The Pony Guard (Season 6)

by MXCDarkHorse2020

Episode 41: Battle for the Pride Lands and Equestria and To Where and Back Again Part One

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Author's Note

Hello everyone,

Before I begin and as the title says yes I am combining the Battle for the Pride Lands special with the FIM Season 6 finale together for this 4 part finale.

Also, a heads up before reading I had to rearrange parts of the episodes here and there. Changes to what happened in canon, scenes appearing at a different point, more songs to be evenly spread out through this finale (because of the special), new scenes, and scenes that have yet to be fitted for a later point in the story.

So without further ado feel free to delve into the first of the final four episodes of Season 6 and enjoy the show


Episode 41: Battle for the Pride Lands and Equestria and To Where and Back Again Part One

Episode 41:

Battle for the Pride Lands and Equestria and To Where and Back Again Part One

On the dawn of another morning in the Pride Lands, Simba looks on the horizon of his kingdom as the very sunrise touches every inch of where his control stands. With the exception of the very magical domes and marks of where his evil uncle has already laid claim to, he looks on with a grim expression just knowing that inside the Outlands Volcano, Scar is there plotting another scheme with more of his land at stake.

Rafiki who was also up at this hour was quick to place a comforting hand on his shoulder to assure him he can have faith in not only the Lion Guard but the Pony Guard. A very fact that one comforting look from the sun monarch herself can confirm as she joins them on the very edge of Pride Rock.

In one of Scar’s claimed portions of the Pride Lands, Janja looks on up ahead with a look of satisfaction as they await for another day of gaining more terrain under his boss’s orders while his clan sleeps through it until then.

In one of the other claimed portions of the Pride Lands on the very inside shows a slight recovery from the fiery battle with Scar not too long ago. And standing just outside of the very dome with Mizimu Grove’s trees is Makini’s tree which has shown some growth itself to the point it could stand tall like a baby learning how to walk on it’s own. A sight that the Lion and Pony Guard managed to catch sight of while passing by with Spike accompanying them and along for the ride.

“The Pride Lands will never end while the Lion Guard is here...” Kion began.

“And with the Pony Guard by their side much like this tiny tree, we'll keep growing stronger.” Twilight added.

”Scar will never defeat us…”

“...Again!” Twilight finished voicing it as a serious vow herself.

“We'll never give up!” Fuli also vowed next along with the others.

“No we won’t!” Rainbow boldly declared by her side.

“We'll fight for what's right.” Beshte then vowed next.

“Your darn tootin we will!” Applejack confidently declared next by his side.

“We'll defend the Circle of Life!” Ono vowed next.

“Along with all of the magic and harmony in Equestria!” Rarity then firmly stated next by his side.

“Yeah! What you guys said!” Bunga then bravely declared with a pumped fist in the air.

“Absolute Tootly!” Pinkie happily stated by his side before sucking up all of the juicy candy encasing the tootsie roll in the very center before chomping and munching on it.

“Wherever there’s trouble, we’ll be there!” Starlight then vowed herself.

“Me too!” Fluttershy also vowed and promised even while scared inside.

“No matter what happens next I’m in!” Kyoga voiced her vows on the tail end of the group.

"Same here!" Spike also vowed. "Question now is where do go in order to keep that very peace from shattering?"

Just then one of their friends and allies, Anga came flying in to answer that seconds later. “Lion and Pony Guard!”

“Anga? What's going on?” Kion asked.

“One of the bird patrols spotted Scar's army. Near Mapango Cliffs.” Anga reported.

“Then that's where we're going.” Twilight then stated.

“Till the Pride Lands and Equestria's end…”

“Lion and Pony Guard defend!”

[url= https://www.youtube.com/watch?v=nqxPJcPIte4&pp=ygUbdG8gdGhlIHByaWRlIGxhbmRzIGVuZCBzb25n]To the Pride Lands and Equestria's End

Upon arriving, the Lion and Pony Guard wasted no time in kicking Janja, Reirei, and Kiburi’s butts along with the rest of their packs. Fuli swiftly took down Cheezi and Chungu with Rainbow quick to send the two hyenas flying off of their paw.

Ono himself took on Janja with Rarity around to assist him with her karate moves to keep the hyena from getting a bite in on the egret’s feathers.

While this was going on Kiburi and his float are all attempting to attack the oyrxes while they’re at it. But thankfully for them, both Beshte and Applejack were around to keep them at bay with the former charging right at them with the latter lassoing the ones that nearly managed to bite their fellow Pride Landers.

Along the way, both Bunga and Pinkie were both riding the jackals like they jet-sking in the lake before finally letting them go causing them to crash into Reirei and another jackal in the process. After what had happened, the jackals were quick to throw in the towel before getting the heck out of the Pride Lands.

But neither Janja nor Kiburi were just about giving up along with Lightning Dust and Wind Rider who both flew in to back them up. Much like in past match ups both Rainbow and Rarity were quick to deal with them and they were both dealt with rather quickly with Spike following it up with a scorching hot breath of fire to send them both packing with the smell of singed and burnt defeat.

And as for Janja and Kiburi along with their respective groups, Twilight and Kion were quick to take lead in dealing with their leaders while both Kyoga and Fluttershy were quick to follow suit. The former moved to back the Pony Guard leader up with magical attacks of her own incorporated in her lion fighting style that Kion himself is using. The latter moved to stare down the Outlanders long enough so that Kion himself could take them down while they’re mentally weakened.

And to make sure the Outlanders are forced on the defense to the point they couldn’t get even a sneak attack in, Jasiri along with Ma Tembo, Mtoto, Moon Dancer, Minuette, Lemon Hearts, and Twinkleshine joined in on the battle to keep them at bay. Once they joined in, the Outlanders found themselves retreating to the Outlands.


In the following seasons that have come and gone, the Lion Guard themselves have grown up to the point they have started to reach their growth spurts once they have become teenagers. One look at the proud group of warriors standing beside the group of ponies that hardly aged would tell they have really grown just recently with the notable differences being Beshte starting to grow himself some hair along with Bunga and Kion with the latter’s mane starting to reach the back of his head and neck.

Another one of their battles consisted of helping Jasiri and her clan fight Janja and his clan once more. A fight where Janja himself nearly slipped and fell over the edge of a cliff had Jasiri not had the kindness to save him while they were retreating.

Even though Janja continued to flee, one look would tell that the hyenas himself is still needing that very push to convince himself to start turning over a leaf. Something that a brief silent exchange between Kion, Twilight, Spike, Jasiri, and Fluttershy that no words were needed to convey the message.

Another battle to which Nne and Tano tried to take lead on quickly forced them into retreating when Beshte and Applejack led the rhinos and Apple Family into charging against them. Though needless to say of the displeased and disappointed look of Scar’s eyes when Janja was forced to report this failure to him.

And last but not least, came another battle where Kion himself unleashed the Roar of the Elders on them to send them away. And with the size difference, the Roar itself has the power to crack the very rocks the Outlanders were standing on aside from blowing them all away and back near the volcano where their master resides in his fiery form.

Once they were far and gone for now, the Lion and Pony Guard along with Jasiri and Anga were all standing tall and proud after another eventful morning of victorious fighting.

“Well done, Kion, Twilight, Lion and Pony Guard!” The lion king complimented while arriving and approaching the group with Rafiki, Celestia, and Luna by his side.

“Couldn’t have said it better myself other than another job well done!” Celestia herself also complimented.

“Your majesties!” Ono bowed.

“Thanks, Dad!”

“Thanks, Celestia, Luna!”

Both leaders humbly returned.

“The pleasure is ours, especially after seeing how long and far you all have become during your journey together since we all first met.” Luna then said with a proud smile herself.

“Yes, yes!” Rafiki happily noted and agreed. “Kion and the Lion Guard are growing up alongside Twilight and the Pony Guard. And Kion's Roar is more powerful than ever.”

“Yes. That's true.” Simba agreed with something in mind to which both Kion and Twilight were quick to pick up on.

“Dad?”

“What is it?”

“You and the Guard have proven you can defend the Pride Lands and Equestria.” Simba began with a smile before dropping it when speaking and getting to the point in a serious manner. “But it hasn't stopped Scar's army. Most of the Pride Lands have now been claimed in his name with very few places left in the Pride Lands.”

“Are you thinking what I you’re thinking?” Twilight asked already seeing where he is going with this upon seeing the various magical bubbles Scar has conquered has concentrate proof of his statement. “Is it time?”

“Yes, Twilight.” Simba confirmed while moving to look on at the Outlands Volcano before turning back to face everyone once more. “It is time. Time to take the fight with Scar into the Outlands. Time to defeat Scar and his followers once and for all.”

Hearing sparked gasps of surprise from both Jasiri and Anga as they both see that he is very serious about wanting to proceed with this plan. They had talked about at one point, but it was decided they needed time for their allies and armies to prepare themselves because said battle is a one shot make it count move. It wasn’t until now that Simba had decided that now is the time to make that very strike.

“Are you sure you are ready to make that call?” Kion asked once more to ensure that this is the real deal and that he feels that they are all really ready.

“Absolutely!” Simba stated with a resolute tone. “Without his followers, Scar will be powerless and we can have peace in the Pride Lands once again.”

“And as for Scar himself, we’ll be there to make sure he stays powerless forever and for many moons and generations to come. Never to threaten the peace of Equestria again.” Princess Luna then firmly stated with a deep resolve to want to finish what she accidentally started many moons ago.

“Okay.”

“We will start making those plans.”

Both leaders stated all ready to accept the decision without protest.

“And we can help, too, Your Majesty.” Jasiri spoke up being the first vow her support for the plan while leaping down from the rock she was on. “Even though it’s been a while, my hyenas know the Outlands better than anyone.”

“Thank you, Jasiri.” Simba returned with deep gratitude for the hyena.

“As long if everyone who respects the Circle of Life helps us…” Kion began with Twilight finishing for him.

“...then we’ll definitely have the winning edge to pull this off.”

“Yes! Yes!” Rafiki encouraged. “Everyone can help!”

“Right.” Turning to the others, Kion informed them. “Lion and Pony Guard, we need everyone who's willing to fight.”

“And by that we mean everyone from here to Pride Rock, to every inch of Equestria.” Twilight added before turning to one of her friends. “Pinkie, you’re with me in getting help from the Crystal Empire. While I fetch Shining Armor, Cadance, Flurry Heart, and Sunburst, you fetch the yaks.”

Pinkie saluted. “Yes, sir, ma’am, sir!”

"I can go to the Dragon Lands and see if Ember's willing to help us out!" Spike then volunteered with a raised claw. "Or at least have some dragons willing to brave the fiery depths of Tartarus with her."

“I'll get the crocs and antelopes.” Fuli vowed next.

“While I talk to the other unicorns and get them to help out too.” Starlight chimed in with a willingness to do her part in helping out.

“I'll talk to the elephants and rhinos.” Beshte then declared next along with Applejack.

“While I talk to my family and get them to gear up for what we’re about to do next.”

“Anga and I will assemble the birds.” Ono then vowed next.

“While Fluttershy and I make sure the Crusaders and their friends are all level-headed enough to fight a dangerous battle.” Rarity said next.

“I’ll make a quick trip to Diamond Valley and get my siblings to pitch in.” Kyoga promised.

“While I recruit the Wonderbolts to join in too!” Rainbow also declared.

“And I'll get the galagos.” Bunga finished before immediately setting off to do so. Something that had Fuli briefly question Kion herself.

“Galagos?”

“I know what you're thinking and the same can be said for the young ones too.” Kion understood his friend’s concerns. “But if we're invading the Outlands, we'll need all the help we can get.”

“That I can agree on.” Rarity herself couldn’t deny before heading away from the border along with everyone else. “As long the fillies know what they are getting themselves into here.”

Unbeknownst to all of them, the skinks were all watching and secretly observing from the comforts of a nearby tree to see and hear every word that was just discussed between them.

“Invade the Outlands?” Shupavu voiced to her partner who nodded.

“Sure sounds like it. And it sounds like tomorrow’s the due date.”

“It is isn't it?" Njano nodded. "We better tell Scar.” Shupavu declared before she and Njano moved to do just that undetected.


Elsewhere in the Pride Lands, Killio Valley to be precise, are where Janja and his clan, And despite the recovery in the place, not one hyena is satisfied with where they stand and or sit.

“Janja! Why can't we go back to our den in the Outlands?” Cheezi complained to his boss.

“Yeah, it's nice and warm back there.” Chungu commented in agreement.

“'Cause Scar wants us to guard this place, and keep watch in case the Lion and Pony Guard tries to reclaim it for the elephants.” Janja could only explain the best he could despite being just as unhappy about the arrangement. “Also it serves as our punishment for our recent failure’s in holding our own against the Guard.”

Chungu grunted in response. “The Lion and Pony Guard? I'm tired of always havin' to fight them.”

“Yeah!” Cheezi agreed. “They keep kickin' our tails!”

“It's even worse now that the Lion Guard’s bigger. As big as the Pony Guard”

“Kion's roar has gotten bigger, too.”

“And he's got lots of other animals helping him!”

“Even Jasiri and her hyenas.”

“Yeah, yeah. I know. I know.” Janja once more acknowledged after hearing the long list of complains his followers are rattling off the top of their heads before walking away so he can think to himself alone. “Maybe Jasiri was right.” He said to himself. “Her hyenas seem to be happy working with the Lion and Pony Guard. Wonder if we would be, too. Why am I so confused? Oh. It all used to be so simple! What changed? Think!”

A New Way to Go

He proceeds to voice his current thoughts in song from wondering what he would truly be better off going forward. Continuing his part in waging war for Scar, or turning a lead and joining Jasiri like she offered at a point after saving him the first time. During which he could hear Jasiri in his head singing in unison with him at several points as if she is still encouraging him to make that change inside and that it’s never too late to reconsider his current position.

After singing he then thought to himself in conclusion. “Maybe we are on the wrong side.”

Both Cheezi and Chungu managed to hear that and naturally it piqued their interest.

“Wrong side?”

“The wrong side of what, Janja?”

Janja however decided it was not worth talking about let along thinking about it before walking off again. Deep down, he knows they are on the wrong side of this fight. But at the same time he doesn't have the courage to stand up to and defect from Scar leaving him feeling there is nothing he can do about it.

Though much like before this did not go unnoticed by the other skinks, Nyeusi and Nyata, who both slink away unnoticed before reporting this Scar as well.


Inside the Outlands Volcano, Scar in his fiery form is taking in what the skinks have just informed with Ushari for company. “What an interesting turn of events.” He commented with amused intrigue. “Wouldn’t you say so, Ushari?”

Said cobra however didn’t feel the same way as his boss. “With the Lion Guard preparing to attack the Outlands? And Janja thinking of joining Jasiri? I'm not sure "interesting" is the word I'd use…”

“Oh, don't worry, Ushari. I'm always two steps ahead.” He assured to show he is not deterred even with this news in light. Just then he sees someone arriving inside the volcano. “Ah! Janja! There you are!”

Said hyenas is being guided inside by Shupavu right now. “Uh, yeah.” He confirmed before asking somewhat nervously. “You, uh, wanted to see me?”

“Oh, yes. It's time for another attack on the Pride Lands.”

“Another attack? But the Lion and Pony Guard just kicked our tails this morning.” Janja argued without showing any blatant disrespect before suggesting. “Maybe we could lay off of 'em for a bit? Give me and the boys some time to recover?”

Ushari however was quick to state why this is a necessity. “The Lion and Pony Guard is planning to attack the Outlands.”

“Perhaps they've learned that Kion is now powerful enough to destroy me.” Scar then voiced with concern.

“Kion can destroy you?” Janja asked sounding highly surprised with this shared knowledge.

“Oh, yes.” Scar nodded. “But Kion would have to use the most powerful roar he can muster. And it would have to be here, in the Caldera. The fire of the volcano would utterly consume me.” He then looks on grimly and solemnly. “I'd cease to exist.”

“Really? Oh…” Janja returned with sympathy.

With enough said on his part he continued now back to being suave and upbeat with a smirk on his face. “So… It's time for the final battle against the Pride Lands. Time to say goodbye to Simba and the Royal Family! But…” He then said while making sure Janja is paying attention with what he is about to tell him next. “I'll need the hyenas to distract the Lion Guard for the plan to work.”

“Just distract them?” Janja returned feeling pleased at a really easy task given to them for once as opposed to another hard and harsh task for whatever screw up they did.

“You merely have to lure them into their Lair and keep them there, while the rest of the plan unfolds.”

Hearing that has Janja feeling like it’s something he can work with. “I suppose we could do that…”

“Excellent!” Scar said feeling pleased with his continuing cooperation. “Shupavu will lead you to Lion Guard Lair tonight. Now, go! Prepare your hyenas!”

“Uh, okay, Scar.” Janja proceeds to head out ready to do so.

“In the meantime, Shupavu…” Scar then said to said skink before she can guide Janja out. “...fetch me Reirei, Kiburi and Mzingo. We will need their help as well.”

“Yes, Scar.”

Once they had left, Scar then said to Ushari in private. “If the plan works, we'll soon be rid of the Royal Family and, the Lion and Pony Guard. And a potential hyena revolt.”

“And if the plan doesn't work?” Ushari asked still wary. “And what about those who aren’t caught in the crossfire?”

“I'm two steps ahead, Ushari.” Scar reminded confidently. “I already have another plan in place.” He then evilly laughs as he prepares for what’s about to go do tonight.


At Pride Rock, Zazu flies overhead as he witnesses the ongoing sparring sessions and last minute training the Pride Landers and Equestrians gearing up for tomorrow’s attack on the Outlands.

They got the elephants, antelopes, and crocs sparing. During which, Zito managing to knock a log off of his partner’s trunk without injury. The birds under Ono and Anga’s supervision are all in perfect sync with their flying. Kifaru’s form in drawing against the tree to perfection much to Beshte’s liking. And the same can be said with both Fuli and Makuu as they watch the crocs spar with one another.

As for the Pride Landers, Applejack is liking what she is seeing in regards to the Apple Family’s training. Big Mac’s form in bucking trees and balls without breaking them is perfect. Apple Bloom and the Crusaders are gathering together the supplies and weapons they need to carry their part in the attack against the Outlands with Pinkie around to supply with said material they need for what they intend to do with it.

Rainbow Dash, Fluttershy, and Gilda are both overseeing the griffons perfect their flight pattern together. At the same time, Princess Luna is overseeing the unicorn’s including the graduates from Celestia’s school practice their magic against targets from a distance like the Equestrian Games did with ice archery. Each and every one of them are all managing to nail perfect bullseyes just milliseconds apart from each other. In addition, Rarity herself along with Kyoga and her siblings are partaking in the exercises since they all want to make sure their magic is ready for when they partake in the final battle against the Outlanders and be ready especially for whatever Scar has in store for them with Ember and a small handful of brave dragons willing to spare with them thanks to magic proof shields they were given ahead of time.

The hornbill then flew up ahead to Pride Rock where Simba, Kion, Twilight, and Celestia are all standing overseeing the current ongoing training in progress. This after seeing to it that Hadithi along with Shujaa have returned to the Pride Lands

“Zazu, report.” Simba said to his royal advisor.

“Hadithi has just arrived with the gorilla warrior, Shujaa.”

“That's everyone.” Kion noted.

“Indeed. The Lion and Pony Guard has gathered all the other herds.”

“And both Shining Armor and Cadance have informed me that they’ll be here by then ready to partake in the attack along with Flurry Heart and Sunburst.” Twilight chimed in.

"Oh!" Pinkie spoke up as she suddenly appeared. "Also Prince Rutherford has informed me that he and his yaks will be ready to join us by then. In fact they''ll actually be here shortly!"

"By shortly you mean..." To answer her question the yaks arrived at Pride Rock seconds later with their traditional yak luggage and necessitates to help make themselves feel more like at home. "...okay, great! That sure answers my question."

“Excellent.” Simba spoke with satisfaction in his eyes. “Zazu, tell everyone to get some rest. We'll need them at their best in the morning when we lead the attack first thing tomorrow morning.”

“Yes, sire.” Zazu proceeded to do as he was told while flying away.

“With this many animals and ponies here, I'm sure Scar will know we're coming.” Simba then commented while looking on in the direction of the Outlands Volcano up ahead where Scar currently is residing in his fiery form.

“I’m sure he already knows.” Twilight replied looking on with the same look as the king. “And he already knows what’s coming his way when this very sun rises up one more time.”

“I’m sure he does.”

“Indeed.”

Both royal sisters said feeling the same way given their past history with Scar.

Upon turning to his son, he noticed that he too is looking troubled himself. “Are you okay, son?”

Kion then voiced his concerns with what they are about to do. “Everyone knows the plan against the Outlanders. I just wish that this fight goes as well as we hope it’s going to turn out including defeating Scar himself.”

His father was quick to assure that it will indeed be the case tomorrow by affectionately patting his head and mane. “Don't worry, Kion. I know you, Twilight, and the Lion and Pony Guard will succeed. I wouldn't ask you both to do this if I wasn't certain.”

“Plus…” Twilight chimed in once more. “...you won’t be alone, we have the entire Royal Family backing us up in this upcoming fight. We managed to fend off Scar just recently, we can do it again and ensure that he won’t be coming back after all is said and done.”

“That’s true.” Kion noted now feeling much better now when Twilight moves to hug him. “Thanks, Dad. You too, Twilight.”

“Anything for a friend, Kion.”

“Now, go on.” Simba then said to his son. “Don't forget, you'll need to get some rest, too.”

“And the same can and will be said to you too, Twilight.” Celestia also reminded while giving her a firm and playful look like any mother would to their child. “And that’s an order.”

Twilight groaned in response like a child would in this situation. “Stay up late and awake for three straight days one time, and it’s never forgotten is it?”

Kion chuckled and wasted no time ribbing it at her expense. “Apparently not.”

After giggling at her pupil’s expense she moved to fly off along with Luna so they can perform their duties in lowering the sun and raising the moon while both Kion and Twilight move to get the much needed rest they need.

So the two move to take one last walk through the Pride Lands as they pass by the training Pride Landers and Equestrians as the sun is currently setting. During which they strike up another conversation together.

“You know…” Twilight started. “...it’s okay that you’re feeling scared inside. Both kingdoms have been frightened by what’s happened since Scar’s return.”

“I know.” Kion returned not even denying it. “I just really don’t want another repeat of what happened to when Scar actually did win and take over the Pride Lands that one time.” He looks on at Twilight when he says it along with having deep focus on his friend’s scarred eye. “That one time where I nearly thought all was lost!” He added while trembling a little and trying hard not to cry.

“I remember.” Twilight replied with the memory not lost on her. “And I can assure you it won’t happen again.” She moved to place both of her hooves on his shoulders gently. “As long as I am by your side, as long as we have each other. The Pride Lands along with Equestria will never fall. Never again.”

Kion immediately felt the much needed comfort in her words but even still felt the need to sing his heart out about the growing anticipation of the very last night before the next big battle that’ll decide the fate of the kingdoms once again.

On the Last Night

The very sight along with Twilight following after him caught the attention of one of best friends Fuli who sings her concerns about the ongoing distress of the leader of the Lion Guard, followed by Beshte, Bunga, Applejack, and Pinkie Pie singing together.

Flying along the skies are Rainbow Dash, Ono, and Fluttershy who are giving the skies in the kingdom one last look around before calling it a night who like the others are singing their thoughts as they do their aerial survey together.

Still sticking by Kion’s side, Twilight moved to sing herself to acknowledge his validated concerns before reassuring him even while looking on at that very volcano that lies their biggest upcoming test in life. Then the rest of the Guard have gathered together all to finish the song with a grand dose of confidence that they will be ready for when Celestia’s sun rises and when they all go into the Outlands for that fateful battle. And with that it’ll seem that all will be fine for a peaceful night of rest tonight.

Or so it seems with multiple creepy eyes lurking in the shadows and not just Scar’s eyes. And they're all directed at the whole Pony Guard as they all made their way back to Equestria before going their separate ways until tomorrow morning. Or what they think is going to happen…


Later that night, Shupavu herself has guided the hyenas through the tall grass to Pride Rock. “Lion Guard Lair is this way.”

With Pride Rock in sight, Janja took the time to repeat what’s expected of them in this upcoming attack. “Remember furbrains, we need to keep the Lion Guard distracted for Scar's plan to work.”

“Oooh!” Chungu took notice of the many faces from a distance. “Sure are a lot of Pride Landers and Equestrians gathering at Pride Rock.”

Janja was quick to pull him back down when he started poking his head up too high. “No kiddin', furbrain. That's why Scar's havin' us attack 'em now.”

“Shhh.” Shupavu joined in while hushing the dimwitted hyena. “We don't want to give ourselves away.”

Just then they heard the nearby grass rustling.

“Ooh. What's that?” Chungu asked before being pulled down to the ground once more by his boss.

“Shhh!” Said someone turns out to be Goigoi with branches and dry grass in his mouth. “Goigoi? What are you doing here?”

“Gettin' branches for the big fire.”

“Fire?” The hyena asked while approaching him.

“Yeah.” Goigoi confirmed while briefly putting said branches down. “Things are gonna get real hot for Simba and the Royal Family.” He then said with a slightly malicious chuckle.

“Oh. Guess that's the other part of Scar's plan.” Janja realized.

“Yep. I gotta get goin'.” Goigoi moved to pick back up the branches and dry grass before heading out. But not without needlessly asking. “Which way to Pride Rock?”

Shupavu sighed in annoyance before turning her and his head in the right direction clearly and obviously in plain sight. “Uh, it's right there, Goigoi.”

“Oh. Right.”

With that taken care of Shupavu moved to continue leading the hyenas towards the Lion Guard lair undetected. “Come on. We're going around the back.”


Elsewhere, Kion is now looking up in the skies with Twilight still around for company. The former moved to speak out to the clouds in need of heavenly wisdom. “Grandfather Mufasa?”

Said spirit appearing from above ready to give him that with a warm smile. “Yes, Kion. I'm here.”

“Dad is planning on having us help lead the Pride Landers and Equestrians into the Outlands tomorrow, to fight Scar.” Kion explained.

“And this worries you?”

“Yeah. I mean, even though we have numbers on our side and the power to beat Scar. I don't even know if he can be beaten.”

“All evil can be defeated.” His grandfather assured.

“Even when it's a lion who’s half alicorn and has the ability to appear in the form of fire?”

“Absolutely!” Twilight quickly answered and asserted. “And even when he’s two steps ahead we always come through in the end. If I can do it, then I’m pretty sure you can too. We all can if we work together on this one.”

“Right you are, Twilight.” Mufasa said in agreement. “For I too believe you can do anything, Kion. Just stay true to who you are inside. And remember: You can't fight fire with fire.” With what is needed to said spoken, Mufasa's spirit disappears and returned back deep into the skies leaving his grandson pondering of what he means by that.

“Can't fight fire with fire…” Turning to Twilight. “...any idea what he meant by that?”

“What he means is to not sink to Scar’s level of brutality and viciousness. Whatever lows he’ll sink to if that’s what it takes to win, he’ll pursue it no problem. That’s what defines Scar evil nature. We however don’t. At least not me, anymore.” She then quickly said to remain on point to avoid Kion further self doubting himself. “Point being, when it comes down to the kill, don’t go for it for vengeance, but self-defense.”

“Like with the first band of Evil Lions of the Past?” Kion asked referencing the Battle of the Bands in the other world.

Acknowledging of what he is talking about, she went on to clarify. “Yes, even when the circumstances were different back then.” She then assured. “You’ll understand when the time comes. And who knows maybe Starlight will too.”

"How is she by the way?" Kion then asked upon mention.

"She's fine. She's recently been getting comfortable in her new room in the castle."

"Okay. And what would be the reason it took these recent months for that finally happen?"

"Well you know, still mentally adjusting to being finally placed off of probation along with still being shaken up from her recent and brief return to her home village."

"Oh, that." Kion remembered. "Was it that bad?"

"To her, I'm afraid so." Twilight admitted feeling pity for her pupil. "And I don't blame her since it is something I've been there before."

"Hopefully she can put that aside in preparation for tomorrow's attack on the Outlands." Kion expressed hoping that'll be the case.

"Oh, yeah. Definitely! Knowing her, she'll be quick to want to focus on something else other than her past."

"Even though she knows she can't run away from it forever!"

"So very true!" Kion briefly chuckled after finding it admittedly funny after getting used to the unicorn's comedic side himself.


Sure enough after a long day yesterday, Starlight herself is already inside the castle seeking to get some rest so she too can be prepared for tomorrow's battle against Scar along with Spike.

As she tried to get some sleep, she then found herself back in Cutie Markless. Something that is no doubt in her dreaming mind ever since her earlier visit from the other day. Seeing a practice opportunity to be able to make small steps in someday crossing the bridge she had trouble crossing the other day she moved to approach some of the villagers trotting to and from in front of her. "Hey, I wanted to apologize for my behavior earlier," She declared only to be ignored, the villagers passed by without even acknowledging her presence. "Hello? Can anypony hear me? Is anypony out there?"

Then, without warning, the rather angry sounding voice of Twilight Sparkle split the silence. "I thought I told you you could never speak to them again!" And sure enough, she appeared before Starlight in all her indignant glory.

"What?! Twilight?! How did you get here?! Who even told you I was coming here?!" Starlight questioned sounding alarmed and frightened as she began to back up.

"How I know and who told me is not important! What is important however is that I make sure you do what I say!" Twilight then angrily demanded. "And by that I mean making sure you stay your distance away from this village forever!"

Starlight became frantic and unsettled as the angry alicorn approached her. "You're not acting like yourself, Twilight. This doesn't seem right," And then her next line echoed around her. "Something is wrong!" Just like that, everything was dispelled into a misty darkness (with the sole exception of Starlight herself), and a gentle calming wind began to blow. She quickly realized what this meant. "Another dream? But what does this mean?"

Mere seconds after speaking that question, the unicorn heard a familiar voice whispering to her. "Starlight Glimmer?"

The unicorn looked up to the sky, and gasped when she saw none other than the princess of the night materialize within the moon! "Oh, good! I'm so glad you're here again."

"Yes. But there isn't much time?" The night princess returned rather urgently and uneasy as if something is lurking behind her.

"Why? What's going on?" Starlight asked as she slowly started to pick up on her tone and expressions. "This is all a dream, isn't it?"

"Yes, but not in the waking world there is trouble," Princess Luna explained. "Scar has ordered the changelings to attack throughout Equestria. "They've already taken my sister and I! It's worse than the last time! Your dream called to me, and I was able to break through! You must find help for the Lion and Pony Guard might be next!"

Starlight gasped! "Oh no!"

Princess Luna then cautioned. "Be mindful of who you trust, Starlight. You'll need all of the help you can get. You must find out what the changelings have done with your friends from the Lion and Pony Guard and where they've taken them if they haven't been already captured too!" Then she turned and saw changeling hooves wrestle with her forcing her to grasp through the hole she is barely holding on to. "Hurry! Before it's too late...!" And that was all she had time to say before her connection with the unicorn has been cut off.

"Princess Luna!" Soon afterward, a frantic Starlight Glimmer awoke in her bed! "They've already made their move on my friends! What am I gonna do?!" She exclaimed to herself now frightened.

At that very moment, the bedroom door swung open and Starlight dove for cover (literally, under the cover sheets of her bed)!

"Starlight?" A familiar voice whispered. "It's alright, I'm not one of them. I know what's happening."

The unicorn reluctantly surfaced from the sheets, breathing a small sigh of relief when she locked eyes with Spike. "Oh, thank goodness it's you!" She happily commented. "Then I suppose you got the same message from Princess Luna too?"

"Yes." Spike then whimpered. "We have to warn Twilight, Kion and the others!"

"Right." Starlight agreed as they emerged from her bedroom along with Spike. "Hopefully we can reach out to them before the changelings get them too! Whoa!" She was suddenly yanked into the nearby corner so they can avoid being seen by someone the little dragon managed to spot out.

"Uh, Starlight..." Spike nervously uttered with what he is seeing.

"What...?"

"I'm afraid we might need to bide our time a little on this one." Starlight moved to get a peek of what Spike is seeing and managed to spot a very frightening sight. The whole Lion and Pony Guard coming inside the castle and all looking on with mean and untrustworthy eyes that glare daggers sharp enough that they would be killed on the spot if they locked eyes with them...


Meanwhile Shupavu has managed to direct Janja's clan towards where the entrance to the Lair of the Lion Guard is. “That opening in the rocks is the Lion Guard Lair.”

“And we need to keep the Lion Guard distracted for Scar's plan to work.” Janja said next.

“Which means you'll need to get their attention.”

“How're we gonna do that?” Cheezi asked his boss.

In response, Janja had an easy answer to that question from past experience. “Oh, I know how…”


At that moment, Ono is making his last aerial scout of the Pride Lands before calling it a night. “All seems quiet…” At that was when he heard Janja’s audible laughter. “Spoke too soon.” He quickly spotted Janja and his hyenas making their way towards Pride Rock “Oh, gotta tell Kion and Twilight.” In short time he was able to quickly find them nearby. “Kion! Twilight!”

“Ono?”

“What is it?”

“I've just spotted Janja and his hyenas. It looks like they're headed for Pride Rock.” Ono reported.

“What?” Kion reacted in surprise before giving the egret an order to work with. “Get the rest of the Guard!”

“Affirmative!”

Twilight then flew off ahead. “You go ahead, Kion! I’ll go fetch the girls along with Spike!”

“Will do, Twilight!” Kion accepted her decision without question.

At the entrance to the Lair, Cheezi had a sense of uneasiness surge up to the point he asked his boss as if this is a red flag literally waving in their faces. “Uh, you sure about this, Janja?”

“Sure, I'm sure. It's all part of Scar's big plan.” Janja replied in a manner to assert so, yet unaware of what he is walking into here.

“Hold it right there, hyenas!” Kion barked at them with the rest of the Lion Guard backing him up.

“Janja, The Lion Guard!” Chungu warned.

Even still Janja asserts that they know what they are doing. “Yeah, I see 'em, furbrain. But they can't stop us from gettin' into their Lair. Come on!” He then proceeded to run off towards the entrance of the Lair.

“They're headed for the Lair!” Bunga noted in surprise

“Why would they do that?” Fuli asked feeling puzzled herself.

“I dunno.” Kion replied unsure of what their motive behind it is. “But I'm sure Scar's got 'em up to something. Come on.” With that he proceeded to lead the Guard after them.

After the Guard was well inside the Lair, Kiburi and his float moved to pile up dry grass and branches right in front of the entrance. “Keep movin'.” He ordered of his dimwitted crocs. “We gotta pile up a lot more of this stuff before the vultures arrive. Scar wants to get rid of the Lion Guard and Janja's hyenas.”

“But what about the Pony Guard?” Tamaka asked and brought up still confused as always. “They didn’t go in along with the others already inside?”

“Don’t worry about that.” Kiburi insisted while leading his float away so they can ensure they have enough dry grass and branches piled up for when the vultures set Pride Rock on fire. “Scar’s got that covered too.”


Inside the Lair of the Lion Guard, the hyenas managed to get a good look at the paintings on the walls from the image of Scar’s head appearing from the top of the volcano to the paintings revolving around Scar leading his Lion Guard until destroying them and losing said Roar for evil purposes.

“Hey! This place is nicer than our den.”

“Lots of pretty pictures, too.”

Both Cheezi and Chungu commented before finding themselves face to face with the Lion Guard.

“That's far enough, Janja.”

“Yeah! Get outta our Lair.”

Both Kion and Bunga fiercely and bravely warned.

Janja once more laughed it off. “You kiddin'? We just got here. Boys, scatter!” The entire clan proceeded to split apart running and laughing like crazy.

“What are they up to?” Fuli asked now feeling they have really lost their minds at this point.

“They must be after something in the Lair.” Ono replied with his best guess.

“But what?” Beshte asked.

“Doesn't matter.” Kion replied not in the mood for games right now. “Let's round 'em up, and kick 'em out.”

“With pleasure.” Bunga stated while pounding his fists together before being the first to leap into action. “Zuka Zama!”

“Glad he's on our side.” Fuli said to the others with a smirk.

“Let's go!” Kion commanded.

“Huwezi!”

“Yaaaaaah!” Bunga yelled before tackling Cheezi.

“Keep goin'! Get outta here!” Fuli barked at Nne and Tano while close behind their tails, literally.

“Keep runnin' boys!” Janja commanded of his two closet followers with Kion in hot pursuit of them. “Anywhere but out!”

At this point, Kion growled in annoyance with what they are doing. “Janja!”

With his head briefly turned, Janja was not prepared for when Beshte immediately stood in his path ready to block and rebound the hyenas away. “Twende Kiboko!”

“Yahhh!” Ono cried while pursing Chungu, but then he nearby flew right into a fire stick that dropped down inside the Lair right in front of him. “Wha?” He then gasped in horror upon seeing the fire starting up from above. “Hapana! Kion, we have a problem!”

Upon recovering, Janja noticed something up ahead towards the entrance of the Lair. “What's that?” He then sees a fire stick landing on the branches and dry grass starting the fire to trap them all inside. “Huh? Scar didn't say nothin' 'bout a fire while we was in here.” Acting quick, he turned to his clan. “Fellas! Follow me! Now!” The hyenas were all quick to follow after him.

Janja managed to leap out and escape the Lair with a swift leap over the starting fire. But a nearby tree set on fire fell right in front of the lair before the rest of his clan can do the same blocking the entire entrance with a wall of fire.

“Janja!”

“What about us?”

Cheezi and Chungu cried out from inside just as Janja turned back to see if the others were able to make across safely too.

“Furbrains? Oh, no!” Janja looked on in horror upon seeing his clan trapped inside. “But Scar told us to go in there…” Janja remembered before realizing the true intent behind it. “We've been double-crossed! I gotta get help.” But before he could go anywhere he quickly realizes how limited his options are. “But the Pride Landers won't trust me. And I can't trust Scar's army!” But then he thought of someone. “I know who to trust.” With someone to turn to he set off ahead. “I’m coming back for you, guys! I promise!” He yelled back before running off and away. “I hope to hay, she’s willing to listen to me.” He mentally thought to himself along the way.


Back inside the Lair, the now trapped hyenas are all looking on at the fire and smoke keeping them trapped inside.

“Ya think we should jump through it?” Cheezi asked Chungu.

“No!” Chungu immediately shook his head. “That fire's too hot. Even I'm not that dumb.”

“Hyenas!” Kion called out to them while running up to them with the rest of his Guard by his side. “Get away from the fire! If it doesn't hurt you, the smoke will.”

“Common knowledge, really.” Ono chimed in with.

“Kion? The whole Lair is filling with smoke.” Beshte warned.

“Use the Roar to blast us outta here.” Bunga eagerly suggested.

“And risk having the whole Lair collapse on us?” Kion shook his head. “I don't think so. There's gotta be another way out.”

Fuli found herself starting to cough due to the smoke. “Well, we better find one soon…since it’s clear that we are without magic on this one.”

“Yeah, it looks like all of Pride Rock is on fire.” Beshte took notice of said fire going on outside.

Kion too took notice that no one from the Pony Guard is around to help them out of this. But as much as he wanted to know what’s going on with them, he then turned to the Guard’s Keenest of Sight with an important order to carry out. “Ono! Fly out of here and make sure my mom, dad and Kiara are okay.”

“Affirmative!” Ono was quick to carry this out and make his way out of the Lair but not without narrowly dodging a flaming branch that nearly hit him. Upon emerging he managed to catch a glimpse of the rest of the Royal Family but not the good sight he wanted to see. “Hapana... Oh, no!” By then it was too late, for said lions are all trapped in the proximity of the fire at Pride Rock.

“Ono!” Anga called out with relief in her voice. “You're okay!”

“Anga?”

“We along with the Wonderbolts and griffons chased off the vultures. But not before they hit Pride Rock.” The purple bird reported before seeking the next best course of action. “What do we do?”

“Kion's already given me orders. We have to help the Royal Family.” With that they flew down towards where Simba, Nala, and Kiara are. “Your majesties, are you okay?”

“For the moment.” Simba returned calmly. “You wouldn't have any idea how to help us get down from here?”

“No. I'm afraid not.” Ono admitted. “Though I wish our flying friends from the other world are around to help us out right now.”

Fortunately for them, Anga had a quick solution. “I do. You first.” Without warning she quickly picked up Kiara.

“Hey, wait! Whoaa!” She screamed upon being lifted.

“Uh, Anga? Be careful!” Nala called out with motherly concern.

“Always am!” She cheerfully reassured before flying off. “Be right back. Don't go anywhere.”


Back inside the Lair…

“Kion?” Bunga coughed. “Any ideas?”

“The fire's too hot to get close.” Kion tried working his magic with little sparks coming out. “And something is up with my magic to prevent us from teleporting us out of here. We'll need to wait it out."

“Hey!” Bunga came up with an idea. “We could use the water from Beshte's pool to put it out.” He moved to splash water from the nearby pool in front of them. “See?”

As luck would have it, Fuli had the unfortunate luck to be right in front of the water’s path and ended up being splashed herself. “Seriously?”

“Once the fire gets close enough?” He sheepishly returned with an apologetic look in return.

“I was thinkin'…” Beshte then thought with an idea in mind they can try. “The water in my pool has to come from somewhere.”

“Like somewhere outside the Lair?” Fuli asked.

“Sure. The stream that leads to Lake Shangaza's not too far from here.”

Already Kion was quick to give the idea a try. “Seems like a good time to find out if it does.”

“Be right back.” With a dive into the pool, Beshte set out to see if it’s their escape hatch here.


Back outside, Hadithi has arrived by Anga’s side ready to help both Simba and Nala out. “Your majesties.” He greeted with a bow. “Anga says you could use a lift.”

“You could say that.” Nala returned trying to treat it as a casual greeting.

“Well, Anga. I think the two of us can handle one lion.”

“Who's next?”

Simba turned to his wife with his mindset on who is. “Nala?” Said lioness was not pleased in response to be volunteered like that.

“Excellent!” Turning to the other flier. “Ready, young Anga?”

“Always.”


Elsewhere inside the Outlands is where Jasiri and her clan are residing in and currently sleeping…

...at least until only Jasiri picked up a familiar scent nearby. “Janja!” She stated with her protective side being sparked in time for said hyena appearing. “What are you doing here? This isn't your territory.” She demanded a very good explanation as he moved to approach her.

“Yeah, I know. I just, uh…” He began and then struggled with what to say next.

“You what?”

After taking a deep breath, Janja found a good starting point. “I've been thinking. 'Bout something you said to me a while ago.”

“And what's that?”

“Aw, you know…” He then said and briefly singed after putting aside his stubborn pride. "Sisi ni sawa, Means we're the same.”

Jasiri laughed in delight upon seeing it. “Well! I never thought I'd hear you say that.”

“You were right. Scar don't care about us hyenas.”

“And what made you realize that?” She asked still smirking since it is has taken him this long for him to come to his senses.

“The rest of my clan is trapped. In a fire at Pride Rock.”

Hearing caused the smirk to drop instantly. “A fire at Pride Rock?”

“The Lion Guard's trapped, too.” Janja added.

“And you're standing here singing?!” Jasiri asked mentally exasperated that wasn't the first thing she was told, quickly ran off ahead in that direction. “There's no time to lose! Let's go!”

While taken aback with what she said, he none of the less followed her lead without question. “Uh, okay. Whatever you say Jasiri!”


Back inside the Lair, Beshte returned and emerged from the water on the inside just as the smoke started to heavily increase. “Guys! Come on! This is our way out!”

“Great work, Beshte.” Kion complimented.

“It's a bit of a swim. So hold your breath and follow me.”

“Swim?” Fuli returned as if the smoke is starting to make everyone feel and act crazy. “Uh, guys? You know me and water. We don't exactly get along.”

“You'd rather be stuck in all this smoke?” Bunga asked to point out they have no other options here.

Luckily for her, Beshte had a solution to arrange for that. “Don't worry Fuli. You can just hold on to me. I'll get you through.”

Hearing that, sparked comfort for the cheetah to comply and work with. “Thanks Beshte.” And seeing this got the rest of Janja’s hyenas attention.

“Uh, Kion? Can we come too?”

“Please.”

Both Cheezi and Chungu pleaded.

It didn’t take even a second to give the hyenas the green light in response to their pleas for help. “I still respect the Circle of Life, even the lives of those who don't.” With that he commanded of them when they looked on briefly confused. “Come on.”

Once Fuli was hanging on tight to her back, the Lion Guard’s Strongest led the way. “Twende Kiboko!”

Next up is Bunga. “Zuka Zama!”

With a deep breath and sharp inhale, Kion and the hyenas followed after them.

While underwater, Beshte was able to walk along swimmingly, while the other floated along like they were fish for a change.

After a little while, Beshte was able to find a bright ray of light up ahead before floating up towards it and there they submerged out into the lake safely away from the fire at Pride Rock.

Once they were up and out from under, Fuli took multiple breaths of relief after holding it in for that long.

“There. Told ya it wasn't so bad.” Beshte assured.

“Ugh, speak for yourself.” Fuli groaned in response before softening up with a grateful smile. “And...Thanks, Beshte.” Once they were back on dry land, Fuli got off of her friend and shook the water off of her body.

Seconds later, Kion. Bunga and Janja's clan emerged from the Lake too.

“Woo-hoo-hoo! That was fun!” Bunga cheered. “We gotta do that again sometime.”

“Yeah.”

“We should.”

Both Cheezi and Chungu agreed with the honey badger for once.

But said thoughts of contemplating it were put aside when Kion saw what was going on at Pride Rock. “Oh, no!” Turning to his team. “Come on! We gotta over there and make sure my mom, dad, and Kiara are all okay!”

But just Kion started to set off ahead, he found himself quickly subdued along with everyone else by slimy green gooey restraints that quickly restrained them in their movements due to them binding themselves on their ankles and wrists.

“Ah-ah-ah!” A very sinister and familiar female voice spoke to them. One with sickly green eyes that appeared over their heads. “Absolutely not! For you all see now, that your meddling in this plan is finished!”

“Oh, so very finished, Kion!” Another female voice with red eyes voiced to the struggling and shocked group as she appeared by the changeling’s side. “For you and your friends aren’t going anywhere, again…”

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