The Lion Guard Wiki
The Lion Guard Wiki

Poa the Destroyer is the sixty-ninth episode of The Lion Guard and the fourteenth episode of Season 3.


While touring the Tree of Life, looking to make new friends, Beshte accidentally frightens the community.


Beshte and Anga are seen in a lake watching Ono practice his flying, which Beshte calls "Poa". Grateful to have his sight back, Ono proposes for Anga to come with him and find out what else they can see, leaving Beshte at the lake. Beshte 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

Watching Bunga sleep

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 patrolling all night, Beshte realizes he is on

Beshte meets Tangaagim

his own. When Beshte 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",  Beshte 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, a 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 Beshte it will get him anywhere. Admitting he is just wandering around, Beshte 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, Beshte 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 a male called Pinguino begins sliding down the ice. Coming across the ruined ice, the penguins are caught off-guard and sent flying through

Pinguino does his trick

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 Beshte walks over the slide, breaking it further, the frightened and angry penguins wonder who he was and why did he ruin their slide. Moving on, Beshte soon comes across a herd of mountain goats on the Rocky Mountains, watching them jump down ledges in front of. 

Finding the goats "Poa", Beshte moves on to the next amazing animal, accidentally causing some rocks to fall as he leaves. Barely jumping to safety, the goats, mainly Cek and Rama , 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 says a stranger caused troubl

"Poa the Destroyer"

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 Pride will take care of this bad guy. As soon as the animals leave, Beshte returns from traveling, saying Baliyo was right

Explaining Poa to Baliyo

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, Beshte unknowingly tramples the den of a fox named Astuto , 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, Beshte tells them to let him know if they hear anything, with the penguins agreeing by repeating "Poa" after him. As Beshte leaves the hill, though, part of the ice falls and hits the penguins, sending them to the lake. Angered, Pinguino declares that the Night Pride will hear about this. At this point, Rani and Baliyo are seeing running through the snow, with Rani wondering how that massive of a bad guy could have snuck past Ullu, the Night Pride, and the Lion Guard combined.

While Baliyo doesn't know, he tells Rani word is spreading and the animals are scared. They soon come across Pinguino, who tells them that "Poa" came back to find out who

Baliyo warns Rani

snitched on him and cause even more damage. Pinguino calls out Baliyo for allowing it to happen, with Rani promising they will take care of it. Rani asks him where did "Poa" go now, with Pinguino saying he was heading to the Tree of Life. Rani thanks Pinguino before advising him to return home, though the penguin briefly stops to warn them that unless "Poa the Destroyer" is stopped, the Tree of Life is doomed. Rani then stops Pinguino from leaving, asking him to repeat the stranger's name. He says "Poa" is what the bad guy shouts before destroying things, figuring it to be his name. Noting that "Poa" sounds familiar to her, Rani thinks it all over before she realizes "Poa" isn't a name. Needing to talk to Kion, Rani orders Baliyo to gather the

Tree frogs jump on Kion

rest of the Guard. Meanwhile, Kion is seen lying on a tree branch as frogs hop all over him as part of his therapy: according to Nirmala, this will help him stay calm when annoyed. Soon after, Rani approaches them, with Nirmala allowing Kion to come down from the tree.

On the ground, Rani asks Kion how well does he know Beshte, causing Kion to worry about his friend. Explaining Beshte is fine, Rani tells Kion that Baliyo is gathering the others at the Tree of Life, and she'll explain everything on the way. The Lion Guard and the Night Pride are seen outside the Tree, where Beshte 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, Beshte 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 his friend. 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 th

Beshte is sad

e animals to the Tree, and then bring Beshte afterward, 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, Beshte regains confidence in himself, deciding to convince everyone he isn't a bad guy. Spotting the fox from earlier, Beshte tries to apologize only for her to run away screaming. At the Tundra habitat, Baliyo and Bunga are 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, Beshte 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 before he hits the ground. Realizing "Poa" saved him. Pinguino changes his mind and begins

Pinguino thanks Beshte for saving him

thanking Beshte profusely. 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.

At this point, Bunga and Baliyo arrive with Tangaagim and the penguins, apologizing for being late. When Rani then notices Pinguino isn't with them, Baliyo explains that he refused to come. Noting Pinguino was the one who made the biggest fuss over Beshte, Rani stresses that he needs to be present. Kion sends Anga to find Pinguino and Beshte, who quickly returns saying she's found them both. Beshte and Pinguino soon arrive at the Tree of Life, both singing the "Poa" song as Pinguino rides Beshte'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

Pinguino explains how "Poa" saved him

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".





Tree of Life
Icy River
Marsh Forest
Rocky Mountains
(final appearance)
Pride Lands


The Lion Guard
Night Pride
Cek and Rama's Flock
Pinguino's Rookery


Honey Badgers
Polar Bears
Mountain Goats
Yellow Wagtails
Tree Frogs
(final appearance)
(final appearance)
The Lion Guard Episodes
Special Episodes
Return of the RoarThe Rise of ScarBattle for the Pride Lands
Season One
Never Judge a Hyena by Its SpotsThe Rise of MakuuBunga the WiseCan't Wait to be QueenEye of the BeholderThe Kupatana CelebrationFuli's New FamilyThe Search for UtamuFollow That Hippo!The Call of the DrongoPaintings and PredictionsThe Mbali Fields MigrationBunga and the KingThe Imaginary OkapiToo Many TermitesThe Trouble With GalagosJanja's New CrewBaboons!Beware the ZimwiLions of the OutlandsNever Roar AgainThe Lost GorillasThe Trail to UduguOno's IdolBeshte and the Hippo LanesOno the Tickbird
Season Two
Babysitter BungaThe Savannah SummitThe Traveling Baboon ShowOno and the EggLet Sleeping Crocs LieSwept AwayRafiki's New NeighborsRescue in the OutlandsThe Ukumbusho TraditionThe Bite of KengeTimon and Pumbaa's ChristmasThe Morning ReportThe Golden ZebraThe Little GuyDivide and ConquerThe Scorpion's StingThe Wisdom of KongweThe Kilio Valley FireUndercover KinyongaCave of SecretsThe Zebra MastermindThe Hyena ResistanceThe Underground AdventureBeshte and the BeastPride Landers Unite!The Queen's VisitThe Fall of Mizimu GroveFire from the Sky
Season Three
The HarmattanThe Accidental AvalancheGhost of the MountainMarsh of MysteryDragon IslandJourney of MemoriesThe Race to TulizaMama BinturongFriends to the EndThe Tree of LifeThe River of PatienceLittle Old GinterbongPoa the DestroyerLong Live the QueenThe Lake of ReflectionTriumph of the RoarJourney to the Pride LandsReturn to the Pride Lands