to the Outlands. Beshte queries why Tamaa would do that and Fuli responds that it sounds more like Janja to do that. They realize that Janja had forced Tamaa into it, and they all go to the Outlands. They rescue the impalas and Tamaa before returning to the safety of the Pride Lands.
The Guard find a gazelle whose foot is stuck under a rock. Kion asks Beshte to move the rock, which in turn allows Bunga to get the foot out. Beshte watches as Bunga and the gazelle nearly falls off the cliff and immediately begins to worry about his friends, though is relieved when they turn out to be fine after Kion's quick thinking. He listens to Ono warning them of an incoming storm, though it breaks out shortly after he has spoken.
Beshte follows the Guard back to the Lair, leaping into the watering hole and splashing Fuli by accident. However, soon Ono arrives with news that the zebras are rampaging, and he leaves with the Guard to investigate. Soon after he reaches the zebras, he talks with Bunga who has fears that the zebras will get hurt by a falling rock. He helps Bunga up so that the honey badger can leap onto the zebra herd, watching as the rock indeed falls off. After the herd has been calmed down, Beshte questions Bunga on how he knew, and Bunga leads him back to the Lair.
Back in the Lair, Bunga grabs Rafiki's staff and shows Beshte the paintings, which move once the staff has been placed on them. He shows them the painting where the zebras run towards the rock which falls from the structure they saw earlier, and Beshte is amazed. Beshte soon locates a painting that looks remarkably like Kion in a tree, and Bunga uses the staff again. The painting of the lion begins to fall down, and Bunga stops it in fear. Beshte and Bunga decide to keep Kion away from trees, worried that he'll fall off one as shown in the painting.
They try to explain their concern to Kion at Pride Rock, but Kion rejects the idea. Ono arrives once again, detailing a hyena attack on the zebra herd. The Guard rush out to the zebra's grounds, and the Guard are put in charge of Cheezi and Chungu whilst Kion takes down Janja. Beshte blocks the two hyenas with his side, and joins Kion, who has just been 'saved' by Bunga from falling off a tree. Bunga thinks that's the end of it, though Beshte is dubious, concerned that it may not have been the correct tree. Ono returns again to declare three zebras that have run to Maji Baridi Falls. Beshte and Bunga are worried, though hope that there aren't any trees.
They are horrified to see many trees. Soon, Fuli questions their strange behavior, and the pair explain everything. Bunga further explains that Kion won't believe them, and Beshte warns them that Kion is near a tree. Fuli rushes ahead to save Kion, though Bunga and Beshte trip and wind up falling nearby, which irritates Kion a little. Ono reports that he knows a shortcut to the Falls, but in an attempt to divert him from the trees, Bunga announces that he knows a shorter shortcut which the Guard take instead.
The Guard finds out that The shortcut turns out to be not so short, and Ono questions their behavior. Bunga, Fuli, and Beshte explain, and Ono agrees to be on the lookout. They see Kion near a tree and all rush to save him, which once again angers Kion as they all end up throwing Kion off and landing in a heap by mistake. As Beshte moves off Fuli, he accidentally knocks a boulder off, which sends the zebras panicking into the water.
The Guard finds out that Beshte and the Guard are worried about Kion as he plans to perform the Roar of the Elders over a tree branch, but let him do so. The zebras are saved, and Thurston lands directly on top of Beshte. The Guard return to see Kion on his way back, though he trips and almost falls down. Beshte is horrified, though relieved to see that Kion is just fine.
Back at the Lair, Rafiki explains Bunga had been looking at the paintings wrong. Beshte listens as it is explained that the painting of Kion is in fact of Nala's Father, who fell off a tree when he was younger and was saved by the Lion Guard. In the end, Bunga is made to clean up, whilst Beshte, Rafiki, and the Guard share a heartfelt laugh together at Bunga's expense.
Ono joins Beshte and the rest of the Guard bearing news. When Beshte asks what the problem is, Ono explains that there's is trouble with the zebras and the gazelles, as they're fighting each other. Beshte contradicts him, pointing out that zebras and gazelles don't fight. However, when Ono leads them to the herds, the Guard sees that they are indeed battling each other. Beshte realizes that he knows the herds, explaining to the Guard that the gazelles follow Swala and the zebras Muhimu, but that the two leaders are friends.
Kion decides to go the middle of the fighting, where Muhimu are Swala are, but the zebras are clustered tightly together. Beshte plows through them, clearing a path for Kion, Fuli, and Bunga. Kion stops the fight, and Muhimu and Swala reveal that they are fighting over the grazing grounds. Beshte points out that they're in the Pride Lands, asking if they can't just share. Ono, however, reports that there is hardly any grass left at all, and Beshte understands that the herds aren't truly mad at each other, they're simply hungry. To solve the problem, Kion goes to ask his father where a place with enough grass can be found.
Later, Kion announces to the herds that the Guard will be leading them to Mbali fields. Muhimu calls out that she trusts him, and Beshte and the others cheer in agreement. The migration begins, and Beshte carries a young gazelle on his back for a short time during the song Trail to Hope. As the herds and the Guard stand at the edge of a steep slope, Muhimu spots Mbali Fields from a distance, and the sight of all that grass sends her racing forward, causing a stampede. Beshte and the Guard follow the herd, but the Pride Landers are stopped by a falling rock, which blocks their way. Beshte, Kion, Fuli, and Ono step forward and examine the boulder. Realizing that they'll have to go around the rock, Ono flies up and searches for another route. He descends and reports that he found one, which pleases Beshte, but Ono adds that it's through the Outlands. Just then, it begins to rain.
Soon, a flash flood rushes through the canyon. Beshte dives into the water and rescues a pair of panicky zebras, lifting them onto his back and pushing them onto the shore. Once the animals are all safe, Kion instructs Beshte, Fuli, and Ono to watch the herds, telling them that he'll be back. After he leaves, Beshte wonders aloud if he'll be okay. Kion returns, his determination renewed, and the Guard begins to lead the herds through the Outlands. However, Muhimu begins to give birth. Beshte is excited, and points out that a baby zebra is going to be very cute. Fuli, however, reminds him that there are predators everywhere in the Outlands, but Ono reports that Muhimu is nevertheless having her baby right then. Beshte says that they'll have to stay with her until she's had it, but Kion tells Beshte, Ono, and Fuli to take the herds to the new grazing grounds.
At Mbali Fields, once all of the Pride Landers have arrived safely, the Guard comments on the success of the migration, and Beshte remarks that they even added a member as he looks at Muhimu's Son. Beshte welcomes the young zebra to the Circle of Life and shares a laugh with the rest of the Guard as Bunga plays with the baby zebra.
Beshte and the Guard are helping out some antelopes that are stuck in the mud. Beshte pushes one out safely, but as Kion and Fuli are helping out another, they hear a loud crash. Ono reports that Simba appears to have fallen into a sinkhole, and Kion follows Ono to go check it out. Bunga hastens the remaining antelope to move, and Beshte assures his friend that he knows what to do before pushing the antelope out of the mud. Bunga thanks him, and the trio rushes away to help Kion. Upon reaching the sinkhole, Bunga dives in. Beshte calls out his friend's nickname in fear, but thankfully, Bunga is unharmed. As the Guard tries to help Simba, Beshte steps forward, asking how deep the sinkhole is. This causes the cliff that everyone is standing on to crumble, and they are forced to flee from the edge. Kion orders them to stay away from the edge, and his mother agrees. Kion declares that it's bad enough that Simba and Bunga are stuck in the sinkhole, and Beshte points out that in the least, they have each other. The group hears another crash from the sinkhole, and Beshte once again cries out his nickname for Bunga before approaching the edge of the sinkhole. Simba reveals that they're both fine, and that Bunga had attempted and failed to climb out. Kion gets an idea and leads Beshte and the Guard away to find a tree. Beshte pushes the tree from the back as they return, planning to push it into the sinkhole so that Bunga and Simba can climb free. Simba announces that he and Bunga are ready, and Beshte calls out his catchphrase before shoving the log into the sinkhole. It crashes down, and Beshte runs over, asking if he hurt anybody. Thankfully, Simba and Bunga are fine, but the plan failed. However, Bunga finds a tunnel, and he and Simba enter, planning to meet the Guard in a series of caverns. Beshte objects, pointing out that hippos aren't exactly experts when it comes to tunnels, and Kion decides to seek out Timon's help. In the caverns, Timon and Pumbaa both prove to be very upset and Simba and Bunga's situation, and they believe themselves to be lost in the caverns as well. Ono remarks that they aren't exactly inspiring confidence, and Beshte reminds him that they're just worried about Simba and Bunga. As the group moves through the caves, they hear the sound of Simba and Bunga's voices. Beshte and the others run forward, only to find that a gorge lies between themselves and Simba and Bunga. Beshte watches in surprise as Bunga rides on top of Simba as the king leaps the gorge. He quotes his father in saying that if you live long enough, you'll see everything. Beshte and the others reunite with Nala and Kiara, who had been watching the elephant's rainy season concert. He sings "Hakuna Matata" with the rest of the Guard and the royal family.
In a game of hide-and-seek, Kion tells Beshte that he can come out of his hiding place; a pile of rocks. Beshte chuckles and remarks that his hiding place was good, and Ono notes that for someone of his size, he's a surprisingly good hider. Beshte thanks his friend, and it's now Fuli's turn to count. Beshte trots to a pile a bushes and dives into them, which proves to be sufficient enough, as Fuli walks by without noticing him, causing Beshte to giggle. A voice sounds behind him, and he cries out, leaping back and asking who's there. Ajabu reveals himself, informing Beshte that the hippo was standing on his hoof, and Beshte apologizes. Realizing that they haven't met before, Beshte cheerfully introduces himself, and Ajabu tells his name as well. Beshte cordially invites Ajabu out, remarking that he won't bite.
Once Ajabu steps out, Beshte notes that he hasn't met anyone who looks like him, despite having met practically everyone in the Pride Lands. He believes Ajabu when the strange animal explains that he's not from around, and Beshte believes it. He tries to guess what Ajabu is, and Ajabu reveals that he's an okapi, an animal that Beshte has never met before. He asks why Ajabu was hiding in the bushes, and Ajabu states that hiding is what he does. Beshte asks why, and Ajabu tells him that it's the smartest thing for an okapi to do. He gasps suddenly, and Beshte looks around to see Twiga. He greets her, and she bids him a good morning. Beshte turns back to Ajabu only to find that he's hiding, and invites the okapi back out, informing him that Twiga is friendly. He continues to question Ajabu and discovers that he was driven out of his home by a leopard. He assures Ajabu that there's no need to hide, as there are no leopards in the Pride Lands, and sings "Life in the Pride Lands" as he gives Ajabu a tour of the place.
Once the tour is over, Beshte reminds Ajabu that there's plentiful food and no need to hide in the Pride Lands. Bunga and Ono arrive, and Beshte greets them, explaining the reason for his absence. He turns to show them Ajabu, only to find that his new friend as vanished. He informs them that Ajabu is new to the Pride Lands and that he is the only one who has seen him, and proceeds to describe Ajabu's strange appearance. They are puzzled by Beshte's description, but Beshte continues, adding that Ajabu is a nice guy. He tells Bunga that he's not the only one who can see Ajabu, but is the only one who has seen him. Ono doubts him, and Beshte protests. Bunga intervenes, telling Beshte that the Lion Guard needs them. The duo follows Ono back to the others.
Back with the Guard, Beshte apologizes for his absence and asks what the problem is. He learns that there's a leopard in the Pride Lands, and becomes distressed, telling the others about his assurance to Ajabu. He informs Kion that Ajabu is his new friend, and Bunga expresses his belief that the leopard will only be going after "real" animals. Beshte insists that Ajabu is real, and proceeds to search for him in the bushes, calling his name. He begins to argue with Bunga again, but Kion breaks it up, reminding them that it's up to the Guard to catch the leopard. Beshte agrees, and the Guard goes to track the new predator.
As they track Makucha, Beshte suddenly exclaims that he sees him. He leads the Guard through a flamboyance of flamingos, winding up with pink feathers all over his back. He halts and sighs, declaring that he was almost certain he saw him go the way the Guard did. Kion asks if he's sure it was the leopard, and Beshte explains that he thought he saw Ajabu. Fuli accuses him of making them chase his imaginary friend, and Beshte insists that he's not imaginary. Bunga and Ono back Fuli up, and Beshte is hurt, asking why they don't believe him. Bunga suggests that it's because Ajabu sounds so unbelievable. Beshte, his feelings wounded, turns and walks away silently.
As Beshte sits on the edge of a hill, Bunga and Ono approach him. They apologize, and Beshte forgives them, knowing that Ajabu does look very different. He Bunga that they always were pals, and Kion and Fuli approach, reminding the three of them about the leopard and the fact that he's said to be hunting Ajabu. Beshte declares that they have to find him first, and leads the Guard rapidly forward. They soon hear the sound of panicky zebras, and spot Makucha stalking towards them. As they chase Makucha, Kion remarks that it's strange the leopard didn't hunt any of the zebras, and Beshte halts, realizing that it must be because Ajabu was hiding in the herd. He explains that Ajabu would blend in, and that leopards hunt okapis where Ajabu came from. Kion vows to keep Ajabu safe, and Beshte thanks him, knowing that his trust in the rest of the Guard was not misplaced.
Ajabu suddenly runs by, and Beshte points him out. Ono and Bunga are shocked, and Beshte reminds them that they said they believed him. Bunga responds that they "really" believe him now, and Beshte groans, but is glad that they finally have seen Ajabu. However, Makucha has too. As the Guard follows, Ajabu kicks Makucha, causing Beshte to compliment his move. Ajabu trips, and Beshte knocks Makucha away from him to save him. He makes sure that Ajabu is okay, and as the rest of the Guard fights Ajabu, Beshte stands by the okapi's side. Ajabu compliments the group, and Beshte thanks him before charging and roaring at Makucha, causing the leopard to flee. Once he's gone, Beshte introduces the others to Ajabu. He warns the okapi against going back home, as Makucha will surely be waiting, and Kion decides to have his parents give Ajabu their blessing. Once they do so, Beshte welcomes his new friend to the Pride Lands. The Guard decides to play hide-and-seek with Ajabu to celebrate his being a Pride Lander, and Beshte chuckles when Ajabu vanishes immediately.
Beshte and the rest of the Lion Guard are out late at night when suddenly they are called over by Muhanga and Muhangus. They inform them that there are hyenas in their den. The Lion Guard approach the 'hyenas' and wait as Kion uses the Roar of the Elders to knock them back into the Outlands.
The next day, Beshte is relaxing in the Lair of the Lion Guard with Bunga, Fuli, and Kion. Bunga comments on the good job they did the previous night, though Beshte gives all the credit to Kion. After Bunga and Fuli talk, Beshte soon realizes that the entire lair is filled with termites. Just then, Ono swoops in to announce a problem with the Mekundubats. Concerned that trees will collapse, the Lion Guard rush out of the Lair, ready to help them.
They cross over a fallen tree across Big Ravine, which breaks just after Beshte passes by. Confused, they peer down at the broken log, with the Guard commenting that it had previously held all of them, including Beshte. With time of the essence, they make their way over to the Mekundu Cliffs and investigate the tree. Kion notices it falling down, and the group start calling the bats. When they don't awaken, Bunga decides to venture in and spook them out personally. The bats fly out, smashing into Ono as they pass. He lands on Beshte's snout, cautiously peering around. Moments later, the tree collapses on Bunga, worrying the rest of the Guard. Bunga soon pops up, continuing to eat the termites from within the tree wreckage. They soon speculate that the trees are being eaten by termites, and wonder why there are so many.
Kion leads the group back to his father, who knows exactly why the Lion Guard are there, and urges them to visit the aardwolves. Simba explains that the aardwolves are shy, and usually keep to themselves, but also control the termite population. After asking where they live, Simba informs them that they usually hang around aardvark dens. Simba also mentions that they look similar to hyenas, which causes the Guard concern. Guiltily, Kion confesses to his father that he accidentally kicked them out. The Guard agree that it was all their fault, despite Kion's belief that it was his own. Simba isn't too concerned, and Kion soon leads the Guard away.
Having picked up their scent from the dens, the Lion Guard sniff out the aardwolves. Unbeknownst to them, Mjomba's Pack overhear Bunga's suggestion of 'sneak up on them' and Beshte's suggestion of 'surround them' when Fuli asks what they will do when they find them. Frightened, the aardwolves scatter, whilst Mjomba stays behind after seeing a bug nearby. Bunga manages to locate the aardwolves regardless, though they soon speed away, with not even Fuli managing to catch up to them. Beshte is worried that they're running away, unable to comprehend why they would run from the good guys. It's soon ascertained that they're frightened of the Guard because of the Roar being used on them.
Just then, Ono spots a stray aardwolf nearby, running towards a cliff. Bunga manages to save him, and Kion attempts to persuade him to return home. With even Beshte agreeing that he looks like a hyena, Mjomba is still hesitant. When promised many termites, he changes his mind, and the Guard follow him to where he believes his pack will be.
They soon locate the den where the rest of Mjomba's Pack are hiding. When Bunga rushes forward to get them out, Beshte blocks him, apologizing and stating that it's nothing personal. He then watches as Kion sends Mjomba in instead, and waits outside for the signal.
When no signal comes and the den becomes blocked with a large rock, Ono states that there are jackals inside. With no time to lose, Beshte uses his strength to push the rock out of the way and proceeds to guide the aardwolves out with Fuli and Ono whilst Kion and Bunga take care of Reirei and Goigoi. After doing so, Beshte and the Guard guide Mjomba's Pack back to the Pride Lands, safe and sound.
Back in the Lair of the Lion Guard, Bunga is feeling depressed at the lack of termites. Beshte senses it almost immediately. However, when Ono delivers a gift of termites as a thank you from the aardwolves, the honey badger cheers up. Beshte and the rest of the Guard share a hearty laugh at Bunga's sudden turnaround.
At Hakuna Matata Falls, the Lion Guard are happily relaxing, whilst Bunga performs a few dives for them. Suddenly, a group of galagos cry for help and one galago, Laini, leaps onto Kion's muzzle and pleads for his help herself. Beshte approaches Laini and asks her what's wrong, to which she replies that a leopard has moved into their tree that he wants to eat them. Beshte promises her that they would never allow the leopard to eat them, and Fuli once again mistakes his words. Just then, a cry for help emerges nearby. Ono scans the area and reveals a giraffe is stuck in a tree. Kion drags the Guard away, promising Laini that they will take care of the leopard soon.
They rush to the scene, where Shingo has his neck trapped in the tree. Beshte waits for Bunga to help the giraffe get free when the galagos make a return. When asked why they did not stay, Laini tells them how they heard a 'pfft' sound, followed by an awful smell. Bunga comments that it was likely his uncle Pumbaa, to which Ono agrees with. Beshte adds that Pumbaa would never hurt them, and despite Kion telling them to go back, the galagos insist on joining the Lion Guard.
Back at the galagos' tree, the Lion Guard spot the sleeping leopard. The galagos are told to wait behind whilst they deal with the leopard. The Lion Guard approach the tree, and Kion orders the Guard to surround it for when the leopard wakes up. Kion gives the go ahead, and startles the leopard, who drops down to the ground, growling intimidatingly at the Lion Guard. As the Guard approach, the leopard becomes jittery and wails loudly, pleading with the Guard not to hurt him. He explains that he thought they were baboons, since they were chasing him in his dream. He then introduces himself as Badili, the big, friendly leopard. The new face explains that he didn't mean to scare them away and that he had nowhere else to go. His real home is in Mirihi Forest, where Ono recognises is way out in the Back Lands. Whilst Badili seems adamant about staying in the tree, he ultimately succumbs to the Lion Guard's demands of returning home. Beshte offers to walk them there, and Badili answers again with a feigned euphoria. The Lion Guard escort Badili to the forest, although Kion becomes suspicious of the leopard's constant excuses. Once he leaves, Kion and the Guard follow him discreetly.
They spy through a bush and soon find the problem. Another leopard leaps down and frightens Badili, and Beshte is quick to notice that Mapigano is not a nice leopard. After realizing that Badili is too frightened to stand up for himself, the Guard approach the intruder. Beshte claims Badili to be their friend, and the Guard force Mapigano to run back into the forest. Badili is grateful for their assistance, and thanks to the Guard before they leave.
Soon, the Guard are back to their patrol, with Ono confirming that Embamba Canyon is clear. Fuli is glad they don't have to deal with them anymore, even though Beshte and Bunga agree that they were cute. Soon, the galagos return and frightfully exclaim that the leopard has returned. The Lion Guard leave the canyon and approach the sleeping leopard in their tree, and, after a couple of failed calls, Beshte bashes against the tree, catching Badili on his back as he falls.
Badili is glad to see the Lion Guard, and when asked what happened, he reveals that Mapigano returned. It is decided that running out Mapigano was the wrong thing to do, and that they need to teach Badili how to stand up for himself. Beshte states that he will teach him how to be strong, whilst the rest of the Guard inform Badili what they can do for him as well. Badili eventually comes around to the idea, and his training commences. As they try to find his roar, Beshte pushes a large boulder off a cliff. He gesticulates Badili towards a smaller rock, but Badili is unable to move it. Later, after more training, the leopard finally manages to push it off, which excites Beshte. Soon, Badili finds his roar, and the Guard cheer for him.
Soon after, Badili is making his way back home with the Guard, who go over what he's going to do. Beshte asks what he will do if Mapigano calls him a bad name, and Badili responds confidently, telling Beshte that he'll tell Mapigano his name and for him to use it. Then, Badili marches forward, leaving the Guard to spy from a bush nearby.
Badili begins by mimicking Beshte's earlier move - bashing the tree to wake up Mapigano. Beshte is impressed, and keeps watching. However, the leopard soon starts to crack when Mapigano uses his bullying tactics. Beshte is disheartened when Badili allows the other leopard to call him a bad name, but Badili eventually manages to regain his composure, exciting Beshte again. Sure enough, Badili pulls through and drives Mapigano out. The Lion Guard congratulate Badili, who is grateful for their help. The Guard then leave, allowing Badili to settle in his home.
Back at Hakuna Matata Falls, Kion, Fuli, Beshte and On are relaxing much like they were earlier. Suddenly, Laini appears again, with mention that someone is in their tree again. The Guard return to their tree, only to find Bunga nestled with three galagos, snoring away. He leaps down the tree and grabs Laini, giving her a hug. When the hug is too tight, Laini comments that maybe the leopard wasn't so bad after all, causing the rest of the Guard to laugh happily.
The Lion Guard is traipsing through mud after a rainstorm the previous night. Beshte is pleased about this, as he enjoys the feeling of mud under his feet. Janja the hyena suddenly slides down a muddy slope, bumping into Beshte, who glares down at him. Janja and his crew are soon forced away by Kion. As they continue on their way, a mudslide sweeps across one of the trails that they're checking. Fuli deems it unsafe, causing Beshte to point out that it is the primary path from Big Springs to Mekundu Cliffs. Kion assigns Beshte and Fuli to work with him to remove the debris from the trail. Fuli agrees, leaping into the mud, and Beshte encourages her spirit.
Beshte is soon pushing the last tree off of the trail, and Kion compliments his work. Bunga arrives, disheveled and covered in mud, and Beshte asks what happened to him. Bunga informs him that it was a zebra, and tries to tell Beshte something amusing that a giraffe said, puzzling the hippo. Ono interrupts, reporting two animals in danger. The Guard races to their aid, with Beshte charging ahead on Kion's orders and blocking the unfortunate creatures' path, managing to withstand the pressure of a mudslide by bracing himself against a rock. Once the animals are safe, they reveal themselves as Cheezi and Chungu.
The duo explain to the Lion Guard that Janja drove them out of the Outlands. Kion is reluctant to allow them to stay in the Pride Lands, but Beshte feels that they won't cause trouble. When Kion states that letting them stay would be the nice thing to do, Beshte nods in agreement. The two hyenas are permitted to stay, and the Guard goes back to their patrol. Ono is quick to report a herd of stampeding antelope, and they rush to the scene. Though the manage to halt the herd, Beshte is curious, noting that he never spotted anyone chasing after them. Kion declares that it's the Guard's fault, and Beshte protests that he would never start a stampede. Kion explains that he caught the scent of hyena, so it was likely Cheezi and Chungu.
The Lion Guard seeks out the two hyenas, only to find them fast asleep. Beshte inquires if Kion still believes that they started the stampede. Upon being awakened, Cheezi and Chungu deny having done so. Everyone then hears Janja's voice shouting, and the Guard heads over to check things out. They find him stuck on a ledge beneath them, and he blames the new hyenas that he had chosen for his crew. Ono flies up and spots them chasing after an oryx herd. The Lion Guard quickly puts a stop to this before returning to Janja. They deduct that they must get him off of the ledge, and Beshte remarks that this may not be easy. However, they find that the ledge has fallen, taking all three hyenas with it. Beshte asks if they're okay, and they reveal themselves, dazed but unharmed, and make their way back to the Outlands together. Beshte declares that he loves a happy ending.
Beshte and the Lion Guard are out on patrol. All is pretty clear, aside from an impending rainstorm which Ono reports. He suddenly notices Mzingo's Committee circling nearby. Concerned, Kion orders Ono to lead the way, and he and the Guard run off to see what's happening. They discover a Baby Baboon that is being pursued by Mzingo, Mwoga and another one of his Committee members. They dive down, but Beshte shields the Baby Baboon from Mzingo. He calls for his Committee to retreat, leaving the Baby Baboon safe with the Guard near a river. Suddenly, the rainstorm commences, and a wave of water pushes the Baby Baboon into the river and washes him downstream. Fuli races after him whilst Beshte and the Guard try to catch up.
Beshte and the Guard soon catch up to Fuli, who has rescued the Baby Baboon. Beshte comments on how cute the nuzzling Baby Baboon is with his affection towards her for saving him. Kiara then makes her presence known on a nearby island and eventually explains what happened, and that the rainstorm took away the path to the mainland, trapping her, Tiifu and Zuri on the island. Kion tells her not to worry as the Lion Guard will save them, whilst Fuli takes the Baby Baboon home. Beshte and the Lion Guard consider their options, and Kion soon suggests that they make a bridge. A short while later, Beshte pushes a tree over to create a bridge for the trapped lioness cubs. However, after falling, the water washes it away and more of the island floats away with it. After hearing how Kiara had a similar idea involving a boulder, Kion suggests that they combine the ideas together. Beshte is quick to get on board, and he and Bunga get ready to push a nearby boulder into the water. They become distracted when Kiara's friends fall into the water, but are relieved when Kiara saves them. Beshte quickly gets behind the boulder again and, when the signal is given, pushes with all his might along with the rest of the Guard members present. They succeed in knocking the boulder over, and Kiara, Tiifu and Zuri knock a tree down which forms a suitable bridge. When safe on the mainland, Kiara comments that the job was everyone's doing.
Later, the Lion Guard watch The Royal Buffalo Wallow event that Kiara was attending from a nearby cliff. After the buffaloes dart into the mud and start to wallow, Beshte happily comments that it looks like fun. Fuli then joins them and confirms that the mission has been completed, and Beshte is pleased to see her back safely.
Beshte approaches the Guard after his bellowing frightens some younger animals. He creeps out of some nearby tall grass, apologising to everyone for the noise. Fuli asks why he's bellowing so late at night, and the hippo explains that he has an audition with The Bellow Fellows in the morning. If he passes the audition, he will be allowed to bellow with them. He also confesses that he is nervous about bellowing in front of them. Rafiki becomes slightly agitated, since the attention has left his story in favor of Beshte's. He is called back, and Beshte joins in as Rafiki sings a tale about a terrifying beast known as the Zimwi. At the end, the youngsters become frightened but Kion is certain that it's just a story. Rafiki does not confirm or deny this, and ushers the children away.
The children, including Mtoto, are still frightened, and turn to Kion for reassurance. Kion once again asserts his belief, even turning to Beshte, Ono, Fuli and Bunga for their support. Beshte agrees with Kion, but a howling wind spooks him slightly. When Kion suggests that the young animals spend the night together, Beshte comments that it sounds fun, and suggests that they do the same. They all agree, and Beshte starts to bellow again which startles the youngsters once more, and Beshte apologises before continuing. Bunga comments that one of his bellows sounded just like his uncle Pumbaa.
The Lion Guard sleep near the waterfall in Hakuna Matata Falls until they are awoken by Young Rhino who, along with a hare and Mtoto, claim to have seen the Zimwi. Timon and Pumbaa then interrupt, with Timon claiming to have seen the Zimwi himself. He then changes his story and claims that his ma's cousin's friend knows an ox that was eaten by the Zimwi instead. Since their story frightens the youngsters again, Kion and the Guard decide to go in search of the Zimwi themselves.
Along the way, Beshte remains neutral on the truth of the Zimwi, despite Kion's sureness that it doesn't exist. They come to the entrance of a forest, and some small creatures dash past them. The Guard race down to locate the unknown animals, and they turn out to be genets. Beshte then questions what they're doing, and they tell the Guard that they're on their way home. However, Bunga brings up the Zimwi and frightens them away, leaving Beshte disappointed in his friend's behavior.
The Guard then enter a forest which at first appears quiet enough, until Thurston barges through. Once he has calmed, Bunga assumes that he has been spooked by the Zimwi, but Thurston is rather disgusted at the idea that he would be worried about the Zimwi and, when questioned by Beshte, comments that it's just a story. He soon remembers that it was the genets that frightened him, and he runs away in a panic.
When more bellowing occurs a short while later, they turn around to see Beshte still practicing. Kion once again declares there to be no Zimwi, and they move forward, with Ono not sure what's scarier - Beshte or the Zimwi.
Soon, they approach a canyon. Before they enter, several eyes in a nearby bush peer towards the Lion Guard. The Guard surround the bushes and, just as they're about to attack, some gazelles leap out, frightened and begging the Guard not to hurt them. They assume that these are the creatures they've been looking for, and Beshte asks them what they're hiding from. They reveal it to be the Zimwi, and eventually direct their attention to a shadow in the canyons before leaping back into the bush. This time, even Kion loses his confidence as he watches the shadow escape into the canyon. Together, they cautiously walk into the ravine, where Kion comments that it leads to a dead end.
As they get closer to the figure, the moon becomes enshrouded by clouds, and thunder booms in the distance. They see the tall figure in the darkness up close and cry out "Zimwi" in fear. All but Bunga retreat back the way they came, though Beshte returns and scoops him up using his snout. On their way back, the Lion Guard startle the gazelles, who begin to stampede around the small area. Kion quickly devises a plan, and asks Beshte to make a clearing for the gazelles to run through. He does so, and the gazelles run through it, where they leave them to wear themselves out. Disappointed, they realise that they caused that problem because of their own fears, but decide that it's okay to be scared, and that they're the Lion Guard - they can overcome their fear to take on the Zimwi.
They return to the Zimwi who makes soft noises, before rolling off a tall mound. The Guard rush in, but halt when the Zimwi asks them not to hurt them, and watch with slight fear as the Zimwi separates into two creatures. It is revealed that it was two porcupines that were huddled together, and that gave the illusion of a much more frightening creature. Beshte is disappointed with himself for being spooked by them, but Kion tells him not to worry, since everyone was spooked by Rafiki's story. It's then revealed that their body was nothing more than a termite mound, which the porcupines explain that they ran up when the Lion Guard chased them.
The next morning, Beshte prepares for his audition. The Bellow Fellows emerge from the water and take their place on some rocks nearby in Big Springs. Fuli asks Beshte if these are the hippos that he needs to bellow for, and Beshte confirms it, though also adds that he's still scared. Kion reminds him that he stood up to the Zimwi, despite not knowing that it wasn't real, which gives Beshte the confidence boost he needed. He approaches the three hippos and, after a brief pause, starts to bellow. The Lion Guard are worried, though when Beshte finishes, much to his own surprise, the Bellow Fellows announce that they love it, and that he's free to start bellowing with them whenever he wants to. Beshte then asks them if he can do it now, and they begin to bellow together.
Bunga enters The Lair of the Lion Guard, causing Beshte to tell him he's just in time for a race between Ono and Fuli. He holds the vine that serves as a finish line as his friends compete. Bunga eventually suggests that he tries racing Fuli, but Beshte denies. When Kion is brought up, Bunga explains to the group that he went to the Outlands with Jasiri. Beshte inquires why Jasiri was in the Pride Lands, and Bunga informs them that she took Kion to speak with some lions in the Outlands. Rafiki tells the Guard that the lions in the Outlands are the Outsiders. Beshte is surprised to hear that the Outsiders were loyal only to Scar. The Guard resolves to rescue their friend, and sets off for the Outlands. On their way, they run into Jasiri, who informs them that Kion joined Zira and her family. Beshte is startled by this, and states that they've heard about Zira. They hurry to the defense of their friend and attack the Outsiders threatening him, with Beshte calling his catchphrase as he tosses the lionesses away. They defeat the Outsiders successfully, allowing Jasiri's clan to reclaim a watering hole that the lions had taken. At the watering hole, Beshte stands with his friends.
The Lion Guard drives Janja's clan out of the Pride Lands. However, the clan is quick to trespass again, and Beshte notes that it seems they aren't giving up this day. Kion uses the Roar of the Elders to fend the hyenas away from Nala, and the ground begins to shake after, causing Beshte to stutter as he asks what the kerbubble is. Kion's Roar comes rushing back, and the group flees. Once it's over, Beshte finds Kion and Nala and asks if they're hurt. Nala confirms that they are, and Kion returns the question to the Guard. Beshte responds positively. Ono, however, has lost all of his crest feathers, though he hasn't realized it yet. Beshte stares at him and suggests to the others that he might not notice. In The Lair of the Lion Guard, Beshte encourages Ono's optimistic outlook over his lost feathers. When Ono becomes dejected, Beshte tells him that his head just looks smooth, similar to a hippo's rear end. Seeing that Ono is still not happy, Beshte, Fuli, and Bunga perform "Stand Up, Stand Out" to convince him to be proud of his difference. Zazu flies in, reporting that the giraffes' watering hole has been blocked. Ono is uncertain about going with the Guard to help, but Beshte insists that he must, as he's the keenest of sight. Ono agrees to go, and the Guard heads out. At the watering hole, Beshte is glad to see that the giraffes are all waiting patiently. Kion requests that he move one rock blocking the watering hole, believing it will open up the whole thing, though Beshte is less certain. He eventually complies, bracing himself against the ground and using his backside to push the rocks. The plan is successful, and Beshte thanks Kion when the cub compliments his work. The group is then alerted to a klipspringer stranded on a rock in a river. As Beshte points out, he's too afraid to move. The hippo remarks that the water is too fast for him, so on Kion's request, he pushes a dead tree over, forming a bridge. The rotten wood breaks under Kion's weight, and when the rest of the Guard try to help, it shatters entirely. They swim to shore and see that the klipspringer is safe. Back at the Lair, Beshte watches Bunga fix a headdress for Ono, and comments that it's a whole new look. Fuli enters and reports that Makuu has taken over The Flood Plains, startling Beshte, who states that animals depend on those plains. They go to The Flood Plains, where Beshte is confident that he and Bunga can handle the rest of the crocodiles if Fuli takes on Makuu. He charges into the water and rolls over a few crocodiles. Eventually, Bunga and Fuli are on Beshte's back in the water, surrounded by crocodiles. Kion and Nala arrive, and when Nala is pulled into the water, Kion finds a new way to use his Roar as Beshte watches in awe. Once the crocodiles are taken care of, Beshte approaches Kion, agreeing that the Roar was un-Bunga-lievable. Upon seeing several egrets that have rid themselves of some of their feathers, Beshte comments that Ono has started a trend.
Beshte watches Bunga as he carefully removes Zazu from a beehive. When he is free, he explains to the Lion Guard that the pangolins are spraying, so the Guard leave to discover the problem.
The Lion Guard arrive on the scene and are amazed by what they see. Two gorillas are holding a pangolin each, having a staredown. The gorillas, named Majinuni and Hafifu, start squeezing the animals under their armpits, causing them to spray. Beshte has no idea what they are, despite knowing every animal in the Pride Lands. Kion manages to get them to drop the pangolins, and the pair seems excited when Beshte and the rest of the Guard approached.
They discover that they're looking for King 'Zimba'. When they realize that they mean Simba, the pair ask if they know him. Bunga also explains how Kion is Simba's son. Both gorillas question if Kion is a lion and a prince and become excited, informing them how they are both princes themselves. This confuses Bunga, thinking that they meant that they are lions. Beshte is quick to correct him, while Fuli leads Kion back to the Guard in disbelief that anyone would send such a pair. <p>After the gorillas throw Ushari at a baobab tree having mistaken him for a stick, they shrug off Kion's anger with a quick 'Kuishi ni Kucheka'. Since the Guard do not understand it, they start to sing about it, but Kion cuts them off with the offer of taking him back to his father. Along the way, Bunga is grabbed by Hafifu, and he farts in Beshte's face, annoying him. They arrive back at Pride Rock and learn that the gorillas have forgotten the message, so Simba tasks the Lion Guard by sending them home to the Theluji Mountains safely. They approach the mountain base, where the gorillas have forgotten the way home. They enter a forest to see if it rings any bells, but it does not. Beshte notices a chameleon and considers asking it, but it changes color before him which intrigues him. After Ono explains about how chameleons work, the two gorillas chase after it for a game of 'chameleon hide and seek' <p>The Guard lose sight of the gorillas, and the princes themselves cannot see the Guard. Hafifu and Majinuni decide to turn their problem into a game, so that when Kion shouts 'Kuishi', they will respond with 'Ni Kucheka'. The Guard think they can hear them and wander off in one direction, but, instead of standing still, the two gorillas start to move about. Kion calls to them since the game isn't working and they change the game to 'forest hog chase'. Majinuni explains that they will snort like forest hogs while the Guard chase them. Beshte isn't entirely sure what they sound like until the pair start snorting. Ono manages to see trees that are shaking up ahead in a foggy area, and the Guard run towards them. <p> The Lion Guard enter the fog, but start to hear deeper snorts coming from behind them. It turns out that to be a real forest hog that rushes past them. Beshte wonders why it's so mad, but Ono speculates that it's because they believe the gorillas to be real forest hogs encroaching upon its territory. Kion is able to pin it down and, when he sees the rest of the Guard as well, he backs down and leaves. The gorillas are revealed to be fine, but when they are asked to continue, they try to get chased by the forest hog again. Beshte asks if there's anything wrong and the pair reluctantly confess that their father has never seen them as prince material, so they agreed to deliver the message to prove that he was wrong. However, since they forgot the message, they were worried about what he would say to them upon their return. After Kion assures them it will be okay, they agree to continue.
The Lion Guard follow the two brothers over a cliff and are inquisitive of the snow. Beshte leaps into it and is amazed by the substance. The gorilla princes finally convince them to enjoy themselves and, once Kion calls out Kuishi Ni Kucheka, they have a brief respite to enjoy their newfound fun. Beshte slides down a path, though is quickly hit by Bunga who chooses the same slide. They laugh about it, and Beshte is soon throwing himself into more snow. When the princes engage in a snowball fight, Beshte blocks his friends using his body.
When it's finally time to continue, Kion slides down the mountain by slipping accidentally. The Guard is fearful, but Hafifu and Majinuni save Kion themselves. When they finally reach King Sokwe, he is furious at his sons for the trouble they have caused. Beshte hopes that they won't be scolded too badly. Much to his relief, the King dumps a snowball on their heads whilst exclaiming Kuishi ni Kucheka and laughing. He explains how he heard about they saved Kion, which made him proud. After being reminded of the message, King Sokwe decides that Bunga's souvenir snowball will be 'perfect'.
Back at Pride Rock, Kion explains what happened on their journey and Simba demands to hear the message. Although hesitant, Kion does so, and Bunga leaps forward and dumps a snowball on his head whilst exclaiming Kuishi ni Kucheka. Beshte and the Guard worry at first, but Simba starts to laugh, claiming that nobody delivers a peace message like King Sokwe. Simba shakes the snow off his head, and the Guard laugh together.
When Kion explains how he will be taking the trail to Udugu with his mother and sister, Beshte hears how his father, Simba, will be leading the Guard in his absence. After listening to Bunga explain how things will be easy, Simba arrives and Beshte bows accordingly. They then set off to do the morning patrol. Shortly after they begin, Beshte starts to wonder about how smoothly things will go when Simba refuses to take the path his son normally takes. He follows regardless.
Soon, they encounter an impending mudslide near the ostriches' nest, and that the eggs will slide off the cliffs if they are not saved. Simba explains that he will move the nearby log so that it will divert the mud away from the nest and orders the rest of the Guard to stick together and follow him by leaping from rock to rock. Beshte worryingly comments that Kion usually goes right through the mud, but Fuli reminds him who is in charge. Reluctantly, Beshte follows the rest of the Guard. However, the hippo slips on one of the rocks and starts to slide down the mud, crashing into Bunga, Ono and Fuli along the way. He knocks the log away, exposing the eggs to the mud. The Guard act quickly, with Beshte carefully grabbing two eggs in his mouth while everyone else grabs an egg each. With the eggs saved, Simba declares the mission a success, and Beshte responds tepidly. <p>Later, the Guard notice another problem. Swala's herd are trying to get up some rocks to reach higher ground, but the rocks are unstable. Simba once again orders them away, but Beshte asks if they should remind Simba that gazelles spook easily. Bunga is adamant that he knows what he's doing, and the Guard follow. The gazelles soon become spooked by the impending crowd and gallop up the rocks, prompting Simba to run faster. He orders the Guard to run faster too, but they lag behind a little. Ono then notices the rocks are falling and calls for them to stop before rushing away under Fuli's instruction to warn Simba. When Beshte and the Guard arrive, they discover that Simba has gotten his tail stuck under a rock. <p>Beshte promises they'll get him out of his predicament. Just then, they hear some noises up above which turns out to be the gazelles stampeding towards the ostrich eggs. Simba orders the Guard to leave him behind and to save the ostrich eggs. Suddenly, more of the unstable rocks give way, but Fuli is able to save Bunga thanks to Ono's warning. Bunga thanks Fuli, but Fuli tells him to thank Ono, and Beshte comments on what a great team they are. Noticing their teamwork, Simba realises that their team works differently, and asks what Kion would have them do if he were there. Fuli tells him that they would split up. Ono and herself would go after the herd, and Beshte and Bunga would stay to free him. Simba then declares those to be his orders. Before that happens, Simba speaks the beginning of their catchphrase after Bunga reminds him of their catchphrase: "Till the Pride Lands end", and the Guard finish it with 'Lion Guard defend' as always.
Bunga assures Simba that he will be fine, though warns Beshte not to roll the boulder the wrong way or it'll squish Simba. Simba reminds Bunga that he can hear him, and Bunga asks Beshte if he knew that. After Beshte admits that he knew he could hear them, he successfully removes the boulder. The commotion causes the remaining boulders to collapse, and the trio run. When Fuli and Ono re-join them, Simba admits that everything worked out because they did things their own way, and that Kion would be proud of them. He also adds that he himself is proud of them, and Beshte smiles proudly with his friends.
Beshte, Bunga, Kion and Fuli notice a flock of birds flying overhead. Mtoto notices Beshte and greets him to the watering hole, and Beshte returns the greeting before turning his attention back to the birds. They follow them to a clearing, where Ono calls for them having secured a place up front. Wondering what for, they walk down to him. Ono explains how Hadithi, the legendary eagle is returning to the Pride Lands. When they don't know who he is, Ono proceeds to educate them on his idol, and Beshte agrees that he sounds 'poa'.
When Hadithi arrives, Ono meets him up close and personal thanks to one of Bunga's antics. Since Ono considers himself to be his biggest fan, Hadithi sings Hadithi the Hero as a way of showing him just how many fans he has, while Beshte and the others watch. Once it finishes, Simba and Nala greet and praise Hadithi, inviting him back for a Royal Mud Print Ceremony in his honor. Hadithi asks if The Traditional Ceremonial Nest will be supplied, and Ono excitedly tells him that the Lion Guard will do it for him, though the Guard aren't sure they can. When the King and Queen leave, Hadithi thanks the Guard for their kind offer, asking if they know how to get proper leaves. Beshte questions this, and Hadithi reveals that they must be obtained from the tallest tree in the land. The Guard eventually agree to get them, with Beshte sharing some concern. When Hadithi and Ono leave, Beshte compliments Kion for letting Ono leave with Hadithi. When Fuli becomes annoyed at what they're doing for someone they don't know when they have more important things to do, Beshte reminds her that he's Ono's biggest hero. They continue to find a tall tree but, after Bunga leaps up, it turns out that there's another tree that's even taller. The Guard set off for the correct tree. <p>Later, at the ceremonial area and having collected the leaves, Beshte guides Bunga across. He overhears Mtoto nearby who, along with Young Rhino, are denied a place up front. Mtoto agrees to find someplace else and walks away, prompting praise from Beshte. Mtoto turns to him, stating that he doesn't mind, because he's still Mtoto's number one hero. A short while later, the event begins, though Hadithi turns up alone, assuring them that Ono will be along shortly. Beshte cheers with the other animals as Simba praises him in front of the animals. But when Hadithi tries to place his talons in the mud he becomes overrun with guilt, and admits that he's not hero, with a real hero bird in trouble. The Lion Guard follow him at his request. <p>They arrive at a cliff, where Beshte notices that Ono is trapped, with Cheezi and Chungu fast approaching. With Fuli taking care of them, Beshte assists Kion and Bunga with Janja by pushing a large boulder over two cliffs so that the klipspringers that Janja is hunting can get to safety. Beshte then allows a 'poa' to escape his mouth while he watches as Ono and Hadithi start swooping around the hyenas, dizzying them in the process. The hyenas then slip and fall into the water below.
Later that night, Beshte watches with the other animals as Ono is given the honor of the Royal Mud Print Ceremony.
Beshte is seen making the Hippo Lanes with his father, Basi and telling Beshte that it's always been a hippo's tradition to do so and that it will be his turn to do them. Then, suddenly the two hippos hear a cry for help and rush to the scene, pushing through the reeds to save Young Rhino who's been ensnared by them and stalked by Makuu. He tells the crocodile leader that the Flood Plains is a safety zone after a rainstorm, soon Makuu is ready to pick a fight two against one until Basi arrives telling him that Beshte is right and the crocodiles slink away.
After they assure Young Rhino that the crocodiles are gone Beshte asked the calf what happened. He told the hippos that he was trying to cross the Flood Plains and got caught in the reeds, Basi added on, "You should have waited." But Young Rhino said he was in a hurry knowing that Basi was right he apologized. Then, Beshte and his father work together to untangle Young Rhino but he gets startled by a flock of egrets and accidently thrusts his horn into Basi injuring him. With Young Rhino freed he goes on his way promising to wait. Kion, Bunga and Fuli arrive on the scene to investigate the problem, but Beshte tells them that it's been taking care of. Basi then, says that it shouldn't be long now until the Hippo Lanes are done. But as soon Beshte's father tries to finish the job before another rainstorm comes, he stumbles on his bad leg and he passes the responsibly onto his son believing that he could do it.
As Beshte is making the Hippo Lanes he comes across Laini who needs an escort to Ndefu Grove to which he happily agrees to. Along the way, he comes across a Female Wagtail, Young Aardvark and Chura who exchange compliments and disagreements about Beshte's strength but he assures them they have nothing to worry about and explains the purpose of the Hippo Lanes during the Makin' Hippo Lanes. Then, has he was making the Lanes he is greeted by Ono, who tells him to take a look back at his work but his happiness is turned into shock when all the detours he took didn't make the Lanes straight and true at all. Then, Beshte knew how to fix the problem and goes to tell his father what happened while sending Ono with a message to Kion about not letting anyone in the Hippo Lanes.
In the midst, of Beshte telling his father his mistake and added on that he let him down but Basi assured him that he let Beshte down by leaving him alone. With their mistakes resolved Beshte and his father make a new lane wide enough for the whole herd to walk through. During the process of making the lane Basi became tired and told Beshte to go on ahead finishing the lane. Just as Beshte makes to the end of the lane he discovers his father isn't there so he goes back to look him. He finds Makuu sneaking up behind Basi and tells the crocodiles to back off and with Beshte's quick thinking the two create a new lane that leads Makuu's Float into Bupu's Herd leaving Makuu and his float too injured to fight back so they retreat.
Later, with Bupu's Herd safely grazing on the other side, Basi and Beshte watch the other animals move through the new Hippo Lane. The rest of the Lion Guard approach, complimenting them on their work. Bunga exclaims that everyone loves the new Hippo Lane, and even Ono admits that Beshte was good at making them after all. Beshte thanks Ono for his words, and Basi ends by saying that he never had any doubt.
Beshte and the Lion Guard are following Ono through a ruined Nyani Grove. Ono exclaims that a rhino is headed for the baboons' tree, which they discover that the rhino has crashed into, and the baboons are scarpering away. They approach the rhino, named Kifaru, who reacts irritably to Kion's order to stop shaking the tree. Beshte asks him what the problem is, and he softens at his presence, answering that he's stuck. Beshte reassures him that the Lion Guard will get him out, to which he is grateful for. With Beshte pushing the tree one way, Ono watching his horn and the others moving Kifaru the other way, they are able to pull Kifaru loose. Once free, Kifaru thanks the Guard for their assistance.
When asked why he's causing trouble, the rhino reveals that he was unaware that he was, despite the baboons' cries and the masses of logs on the floor. He starts to move forward but almost swipes Bunga and Fuli with his horn. After apologising he heads straight for a tree. When the Guard question his behavior, Ono notices that his tickbird is missing. <p> Ono swoops down and inquires about his tickbird. With a hefty sigh, Kifaru mentions Mwenzi. Beshte recalls how they were such good friends and were always together, but the rhino informs them that Mwenzi left him for no reason. Ono then realises why he's been acting so strangely, and proceeds to tell the Guard how rhinos have poor eyesight and that, for that reason, rhinos will often pair up with tickbirds, who will guide them and warn them of dangers they can't see. After Kifaru sings about his friendship with Mwenzi, Beshte concludes that he didn't mean to cause all the trouble. Kifaru apologises again and explains how he was trying to get to the Tamasha, an event where the rhinos gather near Lake Matope to spar in the mud. As he is speaking, he walks away tearfully.The Guard decide to reunite him with Mwenzi, and Bunga offers to be his temporary tickbird. Reluctantly, Beshte bids them both farewell. <p> Just after Beshte announces how sure he is that Bunga will do a good job, Ono spots a problem. He immediately flies towards Kifaru, who is heading for a cliff. With one leg over the edge, Ono orders Kifaru to move back slowly and Kifaru obeys. After seeing how well Kifaru listened to Ono, the Lion Guard then decide to appoint him the task of being Kifaru's tickbird, much to his dismay. Beshte promises that he knows just what Mwenzi looks like, so he doesn't have to worry. Once Kion and Fuli gain Mwenzi's scent, the Guard race off to find Mwenzi, leaving Ono with Kifaru.
Kion and Fuli continue tracking the scent, with Beshte and Bunga following behind. With Bunga's observation, the Guard conclude that they've been in circles. But they discover Mwenzi's scent on a nearby tree. Bunga leaps onto the branches in the hopes of finding him but to no avail. He notices a bird in the distance and asks if it's Mwenzi, and Kion also asks Beshte the same question. But despite his calls, the bird does not respond to the hippo, leaving him wondering if it is Beshte or if he's just ignoring him. They devise a plan to check.
Speaking loudly, Beshte pretends to be a rhino looking for a tickbird to clear his back. As expected, Mwenzi arrives, only to discover no insects. Once Beshte reveals himself, Mwenzi questions Beshte on why he was pretending to be a rhino until Bunga captures him, prompting Mwenzi to ask what the Lion Guard want with him. The Guard then inform him about Kifaru's accidental damage, and that he needs to return to him. Mwenzi then tells them the reason he left was because Kifaru was blaming him for being late to the Tamasha, even when it was always his fault. Beshte informs him that he's lost without him, not just because of his poor eyesight. Kion suggests that Mwenzi himself is not doing so well either, and the tickbird agrees that he's used to looking after Kifaru. After a bit of encouragement and being told that Kifaru misses him, he agrees to speak with him.
When the Guard return with the tickbird in tow, Mwenzi overhears Kifaru praising Ono, which upsets him greatly. He swoops over and declares that he's leaving Kifaru forever. In fear of being Kifaru's tickbird, Ono orders the rest of the Guard to take care of Kifaru while he speaks with Mwenzi. With the rhino clearly depressed, the Lion Guard decide to cheer Kifaru up by guiding him to Tamasha. Although Kifaru starts to wander the wrong way, the Guard quickly set him back on track.
The Lion Guard finally guide Kifaru to the Tamasha, with Beshte pushing him in the right direction. But before he can join in, Ono swoops down and exclaims that Mwenzi is in trouble. Kifaru, still annoyed with him, claims not to care, until Ono mentions that Makuu is involved. Kifaru then shows immediate concern, and rushes off to save him. He crashes through several trees in his rush, but Ono confirms that he is at least going the right way. The Lion Guard decide that they need to go with him, and hurry after the rhino.
As they arrive on the scene, they discover that Kifaru has got his horn stuck in a tree, and Makuu's float is ready to attack. When they see the Lion Guard, they change their direction. While the rest of the Guard tackle a crocodile each, Beshte forcefully ejects two from the area. Once Kifaru breaks loose thanks to Mwenzi, he assists the remaining Guard members, and the crocodiles leave the area. Beshte then watches happily as the friends reunite.
The Lion Guard then join Kifaru and Mwenzi at the Tamasha. They are happy to see everyone enjoying themselves, and Beshte comments that it must be nice to have a friend with you all the time. Bunga then asks if Ono would like to be his tickbird, to which Ono declines, claiming that his tickbird days are over. The Guard then share a hearty laugh together.
The Lion Guard discover that jackals are attacking Muhimu's herd. They soon get to work, with Beshte joining Kion and Fuli in taking down the older jackals. Beshte charges one of them, knocking them back. Once all the jackals have been gathered, the Lion Guard make sure they leave promptly. However, Muhimu is still shaken up by the even, prompting Beshte to suggest that she take a bit of time out for herself. As much as she loves the idea she hesitates, not knowing what to do with her son. Noticing how much he enjoys being around Bunga, she asks if he will take care of him, which he accepts. Beshte and the Lion Guard then return to the lair.
Back in the lair, Ono voices his concern over Bunga's absence. Although Fuli tries to joke about his worries, Beshte chastises her, and Ono points out that they do rely on Bunga since he's the best climber. With fears that they might not be able to rescue someone from a tree or other high place, Kion decides that they need to practise to be on the safe side. He locates a rock on a high ledge, and asks who wishes to get it down. After Fuli and Ono fail, Beshte decides to give it a try, missing Kion's warning. After the hippo walk up the wall, he tumbles down, forming a ball and eventually smashing into Ono. Kion declares the training to be over, and the squashed egret is happy about the announcement. Later that day, the Lion Guard are out checking the trees in case any animals need their help there. Fuli admits that she looks forward to Bunga's return, and Kion suggests checking up on them at the falls. But when they hear a jackal nearby, they have no choice but to turn around and investigate the source of the calls. They find Goigoi, upside down in a ditch having been chasing nothing. Beshte offers help, but only once they find out where Reirei has gone. When they finally discover that his family are at the falls, Beshte holds true to his words, and plucks him out by the tail before joining the rest of the Lion Guard as they race to the falls. There, they find out that the situation has been dealt with, albeit with an increase of children in Bunga's care. After the jackals run home again, the parents arrive to pick up their children. After seeing that Bunga taught them self defense whilst in his care, Muhimu declares him the best babysitter ever, much to the Lion Guard's slight disbelief.
The Lion Guard (plus Mtoto) play a game of baobab ball, until Kion and Bunga fall on a ledge which collapses. After Beshte checks that they're okay, they realise that it's probably due to the incoming dry season. Their game continues with Mtoto racing away with the fruit wrapped up in his trunk, until he hears a message from his mother. The Lion Guard become interested in hearing more things from Mtoto using his infrasound, and Mtoto hears a few animals on their way to Pride Rock. Kion explains to his friends that it must be due to his father's Savannah Summit. But Mtoto then hears a crocodile, and the Lion Guard dash away, certain that it's Makuu about to spoil the event.
It turns out to be a false alarm, since Simba invited him personally. The Lion Guard are invited to the event to help keep the peace between the animals. On their way to Mizimu Grove, Beshte assists a baby sable antelopealong the way. But once they arrive, Makuu has moved to the watering hole, and the Lion Guard race off to find him arguing with Bupu. Beshte stands between the pair of animals, warning them both to calm down. Once the Guard have dealt with it, Mtoto is asked to keep his ears open for anything suspicious. <p>It doesn't take Mtoto long to track down the Lion Guard, having heard Vuruga Vuruga and Twiga speaking about Makuu. When they reach the pair, they become nervous, not wishing to speak of Makuu. As they leave, Beshte and the Guard speak of how strange it all seemed, with Kion certain that it's down to Makuu. When they hear Zazu cry for help, the Lion Guard swiftly head over, only to find another misunderstanding, this time between Mbeya and Big Baboon. Once again, Beshte stands between the pair and tries to calm them down. After doing so, Mtoto calls them having heard more from Makuu, and the Lion Guard rush off back to Pride Rock. But it turns out that Makuu and Bupu were merely trying to work out a deal. Angry at their lack of trust, Makuu leaves, refusing to deal with them anymore. After Simba scolds his son, Beshte allows him to leave for a while. <p> A short while later, they locate Kion again, having heard more worrying news from Mtoto. But this time, Kion wishes to work everything out before leaping to a conclusion. He eventually realises that Makuu was the target, not the enemy. Knowing that the plot takes place at sundown, the Lion Guard head off and find Makuu, who at first refuses to accept their offer of help. But when the crocodile falls into a concealed pit, Beshte is quick to act and grabs him by the tail, calling for his friends to help. The Guard quickly work together to save him, pulling him back to safety. After catching a strange scent, Fuli and the Guard discover rotting fruit at the bottom of the pit. Kion then devises a plan to find out who caused the trick in the first place. <p> At the summit, Beshte watches as Kion announces that Makuu passed away in the pit, causing Vuruga Vuruga and Twiga to come clean. They worry at first that the summit is ruined, but Makuu surprises them by claiming it to be worthy of a crocodile. Kion then joins his friends, just in time for Mtoto to hear his mother calling him. After he leaves, Bunga tells his friends that he's glad that he doesn't have Mtoto's ability. Fuli then comments that he would pretty silly with ears that big, causing the Guard to laugh.
Beshte and the Lion Guard are enjoying a quiet day on patrol, when a sable antelope starts to gather animals before rushing off with them. Curious, they stop Ma Tembo who also follows them, but she does not tell them where she is heading, and just that she can't stop. Seeing that there are more animals heading her way, the Lion Guard decide to see what they are running to.
<p>They arrive at a sausage tree, where the animals have gathered underneath. Trying to work out what's going on, Beshte confronts Mbeya to find out more, who was told that the animals had to see the baboons there. When a few baboons pop out of the tree, they introduce themselves as Uroho, Mwevi and Mwizi, who are part of The Traveling Baboon Show. The Guard are still a little confused, but watch as the group put on a performance. Beshte particularly enjoys himself there, bobbing along to the beat. Once the show is over, the Lion Guard decide to introduce themselves. When Bunga mentions Kion's relation to the royal family, Beshte also steps in to explain how he's also the leader of the Lion Guard, their group. The baboons suddenly become nervous and informs them that they need to rest up for the next show. The Lion Guard decide that they should probably return to their patrol anyway. <p> No sooner have they left, when they hear Ma Tembo calling for their help. When they reach her, she and several other animals are gathered near an empty patch of land. She and Mbeya explain how the tree had plenty of leaves and grass just that morning, and Thurston reiterates their words. When the animals leave to let the Lion Guard work, they notice that everything has been taken. Beshte even notices that the grass has been cleanly eaten as well. After they hear a commotion, Ono reports that it's just another baboon show. Bunga and Beshte are eager to watch it again, but Kion wishes to find out the culprit first. Hearing a lot of animals over there, Bunga tries to persuade Kion into investigating in case their culprit is there. He eventually agrees, and Beshte joins Bunga as the pair race away to watch the show. <p> When Kion and Fuli join him, Beshte directs them to Bunga, who managed to get a part on the show. After joining the rest of the Lion Guard, Uroho moves on to the magic act. As the act comes to a close, Ono swoops down with news of who the thieves are. Before he can impart this information, he is grabbed by a baboon and thrown around. Believing it to be all in fun, Beshte cheers him on, until Ono finally manages to break free and tell his friends that the baboons are the thieves. Bunga is distraught by what he hears, although Beshte has to confess that it doesn't look good for them. Kion asks Beshte to shake the tree and he does so, causing a large pile of food to fall to the ground. With their true intentions uncovered, the baboons start to run.
<p>The Lion Guard chase them across the Pride Lands, where Beshte chases Uroho. He asks him to apologise but the baboon refuses, and continues running. During their escape, the baboons startle a herd of sable antelopes, causing two of them to fall into a river. Once the antelopes have been saved, Ono explains how they ran into the Outlands, Kion announces that it's no longer their problem now that they have left the Pride Lands.
Back in the Pride Lands, the Lion Guard discuss the baboons a little further. When Ono spots the baboons being chased in the Outlands, Kion is hesitant to let the Guard save them since it isn't their territory, but Ono points out that they wouldn't be in the Outlands in the first place if it wasn't for them. They decide that it's their responsibility to save them, and head on in.
<p> Once Ono has located them, the Lion Guard approach the hyenas. Janja explains how they were trying to steal from them, and Beshte questions if that's really a reason that they deserve to be eaten, to which Chungu states that it makes sense to him. The Lion Guard charge the hyenas, with Beshte charging Chungu in particular. It doesn't take long for the Guard to win, and the hyenas retreat. Feeling bad over what they have done, Uroho asks if they can make it up to them, and Kion has an idea.Back in the Pride Lands, Beshte watches as Uroho hands out food to a queue of Pride Landers with the promise of a show as well. After Ono is grabbed to be part of the act, Beshte continues watching the show.
Beshte and the Guard notice a stampede of hyraxes while on patrol, which Beshte considers to be a 'stampede of cuteness'. They learn that the stampede has been caused by a harrier hawk circling above. The hawk, named Mpishi, grabs a hyrax but is thwarted by Ono before she can chow down. With Ono unable to keep the hyrax afloat, Beshte calls for him to drop him, and he'll catch him instead. He does as instructed, and both hyrax and egret land on Beshte's back, the latter collapsing in exhaustion. Once the Guard have seen that the hawk returns home, they offer to walk Ono back to his nest.
After they wish him farewell, the egret lets out a sharp cry, causing them to return. They discover an egg in Ono's nest, and Bunga gets excited about Ono becoming a mother. Beshte points out that he wouldn't be a mother, and Bunga realises that he'll be a dad, which Ono denies, since it's not his egg. After identifies it as a hamerkop egg, the Guard task themselves with finding the mother while Ono waits behind and takes care of the egg. After Fuli and Kion obtain her scent, they race away.
As a storm starts to brew, they notice a mudslide near the aardvark dens. With a herd of red rock hares hiding away in the dens, the Lion Guard quickly round up all of the hares, only to notice one hare still left inside. Kion takes it upon himself to rescue her, and is ultimately smothered by the thick mud. Beshte starts to worry, but Kion manages to break through, and places the hare with the rest of her family, before they return to their original task of tracking down the hamerkop mother.
With the storm cleared in their area, the Lion Guard are able to find the hamerkop nest, with Bunga offering to check it out first. Although at first they are unable to find her, the mother, soon flutters down to the nest, and Beshte recognizes her as Kulinda. After finishing the nest and explaining to them that her nest wasn't ready back when she left the egg in Ono's care, she begins to panic in case something has happened to her egg, but calms down when Beshte informs her that the Guard are only there to guide her back. Relieved, she follows them back.
Soon, Kulinda and the Lion Guard have made their way over to Ono's nest. Kulinda is horrified to find that the egg has hatched, but the baby is missing. She starts crying out, and soon, her baby returns to her. They start dancing which enchants the Guard, until Ono arrives, calling out for 'his' baby, which shocks them a little. After a while, Ono informs the mother how the hatchling likes to chase insects, but during his talk, she wanders away from them. Ono notices her near the river edge and, despite Fuli's speed, she is unable to catch him in time. They start racing down the river. Before the hatchling falls off the waterfall, Mpishi returns and swipes her away. Angry at her return, Kion and the Guard follow the birds from below.
The Guard become frustrated when they learn that Mwoga is assisting Mpishi, yet they are unable to help. After Bunga uses a tree to leap on the vulture's back, Mwoga falls to the ground, and Kion agrees with his suggestion of returning to the Outlands. Eventually, Ono and Kulinda manage to save the youngster, and return to the ground, where Kulinda announces that she will name her daughter after Ono - Ona. Ono, Kulinda and Ona then start to use a bonding dance, which Beshte finds to be adorable.
Beshte follows the guard during their Morning Patrol, saving a group of hares from a falling tree, helping his fellow hippos out of the mud and directing the crocodiles to their hibernation cave. They are alerted by Ono that Ma Tembo and the elephants are under attack and the Guard rush off to help. As soon as they arrive and see what the hyenas have caused, they devise a plan. Kion leads Bunga and Ono into chasing the hyenas out of the herd while Fuli rounds them up and Beshte sends them flying. With everyone agreeing, they move in on the plan and Beshte rams into the hyenas. When the hyenas are beaten Kion tells them to leave to which they do.
After their ordeal, he is glad to see that Ma Tembo and the herd are alright, and they are thanked by her for their help. Beshte and the Guard still couldn't believe that Janja would try something like that, but Ma Tembo understands because during the dry season there's less food to go around, especially in the Outlands. They leave Ma Tembo to find a new water source and, while Ono to keeps an eye on the herd in case the hyenas return, Beshte heads back to the lair with Bunga and Fuli. Soon, Beshte is alerted by Ono that the hyenas are back; this time they are after the baboons too and he follows Bunga and Fuli to help while Ono gets Kion. Once there, he follows Kion's plan to lead the hyenas to a dead end, while slamming into the hyenas to slow them down. When Kion arrives, he uses the Roar to blast the hyenas away. Although Beshte wishes they could help, they understand that they cannot do so as it is a task for Ma Tembo alone, and the Lion Guard return to the Lair. <p> At Pride Rock, Beshte is seen with the rest of the guard in the lair as Rafiki introduces his new apprentice, Makini. After she declares Beshte to be the strongest, the hippo begins to wonder why Rafiki needs an apprentice, asking if is was okay. Rafiki replies he is, much to his relief. When demonstrating her ability to make paintings move, Makini asks about hearing the bad lions of the past. Rafiki explains how the Good Lions of the Past are seen in the sky, their voices are in the wind and Kion makes them appear every time he roars. As for the Bad Lions of the Past, Rafiki explains that they are summoned through fire and once that's done the Bakora Staff (when thrown into the source of the fire) can be used to talk to evil lions as well including Scar to which Beshte and the others find scary. <p> Later, the Guard are alerted by Makini that Janja and the hyenas took Kiara, and Kion leads the Guard away. They find out by Ono that the hyenas are taking Kiara to the Outlands and Kion figures out that Janja wants something from him or his dad. They plan to let Kion lure the hyenas away, while the others save Kiara. Beshte follows Fuli and Bunga as Ono scouts them another route without being spotted by the hyenas and once he does Ono alerts the others that Kion's plan didn't work exactly, and that only Janja left the clan to speak with him.
Understanding that they have to do things the hard way, Fuli commands Bunga and Ono to take out the hyenas with her and after that, Beshte will topple a big rock on top of the steam vents to seal off the geysers. Their plan works and, when Kiara announces that she burnt her paws on the vents, Beshte offers to take her home on his back. They rescue Kiara and start to leave the Outlands but as they do the volcano erupts. They find a bridge that leads out and Fuli tells Beshte to go first, but bridge collapses after he and Kiara reach the other side. Seeing the predicament, Bunga hops on Fuli's back and she jumps over the lava flow, and they all make it back to the Pride Lands. After Kiara has thanked them for their help, Beshte walks her home.
Soon, Beshte and the Guard meet up with Ma Tembo again who is still searching for water. After Makini calls for the animals to be quiet, Ma Tembo finds the water source and the Guard helps with the digging until the spring water comes out. Beshte watches with joy as the Pride Landers drink.
While trying to stop a herd of Sable Antelopes, Ono guides them into a dead end canyon and Fuli herds them in, unaware that the canyon is also where Makuu's Float are resting. The stampede causes the cave to tremble, and wakes up the entire float. Bunga makes a remark regarding the crocodile's anger, but Beshte understands their point of view. Although angry, Makuu is willing to listen. One member, Kiburi, is not so willing, and Fuli warns him to take it easy. In an effort to stop the rising tension, Kion suggests speaking with his father. Makuu follows the Guard to Pride Rock, but not before ordering his float to stay put.
When speaking with the King, Ono starts to worry that they're talking about him, since he was the reason for their rude awakening in the first place. Beshte assures him that he's not in trouble, but Ono's mind is still not put at ease. Kion suggests that Ono checks for water to help out and he does as instructed, but reports back that the crocodiles have moved in to various watering holes across the Pride Lands. Makuu assures Simba that they are defying a direct order, and Simba sends the Lion Guard to deal with them while he and Makuu finish their negotiations.
After stopping the crocodiles, they are led to their new watering hole, and Beshte tries to assure Ono that everything is okay. But Kiburi is still angry, since the only available watering hole is too small for all of them. Beshte tries to assure Kiburi as well, by pointing out how good of a spot it is. Still unhappy with the situation and how his leader is handling things, Kiburi challenges Makuu to a Mashindano for leadership, much to everyone's surprise.
When the Mashindano begins, Kiburi fights against Makuu while Beshte watches. Ono, disliking the violence, flies up only to see the three crocodiles leaving the fight. He reports back to Kion, and the Lion Guard leave silently. The egret notices that they're about to ambush Simba from behind and relays the information to the rest of the Guard. Before the crocodiles can attack, the Lion Guard subdue them. Hearing the commotion behind him, Simba wanders over, and soon realizes what they were up to. When they return to the fight, they hear Kiburi tap out and claim that his crocs have taken down Simba. After Makuu banishes him from the float as per the rules of the fight, Simba banishes him and his followers from the Pride Lands completely.
Back with Makuu's float, Ono is still feeling guilty, despite Beshte trying once again to reassure the egret that everyone knows that it was all an accident. Regardless, Ono approaches Makuu and issues a formal apology for waking them in the first place. Much to his surprise, Makuu forgives him. When Simba asks if this is the new crocodile way, Makuu tells them that maybe it is, while Beshte watches him return to his new watering hole.
Thurston's Herd are stuck in the mud, and the Lion Guard soon arrive to help them. After looking at Thurston's hooves, Beshte reminds Kion that they need to get the zebras out quickly, before the sun dries up the mud too much and they become even more stuck. The lion cub decides that all they need is a dark cloud and, upon locating one, he uses the Roar of the Elders to make it rain. The rain loosens the mud, and Thurston is able to get loose.
After Beshte comments on how thirsty the ground is, they soon realize that the water will come flooding out of the riverbed in the distance. Quickly, Kion orders Beshte to block the water while he and the rest of the Guard free the other zebras. Beshte does as commanded, but just as the last zebras make their escape, the hippo is swept away by the fast flowing current. Although he is able to escape injury, Beshte is swept into the Outlands, along with the rest of the water. Although at first excited about the 'craziest water slide ever', he soon notices the Outlands Volcano in the distance and starts to hurry back, following the path he came from.
Beshte very soon starts to feel the pressure of the heat. Needing shade, he makes a detour through the Outlands, choosing to Look on the Bright Side and enjoying the scenery in the Outlands while taking the long path back home and using various rocks to hide under. He is unaware that he is being followed by a few members of Shupavu's Group including Shupavu herself.
While taking shelter under a rock, Shupavu makes herself known to Beshte, questioning his presence in the Outlands. Beshte responds warmly that he's just looking for shade on his way back to the Pride Lands, and Njano jokes that they could use him for shade as well. A female skink offers to help find more shade, prompting Beshte to quote his father on how you can make friends anywhere. Shupavu and her friends then lead Beshte away to find more shade. With Shupavu and the female skink still guiding Beshte to shady areas, the hippo tells them how the Pride Lands are just beyond Rocky Plateau, whilst voicing his concerns that he won't make it across without getting burned. Njano arrives back and happily tells him that he's found a shortcut that will keep him in the shade. With Beshte commenting on how lucky he was to have found them, the group start to move into the cave, led by the skinks.
The skinks continue leading Beshte further into the cave until they arrive at a dead end. Beshte walks on ahead and calls to the skinks, believing to have taken a wrong turn, but hears Janja, Cheezi and Chungu call to him from above. The hippo warns the skinks to leave, just as the hyenas push a large boulder down, blocking the exit. The skinks escape by slithering into the small openings, leaving Beshte with the hyenas, who continue dropping large rocks into the small alcove.
When he has a moment, Beshte tries to charge the rock blocking the exit, but the hyenas cave him in further before he has a chance. His cry of Twende Kiboko is heard by the Guard just outside, and the excited yet worried hippo explains the situation with the hyenas still pushing rocks down on him from up above. Ono knows exactly where the opening to Rocky Plateau is, and the Guard race off to deal with the hyenas, leaving Beshte to dodge the continuous rocks from the hyenas above.
Chungu asks Beshte if he can stop moving, and Beshte declines, dodging another rock. When Fuli calls out from above for him to move, Beshte starts to push the rocks away, with no hyenas able to cause him anymore problems. When a final, large rock is pushed in by mistake, the Guard fear for their friend. Much to their relief, Beshte arrives with them at the top, having finally cleared a pathway up to them. He assures a worried Bunga that he's still there.
Back in the Pride Lands, Kion apologizes to a sunburnt Beshte for causing the problem in the first place. Beshte tells him not to worry, since he was only trying to help. Bunga expresses his joy in seeing the hyenas go flying, and tries to place a comforting paw on Beshte, but the hippo cries out in pain, having received sunburn from his time spent in the Outlands. When Beshte notices a mud pool, he quickly leaps into it, spraying his friends with mud. With Fuli mildly annoyed at being covered in mud, the Guard share a hearty laugh together.
When a raging fire threatening to burn the Pride Lands sweeps across the dry plains, the Lion Guard are quick to deal with it. Kion orders Fuli, Bunga and Beshte to keep digging while Ono keeps an eye on Thurston's Herd from above. They focus on getting the fire to die down first, but when the flames start to grow, Kion commands Beshte to create a new trench, but after he does so, the fire starts to encroach upon his trench. Kion's warning reaches the hippo in the nick of time, and the fires settle around the trench.
But the Guard notice that some zebras are still stampeding, and rush off to settle them. After they do so, the Guard learn from Thurston that dry lightning was the cause of the fire. With Ono leading them home, they discover Rafiki meditating on a tree nearby. They find out that a group of three noisy animals have moved in next to him. The Guard decide to see what they can do. When they arrive, they see Makini, Chama and Mzaha cheering Furaha as he beats his bug eating record. After Bunga leaves to join them, Beshte greets the three animals by name and asks why they aren't with their herds. They discover from Chama that they were kicked out of their herds, but they aren't sure why. Beshte is sure that their groups are missing them, and the Guard offer to take them home. After Ono lands, the Guard are given an animal to return home, with Kion and Bunga leading Chama away.
Beshte and Ono take Furaha home, assuring him that his troop probably misses him, though the monkey wonders if they'll be happier than when they saw him leave. When they reach his leader, Tumbili, Beshte explains how they were living next to Rafiki's Tree. Tumbili tries to explain the monkey way to Beshte, but he is unable to let the happy hippo down. He thanks him for bringing Furaha back with a sigh. Beshte and Ono make their leave, unaware that Furaha is already agitating his fellow troop members. The Guard regroup, but Ono soon notices more dry lightning in the distance. Ono suggests they check the watering holes first, since it isn't safe to be near water during a storm. The Lion Guard race away. In an enclosed watering hole, Zito and two hippos enjoy a drink of water. The Lion Guard arrive to lead them to safety after explaining how dry lightning works. But before they can leave, a lightning strike sets fire to the surrounding plains, and no way out. When they notice that Rafiki's Tree is on fire, the group work even harder to get out. With Kion's command, Beshte pushes a rock over which sets a path out, and Kion uses his Roar to douse the fire, before the Lion Guard rush to help their other friends.
They find Rafiki and Makini safe, and discover Chama, Mzaha and Furaha working to stop the fire. They quickly assist them in their efforts, with Beshte helping Mzaha by creating another trench. After the fire has been put out, Rafiki thanks both the Lion Guard and the trio of friends, and offers his three saviors the opportunity to live next to his tree, if they can be a bit quieter. They politely decline, having found a place for their family to live near Big Springs. Beshte is moved by their loyalty to one another. And instead of moving next door, they are invited to Makini's Painting Ceremony.
At the ceremony, Beshte watches Makini paint a picture of the Royal Family, where he is amazed by her skills.
On a clear day in the Pride Lands, the Lion Guard try to stop a herd of buffaloes from stampeding. But Tsetse Flies pester them continuously, making their efforts difficult. When Ono mentions that they dislike the water, Kion orders him to find the nearest watering hole. He does so, and they lead them there, forcing Thurston's Herd to move. Shortly after landing in the water, they hear a cry for help from Mbeya, who has become the flies' latest victim. The Lion Guard race off to assist him.
They find Mbeya stuck in a ditch, upside down and struggling to get loose. Beshte walks down, and starts to push him out of the ditch. After Beshte helps him get out, he reveals that he was rolling in the dirt to get the flies off, but instead rolled into the stream bed by accident. The Lion Guard escort Mbeya back to the watering hole, with Bunga snacking on some of the flies along the way.
As the Lion Guard reach the watering hole, the flies continue to annoy them. Beshte speaks out loud about how he wishes he could just tell them to go away and, to his surprise, they leave. But it turns out to be a pure coincidence, since the zebras appear looking for a new watering hole. Ono remembers that the flies don't like the stripes on zebras for some reason. This gives Kion an idea, and he and the Lion Guard decide to escort zebras - and Mbeya- to a new watering hole. With the zebras at their side, the flies do not return to them.
With Mbeya and the zebras settled in a new watering hole, the Guard listen to Thurston as he reveals to them how he gained his stripes. Although Beshte is impressed, the rest of the Guard aren't quite so thrilled, and Ono even chooses to leave. But suddenly, Madoa appears in the Pride Lands. They hear from her that Jasiri, Tunu and Wema are in trouble, and that Janja and his clan have trapped them in a vent. The Lion Guard leave, but not before recruiting Thurston to help clear the air of flies.
When in the Outlands, they notice that the flies are no longer in the area, and allow Thurston to leave. Once he has left, Kion suggests that Madoa leave as well, to keep the rest of her clan safe. She thanks the Guard and takes her leave. Ono then gets the vent in sight, but warns them of the hyenas. Just as they bound away, Thurston returns, asking for directions home again. They angrily direct him to the Pride Lands and leave, but Thurston gets confused and follows them again, believing it to be the path home.
The Guard call out to Janja's clan and, after a quick exchange of words, the two groups engage in combat. After dealing with the hyenas, Kion checks up on Jasiri. Ono calls for Kion to watch out for a stray hyena, but Beshte knocks him away before he can attack the cub. Kion notices the slanted rock he had stood on, and orders Beshte to get it while the rest of them fight Janja's clan again.
Beshte knocks the rock down to the ground, and warns Jasiri of the incoming splash. With her shielding the cubs, he pushes the rock into the vent. As the platform rises, Jasiri tells the cubs to get ready. When close enough, the three hop onto the still rising platform.
With the hyenas losing the battle again, all but Janja choose to retreat. Janja isn't bothered since Jasiri is still absent, but when she and the cubs arrive, he leaves, warning Jasiri that it isn't over. Jasiri thanks the Lion Guard for their help, but is still worried that Janja was out for something more than just her turf. After Thurston panics over Jasiri's presence, Jasiri soon decides that it's time to go, and the cubs thank the Lion Guard as they leave. The Lion Guard then make their way home, with Thurston in tow.
Back in the Pride Lands, the Guard thank Thurston for his help, praising him for his efforts. But Thurston takes their words the wrong way, and believes that they are inviting him to be a member of the Lion Guard. Before they can correct him, he announces his new status to his herd. They decide not to correct him, since they won't be hanging around with them. But the flies return, prompting all but Bunga to ask the zebras if they can hang out.
In, Ma Tembo is ordering her herd around in preparation for the upcoming Ukumbusho celebration. As they prepare, the Lion Guard enter the grove, followed shortly by Makini. While Makini prepares the paint for the event, Ma Tembo speaks with the Lion Guard, asking if they are ready. While Kion is enthusiastic, Beshte and the rest of the Lion Guard lack his spark, though agree nonetheless. After Ma Tembo directs them to a place where they can rehearse, Mtoto and his mother notice Beshte nearby. Mtoto races over to inform his hero that he will be playing the strongest elephant, while his mother takes the role of bravest.
As Ma Tembo approaches the Lion Guard as they practise, Timon and Pumbaa arrive to help, though Ma Tembo suddenly remembers that previous Lion Guards have always been lions. Although the Guard can't do anything about this, Makini offers to paint them to look like lions, and soon does so. After Kion assures his friends that they look great in their new setup, Timon and Pumbaa step in to assist the Lion Guard with their lines. The Lion Guard then resume practicing a scene involving the Branch of Peace, but Timon becomes frustrated as it prevents Beshte and Fuli from clearly speaking. Pumbaa suggests declining the branch during the show, but Kion disagrees, since it is vital to the show. <p> Soon, Simba arrives with his family, and the event begins, with the Guard singing "May There Be Peace", and telling the tale of Askari, the first Lion Guard leader, and how he brought peace between the elephants and lions, agreeing to protect each other and everyone who obeys the Circle of Life. The event runs smoothly, until a swarm of bees suddenly arrive, chasing the elephants away. With everyone trying to avoid being stomped on, Kion leads the Lion Guard away to stop the elephants from causing accidental damage. Unable to calm them, they question another group of elephants who have stopped stampeding along the way. They realise that the bees are after the pollen from the paint. After getting Fuli to move Vuruga Vuruga's Herd, they notice Mtoto spraying dirt onto the bees. Beshte is disappointed that it doesn't work, but Kion suggests getting Fuli to direct Mtoto's spurts onto his paint and she does so, causing the bees to leave. Mtoto thanks Beshte for saving him (much to Fuli's chagrin), and Ono quickly locates the elephants heading towards Sehemu Pass. Since the elephants will get stuck there, the Guard follow Ono's shortcut to beat the herd to the pass.
Beshte watches as Mtoto sprays Ma Tembo when she gets stuck, and the bees disappear. Beshte gives Ma Tembo a gentle nudge out so that the same spraying technique can be used on Johari and Zito as they arrive. When Mtoto notices his mother is missing, Ono quickly locates her near Mapango Cliffs, and Bunga saves her while Beshte and the others watch from below.
They return to Mizimu Grove, where Kion suggests that the show is continued but without the paint. After Simba suggests seeing it as a new tradition, Ma Tembo agrees, and the show resumes.
The Lion Guard notice Janja's clan stealing some Tikiti Melons intended for the elephants during the dry season. Fuli races ahead, taking a melon back from Cheezi and luring Chungu into Beshte's body. After saving them, they agree to keep an eye on them for a while.
As they wait, Ono notices a scuffle by the watering hole, and the Lion Guard take off. When they arrive, a monitor lizard, named Kenge, is causing havoc. He willingly engages in combat, striking Fuli and Kion. This makes Beshte cautious, but he is bitten on the leg nonetheless. Soon, Beshte complains that he's not feeling so good, before collapsing on the ground. After Bunga frightens Kenge away, Ono explains how their legs have been paralysed from the poison, but assures them that it will wear off, although he doesn't know when. Ono then flies away to get help from Rafiki.
When Ono returns, it turns out that Rafiki is away, so Makini arrives to help. Before she can get started, Ono notices that Kenge and the hyenas are working together. Ono and Bunga are sent to stop them while Makini gathers Ponya Flowers to heal Beshte, Fuli and Kion faster.
She does so by creating a flower crown for the wounded members of the Guard, suggesting that they wear, smell and eat the flowers since she isn't entirely sure how they are supposed to use them. But when Ono and Bunga return, they discover that Ono's wing was bitten. Although Beshte tries to be positive by saying that his legs feel a bit better, they ask Makini to go with Bunga to save the melons. After a bit of persuasion from Beshte, she agrees.
Once their legs have healed, the other Guard members meet up with them at Embamba Canyon. Kion uses his Roar of the Elders to send Kenge and the hyenas flying back home, impressing Beshte. With the danger gone, the Guard start rolling the melons back home.
Beshte arrives just in time to save Timon from falling to the ground from the top of a decorated acacia tree. Beshte, Fuli, Kion and Ono wonder what they're doing, and Bunga explains that it's Christmas. He and his uncles start to explain a bit more about the tradition, including how a mysterious character known as Dandy Claws is also said to appear and give presents to others. They sing about Christmas in the Pride Lands, but after the song, Timon admits that Dandy Claws will never come, since he requires a song to be sang at the bottom of the Christmas tree on Christmas morning. With Bunga and Pumbaa unable to cheer Timon up, the Lion Guard decide to continue their patrol.
Beshte notices how upset Bunga is, and asks what's wrong. Bunga tells them how he wishes he could make Dandy Claws appear to make Timon and Pumbaa's Christmas truly special. Kion suggests that maybe they can, and reminding his friends that the Lion Guard can make the impossible possible, persuades them to agree. They split up to find the animals and items necessary to perform the song.
Beshte proceeds to speak with Ma Tembo, who is somewhat cautious of the Dandy Claws character. But Mtoto is eager to help his hero, and helps persuade her to join the cause.
Later, with everyone gathered, Beshte watches as Bunga tries to teach the animals the song. But after sunrise, the animals still haven't mastered the song according to Bunga, and they start to leave. With even Kion pleading, Bunga finally tells everyone that he just wants to make his uncles happy as his way of saying "thank you" for all the things they have done for him. Simba calls for everyone to return, and the animals continue.
A little later, Beshte waits for Bunga to get Timon and Pumbaa. When he does so, he sings "The Twelve Ways of Christmas". After the performance, Timon and Pumbaa break down in tears of joy, thanking everyone for their efforts. Although Bunga is upset that Daa, just acting for Timon. Timon is touched, and expresses his gratitude to be surrounded by such loving friends and family. Impressed by how well the day turandy Claws never arrived, Beshte and the Guard become excited when they see a character dressed up with a white fluffy beard. However, it turns out to be Pumbned out, the Guard all agree that they should celebrate Christmas every year, and wish everyone a "Merry Christmas".
After getting his horns trapped in a tree, Bupu listens to the Lion Guard's suggestions on how to get himself free. Kion suggests breaking the branch off, and Bupu reluctantly agrees. But as they try to remove the branch, Nyuni appears, having nested at the end. Beshte asks if he's staying there, and Nyuni replies that he is since he enjoys traveling. Kion asks if he would be willing to leave, but Nyuni refuses. The commotion draws the attention of Zazu, who announces that he'll be putting the situation into his Morning Report.
Kion then has an idea how to satisfy both Bupu and Nyuni. The branch is broken off, leaving Nyuni's nest on the tree branch, allowing him to view more of the Pride Lands along the way. After Bupu leads his herd away, Zazu takes his leave. Fuli comments on how Zazu enjoys getting into the business of others, and Kion tells her that it's job, asking if she remembers the time he told her to slow down as a cub, when he and Bunga were with the crocodiles. Hearing how Zazu placed himself in Makuu's mouth to save Kion leads Beshte to the conclusion that Zazu is brave. Later at Pride Rock, the Lion Guard learn from Simba that Zazu missed the Morning Report. Due to such uncharacteristic behavior, the Lion Guard leave to locate Bupu and Nyuni, who have not seen him since. Not wasting anymore time, Kion orders Ono to scout the skies, and for Fuli to track his scent. Bunga also chimes in, by calling for him loudly.
Ono soon locates some feathers, and guides the rest of the Guard over. Fuli confirms that they belong to Zazu, and they find more a little further ahead. Although Bunga considers the possibility that Zazu is just molting due to old age, Beshte is doubtful. When Kion discovers hyena tracks leading to the Outlands, they immediately take action and head off to rescue him.
They hear Zazu in danger, and are able just in the nick of time from the hyenas. Beshte quickly rams into two hyenas, knocking them away. In the midst of the fight, Zazu's rib cage prison rolls down a slope after he saves Fuli, but Kion uses his Roar to save him. The hyenas soon retreat, and the Lion Guard take Zazu back to Pride Rock.
Back at Pride Rock, Zazu is about to impart the Morning Report to Simba and the Lion Guard, even though night has descended. Zazu is disappointed at his tardiness, but Beshte assures him that it's not his fault. Fuli even extends her thanks to Zazu for saving her and states that she owes him one, but the hornbill returns the gratitude. Kion, however, claims that they are now even, reminding him of the day he saved him from the crocodiles. Zazu remembers that day, but doesn't wish to reminisce for too long, and hurries along with the Morning Report.
When a drought hits the Pride Lands, the Lion Guard try to settle Twiga's Herd and Vuruga Vuruga's Herd, with the two animal groups showing concern at the dwindling watering hole. They turn to Simba for advice back in the Lair of the Lion Guard, who tells them of a watering hole in the Back Lands belonging to Dhahabu which he recently learned of. He asks them to approach her and ask if they can borrow their watering hole, and to offer them something in return if the need arises.
The Lion Guard proceed into the Back Lands, where they are greeted by Makucha. After attacking Ono, Beshte tackles him, and Kion informs the leopard that they just want to pass. But Makucha still refuses, and engages in combat. He is effortlessly defeated by Kion and the Guard, and finally allows them to pass, warning them not to come back. <p> As they continue, they notice a shaking bush, which they believe to be Makucha again. But to their relief, it is a pair of zebrasiblings. Fuli assures them that there's no need to "panic and run", but the pair instead reply that they prefer to "frolic and romp", before doing so around the Lion Guard. When Kion eventually gets through to them, they lead them to the "Fabulous Dhahabu". Beshte comments that she's really pretty, having been impressed by her moves. After Kion eventually introduces himself and the Lion Guard, she asks them to prance with her. Fuli questions if they really have time for it, but Beshte and Kion decide to continue in order to befriend Dhahabu first.
She presents to them Dhahabu Grove, describing it as the happiest place in the Back Lands. After a brief talk about leaderships, Kion asks the all-important question, explaining about the drought in the Pride Lands. Dhahabu is hesitant, but the two zebra siblings are excited at the prospect of meeting the Pride Landers and two beg her to allow them access. Since she is still hesitant, Kion offers to do something in return. After a quick think, Dhahabu requests a Tamboa Plant, their favorite food. She is shocked when they accept, and trots away happily. Kion turns to Ono for more information, who is sceptical that they'll even find one in time.
Fuli becomes tired after walking for hours, though Beshte remains positive that Ono is trying his hardest. Just then, Ono locates a Tamboa plant far away. The Lion Guard continue nonetheless, across a narrow path on a mountain. Beshte starts to feel nervous, with rocks crumbling beneath his feet. After Ono checks up on his friend, Bunga starts to walk backwards to show him how safe it is, but he nearly topples over, requiring Fuli to save him. They continue to an opening surrounded by thorns, where Beshte has the idea to charge through them to create an opening, allowing the Guard a safe passage. At the end of the path they discover the plant, which is a lot larger than they expected. Failing to pull it out, the Guard resort to digging it out, with Beshte being the only one strong enough to carry it.
They deliver the plant to Dhahabu, who is shocked that they actually found one. Beshte settles it on the floor while Kion asks if they can see the watering hole, and the zebra siblings happily volunteer. But Dhahabu refuses to let them do so, and suddenly states that the deal is off. When the pair argue with her, she also denies them access, as well as the rest of her herd. Sensing something is amiss, Kion sends Ono to check on the watering hole, and the egret reveals that it's empty. With her herd feeling betrayed, they abandon Dhahabu.
She reveals to the Guard that she noticed the missing water a few days ago, but had no idea where the water had vanished to. She didn't wish to tell her herd as it would make them unhappy, and she chose to wait, hoping that it would fill itself back up. After Kion assures her that a good leader should always tell the truth, he offers her their help in finding out the problem, asking again if their success will allow the watering hole to be shared. Dhahabu is overjoyed and happy to share if they can help.
When they reach the watering hole, they come to the conclusion that the waterfall has been blocked by a rock slide. The Lion Guard start to move, showing no concern over Dhahabu's warning of the area being leopard territory. She insists that she joins them, to be a good leader.
When they find the rocks, Kion sends Beshte to smash the rocks apart. But before he is able to do so, Makucha appears, refusing to let them take his water. Even though Kion explains that they just want to break the rocks so that the zebras can have some too, he warns them that he doesn't share. Dhahabu approaches him, but is saved by Kion when the leopard tries to strike her. Makucha announces that he brought friends this time, and a battle ensues.
Beshte tackles a female leopard, who eventually leaps onto his back and bites his ear. the hippo proceeds to squash her against a tree, causing her to retreat. When all of Makucha's friends leave, Makucha himself reveals that he has cornered Dhahabu, ordering them to leave before she gets hurt. With his back turned to her, Fuli, Kion, Beshte, and Ono throw a subtle hints to Dhahabu about how a good leader takes care of a problem. Dhahabu realizes what they mean and defeats Makucha, slamming him into the rocks and breaking them. With the water flowing as normal, Dhahabu tells the Lion Guard that the Pride Landers are welcome to her watering hole.
A little later, the Lion Guard lead some herds through the Back Lands, where they are introduced to Dhahabu. She approaches them and states that they have to do something before they can enter - "Frolic and romp". The animals happily agree, and enter the water. Dhahabu invites the Lion Guard, and all but Fuli enter to join her. Bunga tells her to lighten up, and Fuli does so by following the other zebras, monotonously chanting "frolic and romp", while Beshte smiles towards Dhahabu.
When noticing crocodiles sparring in the distance, Kion sends out his Lion Guard to stop them, believing the fighting to be without reason. A gecko named Hodari halts their actions, explaining how the crocodiles are merely training to improve their techniques. Ono dejectedly confesses that he forgot, and the Guard apologize to Makuu. Makuu promptly resumes training, and Hodari starts to mimic their moves, impressing Beshte. The gecko laments over his small size, but the friendly hippo assures him that he's a good size for a gecko. Hodari admits to Beshte that his dream is to join a crocodile float, and, whilst surprised, Beshte comments that it's good to have a dream.
Just then, Ono notices a herd of buffalo stampeding towards them. Kion warns Makuu, who in turn orders his float to move to higher ground, on a nearby cliff. Although everyone gets away from the herd, their stampeding causes a rockslide. Kion orders Fuli and Ono to calm down the buffalo, while he, Beshte and Bunga assist Makuu's float. Beshte tells Hodari to wait where he is while they assist Makuu. Although everyone survives, Makuu is left with an injured foreleg. Makuu orders his float to continue sparring, while the Lion Guard return to their Morning Patrol. Hodari stops Beshte, who tells the Guard that he'll catch up with them. With Makuu injured, Hodari figures that he'll need a bit of extra help, so now's the perfect opportunity for him to ask Makuu to join his float. He requests that Beshte introduce him to Makuu, and he does so. Hodari asks him to Give a Little Guy a Chance, but Makuu laughs him away.
Beshte is annoyed with Makuu for his unwarranted harshness, but leaves to catch up with a dejected Hodari. Before he can find him, he is called away by Ono, who explains that Laini and two other galagos have gotten stuck in a tree. When Beshte arrives, Kion directs him to move the log up, while Bunga and Fuli pull out the galagos. Having completed their task, they resume their patrol.
Soon, Ono witnesses Kiburi's float in the distance, the Lion Guard promptly approach him, asking why he has returned. Kiburi states that he's just visiting, introducing them to to their newest member, Hodari. Along with the rest of the Guard, Beshte is shocked. Kiburi tries to use this to his advantage, since he is friends with both his float and the Lion Guard, but Kion still orders them to leave. Kiburi succumbs to his order, and leads his float away.
While the rest of the Lion Guard make sure that they leave, Beshte confronts Hodari, who is oblivious to Kiburi's past misdeeds. Despite his best efforts, he is unable to get Hodari to see how bad he truly is, with the gecko making the assumption that Beshte is saying that he too is bad for following his dreams. Hodari says that maybe he isn't really his friend after all and runs back to catch up with Kiburi, which devastates Beshte.
Concerned about Kiburi's float, Kion leads the Lion Guard to Makuu's float to warn them of Kiburi's recent return. However, Makuu announces that crocodiles don't need anyone's help. Having warned him as intended, they depart. Shortly after, Beshte voices his concerns over Hodari's friendship with Kiburi, so Kion sends Ono to scout the area for the little gecko. Instead of finding Hodari, Ono discovers Kiburi's float fighting against Makuu's float. The Lion Guard race off to help out.
They approach the battle scene, and start defending Makuu's float from their attackers. When Beshte knocks one crocodile into a bush, he spots Hodari on the tree next to him. The gecko is shocked to discover that Beshte still considers him a friend, even after he joined the bad guys. Suddenly, Hodari notices that Makuu is in peril, and asks Beshte to get him close, hopping onto his snout. On their way over, Kion slams Tamka into Beshte's path, causing him to stumble. Hodari hops onto Kiburi's snout and directs Makuu, who manages to knock Kiburi away. With the float defeated, Kion proceeds to use the Roar of the Elders to send them home.
After the fight, Makuu impressed by Hodari's bravery, and offers him a position on his float. Beshte watches as Hodari finally achieves his dream and is a accepted as part of Makuu's float.
Janja's Clan are in the Pride Lands, chasing Twiga and Juhudi with the Lion Guard hot on their trail. Ono suddenly spots Reirei's Pack pursuing some pangolins at Chakula Plains, and the Guard are forced to split up. Kion sends Fuli and Bunga to deal with the jackals with Ono leading them whilst he and Beshte take on the hyenas.
Janja sends Nne and Tano to deal with the pair, but they are quickly pushed aside. But when Cheezi and Chungu arrive as back up, Kion and Beshte struggle to deal with the pair when Nne and Tano return for another go. Beshte asks Kion if he could use the Roar, but Kion refuses to do so in fear that it might strike Twiga and Juhudi. After checking that the giraffes are okay, Kion and Beshte follow the hyenas to make certain that they leave.
The Lion Guard regroup, and watch as the jackals flee into the Outlands. Kion is especially concerned at the events, admitting that they are weaker when split up. When he learns that the jackals surrendered as quickly as the hyenas, his concern grows larger. While Beshte tries to get him to consider the possibility that it was a coincidence, Ono witnesses the hyenas meeting up with the jackals in the Outlands. Bunga does not share Kion's concern, and comments that they need to be in two places at once. His words give Kion an idea.</p>
They locate Tamaa, who is giving a show to the Pride Landers. He fears that they may believe he has returned to his old ways and assures them that isn't the case, and is relieved when he discovers that they're not checking up on him. They ask for his help and he accepts, following them across the savannah to learn more about the plan. When he hears that he will be impersonating the Lion Guard while they deal with another problem he is somewhat concerned, but Beshte assures him that they'll keep him safe.
Soon, Ono discovers the jackals chasing some gazelles. While Ono keeps an eye out for the hyenas, the rest of the Guard and Tamaa take on the jackals. Shortly after Ono leaves, he locates the hyenas stalking Rafiki near Mapango Cliffs. He reports back to the Guard, and Kion calls for Tamaa to distract the jackals until they get back.
The Lion Guard locate the hyenas, who have already been taken out once by Rafiki. They engage in combat while the mandrill rests, with Beshte knocking Janja far away. When the Guard think they have won, Reirei's pack arrive, having realised the trick. The hyenas and jackals regroup as do the Lion Guard, Rafiki and Tamaa before entering another battle. Beshte knocks three hyenas down in one go, and it isn't long before both hyenas and jackals retreat.</p>
Rafiki thanks the Lion Guard for helping him embrace his inner warrior, but when he turns to see Kion, the cub has wandered off, gazing with concern at a strange burn mark on the ground. Once he is joined by Rafiki, the rest of the Guard join him, only to notice an ominous burn mark on the ground. Beshte questions if it could be a coincidence again, but Rafiki has his doubts, leaving to consult the paintings of the past. Kion hopes that it is a coincidence, peering down at the ominous burn mark.
In the Lair of the Lion Guard, Beshte listens to the story of how Simba defeated Scar. When Bunga tries to shift the credit to his uncles, Beshte agrees with Makini that it was Simba who saved the Pride Lands. Although Bunga disagrees with everyone, they all agree that the Pride Lands would be a terrible place if Scar still ran it.
That same day, Beshte watches the Kumbuka celebration, listening to Rafiki perform "Good King Simba". When the song finishes, Simba collapses, and they soon discover that he has been stung by a scorpion. Beshte and the Guard chase after the scorpion, who escapes via a tunnel leading into the Outlands. They return to Pride Rock, where a weakened Simba mumbles. When Rafiki remembers the cure, Volcanic Ash, Beshte and the rest of the Lion Guard agree to go with Kion to the Outlands Volcano to retrieve it. After Bunga breaks a gourd, Rafiki decides to send Makini along with them, who will take care of the gourd instead. With the cure needing to be back before sundown, the Lion Guard race away to the Outlands. <p>When they reach the Outlands, Kiburi's float challenge them to a fight. With time fleeting, Kion sends Beshte to move them aside. Beshte effortlessly defeats the crocodiles by slamming into Tamka, who in turn slams into his other float members. The Guard continue, when they discover Reirei's pack waiting. Bunga uses his odour to stop the jackals from fighting and they move ahead. Bunga admits that they don't usually face all the bad guys at the same time, but Beshte quotes his father who believes there's a first time for everything. Finally, Janja's clan stand in their way, and they engage in a short battle, where Beshte saves Makini by slamming into Nne and Tano. <p> When they finally enter the Outlands Volcano, Ono guides them to the volcanic ash, and Makini swiftly pours a handful into her gourd, sealing it shut and re-attaching it to her staff. Just as they are about to leave, Scar rises from the lava. Kion recognizes his evil great-uncle, but refuses to engage with him, reminding his friends that they need to get back to his father. Scar reveals that he was behind the attack, leading Beshte to work out that the other animals were working together. Scar commends them for their cleverness. The Lion Guard start to leave regardless, but the fallen King calls for his army. Suddenly, Ushari, Shupavu and her group of skinks, and Kiburi's float emerge. Beshte appears shocked seeing the Skinks on the bad guys' side, learning of their evil intentions. The Guard change their direction, but Janja's clan block their other pathway. When the final path is blocked by Reirei's pack, the Lion Guard realize they are surrounded. As Kenge joins the skinks and cobra, Makini and the Lion Guard start to back away to a ledge hanging over the lava. Thinking quickly, Kion orders Ono to find a way out, but the egret is knocked down by Mzingo and his parliament. <p>Trapped, Kion resorts to the final option. Scar warns him that using the Roar will cause the volcano to erupt, but Kion responds by telling Scar that he doesn't know as much about the Roar as he does, before using it in a similar manner to how he saved his mother from Makuu's float. He continues to use the Roar on Reirei's pack, and finally, Janja's clan, just before they all leave the volcano. After saving Makini from the vultures once more, the Lion Guard swiftly leave the Outlands.
As the Lion Guard race across the savannah back in the Pride Lands, they start to worry about making it back in time. With Fuli being the only one fast enough to reach Pride Rock before sundown, Bunga offers to carry the gourd on her back. The offer is accepted, and Fuli speeds away. When Beshte finally arrives back at Pride Rock, he is relieved to find that they made it back just in time. Rafiki ushers them out, and Fuli makes her way to the edge of Pride Rock. When joined by Kion, the cub announces that they will defeat Scar.
At Pride Rock, Makini is tasked with finding an animal named Kongwe, the wisest animal in the Pride Lands, who should be able to shed some light on how to defeat Scar. Beshte mentions knowing Kongwe and how she lives near Urembo River, a half-day walk from their current location. Fuli steps forward to offer her assistance, confident that she can get there faster. It is accepted, and Rafiki announces that she will escort Makini. When the two leave, Beshte and the rest of the Lion Guard agree to go on patrol.
Soon, Ono spots four hyraxes running across an unstable stone bridge. Kion orders Ono to direct the hyraxes away from the crumbling bridge, which he does, just in time. With the hyraxes still thirsty and no other way to transport them across, Beshte proceeds to pick up a large rock nearby, and uses the broken bridge to escalate himself and the rock to the sides, creating a temporary bridge. The hyraxes run across safely, and Bunga commends Beshte for the idea of "The Big B Bridge". <p> A bit later, Ono notices a herd of elands trapped in a fire near Poromoko Crevasse. Ono leads them to the elands, who are lost in the smoke. Beshte, Bunga and Kion locate the elands and guide them away from the fire. Ono suggests getting them into the canyon, and Beshte starts to lead them down. However, a spark enkindles the bushes as he passes them, blocking the path and separating Beshte from his friends. Ono searches for another way, but the narrowest part of the canyon is still not enough for the elands to jump. Noticing a large rock, Kion asks Beshte to provide another bridge up ahead. He does as requested, and the elands make it across to the safe side. Although heavier than that hyraxes, Beshte is still happy to help out. That evening, they converge paths with Kongwe, Fuli and Makini and return to Pride Rock, where Bunga is excited to tell his friend of Beshte's bridge adventure. Kongwe confesses that not even she is sure how to defeat Scar, but states that "it is the patient animal that eats the ripe fruit".Fuli translates for the others, by saying that they will find the solution eventually and that they just need to look. Kongwe assures everyone that she has seen many things, and that good will always triumph over evil, in time.
The Lion Guard deal with a fire tearing through Kilio Valley, withJohari assisting Beshte and Ono by putting out as many fires as possible. When the Army of Scar appear suddenly, Beshte is quick to subdue Kiburi. But with the fire still blazing, they have no choice but to retreat with Ma Tembo's herd, with Beshte tasked with clearing a path for the elephants to escape.
The Lion Guard try to find Ma Tembo a new home, starting with Ndefu Grove. Although Laini is initially welcoming and Beshte is sure it will work out, the elephants cause too many tremors as they walk around, and the Guard take the herd to Twiga instead, causing Beshte to become cheerful once more. However, Twiga has fears that there won't be enough food for both elephants and giraffes, and they are forced to ask Bupu for help. After he accepts them into his grazing grounds, it becomes clear that the solution is a very ephemeral one.
After Ono confirms to his team mates that Scar's army has settled into Kilio Valley, it's not long before he witnesses Bupu casting the elephants out. Beshte is heartbroken when Mtoto says farewell to his hero, prompting Kion's leave. When a fire breaks out at Ndefu Grove, the Lion Guard assemble, but Beshte warns Kion that he and Ono can't put the fire out fast enough. Kion races away to get help, leaving Beshte and the other Guard to continue. Beshte and the rest of the Guard continue trying to put out the fire, when Kion arrives back with Ma Tembo's herd. The elephants assist the Guard using their trunks, and successfully put out the fire, saving most of Ndefu Grove. Laini thanks everyone for their help, and invites the elephants to stay at the grove. They accept, much to Beshte's delight. But the loss of Kilio Valley is still something to remind the Guard of the journey ahead.
The Lion Guard watch over the Outlands, waiting for Ono to return. When he finally comes into view, he is being pursued by Mzingo and Mwoga. Luckily, a failed attacked results in Ono's safe escape. He returns to the Pride Lands and reports that he saw the hyenas on their way to Scar, and that the jackals and crocodiles are still in Kilio Valley. Beshte hopes that they can defeat Scar, but before they can wonder what he's up to, the Guard hear Thurston yelling "panic and run", and his whole herd start to run.
The Lion Guard swiftly leap into action and calm the herd down, questioning his behavior. Thurston reveals that a nearby rock was the problem. Although the Guard can't see anything, Thurston and his herd are firm that the rock was talking to them. When Twiga approaches them with a similar problem involving a talking tree, the Lion Guard investigate Twiga's tree. When Ono lands on a nearby trunk, he is startled when something runs over his foot. A chameleon accidentally reveals herself to them. She disappears and runs away, even running along Beshte's back in her attempt to escape, tickling him. They track her down, and Ono explains that she is in fact a chameleon, who introduces herself as Kinyonga.She explains that she ran because they chased her, and how she was trying to be friendly but forgot about her camouflage. When Bunga is confused by that word, Kinyonga explains how her special ability works, impressing Beshte. After Kinyonga is asked to be careful when camouflaged to avoid scaring animals, the Lion Guard leave. They start to consider options on how to infiltrate Scar's domain, when Kinyonga overhears their dilemma and offers to help. She persuades the Guard to let her enter and get information, assuring them that she is more than capable of the task. She departs, with strict instructions to return to the Pride Lands by sunset. When she does not return by sunset, the Guard start to worry. Kion asks Ono to take a look, which is when he notices Shupavu and her skinks chasing Kinyonga. They quickly come up with a plan to avoid being seen.
In the Outlands, Shupavu and her skinks chase Kinyonga to a dead end. She tries to blend in, but she is too scared, and her colors run wild. Suddenly, Shupavu hears a voice, and the Lion Guard reveal themselves, having used camouflage themselves to blend in with their surroundings, with Beshte pretending to be a large rock. Not wishing to fight, the skinks retreat. Kinyonga is impressed, but quickly explains Scar's plan to the Guard, and how he has ordered Janja's clan to fill up the top of Hakuna Matata Falls with rocks to cause a water shortage. With no time to lose, the Lion Guard return to the Pride Lands.That night, Janja, Cheezi, Chungu, Nne and Tano arrive at the top of Hakuna Matata Falls, where they begin. Cheezi and Chungu are given the task of moving the largest rock which is, in fact, Beshte. They exclaim how squishy the rock is, prompting Beshte to reveal himself. The other hyenas start to run, when Cheezi questions where they came from, Kinyonga appears to tell them that they learned it from her. Startled by the chameleon, the trio run into the water, to Kinyonga's concern. Kion orders them to leave and they do as instructed, but before the Lion Guard are able to thank her, Kinyonga vanishes.
The next morning, Ono reports that he was unable to find Kinyonga. Noticing Thurston's herd speaking to the rock from yesterday, the Guard approach it, and discover Kinyonga there, pretending to be the rock and speaking with Thurston. When asked why she left, she explains that she broke her promise not to scare anyone, having sent Janja's clan into the river by mistake. Bunga assures her that, when it comes to Janja and his hyenas, it doesn't matter, relieving her. She promises again not to scare anyone, but when Thurston notices her, he and his herd panic and run. Kion tells her that it's not her fault, and the Guard leave to sort out the herd.
The Lion Guard is in their lair looking at the Paintings of the Past of other the old Lion Guard members. Makini comes in and says that there are many paintings in the lair that they have not yet found. Soon Kion finds a suspicious painting that have been cut off. He asks Beshte to move the rock after a lot of pushing the rock finally moves. The painting is the Mark of Evil. Makini brings the painting to life and explains how it seems to suggest that Askari's Lion Guard once fought a great evil, and how the secret to defeating that evil lies in a chamber deep within the lair.
Makini stops them from entering at first, showing them a painting which warns them of the dangers within. The Lion Guard is confident in their abilities and enters regardless, with Kion suggesting that Makini stays behind for her safety. They go in and find another clue until Beshte falls down with the rest of the guard coming in from behind him. Ono notices some sharp rocks and Beshte slows down so the guard can land on him safe. When they arrive at the bottom, Fuli discovers another painting. Knowing that they are on the right path, the Guard continue forward, until they come to a crossroad. Bunga assures them that he has experience with caves and leads them down a route, only to wind up at a dead end.
Bunga is certain that it's another secret passage and attempts to open it, but eventually gives in and concludes that it really is just a wall. The Guard continue their efforts to move forward but wind up encountering dead ends at every turn. Bunga tries once more to open a secret passage, but fails, leading Fuli and Kion to confusion. Noticing a tall rock, Kion asks Ono to take a look at what they're dealing with. Ono reveals that the entire area is a maze, much like in the painting they saw outside. He locates the path they're looking for and guides them out. Ono guides the guard out of the maze and Kion starts to relize that this whole thing is a test to see if they're worthy enough to defeat great evil. Makini catches up to them she says that she followed their footsteps through the maze and the gang contuines on their journery. They move through a passage and enter a chamber with a large canyon below, and an entrance at the other side. The gap between the paths is too big for anyone to jump. Bunga suggests that Ono is being tested again, this time for his flight until he's reminded that all previous Lion Guards were strictly lions. Makini calls them over, having found another painting, this time of the bravest lion. When she brings it to life, it shows him walking over the crevasse, seemingly on thin air.
Bunga decides to leap over the crevasse, much to the horror of his friends. But instead of falling down when his jump wasn't enough, he instead lands on what appears to be thin air. It doesn't take long for Ono to work out that there is, in fact, a bridge over to the other side, and that it's an optical illusion ad the Guard cross over. In the next area, Makini notices another painting which suggests that they're close to the final chamber. However, a large boulder blocks their path. Beshte considers moving it but realizes that he's already had his test, prompting Bunga to reach the conclusion that maybe it's just a rock. After he knocks on the boulder, it comes loose, and everyone starts to run. Fuli has an idea to try and slow down the rock but it doesn't work. Instead of slowing it down Fuli makes it go faster and the rock goes past the others. The gang contuines when Bunga ponders on what Kion's test could be, but in doing so, he accidentally walks into a rock that sets off a small avalanche. With everyone trapped in total darkness,
Kion begins to roar softly in order to get a feel for his surroundings. With the others stumbling over one another, Kion asks them to follow his voice, while he uses his roar to determine empty areas and locate a pathway out using his echo. The group finally locate the exit and are in awe at the final chamber, which is decorated with small pillars containing more paintings. They are soon called over by Makini, who locates the story of what happened all those years ago. A group of evil lions tried to take over the Pridelands until the good lions created an unstoppable force to defeat the evil lions, but only the worthiest in the Pride Lands would be able to find and use the force.
They soon find a room with a pool in it and Bunga jumps in. Kion relizes that the secert to defeat great evil is them. Makini brings the painting to life showing how Askari's original Lion Guard was formed to stop evil lions. Makini apologizes, with her belief that she could have noticed the signs earlier and thus saved the Guard the hassle of going through the tests in the first place. But Kion states how much they needed to go through them so that they knew they were ready.
The guard starts chasing their third dust devil which continues to make it's way to Ukuni Woods. Beshte remembers that the hyraxes live there. On a nearby tree, two hyraxes are fighting over a granadilla and there soon trapped by a dust devil. Bunga and Beshte catch the hyraxes and Beshte liked how they had a happy ending. After putting the hyraxes in their tree they see Thurston's herd and notice that another dust devil is heading towards Chakula Plains. Thurston tells the guard to go after it and the guard leaves as they leave Thurston begins to brag about how he's the real reason the Lion Guard are so successful. Soon the guard finds a pangolin has been covered by a branch. Fuli decides to move the branch and the pangolin explains that there are more of them Ono begins to search. The guard locates the other pangolins and Cheezi and Chungu come up with flowers. They rub the flowers under the guard's noises to make them sneeze but it didn't work. Beshte moves Cheezi and Chungu back to the Outlands. After saving Mbuni's Flock from being trapped in sand Goigoi comes by with stripes. He thinks that the guard can't see him but Beshte pushes him away. Tamka and Nduli also come up to the guard and starts rubbing their tummies. They think that it'll make them sleepy but Kion uses the roar to blow them away. Overlooking the Outlands Kion questions why there were so many strange attacks and think that Scar is behind this to distract them. The guard heads to the Outlands to see what's going on and Ono sees Thurston in the Outlands surrounded by half of Scar's army the guard goes to save him. Thurston expians to the guard that he was invited to a party and the guard relizes that he was behind the crazy attacks. They walk Thurston home.
The Lion Guard have a battle with Janja's clan and Kiburi's float. During the fight Bunga picks up a stick to fight agaisnt the hyenas but Beshte comes to save him after he fails. When the won the battle Jasiri comes to surprise Kion. Kion tells her that Scar is back and Jasiri decides to set up a Hyena Resistance with her clan. She reminds her clan about "Kwetu Ni Kwetu, home is home." The guard soon heads back to the Pridelands and Beshte gets execitied about the resisitance. Bunga comes back from practicing his moves with Rafiki. He shows the guard but gets interupted by Madoa.Madoa explains Scar's next plan for Mizimu Grove. The guard goes to stop the jackles and crocs while Jasiri's clan stops Janja's clan. After many plans being ruined by Scar he orders his army to get rid of Jasiri's whole entire clan. When none of the army comes up to them to fight Ono checks to see where they are. He claims that the army is surrouding Jasiri's clan the guard surrounds the army. The guard begins to fight the army and when they had enough Kion uses the roar to blow them away. Jasiri hears Janja shouting as he slips towards the lava. Jasiri saves him and asks him to join her resistance but Janja refues. Kion asks Jasiri for her clan to stay in the Pridelands but Jasiri decides that her clan will hide and not let Scar find them. Beshte asks Bunga about his moves and Bunga claims that the stick was in the way. The guard heads back to the Pridelands.
When Tifu and Zuri cry for the Lion Guard's "help" they complain about their fur and how dry it is. Ono explians to them that it's still the Dry Season. Kiara and Nala come in saying that the guard is only for emergencies when Beshte suggests that they go to the hot mud pots at the edge of the Pridelands. Nala lets them go as long as Kion goes with them. He agrees to go and Bunga tags along while the rest of the guard is on patrol. Beshte, Fuli and Ono took out the fire near the mud pots and were worried when they didn't see anyone. Kion explains that they escaped by going through Muhangus' burrow. Bunga explained how they had an adventure with a adarvark, zebra and a golden mole. Everyone heads back to Priderock but Tifu helps her new friend Thurston get out of the dark.
Beshte meets a Gorilla named Shujaa who is the strongets in the ThelujiMountains. Shujaa explains how he can Shujaa Ponda Shujaa asks Beshte if he can see his strength. Beshte says how he doesn't like to brag but he goes ahead. He lifts up a big rock and tosses it over to Shujaa. Shujaa thinks that Beshte is strong and wants to play catch with him. Until Ono notices that Scar's army is attacking Basi's Pod at Big Springs. The Lion Guard and Shujaa goes to stop them before Kion can come up with a plan Shujaa starts attacking the army he starts by throwing rocks at Reirei and Goigoi. As Shujaa starts to throw more and more rocks the rest of the army gets scared and runs away Everyone thought that it was the best thing they ever saw until they notices the mess. Kion says that Shujaa did great but they need to clean up. Shujaa helps with the clean up by throwing a rock to unblock Muhangus den. Beshte suggets that he can help Shujaa learn how to control his strength. Shujaa is confused but the two them leave. Beshte hears Laini and her galagos cry for help. Turns out that a serval in their tree, who Laini is certain wants to eat them. The serval explains that he was hunting a bird, but doesn't know how to get down. Beshte tasks Shujaa with assisting the serval, but is stopped before he can tear Laini's tree down completely. Beshte asks him to think first, and he obliges. He then conjures up another idea. Shujaa leans the tree to one side, allowing the serval to leave. Howeveer when he lifts the tree up again the galagos go flying to another tree. Shujaa gets depressed but Behste tries to cheer him up. They soon see a butterfly who is stuck between some rocks. Shujaa starts to lift the rocks one by one once the butterfly is free all the rocks start crashing down. Shujaa is once again depressed because of his actions. Beshte then sees a lost Kifaru, who is trying to get to the Watering Hole. He says that he gave Mwenzi the day off but he needs help. Shujaa punches the rocks to make an enterance for him to walk through. Beshte soon notices some sad hyraxes and sees that Shujaa has smashed their home. Shujaa gets upset while Beshte goes to find the galagos a new home. Beshte later meets up with Shujaa and Shujaa decides not to move so he doesn't make trouble. Ono comes to get Beshte and Shujaa to help but Shujaa don't wannaa go. While helping taking out the fire Beshte's leg gets hurt by a tree and Shujaa comes to save him. Shujaa scares off Scar's army and takes out the fire. Shujaa relizes that he must tell King Sokwe that he can think before his actions now. He says goodbye to Beshte and the guard before heading home.
Bupu's herd is stampeding because they thought they saw a jackal. Boboka runs into Laini's tree and the galagos start runing too. Kion asks Bunga to grab the galagos and put them away from the herd. When the herd is calm Kion tells them not to run and call for them instead. Seeing this gives Kion an idea to unite the Pride Landers. The guard gathers Ma Tembo's herd, Bupu's herd, Laini's group and Mbeya's crash. When they start Beshte tells everyone that staying calm helps him. He tells them to predent that there are hyenas but the rhinos start to panic. The guard tries something else and Bunga waits by a tree, while the animals are instructed to race over to him. Unfortunately, only the galagos complete the task, while the larger animals collapse onto each other. Seeing the animals not get along Kion asks Makuu to teach them how to fight. Bunga, Fuli and Kion train some members of Bupu's herd to work on their kick and Bunga gets kicked in the face. When things don't work out with Makuu he and his float leave. Ono spots the Army Of Scar attacking Makuu's Watering Hole Kion isn't sure that the team is ready. Ma Tembo, Mbyea, Laini and Bupu say that they are and they go to fight. After a tired of battle Kion uses the Roar Of The Elders and blasts the Outlanders away. Makuu thanks the Pride Landers for their help and says that he will do the same for them in the future if they need.
Queen Dhahabu and her herd come into the Pride Lands. While Dhahabu and her herd make their way up to Pride Rock they sing "Prance With Me." Bunga talks about how amazing her dance moves are and asks Kion if she remembers him. Dhahabu comes down with Kiara, Tiifu and Zuri. The guard goes on the tour with the girls. Soon a fire caused by Dry Lighting hits the ground. Kion orders the guard and Kiara to take it out and orders Fuli to help Dhahabu. After seeing Fuli in action Dhahabu asks for her, Tiifu and Zuri to be her royal guards. Kion doesn't like the idea at first because she's a member of the Lion Guard. However he goes with it anyways since they're sharing the Watering Hole. The Guard finds Starehe and Raha being sad without Dhahabu. Reirei's pack tries to attack the girls and the guard comes to the rescue with Starehe and Raha's help. Dhahabu doesn't see them fight and claims that her new guards must be permant. The girls don't agree and Kion says he'll come with a plan to get them out of this. Kion thinks that Starehe and Raha should be her guards but they don't think so. They soon see Dhahabu being attack by the jackals again joined by a couple crocodiles. Starehe and Raha scare them away and Dhahabu claims that they will be her new guards. That night at the celebration Queen Dhahabu says that she will let the Pride Landers share her Watering Hole forever.
Basi gets scared when something is in the water. Beshte goes to find out what it is turns
out that it's a baby hippo. The Lion Guard come by and sees what's the matter Basi claims that he's just scared because of the Outlanders attacking. Kion soon notices something moving in the grass but it turns out that it's just Timon and Pumbaa grub hunting. Makini comes by with a babobab tree and says that she's gonna be planting it at Mizimu grove. She invties the Lion Guard and Basi's pod over to watch Kion decides to have a celebration for it. At the celebration Timon and Pumbaa sing a song until Scar's army comes to celebration. Kion gathers the Pride Landers to fight them. Scar reveals himself in front of the Pride Landers and says he'll take over the Pride Lands. The animals start to panic and run; however, the Lion Guard calms them down. Beshte goes to slow down his pod. They get upset that Kion or Simba never told them that Scar was back and they wanna leave. The next morning, Kion brings everyone to Mizimu Grove and says that Makini's babobab tree has surrived the attack. Everyone claims that they want to stay in the Pride Lands and Makini plants her tree.
The Lion Guard start seeing fire drop from the sky near Twiga's herd. Beshte, Bunga and Ono take out the fire while Kion and Fuli save the giraffes. After finding out that Mzingo and his parliament were responsible but Ono explains that he can't fly as high as a vulture; Beshte gets someone to help. The guard finds his friend Anga who is a eagle. After an awkward conversation, they notice more of the fire falling from the sky. The guard stops the fire while Ono and Anga try to see what's going on. Anga spots Mzingo's Parliament dropping the fire. Ono suggests getting Hadithi for help and other birds of the Pride Lands. Beshte says he last herd that Hadithi was at Urembo River. Once they find Hadithi he makes a speech about being heros. Ono soon sees more fire fall and birds head off to fight at Maumivu Thorn Patch. The guard takes care of the fire on the ground. Soon Hadithi gets trapped in a thorn bush he soon convices Ono to take over. Ono, Anga and the rest of the birds get the vultures to one spot and Kion uses his roar at them. Hadithi frees himself and the guard will be ready when the vultures come back.
Kion speaks with the Lion Guard knowing that as long as their around the Pride Lands won't end. Soon Anga comes saying that the Outlanders are attacking the guard goes to fight. Years later after defeating Scar's army several times Kion and the guard have grown up. Kion uses his roar when Simba and Rafiki come up. Rafiki says that the roar is getting stronger as Kion gets older. Simba says that it's time to defeat Scar once and for all. They come up with a plan and gather the Pride Landers.Kion and the guard start singing that tonight is their final night before defeating Scar.
Later Janja's clan goes to the Liar of the Lion Guard so they can trap the guard. However, Beshte finds a way out of the liar after it being set on fire. The guard goes into his pool and swims out. Soon Scar comes on top of Pride Rock and says that Kion is gone. But he and the guard shows up and Scar says that there's no way to defeat him. He soon banishes but the herds start to worry. Janja soon comes and says that he knows a way to defeat Scar. He says that Kion should use his roar on him. The set up the plan and get some rest.
The next morning Kion and the guard lead the herds to Outlanders. They fight against Reirei's pack, Kiburis' float, and Mzingo's vultures. Kion and the guard go inside the volcano. They soon reach up to Scar where he asks Ushari to charge at Kion. He gives Kion a scar of his own. Kion soon says that he'll never be like his great evil uncle. But Scar says that they're the same and there's no other choice. Kion thinks of another choice and forgives Scar for what he's done. He then blows on Scar to make it rain on him. Scar soon melts and is defeated. Ushari being mad charges at Kion but Bunga tackles him, Ono grabs Bunga out of the fire, Kion knows that they have won.
Kion and the Lion Guard come outside and the Pride Landers cheer. The Outlanders are still upset but Janja says that Jasiri should be in charge. The Outlanders don't like but they don't care. They soon notice that Ono can't see. They get Ono to Rafiki. Rafiki says that there's nothing he can do about Ono's eye. However, since there's no cure for Kion's scar in the Pride Lands he says to go to the Tree of Life. Ono might get healed too. Anga soon becomes the new Keenest of sight while Ono becomes the smartest. Now with six members on the guard, they leave the Pride Lands. Nala and Simba wish them good luck and hoping to come back before Kiara's first hunt. The guard leaves with Pride Landers wishing them goodbye. Kion talks to Thurston who says that the zebras will protect the Pride Lands while they're gone.
After leaving the Pride Lands, Kion asks Anga how much farther it is to get to the next Waterfalt. She says that it's not far and she sees the next moja kwa moja stone. Makini says that they're on the right path to the Tree of Life. Ono remembers Rafiki's map and says that the Back Lands Waterfall is the first landmark after Pride Eock. . Kion tells Anga to lead the way. When they make it to the stone Ono says they need to find a iroko tree. While on their way to the tree, Makucha's leap comes by to attack the guard. Makini drags Ono to a top of a tree so he will be safe. During the fight a dust storm comes and the guard starts to blow away. They soon find shelter but Makucha's Leap follows them. Makucha says for them to leave but there's no where else to go. Kion says that they need to get along and stay in the spot. Makucha says that he wants them and he'll show them the way out, Fuli alks to Kion alone saying that she doesn't trust him. But Kion wants to get to the Tree of Life as fast as possible. The guard leaves with Makucha's leap and Makucha over hears Makini talking about the Tree of Life. Kion thinks that Makucha left but he didn't. He kidnaps Makini and Kion tries to save her. Bunga falls and hangs onto a tree but is saved by Anga. After Makucha lost the guard contiunes on their journey. The guard makes it to the iroko tree and Kion thanks Ono for getting them out of the harmanttan.
The Lion Guard climbs up a snowy mountain Makini doesn't remember climbing up the mountian the last time she went to the Tree of Life. Ono says that the map says they need to go around the mountain but going over it will be quicker. Kion soon slides down the mountain making the rest of the guard slide down too. Ono almost falls but is safed by Anga. Beshte stops them before they slide off a cliff. Kion says to try it again but Fuli says they should go around the mountain. Kion says they're going the way he wants to go since he's the leader. Kion then suggets finding a short cut through the mountain. Makini spots some Snow Monkeys and says they could help us. However it turns out that they're scared of large birds. Anga tries to talk them but they just panic. Kion then uses the Roar of the Elders. to blast a hole through the mountain. The roar made an avalanchen happen and the guard saves Yuki's Troop. The monkeys start to get scared of Anga again but Kion says she's a nice bird. After seeing their home destroyed Kion suggets finding them a new home. They find a hot spot which is surrounded by a bunch of trees. Snow Monkeys are scared of the trees because it atracks big birds. Soon a group of flying squirrles come by. The guard tries to protect the snow monkeys from the squirrles. After talking to the squirrles the guard sees the monkeys have ran away. Turns out they're hidding in snow and Bunga is with them. Anga pulls all of them out and Kion finds them a better home. The lion guard hangs out with the snow monkeys in their new home.
The Lion Guard is having fun in the snow. They soon see a bunch of bamboo trees. Kion asks Makini and Ono what they think and if they should find another way around. Ono says the next moja kwa moja stone is through the trees. Beshte suggests going through the trees. Anga finds some tuliza on a ledge. Bunga tries to climb up and get it but he falls down the cliff. Soon he meets a group of Red Pandas and claims Bunga as the "Chosen one." They say that Bunga is chosen to fight the ghost of the mountain. After Kion introduces himself and says that Bunga is part of the Lion Guard. They soon meet the red panda's leader Domog. He teaches them the legend ghost of the mountain. The guard soon talks in private with Bunga and Beshte thinks they should help the red pandas. Fuli doesn't believe in ghosts but they all agree to help. After they spot it the guard decides to look for footprints and track it by sent. Anga spots the tracks and Kion says to stay close. They soon find the ghost who happens to be a Snow Leopard named Chuluun who happens to be attacking the red pandas. Bunga asks if Chuluun cares about the Circle of Life. She said she makes her own rules. Bunga attacks her but she vanishes and Anga spots her attacking the red pandas. Bunga saves the red pandas by using his stink. Domog's Pack cheers and says that the ledgen of the chosen one is over. Makini finds the next moja kwa moja stone. The guard leaves the red pandas and continue on their journey.
The Lion Guard walks through a marsh and Fuli questions why they need to walk through it. Kion says they'll be on the other side soon. Anga says she can see the next moja kwa moja stone beyond the edge of the marsh. Bunga says that this place isn't bad and the snails are great. Fuli says it's nice for Bunga since he's not in the mud. However, Bunga jumps into the mud and gets Fuli covered in it. They soon hear a bunch of screaming animals and Ono isn't sure what it is. Makini gets scared and hops on top of Beshte. is. Turns out it's a bunch of Mongooses who are trying to attack the Lion Guard. The mongooses are throwing mud at the lion guard. Once the mongooses leave, Kion asks Ono why they were mad. They notice that Makini and Ono are missing. Fuli tries to sniff them out. Bunga has a bet with Anga and says he'll spot Makini and Ono before she does. The mongooses come back but Kion says they don't have time for games. Fuli says she's having trouble sniffing them out with Bunga's yelling. Anga finds their tracks but Bunga says it first. They follow their tracks and notice that they're not here. Kion says that Makini and Ono are close. The mongooses start yelling again but Kion asks why they start attacking them. They explain that the guard has been eating their snails. Makini and Ono soon come up and they knock over a log. The mongooses find the snails and start eating them. That night Anga spots the next moja kwa moja stone and Bunga spots the blue light. Anga grabs him before he gets lost. Bunga spots more snails and asks Anga to let him go. Anga doesn't agree and flies off.
Kion says that Anga spotted the next moja kwa moja stone. They soon hear a strange sound which happens to be water. Anga shows them an ocean. Kion asks if the next stone is in the ocean but Anga says it's on top of the hill. Bunga umps in but notices there's no water. He soon gets washed away by a lot of water but is saved by Dolphin. The dolphin's name is Lumba-Lumba and she says she's never met a Beshte before. She says that the ocean is her home.The guard goes to get some more Tuliza. Soon a Civet comes and tells them about the Komodo Dragons. Soon Ora spots them and says he likes to play with his food. Makini drops the tuliza and the guard spreads out. Ora soon brings his friends to share the meal. Kion soon uses the Roat of the Elders on the dragons. The guard notices that Kion blew everything away even the water. The water soon comes back and the guard starts to run. Anga saves Makini but the rest of the guard get washed away. Kion notices that the roar made an island that they're stuck on. They soon hear Lumba-Lumba who isn't in the water. Beshte and Bunga suggets making a hole of dirt around her. The water comes back but it doesn't reach her. Kion's scar soon starts to bug him and Fuli says that Makini will be back soon. The water soon tries to reach Lumba-Lumba and one big wave comes. The wave brings back Ora who tries to eat the dolphin. Bunga says that this is a job for a Honey Badger but Ora's friends come back. Bunga says it's a job for three honey badger. The rest of the guard fight the dragons and Anga and Ono throw seaweed on them. Bunga soon uses his stink on Ora and Ono drops the seawed on him. Makini gives Kion some tuliza. He soon gets Lumba-Lumba back into the ocean. The Guard even escapes the dragons. The guard continues their journey to the Tree of Life.
Makini pots the next moja kwa moja stone. Bunga ays it's a painting of a river but he doesn't see one. Kion asks Ono where the next landmark is. Ono says he sees a pool of water with rocks all around it. Makini remembers the river she was her with her parents Fikiri and Kitendo. Fuli is happy to cross the river without water. Beshte asks Makini if she was here with Rafiki. She says her mom and dad were taking her to the Tree of Life to meet Rafiki. She says that her mother says "to test the water before diving in." Bunga says where's the fun in that and Makini says he sounds like her dad. Makini soon remembers a waterfalt which is the oppostie direction from the pool. Kion says a little detour wouldn't hurt. Turns out the water has all dried up. Makini spots a painting that looks like a moja kwa moja stone but it isn't. Makini soon rememebrs a rock wherre u can be put you're hand through. The rock is covered up with dirt. Bunga soon kicks the rock and hurts his foot. Makini soon rememebrs a mountain that looks like a monkey's face. However the guard doesn't see anything and move on. Ono spots the next moja kwa moja stone. Ono soon remembers Rafiki's map and says there's a field with small white flowers. Kion tells Makini no more detours and they need to keep moving. Anga says there's no white flowers but there's a desert. The guard walks across the dessert when Beshte starts to get burned. Anga flys over him to cool him off. A wind storm soon comes and the guard takes cover. Makini hops down Beshte and makes a loud thump noise. Kion's scar starts bugging him and asks Makini if she brought them to the dessert to have fun. Fuli suggets giving him some tuliza. They soon see a little Jerboa who tells them to stop stomping while he's sleeping. Kion gets mad at him and he runs away. He suggets following their footsteps and go back to the next moja kwa moja stone. However another big wind storm comes. Kion sees that there footprints have dissapered. Kion asks Fuli if she can track themselfs by scent. Fuli says she can't tell. Kion eats some tuliza but he can't since it's covered in sand. They decide to make shelter and wait for night. The guard comes up to Makini and says that she's trying her best. The jerboa comes back Kion says sorry for scaring him. He says his name is Tupp and sees that they took his advice. Tupp soon shows them the flowers and says the water is in the plant. They all drink the water and Makini cleans the tuliza. They soon see stars in the sky that looks like flowers. Anga says the next moja kwa moja stone is on top of a cliff. Kion thanks Tupp for his help and the guard goes on their journey.
The Lion Guard are all hot from the sun. Kion has trouble with his scar and he falls down a little hill. Makini tries to help Kion but he says he doesn't need any. Fuli asks if he might need some more tuliza. Makini opens up her gourd but there is no more tuliza. Anga says she'll go find some. Bunga starts to become thirsty and Kion doesn't want him to fool around. Anga finds some but it's very far away. They soon spot a sea which turns out to be salty water. Makini suggets floating in the salty water. Kion tries and soon the rest of guard execpt for Fuli. Fuli suggets going to get the tuliza and goes on her way. Anga says that they need to get going to the Tree of Life. But Kion doesn't wanna leave since he feels so relaxed. Soon a bunch of Flamingos come by and says their on migration.Kion is confused on what's happening and Makini moves him away. Beshte says if they're here Kion can't relax. Ono tries talking to them but they start to have a Flamingo Dance Party. The guard Kion soon gets mad at the flamingos and scares them. The two cheetahs come back to the guard and Fuli hops into the sea. Kion eats the tuliza and says sorry to the flamingos. The lion guard soon gets going on their journey.
Beshte makes a new friend Tenuk. Tenuk introduces Beshte and Bunga to his other friends. Beshte says that everyone is very friendly here. Tenuk says they're welcome to stay as long as they want. Anga says they're just passing through. Tenuk says if there's anything they need to let him know. Makini says they need some more tuliza. Tenuk starts to panics, runs away and says to leave him alone. Tenuk's friends questions the Lion Guard on why they scared him. Beshte said they didn't mean to scare him. Makini says all they asked for was tuliza. The two animals panic and run away. Bunga says that everyone's running away whenever Makini says "tuliza." Beshte says that it's not Makini they're scared of. Fuli hinks that they might be scared of tuliza. A Porcupine named Smun is their spying on the guard. Bunga yells "tuliza" at a Civet. The civet is soon saved by Anga when he falls into a river. He soon panics and runs into the porcupine who says that they heard the civet say "tuliza." Tompok says he was just saying the word. Kion's scar starts to bother him and Makini gets some tuliza. She gives it to Kion and Kion starts to feel better. Mama Binturong steals Makini's staff hich had the tuliza in it. Fuli asks Makini if she forgot and anything and she remembers her staff. She goes to the log where she placed it down but it wasn't there. e guard starts to track Makini's staff but has no luck. Fuli says they need to find her staff in order to find the Tree of Life. They soon spot a Gibbon and asks him if he's seen the staff. He says to ask the Mongoose. The mongoose says to ask the civet. The civet says to ask the Mouse Deer. The mouse deer says to go back and asks the gibbons. The gibbons explains to the guard where to find Mama Binturong and Makini's staff. After fighting Mama Binturong Bunga comes back to the guard with Makini's staff. They soon head off on their journey to the Tree of Life.
The Lion Guard is seen running in a hurry because Kion wants to get to the Tree of Life. They soon find a pond where Beshte thinks it's a great place for a rest. Kion denies them a break believing they can rest at the Tree of Life. Makini decides to give Kion some tuliza, but he says it doesn't work anymore. Bunga starts to worry if Kion will turn evil. Fuli says not to even think about that. Beshte talks to Makini about the Tree of Life and what animals there are to see. Beshte is excited about making new friends. Angathen spots a baby goose above, where they all witness in horror as it falls from its nest. The Guard rushes over to save it, though Kion stays behind, annoyed at what he sees as a delay to the Tree of Life. After catching the baby goose, Besthe convinces a reluctant Kion to let Anga return it to its nest. Before the Guard can move on, though, another baby goose falls out of the nest, though it is soon caught by Bunga. At that point, the mother goose arrives and asks what is going on. When Besthe explains what they did, the mother goose surprisingly gets angry at the Guard, much to their confusion.
Ono then realizes that the babies were actually leaving the nest for the first time and thus didn't require saving. The mother leaves in a huff despite Beshte's apology, annoyed that she now has to get her son to leave the nest all over again. Angered by the false alarm, Kion orders the Guard to not waste their time stopping to help animals who don't need their help. Staying behind, a worried Bunga talks to Besthe about Kion's order, believing it's a sign that he is changing. While Beshte admits that Kion is acting weird, he chalks it up to wanting to get to the Tree of Life as soon as possible. Soon after, the group comes across a group of peacocks marching in formation, which Ono recognizes as their traditional display dance. When the peacocks refuse to stop, Kion forces the others to make their way through, refusing to wait any longer. In his rush to get through, Kion roughly pushes a peacock in front of him who calls him out for being rude. Kion, in turn, accuses the peacock of doing the same before snarling at him, shocking all the birds to a halt. Noticing everyone staring at him, Kion angrily defends himself, claiming it was the fault of the peacocks for thinking they own the place.
The others worry about how Kion willingly pushed the peacock, with Bunga telling Ono and Anga his theory about Kion turning evil. Once again, Fuli refuses to believe Bunga before moving on, leaving the peacocks to resume their dance. Out of the canyon, Kion complains to Fuli about how they'll never get to the Tree of Life if they keep getting delayed. Besthe and the rest of the Guard soon meet a clouded leopard named Yun Mibu and, amazed by his hanging abilities, stop to talk to him in a clearing. Kion finds out the others stayed behind and quickly turns back in anger, worrying Fuli.
When Beshte tries to present Kion to Yun Mibu, Kion reminds him they don't have time for new friends. When Yun Mibu tries to defend the others, Kion angrily snaps that he wasn't talking to him before growling, scaring the clouded leopard away. Kion then turns towards Beshte, berating him for stopping to make friends before yelling at him to stop being nice. This confuses Beshte greatly since, being naturally friendly, he doesn't know how to act any other way. Worried, Makini tries to give Kion tuliza again, only for Kion to angrily bat the blossoms from her hands, yelling that it isn't working anymore. Fuli finally confronts Kion, claiming he is out of control, while Kion argues that he only wants to get to the Tree of Life and feels the others are just slowing him down. Fuli tries reasoning with Kion, pointing that with the pain in his scar, he isn't thinking straight and is being mean, though Kion refuses to believe her. When Kion glowers at Bunga for agreeing with Fuli, she suggests taking over for Kion until he feels better. A now deranged Kion refuses and challenges Fuli to a fight, shocking everyone as Fuli begins bracing herself.
Having had enough, Bunga comes between Kion and Fuli, saying Rafiki's prediction is coming true. Confused, Kion listens to Bunga as he points that the venom has been affecting him and making him mean. The others remind Kion of his acts from earlier as Bunga says it all points to Kion being evil. Shocked, Kion asks the others if they all think he is evil. When most hesitate to answer, Bunga insists they all think so, and Fuli's attempt to tell Kion otherwise fails when Bunga interrupts her. Feeling betrayed and hurt, Kion loses his temper and yells that he is not evil, growling at his friends as his scar furthers his rage. Kion runs away from the group. Fuli assures Beshte that Kion will be back while Bunga jokingly wonders if he will return evil or not. When Fuli chews Bunga out, he defends himself by pointing how they all saw the way Kion was acting, claiming someone had to say it. Furious, Fuli yells that nobody had to say it because Kion is not evil, though Bunga remains skeptical. The others stand by Fuli, saying Kion will never turn evil and they'll be there for him because they are his friend to the end.
Anga goes back for the others and brings them to the cliff to help. Still suspicious, Bunga pulls Fuli aside, believing Kion could be setting a trap, though Fuli rebukes him. With Anga and Ono unable to fly up and help Kion, Bunga tries to hang from the cliff in order to reach him, though this also fails. After making a quick check to ask if Kion is evil, Bunga apologizes for having doubted him, telling Kion he will still be his best friend even if he does turn evil, cheering up Kion. Returning to the others, Bunga asks Fuli for their plan. Realizing they need a strong climber, Beshte suggests Yun Mibu. However, the clouded leopard begins to balk on seeing he has to save the "scary guy". Bunga and Makini manage to convince Yun Mibu to help, insisting Kion is a nice guy, and that he wasn't himself earlier. Yun Mibu approaches Kion, who tries apologizing for earlier, though Yun Mibu settles for Kion promising to not growl at him. When Kion wonders if the plan will work, Ono assures him that clouded leapords are excellent climbers, something Yun Mibyu proves by hanging from a stump by his tail. When the tree branch starts to break, Kion is forced to jump to Yun Mibu's paws, allowing Anga to fly them both to safety. After Yun Mibu bids them farewell, Kion apologizes to the others for earlier, with Beshte quickly forgiving him. Makini offers Kion some tuliza, noting it wouldn't hurt even if it isn't working like it used to. Afterwards, Kion, thinking it was his fault for losing a lot of time, begins to turn his mind to the Tree of Life, only for Fuli to stop him. Reminding him she is still in charge, she insists that he rest after what he has been through with the others agreeing. When Kion tries to protest, Makini calms Kion down, saying he will be himself after a quick rest. Knowing his friends support him, Kion goes to a nearby rock to take a nap.
Anga spots the last moja kwa moja stone and Kion asks how long it'll take to get around the lake Anga says that it's big and can take all night. Bunga uggests that they can walk across the lake while Ono says they should test it first. Kion says that Bunga is right and it's the fastest way to go. Beshte soon sees the ice starting to break and Kion tells everyone to run. Makini gets stuck on the ice falls into the water. Kion helps her out of the water. They find the last stone but Makini dropped her staff into the river. Ono remembers Rafiki's map and says that the Tree of Life is close by. Kion says to head for the mountain pass but Fuli thinks they should wait until morning. Kion says he won't feel better until he gets to the Tree of Life. Bunga spots a beehive and tries to go and eat the bees and the honey. Kion tells him not to climb and Bunga causes a rock slide. Bunga gets stuck between rocks and Kion is mad. He says they need to clear the rocks and Bunga says they need to get him free. Soon a lion named Baliyo comes and attacks Kion. Soon the whole Night Pride comes to attack the rest of the guard. Kion uses the Roar of the Elders on Baliyo and sends him flying. Fuli says that Kion is out of control and Rani jumps on him. She introduces herself and says that she's leader of the Night Pride. Kion says that all they're doing is going to the Tree of Life. Rani can only imagine the damage that he can cause. She says that Kion and his friends will never be welcomed to the Tree of Life. The Night Pride soon leaves and Fuli suggest getting Bunga out from the rocks. Kion is glad that Bunga is out of the rocks but is unsure if they can get to the Tree of Life. The rest of the guard says to go talk the to the Night Pride and Ono says they won't give up. The Night Pride comes back and is shocked to see the Guard still there. Kion apologizes to Rani for using his roar. He asks that if his friend Ono can make it to Tree of Life and says that his eyes need healing. After taking a look at Ono she says that they're all welcomed to the Tree of Life. Baliyo asks Kion to never roar at him again and Kion promises. The guard soon makes it to the Tree of Life.
The Lion Guard finally arrive to the Tree of Lifewhere they meet Rani's grandmother, Queen Janna. After seeing that they have the Mark of the Guard. Janna knows that they are from the Pride Lands. She asks Nirmala o take a closer look at Kion and Ono. She says that Ono's remedy will take a few days to prepare, however, Kion's healing will take time and patience. Nirmala takes Kion outside the Tree of Life while Janna asks Rani to give the rest of the Guard a tour. Rani was showing the rest of the Guard around the Tree of Life. Ullu soon comes to warn Rani about Makucha's Army. The Guard comes up to Kion and Fuli asks if the Night Pride would need help. However, Rani and the Night Pride defeated the villains already. Rani yells at Kion and his Guard for getting in their way. Rani speaks to her grandmother about this problem. Nirmala tells Kion to first focus on helping himself, which is the whole reason why he's here, before he can help others. The next day, Makucha's Army strikes again. Kion decides to finish his task and he does so. After finishing, Kion comes to help the Night Pride. He sneaks up on Makucha, and Rani knocks him down. Bunga uses his stink on the two leopards and they run away. Rani thanks Kion for their help and she says they can make a pretty good team after all.
The Lion Guard is relaxing near a lake along with Rani and Baliyo. Beshte notes it's nice to relax now that they're at the Tree of Life. Bunga and Fuli both agree with him. Kion then arrives at the lake, sporting a mud facial that Nirmala says will help treat the venom in his scar. After washing off the mud, Nirmala notes that while Kion is making progress, he still has a long way to go. However, she tells Ono she can now heal him, saying his remedy is ready. Realizing he will get his eyesight back, Ono gets excited and eagerly follows Nirmala to the Tree of Life to get healed.
After they leave, Bunga starts chewing water bugs loudly, annoying Fuli. Baliyo on the other hand, says his chewing is kinda quiet for a honey badger, making Bunga realize there are other honey badgers at the Tree of Life. Confirming this, Baliyo agrees to take him to meet his friend Binga. Bunga goes to meet Binga. The guard soon make their way to the Tree of Life to see Ono get healed. Bunga, is sad since he lost his bug eating contest. Anga's sarcasm inspires Bunga to have a stink contest, leaving the others to find Binga. At that point, Rani and Nirmala arrive at the Tree with Mama Binturong, who relaxes when she doesn't Bunga with the Guard. In the underground chamber, Queen Janna welcomes Mama to the Tree of Life, who pretends to be a harmless old lady with a limp. Janna assures Mama the Tree welcomes all animals that need healing, pointing to Ono being healed. When Rani asks her what animal she is, Mama lies by claiming to be a ginterbong, explaining them as rare when Ono remarks having never heard of them.
Presenting herself as "Granny Ginterbong", Mama attempts to get at a tour of the Tree of Life from Janna. However, Janna tells her that Rani could show her around as soon as the Night Pride rests from their patrol. Learning that the Night Pride rests during the day, Mama dispenses with the tour, instead asking Rani to to find her a tree to rest on. Janna tells Makini to put Ono in front of her, declaring it's time. Instructing Nirmala to pay attention, saying this will be her role soon, Janna places one paw in the tree roots in front of her and the other in Ono's bandaged eyes. The Tree of Life begins glowing with a strange light as energy passes through Janna to Ono's eyes. When the light dims back, Janna tells Ono that his eyesight will be better now, though it may never be as strong as it once was. After Makini removes the bandages, Ono's vision remains blurry for a moment before he makes out Queen Janna.
Realizing he can see again, Ono happily turns around to see his friends before thanking Janna. He soon finds out Bunga isn't with the group, with Beshte explaining he is with his new friend. The Lion Guard exit the Tree as Ono flies through the air in his joy. Kion leaves the group to continue his healing while Ono tries searching for Bunga himself. However, Ono discovers that, while he can see again, his once powerful sight is gone. This discourages him as he realizes that Janna was right and he'll never be Keenest of Sight again. Ono then turns to Anga, who quickly finds Bunga and Binga. The guard soon finds Granny Ginterbong Ono takes the chance to present himself to her, glad that he can see a ginterbong for once. When the Lion Guard informs her they're meeting up with Bunga, Mama excuses herself by claiming to be too tired.
When Ono flies over, however, Bunga interrupts Ono to present him to Binga. When Ono reveals he can see again, Bunga assumes that he healed Ono by touching him and brags to Binga about it, clearly caring more about her than Ono. Angered by this, Ono corrects him by saying Queen Janna healed him at the Tree of Life, though Bunga goes back to presenting Binga to the others. When Bunga naively asks for Kion, an annoyed Fuli says Kion is with Nirmala, just like every day since they arrived at the Tree of Life. The next morning the Lion Guard save for Bunga are seen resting. Ullu wakes them up informing them Granny Ginterbong is being attacked at the icy river.
At the Tree of Life, Rani approaches Ono, having been told by Ullu that he was the one who figured out Mama Binturong's plan. Ono mentions that, even if his vision may not be what it once was, he still wants to help as Rani to thank him. Kion agrees with Rani, saying that even if Ono isn't the Keenest of Sight, he is still the Keenest of Insight. Ono glances at the Mark of the Guard on his shoulder before looking up at his friends with gratitude, finally coming to terms with his self-worth and his role as the Smartest, as Kion declares Ono will always be a part of the Lion Guard.
Beshte and Anga is watching Ono practice his flying, which Beshte calls "Poa". Grateful to have his sight back, Ono asks Anga to come with him and find out what else they can see, leaving Beshte at the lake. Besthe then comes across Kion, Fuli, Nirmala and, Baliyo surrounding a sleeping Bunga, giggling as they watch him flirt with Binga in his dreams before waking up. Soon after, Kion leaves with Nirmala to continue his healing, Bunga goes to catch some grubs for Binga, and Fuli runs off to run around the Tree of Life when she realizes they have the morning free. When Baliyo also reveals himself to be busy taking a nap after patroling all night, Beshte realizes he is on his own.
When Besthe mentions having many friends back in the Pride Lands, Baliyo tells him to look around and meet some of the animals, noting everyone is friendly. Finding the idea to be "Poa", Besthe leaves Baliyo to find some amazing animals. Beshte is then seen traveling the tundra habitat, all the while singing to himself. When he starts slipping on ice, Polar Bear named Tangaagim offers Beshte some advice on how to walk through the ice.
Tangaagim tells Beshte to get as low as he can and really stomp the ground to get a hold on it, telling Besthe it will get him anywhere. Admitting he is just wandering around, Besthe asks Tangaagim if there are any amazing animals around. The polar bear points him to some nearby penguins, who are sliding a snowy hill to a lake Wanting to see the penguins
up close, Besthe leaves Tangaagim to make his way to the hill. As he crosses the slide, though, Beshte slips in the ice, breaking it as he slides down the ice before stopping next to a couple of rocks, seeing its a good place to watch the penguins slide.
At the top of the hill, a group of penguins led by Pinguino begin sliding down the ice. Coming across the ruined ice, the penguins are caught off-guard and sent flying through the air, , before landing in the ice. Saying "Poa", Beshte tells the penguins they were great before he leaves to find more amazing animals, singing all the while. As Besthe walks over the slide, breaking it further, the frightened penguins wonder who he was and why did he ruin their slide. Moving on, Besthe soon comes across a pack of mountain goats on the Rock Mountains, watching them jump down ledges in front of.
Finding the goats "Poa", Besthe moves on to the next amazing animal, accidentally causing some rocks to fall as he leaves. Barely jumping to safety, the goats wonder why Beshte threw rocks at them. As Beshte comes nears a pond, a couple of water shrews hear him singing and, curious, try to find out who it is. Arriving at the pond, Beshte sees the shrews running over the water and tries to get closer. Unfortunately, entering the water causes a small tidal wave that hits the shrews and sends them flying. Thinking the shrews were doing flips, Beshte calls them "Poa" before he continues moving on.
Believing Beshte attacked them on purpose, the angry shrews decide to warn the Night Pride about him. Along the way, though, they come across all the animals encountered by Beshte, including Tangaagim, who also say a stranger caused trouble e for them. Realizing they've all been attacked by the same animal, Pinguino decides they should all go tell the Night Pride. However, Pinguino insists on doing the talking, claiming to remember every detail about the stranger, including his cry of "Poa", though his account is very exaggerated, presenting Beshte as a monster called "Poa the Destroyer". The animals find Baliyo and tell him about "Poa the Destroyer". Thanking the animals for coming to him, Baliyo tells them to go home, promising the Night Guard will take care of this bad guy. As soon as the animals leave, Besthe returns from traveling, saying Baliyo was right about the amazing animals. In a hurry, Baliyo tells Beshte about a bad guy on the rampage at the Tree of Life that has been attacking all of the animals that Beshte had just seen. Unaware of what's going on, Beshte figures the bad guy must have come after the animals after he visited them.
Beshte then leaves to make sure the animals are okay, and maybe even catch the bad guy, while Baliyo runs off to warn Rani about the threat. On his way to the animals, Besthe unknowingly tramples the den of a fox,
The Lion Guard and the Night Pride are seen outside the Tree, where Besthe learns all the animals fear him. Rani lists to Beshte all the damage that he caused, explaining he is now being called "Poa the Destroyer". Ashamed and guilt-ridden, Besthe agrees he is a destroyer and walks way, looking for a place where he can't scare anyone or destroy anything.
Bunga is left confused by it all, noting that everyone always likes Beshte. Hearing this, Ono comes up with a way to help Beshte. He proposes they give the animals a chance to know Beshte, believing they'll like him once they get to know him. Thanking Ono for his insight, Kion and Rani devise a plan: both teams will split, lure the animals to the Tree, and then bring Beshte afterwards, allowing them to meet him all over again. Confident that their plan will work, Kion thanks Rani for her help, though she only states that she is just doing her job as both stare at each other warmly.
Meanwhile, Beshte is seen walking through the forest, still depressed from earlier. After failing to scare a butterfly Besthe regains confidence in himself, deciding to convince everyone he isn't a bad guy. Spotting the fox from earlier, Besthe tries to apologize only for her to run away screaming. At the Tundra habitat, Baliyo is seen luring the penguins to the Tree of Life, though progress is slow as the penguins can only waddle. Because Baliyo told the penguins Rani wanted to talk to them without explaining why, Pinguino assumes Rani is throwing a surprise party for him, though Baliyo says it isn't.
Bunga then arrives with Tangaagim in tow, telling Baliyo they don't want to keep Rani and Beshte waiting. When Pinguino asks who Beshte is, Bunga naively tells him Beshte is "Poa the Destroyer", revealing the whole plan to the animals. Panicking, Pinguino waddles away from the group, refusing to be anywhere near Beshte. However, Pinguino come across Beshte and begins waddling away in fear from "Poa", ignoring Beshte's attempts to apologize and correct his name. Soon after, Besthe sees Pinguino climbing a dangerous cliff and, realizing he might get hurt, starts going around to keep him safe.
much to her dismay. At the pond, the shrews hide when Beshte approaches, who leaves thinking they aren't home. He then comes across the mountain goats who, fearing Beshte, deny having seen any bad guys. Soon after, Beshte comes across Tangaagim and tries to show him the walk he taught him. However, the polar bear runs away in fear, believing "Poa" to be coming after him.
Beshte approaches the penguins who, much like the goats, nervously deny seeing bad guys in their fear of Beshte. Concerned, Besthe tells them to let him know if they hear anything, with the penguins agreeing by repeating "Poa" after him. As Besthe leaves the hill, though, part of the ice falls and hits the penguins, sending them to the lake.
The Lion Guard and the Night Pride are seen outside the Tree, where Besthe learns all the animals fear him. Rani lists to Beshte all the damage that he caused, explaining he is now being called "Poa the Destroyer". Ashamed and guilt-ridden, Besthe agrees he is a destroyer and walks way, looking for a place where he can't scare anyone or destroy anything.
Beshte is seen walking through the forest, still depressed from earlier. After failing to scare a butterfly. Besthe regains confidence in himself, deciding to convince everyone he isn't a bad guy. Spotting the fox from earlier, Besthe tries to apologize only for her to run away screaming.
Pinguino come across Beshte and begins waddling away in fear from "Poa", ignoring Beshte's attempts to apologize and correct his name. Soon after, Besthe sees Pinguino climbing a dangerous cliff and, realizing he might get hurt, starts going around to keep him safe.
At the top of the cliff, Pinguino fails to look where he is going and ends up falling off the side of a cliff. Fortunately, Beshte manages to run over and catch Pinguino he hits the ground. Realizing "Poa" saved him. Pinguino changes his mind and begins thanking Beshte profuesely. At the Tree of Life, Rani thanks the animals for coming, sayings there's been a misunderstanding with one of their new guests. Kion, Fuli, and Ono explain that the one they know as "Poa the Destroyer" is actually Beshte, saying he really isn't a bad guy. The animals, however, remain unconvinced of their claims.
Beshte and Pinguino soon arrive at the Tree of Life, both singing the "Poa" song as Pinguino rides Besthe's back. This surprises the other animals, who wonder why Pinguino is with "Poa the Destroyer". Pinguino then reveals that Beshte saved his life, calling him "Poa the Life Saver". Now convinced of Beshte, the animals ask Pinguino what happened to him, with the penguin explaining how Beshte rescued him after he fell from a cliff. Hearing this, Tangaagim apologizes to Beshte for having doubted him, asking him to save his life one day. Climbing on top of Beshte, Pinguino tells the animals to cheer for "Poa", with all of the animals chanting the name over and over. Bunga points Beshte that the animals are still calling him Poa, though Beshte is fine with the name, now thinking it to be "Poa".
Makcuha's Army is attacking a family of tigers where the Night Pride and Lion Guard come to stop them. Bunga and Beshte take care of Varya's cubs. After saving the tigers Ullu asks to see Kion and the Night Pride. Fuli says that the guard can handle the tigers. Queen Janna completes her journey through the Circle of Life. At the Willows the animals gather for Queen Janna's funeral, with many laying flowers on Janna's grave while the Night Pride and the Lion Guard stand to mourn. The guard and the Night Pride besides Kion and Rani talk about Queen Janna. Beshte says that she made them feel welcomed when they first came to the Tree of Life. Fuli asks Nirmala what happens next. Nirmala says that they need to get ready for Rani's coronation. At the coronation everyone sings the song Long Live the Queen (song). Makini announces the Tree of Life's new queen.
Makccha's Army is facing off with the Night Pride again. The Lion Guard comes to help get rid of them. Bunga suggests using the Roar of the Elders. Kion hesitates when his scar pain him, fearing he will lose control of it. The ensuing fight against the Army turns sour as Kion and Rani's orders overlap, causing both teams to crash into each other. Frustrated, Rani reminds Kion that she in charge. Listening to her, Kion asks Rani how can they help. Rani instructs the Lion Guard to handle Ora while the Night Pride fights the leopards, leaving Mama Binturong to Ono an Anga. Under Rani's command, the Army is beaten and kicked out of the pass. After this, Kion apologizes for making things worse. While Rani assures Kion of his help, she does advise him to follow her lead from now on, doubting his capacity as leader. Angered, Fuli yells that Kion is a great leader, though Kion doubts this, pointing he became leader of the Guard when he got the Roar, but now he can't control it. Discouraged, Kion feels he shouldn't lead until he heals his scar.
Seeing Baliyo yawning, Kion notes the Night Pride could use some rest. Rani, though, makes it clear they've can't since they're patrolling around the clock keeping the Army at bay. Wanting to help, Kion offers to have the Lion Guard patrol during the day while the Night Pride rests, allowing them to return to patrolling only at night. Rani agrees to the plan, saying she needs all the help she can get now that she's both Queen and leader of the Night Pride.
The rest of the guard is seen walking through a bamboo forrest coming across a group of Lemurs led by Kely fighting a Giant Pandas named Heng Heng. Stopping the fight, the Guard listens to both groups argue over eating rights to the same bamboo stand, with Heng Heng explaining that pandas have specific eating schedules. Not willing to let them fight it out, Fuli suggests taking them to Queen Rani, saying she will know what to do.
The guard comes up to the lake with Keli's troop and Heng Heng, who then start presenting their case to Rani. Inspired by Kion's patrolling idea from earlier, Rani suggests they take shifts during the day, allowing them to share the bamboo stand. After both groups leave satisfied, Rani and the rest of the Guard let Kion return to reflecting, feeling they are interrupting him.
As they make their way back, Rani tells Fuli that Kion is as healed as he's ever going to get, just like Ono's eyesight: healed, but not like it used to be. When Fuli starts making plans for the Guard to return to the Pride Lands, Rani also reveals Kion's fear that he can't lead without the Roar, much to their shock. Realizing Kion needs their support, the rest of the Guard go to him while a tired Rani leaves to get some rest. The rest of the Guard arrives at the Lake, surprising Kion, who knows they're supposed to be on patrol. Fuli says they are, and they're here to deal with an emergency: Kion himself.
Fuli assures Kion that, even if he doubts himself, she and the others don't. When Kion starts to say he can't lead without the Roar, Anga tells him that he's always been a great leader, even before he got the Roar. When Bunga asks her how could she know this, given Anga met them all after Kion got the Roar, Anga explains she remembers seeing them all around the Pride Lands before that. Agreeing with Anga, Fuli tells Kion he needs to remember too, he needs to "Remember What Makes You You." Approaching Kion, Anga begins telling him a story, of a time when they were all much younger.
Flashing back to the past, Anga remembers seeing Kion and Bunga in the middle of a race to the watering hole, with Bunga saying the winner is a rotten egg. Though Bunga wins the race, Beshte emerges from the water, saying he got there first, thereby making him the rotten egg. Bunga is okay with this, noting he still smells like one. Suddenly, Fuli runs up to Kion, saying a hyena is in the Pride Lands stealing an egg. Besthe suggests getting Simba for help, but Kion says they don't have time to get his dad. Realizing it's up to them to save the egg, the group starts running.
The hyena turns out to be Janja stealing an egg. The younger guard stops the hyenas and kicks them out of the Pride Lands. At that point, the four friends see the egg cracking and realize it's hatching. The egg hatches to reveal a newborn Ono, who chirps Hapana at the group. Watching from above, an impressed Anga compliments the Guard before flying on, ending the story.
In the present everyone but Ono remember that day. . Fuli and Anga tell Kion that, even if the Roar made him the leader of the Lion Guard, it wasn't make him a leader: he's always been one. Kion realizes they are right, noting he didn't know about the Lion Guard or the Roar back then. Bunga then asks him if is ready to lead them on patrol. Seeing the sunset, Kion realizes it's almost time for the Night Pride to take over. Suddenly, Ullu arrives, informing the Lion Guard that the Army is moving up the pass.
Turning to his friends, Kion regains his confidence to lead and tells them to follow him. Having cleared the pass, the Army spots the Guard coming and move to fight them as Kion quickly realizes their battle strategy. As both groups engage each other, a tired Beshte is bitten by Ora, leaving him paralyzed. Anga spots the Night Pride (save Rani) approaching, with Kion quickly giving them instructions to fight the Army. As this is happening, Rani emerges from the Tree of Life to join her team. However, seeing Kion in charge, an impressed Rani stays behind to watch the fight, realizing Kion can lead.
Kion's leadership helps both groups triump over the predators, sending them running back to the pass. After the fight, Nirmala checks Beshte's bite and says he will be fine as the venom is wearing off. At this point, Rani approaches them, noting Kion managed to handle everything even without her. Realizing Fuli was right, Rani calls Kion a great leader, cheering him up. Admitting he had forgotten that, Kion now realizes he just needed a little reflection. When Bunga asks if this means he will use the Roar again, though, a tired Kion admits he isn't sure yet, saying he will reflect on it tomorrow.
As Makucha's Army is attacking the Night Pride again the Lion Guard who are well rested comes to help. Under Kion's command, the Guard defeats the Army and sends them running. After the battle Rani compliments Kion as Bunga claims that the Lion Guard's Fiercest is back. Agreeing with Bunga Nirmala states that Kion's healing is complete, since the battle has proven he could be calm and focused. The rest of the Guard cheer at the good news, realizing they can now go back to the Pride Lands.
Hearing this, Rani worriedly asks if this means they'll be leaving, right now. Kion, however, refuses to leave, noting that the Lion Guard swore to protect the Tree of Life during the day. Greatly relieved, Rani bids Kion and the Lion Guard farewell as she and the Night Pride go for their rest. Noting that Kion is healed, Bunga asks if he'll use the Roar of the Elders again. Much to his surprise, though, Kion reveals he can't yet. Leaving Fuli in charge.
At a desert, as he tries to free a camel stuck in the sand, Bunga complains to the Guard about Kion, annoying them. Bunga's rash attitude upsets the camel, who promptly vomits on him as Ono explains that it is a nervous reflex. After freeing the camel, Bunga resumes ranting to the Guard, believing Kion's in trouble and he's just not telling them. Wanting answers, Bunga leaves to go ask Rani about Kion, believing she knows what is going on, as the rest of the Guard continue their patrol, glad to enjoy the silence now that Bunga has left the patrol.
Anga soon discovers Makucha's Army and they wonder why Ullu didn't warn them. Ullu soon comes and says that the Night Pride are on their way. The Lion Guard start making their way to stop the Army, hoping the Night Pride can hold them off as they get there. However the Night Pride and Makini gets stuck inside of the Tree of Life. Thinking quickly, Fuli tells Anga to look for Kion and Bunga while the rest try to help as much as they can.
The Guard continues to fight the Army as the Night Pride struggles to move the boulder with Besthe's help. Seeing Beshte moving the boulder, Mama Binturong sends Ora and the dragons to stop him. uddenly, Anga swoops in and saves Beshte, bringing the others with her. Their presence angers Mama, who orders Makucha and Ora to go for Kion and Bunga. At a cliff overlooking the fight, Rani allows Kion to take care of things, saying she trusts him as he prepares to use the Roar. Hearing the thunder building up, Fuli worries about Kion using the Roar in front of so many animals, though Bunga tells her it's okay.
Kion controls himself before using the Roar of the Elders, striking the Army's leaders with concentrated blasts that are heard by the Night Pride below. Channeling the Roar, Kion unleashes small twisters and rocks at the Army, at times even lifting Bunga and Beshte into the air and drops them them against the enemy. After Rani reminds him the Night Pride is still trapped, Kion summons lightning to destroy the boulder, freeing them. With the power of the Roar, Kion defeats the Army with as Rani and the rest of the Guard watch in awe, amazed by Kion's new powers.
Soon after, the Night Pride emerges from the Tree to find the predators scattered over the field, confusedly realizing that they've won. With the group back together, Fuli wonders what to do with the fallen Army. Stepping up, Kion offers to "convince" the predators to never attack the Tree of Life again. With Rani's permission, Kion uses the Roar to summon a larger twister that sucks up the Army and takes them far away. The Night Pride reunites with the others, with Baliyo regretting having missed out on the Roar as Makini rushes over to Kion, realizing he really was working on the Roar.
Having achieved control of the Roar and his emotions, Nirmala declares Kion is fully healed. Rani thanks Kion for getting rid of the Army, though Kion notes it was the least he could do, considering he was the one that brought them into the Tree of Life. Having seen the full powers of the Roar for herself, Rani now understands why Queen Janna was so happy to have the Roar return to the Tree of Life. Noting that the Roar is now here, Rani proposes that Kion should stick around and remain at the Tree of Life instead of returning to the Pride Lands, leaving Kion and the rest of the Lion Guard stunned.
The guard soon comes up to Kion and Rani wondering if it's time to go back to the Pride Lands. Since they no longer need to be at the Tree of Life. anting Kion to stay, Rani extends her invitation to the Lion Guard, saying they're all welcome at the Tree of Life. Hearing this, Fuli approaches Kion and tries to dissuade him, asking if he's okay with staying at the Tree of Life and never returning to the Pride Lands at all. Kion tries to convince Fuli to stay, saying the Pride Lands are at peace while the Night Pride could use their help, also noting that Rani has become a "good friend". The rest of the Guard are open to the idea of staying, having found many things to enjoy at the Tree of Life, though Fuli still remains reluctant about the whole thing.
Suddenly, Ullu flies down to the group, informing them a cheetah s making its way up the pass, whom Fuli and Rani quickly realize to be Azaad, Arriving in front of the group, Azaad greets Fuli and the Queen, with Rani explaining that Azaad has been to the Tree of Life before. Azaad explains that Queen Janna herself healed him after an "unexpected fall" injured him, giving Rani his condolences over her passing. When Rani asks him why he is back, Azaad reveals that two travelers asked him for directions to the Tree of Life, and he has brought them here as fast as he could (though much faster than they could). The travelers are revealed to be Janja and Jasiriwho were left behind when Azaad rushed ahead of them. Seeing the two surprises the rest of the Guard, though Bunga briefly stops to tackle Janja, with the hyena reminding Bunga that he is good now.
Jasiri reveals that Zira has returned and her children Kovu and Vitani has fully grown. The Lion Guard leaves while Makini stays since she's Rani's Royal Mjuzi. Rani thanks the guard for helping her defend the Tree of Life. She says that they all have a special spot in her pride. The guard leaves and makes their way through the mountain pass. Kion asks Ono if he remembers the moja kwa moja stones. Azaad shows them a faster way. However, Azaad points his shortcut only work for cheetahs, putting some of the Guard at a disadvantage. Wanting to take a look, Kion and the others follow Azaad to the shortcut: an incredibly narrow passage through a canyon. Realizing Beshte won't fit, the group considers going back to the slow route, though Kion refuses. Telling everyone to get behind him (which Janja knows what it means), including a confused Azaad, Kion uses the Roar to widen the passage, allowing them all to take the fast route.
The next day, Azaad leads the group to a deep and wide ravine, saying they will have to cross it to get to the Pride Lands. While a cheetah can just leap across, Azaad notes the others will have to cross via land bridge, though the nearest one will take days to reach. Wanting to go as fast as possible, Kion uses the Roar to summon a small twister and carry Bunga across, surprising Janja and Jasiri. When Kion asks who's next, Janja starts to panic despite the others's attempts to reassure him that the Roar is safe. In the end, Jasiri gets to Janja by saying he is scared, with Janja wanting to prove otherwise .
Kion then uses the Roar to move the hyenas and Besthe across, with the three enjoying the experience. While Fuli and Azaad jump across the ravine, and Anga and Ono fly over to the others, Kion uses the Roar to lift himself up in the air and make his way across. With everyone now on the other side, the group continue on their journey to the Pride Lands. Along the way, Bunga and Beshte see that Fuli and Azaad are just as close as Kion and the Queen, causing Kion to think back to Rani. Coming across a dried river bed, Azaad tells them they will have to turn and follow the river bed to its mouth.
However, Azaad reveals the way to the mouth is far, saying they could get there by sunset if they were all cheetahs. Claiming they can get there before sunset, Kion claims his plan involves getting a dead tree into the river bed. When Beshte moves to knock it down, though Kion stops him and brings the tree down himself, with Bunga pointing that Kion's new Roars make him a one-lion Lion Guard. Revealing they will ride the tree down the river, Kion uses the Roar to conjure up some storm clouds, briefly scaring Janja as he reveals he is scared of lightning, much to Jasiri's amusement.
The Roar causes a flood to appear in the distance, with Kion telling the others to get on the tree and hold on tight. When Azaad begins to hesitate, Janja mocks him for being afraid of water, though Azaad argues that cheetahs and waters just don't get along. Climbing aboard the tree, the group braces themselves as the water reaches them, carrying them across the river. While most of the group enjoy the log ride Janja gets seasick. Soon after, the log flies over a waterfall, splashing everyone with water as they reach the mouth of the river.
With the log ride now over, the group decide to continue the rest of the way on foot. Over the next days, the Guard pass by all of the landmarks they faced on their journey to the Tree of Life. However, Kion's new Roar powers help them move on through obstacles with ease, allowing them to move at a much faster pace than they initially did. After travelling for a while, the Lion Guard soon come across what Azaad calls the Great Stone Wall. noting they're not so far from the Pride Lands now.
Though Azaad suggests going around the Wall, an overconfident Kion considers using the Roar to create another path as Bunga cheers him on. Fuli, on the other hand, tries to stop Kion, pointing that the Roar can't solve everything and they still don't know what is on the other side of the Wall. However, Bunga rebuffs her, saying that it doesn't matter, and Kion agrees, thinking Zira's pride may have already attacked the Pride Lands by now and thus they need to get there as fast as they can. As the group begins to stand back, Fuli asks Anga to fly and take a look as Kion summons lightning on the Wall, cracking the stone ridge above the Wall.
Flying above, Anga realizes that the Wall is actually holding back a great big lake and, horrified, tries to get Kion to stop roaring. Unfortunately, the roar is too loud for Kion to hear her pleas, as Kion breaks the ridge, causing large amounts of water to rush through. Shocked, Kion quickly dispels the water away with the Roar. Unfortunately, this doesn't solve the problem, instead making Kion the only thing holding the water in place for the time being. Looking around, Anga spots small herds of kilpspringers and hyraxes in the fields around them and realizes they will all be in danger if the water floods the valley.
Taking over for the still roaring Kion, Fuli has Ono and Beshte help fix the Wall while she and the others (hyenas included) move the herds, needing to clear the valley in case the Wall can't be saved. Analyzing the situation, Ono comes up with an idea and tells Beshte to gather up all the rocks the Roar made when it smashed the Wall. As the rest of the Guard move the herds to safety, Ono tells Kion to keep on roaring as Beshte pushes rocks onto the Roar's path, holding them in place alongside the water. Having moved the herds to a hill above the field, the others make their way back to Kion.
By this point, Kion has begun to tire out from the constant roaring, hoarsely telling Ono he can't hold on much longer. The rest of the Guard arrive and, helping Beshte, move more rocks in the Roar's path. With the rocks in place, Ono tells Kion to stop roaring, allowing the rocks to fall over the hole and block the leak. Turning to the others, Kion thanks them for their help and apologizes for almost causing the flood, having thought he could solve all their problems in his arrogance. However, Kion now knows that nothing can replace the Lion Guard working together as a team, not even the Roar.
As Kion realizes they will take the long way around after all, Azaad tells him to not worry, saying the Pride Lands are not far from them. Moving on ahead, the Guard soon come across the plains with a view of the Outlands with Azaad declaring they have reached the Outlands. After spotting Pride Rock in the distance, making them all realize they're almost home. However, Kion reminds them they can't stop now: they need to find Zira and stop her. Chanting their catchphrase, the Lion Guard starts the final trek back to the Pride Lands, their home, and the end of their journey.
The group runs through the Outlands where they meet Madoa, Cheezi and Chungu. Kion asks what happened to Zira and her lions. Madoa says they went into the Pride Lands and is unsure of what happened next since they were hidding. the Guard. The hyenas have been living in hiding ever since, and thus don't know what happened after. Thinking Zira and her pride are still in the Pride Lands, the Guard realize they need all the help they can get, which comes in the form of Jasiri's hyenas and Mzingo's vultures.
Near the Pride Lands Anga spots a strange lion with dark fur on Pride Rock. Jasiri says that it's Kovu Zira's son. With no sign of the Royal Family Fuli wonders if they're too late. Kion says that they can be and they spot Vitani and a group of lionesses. Vitani orders her group to attack Kion's group and they shout Till the Pride Lands' end, Lion Guard defend!".
Stunned at hearing their catchphrase, Kion lets his guard down and allows Vitani to attack him. Soon, a battle ensues between the two Lion Guards, with members from each team proving to be evenly-matched against the other.
Suddenly, Kiara appears, calling for her brother to stop. Kion is pleased to see her, but his joy is short-lived when he notices Kovu sliding down the wall behind her. Believing Kovu will attack her, Kion calls for Kiara to move out of the way, but Kiara refuses, blocking him from using the Roar against Vitani's Lion Guard or Kovu. Kiara explains that Zira's Pride has joined theirs, much to Kion's surprise. With both sides calming down, Vitani finally recognizes Kion as Kiara's brother, though she admits it was hard to do tell so with his scar, as well as seeing him surrounded by the Outlanders in which she is also unaware of them being the Pride Landers' side.
Kovu then joins the group, asking Vitani what's going on moments before Bunga does the same. Confused, Kion explains that he and Lion Guard had come to the Pride Lands after learning that Zira was attacking the Pride Lands. Somberly, Kovu reveals to the Lion Guard that Zira has completed her journey through the Circle of Life. Kiara tells Kion to come to Pride Rock and they'll explain everything. Kion thanks Jasiri and the Outlanders for their help.
As Kion reunites with his family the royal's are happy to see the guard back. Rafiki explains that, after the Lion Guard's first encounter with the Outsiders, Zira devised a new plan to take over the Pride Lands. Taking over for Rafiki Kovu explains that Zira raised him to believe that Simba was their enemy. However, after getting to know Simba and Kiara, Kovu realized that Zira was wrong and changed sides. Kiara reveals that, soon after, Zira led an attack on the Pride Lands herself, where she engaged with Simba's Pride. Kiara and Kovu intervened during the showdown between both prides, explaining that they didn't have to fight, with Kiara explaining that, as lions, "We are One".
Zira's lionesses, including Vitani, saw that this was true, and joined the Pride Landers. Zira, though, was unwilling to get past her hate, and this ultimately led to her destruction (with her falling to her death). After Zira's death, Simba welcomed the rest of the Outsiders into his Pride, ending the story. In the present, Simba declares that, one day, Kovu and Kiara will rule the Pride Lands as king and queen, naming them his successors, while Vitani made a Lion Guard of her own during Kion and his Guard's absence. Hearing all they missed, the Lion Guard soon learn from Nala that they themselves were missed as well, as Bunga and Beshte soon reunite with Timon and Pumbaa, and Basi, respectively.
Beshte soon reunites with Mtoto who has been growing up. The next day , the Lion Guard decide to go into their Lair. However, the lair is occupied by Vitani's Lion Guard, and both teams start arguing over who should be the Lion Guard, with Kion pointing his team is real since they have the Mark and the Roar. Before both teams can fight, though, Laini ushes into the lair and tells both Lion Guards that there's an emergency at Mbail Fileds. After some encouragement from Azaad, both teams head over to solve the problem together. Laini takes them to the emergency, revealing it to be Thurston getting the upper half of his body stuck inside a hole.
However, both Lion Guards soon get distracted arguing over each other over what to do. However, Azaad walks over to Thurston and tells him to walk backwards out of the hole, solving the problem and shaming both teams. Realizing they won't be able to help anyone by fighting all the time, both teams soon start arguing over which Lion Guard is the best. Hearing this, Thurston suggests they do things the zebra way and have a competition to prove who is the best. After discarding the original Lion Guard test in the Lair, Ono proposes that both teams do a series of challenges to prove which team is the best. Both teams agree to the competition while Thurston starts spreading the word.
The contest is witnessed by the entire Pride Lands, with Rafiki acting as announcer. The contest is presented as a "best of" 05 challenges between both Lion Guards, during which the members that represent the roles of Fiercest, Bravest, Fastest, Strongest, and Keenest of Sight will face off against their counterpart to see which is better. Since Ono's role of Smartest is a newly created role not present in Vitani's Lion Guard, Ono will act as referee for the contest. The rules establish that the losing side of the previous challenge will get to set the conditions for the next challenge.
As challenging team, Vitani's Lion Guard gets first choice. Starting with Strongest, Imara declares that for the challenge, the Strongest of both Lion Guards will push a giant rock with an elephant on top it across Chakula Plains, with the first to reach a tree at the end winning the challenge. Arriving at Chakula Plains, Beshte and Imara face off in the contest as they push Ma Tembo and Zito, respectively. Though Beshte seems close to winning, he soon begins to tire as he get sunburned. Convinced by Ma Tembo, Beshte runs off to a mud pit to cover his skin, allowing Imara to catch up and win the competition, giving Vitani's Lion Guard the lead on the competition. Beshte makes his way to his friends, who reassure him he did fine and caring more about his health.
For the second round, Fuli chooses that the Fastest will compete. Making their way to a canyon, Ono reveals the challenge chosen by Fuli: Fuli and Kasi will race each other across the canyon, loop around, and return to the finish line, with the first declared winner. Starting the race, Kasi is seen using her energy too quickly while Fuli paces herself. Upon reaching the end, Fuli makes a final sprint to the finish line, winning the race and earning Kion's Lion Guard their first victory. While Fuli is welcomed by Azaad and her friends, Kasi makes her way to her Guard in defeat. Declaring that the third round will involve the Keenest of Sight, Ono allows Tazama to make her pick.
Standing in front of a cavern, Ono explains the Keenest of Sight challenge: both competitors will to use their keen eyesight locate Laini, who has hidden in a dark cave. Inside the cave, while Anga struggles to see around her, Tazama uses her night vision and finds Laini quickly. Returning outside, Laini declares Tazama the winner of the contest, putting Vitani's Lion Guard back in the lead. While Anga apologizes to her team, Bunga reassures her, noting that the Bravest is up next, and he gets to pick. For the fourth round, Bunga reveals he planned series of tests for the Bravest challenge.
The Bravest of both teams will run through Maumivu Thron Bush croos Urembo River ith Makuu's Float, and then climb up Mekundu Cliffs, with the winner being the first to grab the baobab fruit from a tree at the top of the cliffs. Though clearly shaken by the magnitude of the test, Shahaba tells Bunga she is not afraid. The challenge begins, and both cross the thorn patch quickly. However, at Urembo River, Shahaba hesitates on seeing the crocodiles while Bunga crosses them. Though Shahaba soon jumps over the river, Bunga quickly reaches the top and grabs the baobab fruit before the branch supporting Bunga breaks, sending him to the ground with the baobab fruit.
After four tests, Ono declares both teams to be tied up with a score of 2-2, and it all comes down Kion and Vitani. Given the choice, Vitani calls for a mashindano to prove who is the fiercest. As the Pride Landers start chanting for the mashindano, an apalled Kion tries to tell Vitani she won't stand a chance against him when he has the Roar. However, Vitani says she doesn't need the roar, telling Kion she is already fierce enough to lead the Lion Guard without it.
Kion forfeits the last challenge, declaring that Vitani has proved herself to be Fiercest by choosing to challenge him even without the Roar. As a result, Vitani's team wins the contest, making them the new Lion Guard of the Pride Lands. Kion then turns to Vitani and, giving her his blessing, passes on the Mark of the Guard and the Roar to her. Surprised, Vitani tests out the Roar of the Elders for the first time as the Pride Landers cheer her on, officially welcoming them as their new Lion Guard. Meanwhile, Kion and his friends watch as their Marks of the Guard fade from their shoulders, somberly accepting their time as the Lion Guard has come to an end.
Suddenly, Askari appears in the sky in front of everyone, including both Lion Guards and Pride Landers who are stunned by Askari's appearance. Askari tells Kion that he has truly mastered the roar by letting it go. Confused, Kion asks why would he still need the Roar if he's not the leader. Askari says that there's another place where they might need the Roar. Kion asks his friends if they wanna help him defend the Tree of Life. They all agree and Kion masters the Roar by lifting up Pride Rock.
The guard returns to the Tree of Life and Kion becomes the new King. All of his friends cheer for him as Kion and Rani roar side by side.