Author's notes: Well, here we are, a The Lion King fanfiction. I've tried to write two of these previously but they never really went anywhere and I didn't post them online.

Anyway, this fic is set about one year after The Lion King 2, a movie I recently watched for the first time (and loathed, although TLK 3 was brilliant). It deals with conflict between Simba's Pride of lions and the hyena clan of the Elephant Graveyard. There are lots of characters from the movies in it, as well as lots of original ones and ones made up by my good friend, known as Amaryllis to the online TLK communities and such.

There's also some fanart been posted of this fic so far, some by Amaryllis and some by me. Both me and Amaryllis will be posting artwork of it on her TLKFAA page here: http://fanart. and I have one or two pics already on my page here: http://fanart. without further ado, here we go:

A cool breeze wafted through the long grass of the northern Serengeti, providing some relief for the small group of Thompson's gazelle that grazed in the midday. The sun tinted their auburn fur gold and the ebony horns of the males glinted as they strutted proudly back and forth amongst the females.

The yellow grass and dry soil gave testimony to the coming of the dry season. The gazelles ignored the aridness of their food and grazed in content, looking up now and again to scout for a predator. Their dark eyes were traced with black markings running down the length of their faces, contrasting to the pale white of their underbellies.

They were the only immediate target for the cheetah. He kept himself low to the ground, shifting forward by relying on the litheness of his slender body rather than his long legs. His back was arched to keep his head down and he made no sound as he crept painstakingly slowly towards the gazelles.

His beautiful spotted hide was an effective camouflage against the sharp eyes of his prey, but he knew that one glance in his direction could potentially spell disaster for him. He was fast, faster in fact than anything that walked in all of the lands he knew and could imagine. However his speed came at a price: he wasn't able to sustain it for long, and also he was far less formidable than the other big cats, the lions and the leopards, who roamed these lands.

He needed to get closer. He urged himself on; his heart beating in his breast felt as loud as claps of thunder to him in the silence. Just one glance in his direction and it could all fail…

He took it as seriously as if it was a matter of life and death for him. It wasn't quite that serious, but it wasn't far from the truth. He hadn't eaten for nearly a week, with all of his recent hunts failing. And with each hunt failed the hungrier and weaker he grew, lessening his chances of making a kill next time. It was a rapidly descending spiral of wasted opportunities, foolish mistakes, frustration, hunger and eventually death.

The cheetah was not willing to let it come to that. He intended to make this kill. He threw all of his hunting instincts and tactics into full force. He recognized that this herd was full of healthy adults – there were no weaklings or fawns here, no relatively easy targets. There was going to be a chase here. He recognized that he had some advantages – the gazelles rarely looked in his direction as he was approaching from where they had come from, something they would not expect, and also the wind was blowing in his face – they couldn't smell him.

He also recognized his hunger was making him anxious and could potentially ruin the whole hunt. If he leapt out of hiding a second too early out of eagerness to end the desperate rumblings in his stomach, then he could very easily find himself exhausted, weak and with no prize.

His maddeningly slow advance continued. He was now within twenty meters of the nearest gazelle – an arrogant looking buck who swished his tail back and forth and stamped his hoof once in a while. He was strong, fit and healthy, a difficult catch – but there were no other gazelles as close as him. He was also the only one whose rump was completely facing him, meaning there was little risk of the cheetah being caught out of the corner of the buck's eye.

He crawled an agonizing inch closer. Even as he did the buck's ear twitched and he began to move his head to the left. He was about to look over his left shoulder.

It was now or never. The cheetah was on his feet and hurling himself forward before the gazelle had a chance to look over his shoulder. Immediately one of the herd coughed out a warning and the entire group instantly dashed away, running in the direction of the one who had issued the call. The cheetah admired this – there was no hesitation, no glancing about. As soon as they heard the alarm call they were on the move.

The world blurred for the cheetah as his slender, strong legs powered him forward. All his predatory poise was focused on the buck before him, who was pulling away with nearly equal speed. It could sense the predator was after him alone now. It banked right dramatically – the manoeuvring of the gazelle was superior to that of the cheetah. But the cheetah had positioned himself well and turned in time to keep in pace with the gazelle. He expended his energy in one last effort and to his lasting delight his front paw was in reach of the gazelle's hind legs. He swept out his paw and tapped the gazelle's ankles.

The prey stumbled and fell forward. Instantly the cheetah was on him, clasping his paws on the buck's neck as his jaws reached for the throat of the stunned animal. The cat's sharp canine teeth plunged into its throat and the jaws fastened tight around the neck. There was little struggle from the exhausted gazelle. Soon it was suffocated to death by the piercing pressure of the cheetah's fangs.

Overwhelming relief washed over the cheetah as the last few struggles of resistance ebbed away. At last, he was going to eat! It was indescribable. He needed to eat and eat fast. But he had done it. He had significantly increased his chances of making it through the dry season.

Sweat streamed down his heaving flanks. He was aching from fatigue. Although the time from the chase to kill had been barely a minute, it was an explosion of precious energy. He lay there next to the carcass for a few minutes, panting heavily as he watched the gazelle herd regroup a few hundred meters away.

At last he felt a little energy return to him, enough for him to eat. It was wonderful. He had a good feeling about his chances this dry season. He opened his jaws wide and prepared to feed.

A sneering, coarse voice snarled, "Being a good fiend is like being a photographer…"

Dread pierced the cheetah's heart as he looked behind him.

The voice continued, "You have to wait for the right moment".

Five hyenas were sitting there before the cheetah. They were all grinning sinisterly. One large individual stood in the centre of them, resting on its haunches and sitting with body upright and its front legs crossed across its chest.

It began to chuckle between clenched teeth, apparently very amused with itself. The other hyenas snickered as they stepped forward.

There was no contest. The cheetah was no match for one hyena, let alone five. Without a word or snarl of protest he got to his feet and slinked away, stumbling on his exhausted legs. He took one look back over his shoulder as tears rolled down his face. The hyenas had descended on the carcass and were tearing off massive chunks of meat and bone and were swallowing them whole eagerly, cackling as they sank their bloodied snouts deeper into their meal.

Daytime on Pride Rock was, as Kovu would admit to anyone who asked him, usually pretty boring. The young lion, barely out of adolescence, stretched and yawned lazily and padded down a winding path of bare rock. His dark brown fur and black mane were all too reminiscent of a similarly scarred lion who had once walked the same path, but the innocent look of lazy cheer on his pleasant features were very different.

He strolled down out of the shade of the jutting cliff of Pride Rock until he came to a large plateau of scrub and bare rock. Over a dozen lionesses were lolling around enjoying the warmth of the sun. Some were asleep; others were engaged in idle chatter, some half-heartedly played with a group of mischievous cubs. Some looked up in Kovu's direction as he stepped forward. One in particular smiled sweetly at him.

Kiara, princess of the Pride Lands, rose to her feet and greeted him, rubbing her head up against his neck. He smiled and returned the greeting. Kiara was his mate and future Queen of the Pride Lands. The two of them had met about a year ago when the lions of the Pride Lands had clashed with a tribe of lions known as "the Outlanders". Kovu himself had been an Outlander, but he and his kin had been accepted with open paws into the Pride of King Simba, Kiara's father.

King Simba's pride's numbers had swelled greatly when the Outlanders had joined them, and ever since then the numbers of the group had only increased. Several occasional wandering nomad males hoping to take over from Simba had been surprised by being welcomed into the pride so long as they made peace with Simba himself and respected his rule. They had all obliged graciously and had mingled into the pride. The unusual situation suited all, as already several different litters of cubs had been birthed and the pride seemed to be truly flourishing. Now over thirty lions, lionesses and cubs were under the benevolent rule of the still-young Simba.

As such, Kovu was still learning the names of some of the newest arrivals to the Pride. He scanned the crowd of lazing lionesses; going over the names he knew in his mind and trying to mentally link them to faces.

His train of thoughts was interrupted by the arrival of Simba. He was a huge, physically imposing lion with a massive build and impressive thick mane, but he wore such a relaxed, perhaps even slightly childish expression that he was always a welcome sight. Although a few pride members, Kovu included, had seen him fight and held his physically prowess in the highest regards.

"Hi Dad", Kiara said casually.

"Afternoon dear", Simba smiled, "And Kovu, you look well. If a little bored".

Kovu grinned, "You know me too well".

Simba shrugged his broad shoulders, "I think it's more I feel the same way, trust me on that. But I've a feeling this year's dry season is going to be particularly bad so I suppose we should be grateful for the peace".

As soon as the words were out of his mouth what resembled a blue thunderbolt struck the earth before him. A mass of matted feathers straightened itself out and eventually the shape of Zazu made itself apparent. The hornbill bowed low and did his best to look regal despite his apparent exhaustion.

"Afternoon Zazu", Simba smiled tolerantly, "You seem tired".

Zazu panted for a few seconds before clearing his throat and continuing in his somewhat pompous voice, "Yes sire. Forgive me; the heat is somewhat getting to me today. Please accept my most gracious apologies for my delay in providing you with your afternoon report. I came here as fast as my wings could carry me".

Simba blinked twice, "Oh, you're late? I didn't realize".

Zazu nearly collapsed at this but regained his composure and continued in his most important tone of voice, "If you'd permit me sire, I will commence with the afternoon report now".

A chorus of groans came from the lionesses. They were all too familiar with the tedious babbling of Zazu that Simba had to put up with twice a day, once in the morning and once in the afternoon. Several of them covered their ears with their paws.

Zazu harrumphed and pretended not to notice. The King's major-domo took his job very seriously whilst many of the lions looked on him as little more than a traditional friend to have hanging around. It took quite a bit of explaining to foreign lions, especially the males, as to why they couldn't just eat him. However Simba knew that it was rather easy to underestimate the self-important hornbill. His heart was always in the right place and crucially he had many ways of getting news from around the Pride Lands. Almost all important information Simba received was relayed via Zazu.

Simba nodded kindly, "Go ahead Zazu".

"Well sire, I have it on very good information that Echo the matriarch of the Swingtusk Herd is expecting. Goodness knows who the father is, though I daresay she could tell you…"

The King did his best to listen politely and attentively to the rather extensive report on the affairs of the Pride Lands. Very little had changed since yesterday. Most of it was idle gossip, although the news about Echo was interesting. It wouldn't do any harm to pay her a visit and offer his congratulations.

As he listened to Zazu droning on he saw his mate and Queen, Nala walk up behind the hornbill. She was a divine lithe creature with pale fur and perilously beautiful eyes. Even to this day the very sight of his childhood pal-turned lifelong wife made Simba's heart skip a beat.

Zazu was unaware of Nala's arrival behind him. Nala began to make gagging noises and pull silly faces, mocking the bird even as she and Simba had in their cub years. Simba did his best not to laugh whilst Kovu and Kiara snickered.

Finally the report was drawing to an end. Simba tried not to break his concentration, which was rather difficult as Nala was pulling a particularly serious face and nodding along with mock severity at everything Zazu said like she was less than a year old. Simba managed to suppress the grin that was threatening to spread across his face.

"…But yes, I don't believe anyone will be so upfront with a rhino like Maralsh again, not if they know what's good for them. Oh, and one last trifling matter, sire. A few hours ago a cheetah was driven from his kill by hyenas".

Immediately all the lions and lionesses that weren't asleep snapped to attention and stared at Zazu with wide eyes and perked ears. Zazu stood perfectly still with his bill held high and his wings tucked back. Simba recognized that Zazu had been saving this particular piece of news for last in order to remind all of the cheekier lions present that he was not to be underestimated. Normally Simba would have laughed at the hornbill's cleverness if the news he had delivered weren't quite so grim.

"Hyenas?" Kiara gasped and the exclamation was taken up by the many of the other lionesses.

"Are you sure it was hyenas?" Simba asked sternly.

"Oh yes sire, my source is most reliable. You remember Acala the royal python? Not the chattiest of fellows but he was more than willing to share this news with me. Thought it would be of use. I must say he's a rather canny old snake…"

"Zazu. Where did this happen?"

"Oh right, of course. Well, about two miles south of the termite mounds. Acala was crossing from one grove of trees to another and decided to lie low when he spotted the cheetah. He saw the whole thing. Apparently there were about half a dozen of them. Almost certainly from the Elephant Graveyard".

Nala saw Simba tense a little. It was many years ago that the two of them as adventurous cubs had intruded into the Elephant Graveyard and encountered several of the hyenas who lived there. It had been the start of the events that had led to the death of Simba's father Mufasa, the exile of Simba and the crowning of his uncle Scar who allowed the hyenas to flood into the Pride Lands and unleash a new age of drought and starvation to the plains. Only a desperate battle led by Simba and Nala years later had driven the hyenas from Pride Rock and led to the grisly demise of the fraud King Scar.

She had never forgotten their lucky escape from the hyenas at the Elephant's Graveyard. Now both her and Simba were big, powerful adults that could swat away hyenas with one firm strike of their forepaws but nonetheless the memories of running for their lives with hot, stinking jaws clacking shut just inches behind them still haunted her and she knew it did Simba too.

"Hyenas", Kovu growled as if he could smell them already, "Do we get to go deal with them?"

Simba seemed snapped back to wakening after a dream, "Uh…yeah. Well, actually no. We'll give it two more nights and if there are no more hyena incursions then we'll leave it".

"A wise choice, sire", Zazu nodded sagely whilst Kovu looked somewhat disappointed.

"But until then", Simba continued, "I don't want any cubs going any further north than the waterhole, and at night time no cubs must leave Pride Rock altogether".

A few groans and exclamations of "Aww man!" came from one corner of the plateau. Simba smiled in gentle amusement.

"Can we still hunt Simba?" a young, pretty lioness called Nadhari asked.

"Yes but I think it'd be wise to be especially careful if there's any hunting parties over the next few days. If you encounter any trouble then don't risk a fight. The hyenas will probably give up after a day or two. Spread the word to the rest of the pride wherever any of you see them".

With that Simba turned and picked his way back up the path towards the shaded Throne Room. Nala followed him and left the lionesses chatting amongst themselves anxiously.

"I think they're a little too worried", Nala commented.

"I do as well", Simba said, "The hyenas left the Elephant Graveyard and took off further north just after Scar was killed. I'd heard rumours of their return but I have to admit I doubted it. The rumours didn't suggest anything as dramatic as stealing a kill from a Pridelander, but I still think this'll all blow over again in a few days. Not exactly consistent, hyenas".

"Hyenas?!" a pained voice shrieked from within the Throne Room.

Simba and Nala walked into the cavern and saw the little scruffy figure of Timon the meerkat hopping his way towards them.

"What was that about hyenas?" the hyperactive mongoose yelped.

"It's nothing to worry about Timon", Simba said soothingly to one of his two best friends.

The other one of his best friends was lying flat on his back on the Throne, snoring loudly. Pumbaa the warthog grunted and kicked in his sleep, apparently undisturbed by the commotion.

Simba cocked an eyebrow, "What's he doing on my Throne, o lowly subject?" he teased.

Timon put his hands on his hips, "My, you're pretty uppity for someone who still eats beetles once in a while when he thinks no-one's looking".

Nala looked confused, "What?"

Simba slipped behind her and began waving his forepaws frantically to signal to Timon to be quiet about that particular little secret of his. Timon grinned and rubbed his hands together as if relishing the prospect of having the mighty King Simba on a leash.

"Anyway, what's this about hyenas?" he asked, brought back to the present.

"Oh, well, a small group entered the Pride Lands earlier today and stole a kill from a cheetah", Nala explained.

"Oh. Oh? What, is that it? You had me all worked up about some moron carnivores arguing over who gets to murder what? Geez, if that's all I'm going back to sleep".

He scurried back to his sleeping warthog friend and curled up next to him. It was hard for outsiders to understand the privileges Timon and Pumbaa enjoyed under Simba's rule. As with Zazu the refusal of the right to eat them had confused many new pride members, but everyone understood now that they were close personal friends of the King and that they weren't to be touched. That didn't stop Timon from getting a little edgy around some of the lions however, but he took to the privileges of being a friend of the King like a fish to water.

Simba looked at his two lazy friends with fondness and nuzzled his adoring wife, who playfully pushed him away. Despite the looming dry season Simba found it hard to imagine in the bright rays of the sun that anything could stop his Kingdom from prospering.