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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). 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").
The cast of the West End production were invited to perform at the Royal Variety Performance in 19, in the presence of senior members of the British Royal Family.
As the sun rises, Rafiki the mandrill calls the animals to Pride Rock.
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.
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.
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"). The chorus, dressed in colorful clothes with ornate bird puppets and kites, begin the Second Act ("One by One").