Makini invites Basi and his pod to the celebration, to which he accepts. Kion thinks that this will lift everyone's spirits, and chases down Timon and Pumbaa, asking them to put on a show for them at Mizimu Grove to mark the occasion. Overhearing this, Shupavu and Njano return to Scar with the latest news, who plans on having "a very special guest" arrive.
At the grove that evening, Rafiki makes an announcement with Makini and Simba by his side, and Simba gives his own speech before Timon and Pumbaa start singing Tujiinue to the gathering of animals. The animals move to the beat, but it isn't long before the Army of Scar arrives, breaking up the party and sending the animals of the Pride Lands into complete and utter chaos until they are reminded of their recent training.
Using the skills they have learned, the animals fend off the army. Kion tells Janja to look around and to see that the Outlanders are loosing when Rafiki's Tree breaks down and reveals Scar himself to the Pride Landers.
Scar warns the animals of his plan and disappears. Simba wipes away the Mark of Evil left behind, but this is not enough to prevent the animals from scarpering in all directions.
Kion uses the Roar of the Elders to blast the Outlanders away. With everything in chaos, Simba stays behind to chat with Ma Tembo. The Lion Guard work together to stop the herds from getting hurt and calm them down, but back at the Grove, Makini cries over the loss of Mizimu Grove herself, only calming when Rafiki offers advice. Once the herds are all calm down they wonder why Kion never told them that Scar has returned. Simba admits that the Lion Guard was following his orders. The herds all start to think about leaving the Pride Lands because they don't feel comfortable in living there anymore, knowing that Scar is closing in.
That night, Kion returns to Mizimu Grove to investigate the full extent of the damage. After examining the wasteland around him, he contacts Mufasa, asking for help. After learning something about the land, he returns to Pride Rock, where Simba makes a tough announcement. Before he goes through with it, Kion arrives with his newfound knowledge.
They return to Mizimu Grove where Kion shows to everyone that Makini's little plant seed survived the attack. That restores the hope, that together all animals can make it through such hard times. Fuli sings Timon and Pumbaa's song while Makini plants her baobab tree. The Pride Landers celebrate restoring their spirits and no matter what happens, the Pride Landers decide to stay.