Act I

As the sun rises, Rafiki the mandrill calls the animals to Pride Rock. She greets King Mufasa and Queen Sarabi before presenting their cub to the gathered animals ("Circle of Life"). Elsewhere, Mufasa's brother, Scar, laments his lost chance at becoming King. Back at her baobab tree, Rafiki paints an image of the cub and asks the spirits to conjure the new prince's name: Simba.

Time passes and Simba grows into a lively young cub ("Grasslands Chant"). Mufasa shows Simba the Pride Lands from the top of Pride Rock and explains that everything exists in a delicate balance known as the Circle of Life. Mufasa warns Simba not to stray beyond the boundaries of the Pride Lands, pointing out a shadowy area in the distance. Zazu, a hornbill who acts as Mufasa's advisor, arrives and delivers his daily report on the state of affairs in the King's domain ("The Morning Report", now cut from the Broadway production).

Simba goes to see his Uncle Scar. The scheming lion piques the cub's curiosity by mentioning the elephant graveyard, where Simba is forbidden to go. Meanwhile, the lionesses go hunting ("The Lioness Hunt"). Simba arrives and asks his best friend, a female cub named Nala, to come with him to the elephant graveyard. He lies to the lionesses about where they are going, and Sarafina (Nala's mother) and Sarabi allow the cubs to go, escorted by Zazu. Simba and Nala formulate a plan and manage to lose Zazu, while Simba brags about his future position ("I Just Can't Wait to Be King").

The cubs go to the graveyard and begin to explore. Zazu catches up, but they are confronted by three hyenas: Shenzi, Banzai and Ed. The hyenas intend to eat the trespassers and they gloat about their find ("Chow Down"). Mufasa rescues the cubs and frightens off the hyenas.

Mufasa is disappointed and angry at Simba's reckless disobedience, and explains the difference between bravery and bravado. Mufasa tells Simba about the great kings of the past and how they watch over everything from the stars ("They Live in You"). Mufasa says that he will always be there for his son. Later he discusses Simba's behavior with Zazu, who reminds Mufasa that he had the same tendency to get into trouble at Simba's age.

Back at the elephant graveyard, Scar tells the hyenas of his plan to kill Mufasa and Simba so that he can become king. He raises an army of hyenas, promising that they will never go hungry again if they support him ("Be Prepared"). Scar takes Simba to a gorge and tells him to wait there. On Scar's signal, the hyenas start a wildebeest stampede into the gorge ("The Stampede"). Scar tells Mufasa that Simba is trapped in the gorge. Mufasa leaps into the stampede and manages to save his son, but as he tries to escape, Scar throws him off the cliff back into the stampede, killing him. Scar convinces Simba that his father's death was his fault and tells him to run away, but as he leaves, Scar orders the hyenas to kill him. Simba escapes but the hyenas tell Scar that he is dead. Rafiki and the lionesses mourn the deaths ("Rafiki Mourns"). Scar claims the throne and allows the hyenas into the Pride Lands ("Be Prepared (Reprise)"). Rafiki returns to her tree and smears the drawing of Simba, while Sarabi and Nala quietly grieve.

Out in the desert, Simba collapses from heat exhaustion. Vultures begin to circle, but are scared away by Timon the meerkat and Pumbaa the warthog. Simba feels responsible for Mufasa's death, but the duo take the cub to their jungle home and show him their carefree way of life and bug diet ("Hakuna Matata"). Simba grows to adulthood in the jungle.

Act II

The chorus, dressed in colorful clothes with ornate bird puppets and kites, begin the Second Act ("One by One"). As the song ends, however, the beautiful birds are replaced by vultures and gazelle skeletons. Under Scar's rule, the Circle of Life is out of balance and a drought has hit the Pride Lands. Zazu, now a prisoner of Scar, listens to the king's woes. The hyenas are complaining about the lack of food, but Scar is only concerned with himself and why he is not loved. He is haunted by visions of Mufasa and rapidly switches between delusional confidence and paranoid despair ("The Madness of King Scar"). Nala arrives to confront Scar about the famine and Scar decides she will be his queen and give him cubs. Nala fiercely rebukes him and resolves to leave the Pride Lands to find help. Rafiki and the lionesses bless her for her journey ("Shadowland").

Back in the jungle, Timon and Pumbaa want to sleep, but the restless Simba is unable to settle. Annoyed, Simba leaves them, but Timon and Pumbaa lose their courage and follow him. Simba leaps across a fast-moving river and challenges Timon to do the same. Timon falls in and is swept downstream. He grabs a branch over a waterfall and calls for Simba's help, but Simba is paralyzed by a flashback of Mufasa's death. Timon falls from the branch and Simba snaps out of the flashback, rescuing his friend. Simba is ashamed that Timon nearly died because of his recklessness.

The three friends settle to sleep and discuss the stars. Simba recalls Mufasa's words, but his friends laugh at the notion of dead kings watching them. Simba leaves, expressing his loneliness and bitterly recalling Mufasa's promise to be there for him ("Endless Night"). Rafiki hears the song on the wind, joyfully realizes that Simba is alive, and draws a mane onto her painting of Simba.

In the jungle, Pumbaa is hunted and chased by a lioness. Simba confronts her and saves his friend, but recognizes the lioness as Nala. She is amazed to find Simba alive, knowing that he is the rightful king. Timon and Pumbaa are confused, but Simba asks them to leave him and Nala alone. Timon realizes what is happening and laments the end of Simba's Hakuna Matata lifestyle ("Can You Feel the Love Tonight"). Nala tells Simba about the devastated Pride Lands, but Simba still feels responsible for Mufasa's death and refuses to return home.

On his own, Simba meets Rafiki, who explains that his father lives on ("He Lives in You"). Mufasa's spirit appears in the sky and tells Simba he is the one true king and must take his place in the Circle of Life. Reawakened, Simba finds his courage and heads for home. Meanwhile, Nala wakes Timon and Pumbaa to ask where Simba is, and Rafiki appears to tell them all the news. The three of them catch up with him in the Pride Lands, where he witnesses the ruin of his home. Timon and Pumbaa distract some hyenas by doing the Charleston, allowing Simba and Nala to reach Pride Rock.

Scar calls for Sarabi and demands to know why the lionesses are not hunting. Sarabi stands up to him about the lack of anything to hunt, angrily comparing him to Mufasa, and Scar strikes his sister-in-law, saying he's ten times the king Mufasa was. Enraged, Simba reveals himself. Scar forces a confession of murder from Simba and corners him. Believing that he has won, Scar taunts Simba by admitting that he killed Mufasa. Furious, Simba recovers and forces Scar to reveal the truth to the lionesses ("Simba Confronts Scar"). Simba's friends fight the hyenas while Simba battles Scar to the top of Pride Rock. Scar begs for his life, blaming the hyenas for everything. Simba lets him leave out of mercy, but Scar attacks again. Simba blocks the attack and Scar falls from the cliff. The hyenas, who heard Scar's betrayal and are still starving, tear him to shreds.

With the battle won, Simba's friends come forward and acknowledge Simba as the rightful king. Simba ascends Pride Rock and roars out across the kingdom ("King of Pride Rock"). The Pride Lands recover and the animals gather in celebration as Rafiki presents Simba and Nala's newborn cub, continuing the Circle of Life ("Circle of Life (Reprise)").