A/N: Here, have some sappy father/son fluff. Please R&R. I really want to know how I can improve.

Kion let out another growl, pacing furiously around the lair. As he paced, he could just be heard grumbling to himself. "Oh, Kiara's so good at tracking! Kiara's so good at stalking! Kiara's so wise! Kiara, Kiara, Kiara!" The young lion cub finished his tirade with a snap at a vine that dared to dangle too close to his face. With that, he threw himself down on the cool stones and tried to calm his racing heart. "I will not be mad. I will not be mad. I will not be mad," he chanted, taking slow, even breaths.

Kiara was going to be queen someday. That was a fact he couldn't change, didn't want to change. Being leader of the Lion Guard was hard enough. The idea of leading a whole kingdom sent a shudder through his small body.

When he really thought about it, he pitied Kiara more than he envied her. But, it was a scale that was easily tipped. And today, it was definitely leaning toward envy. Maybe Kiara was under a lot of pressure. Maybe she did have a big set of paw prints to fill. But, in return, she got something Kion felt like he'd been wishing for, chasing after, since the day he was born. He covered his ears with his paws as the memory came back to him, but it didn't help block out the words.

"I'm proud of you, Kiara." Simba told his eldest with a smile. "Kion," he turned the smile on his youngest cub, but that didn't make the words sting any less, "maybe you could learn a thing or two from your sister about leading by example."

This had all started when a group of caracals, another type of big cat that lived on the savannah, came seeking a treaty with the Pride Lands. Unfortunately, both Mom and Dad were out on other business when they arrived, which meant Kiara was left to open talks with them herself, a situation one of the caracals had not been too happy with.

Claiming it was an insult to be forced to bring their request to a cub rather than the king and queen, he had spent the entire time jeering, balking at the terms of their agreement, and generally being a nuisance.

It wasn't long before the other lionesses grew tired of the newcomer's attitude. They claimed to have come seeking peace but were only stirring up trouble! Even the ever-proper Zuri had eventually snapped. But, Kiara had remained calm and reasonable.

When he thought about it more calmly, Kion felt proud of his sister too. But still, his father's words had hurt more than he would ever admit.

When he'd been told he was the new leader of the Lion Guard, Kion thought he had finally found his purpose, finally found something that would give his father a reason to be proud of him. Still, it seemed Kiara was the one who always got the praise.

The cub heaved another sigh. Suddenly feeling exhausted, he curled in on himself, closed his eyes, and was soon asleep.


Nala aimed a glare at her mate, but, as he paced around the den, he took no notice of the dangerous look. "And to think that she handled it all alone! Isn't it amazing, Nala?"

The lioness gave him a small smile at this, pushing herself up from her place sprawled across the den's cool stones as she said, "Well, she has had a good teacher. But," she added, glare returning slightly as she moved to stand in front of her mate, "Kiara isn't the only one you should be proud of. Do you know who sat beside Kiara for almost two hours while the talks went on? Never making a sound, though I'm sure he wanted to?"

Simba looked surprised at this. "Kion?" His son, the one with boundless energy, who's sharp tongue was always ready to jump to the defense of friends and family, had sat still and quiet for hours just so he could be there for his sister?

"Bunga was there too," Nala added, "shouting insults with the best of them. But, Kion never said a word."

Simba's own words came back to him, suddenly seeming sharper than he'd intended. "But, he must know how proud of him I am," he shot back. "Leader of the Lion Guard. Getting up at sunup every day to go on patrol. It's only been a few months, and I've already lost count of the number of animals he's helped."

"Yes Simba, I know. But, Kion is just a cub, and second born at that. He sees himself as coming second to Kiara. And he won't learn otherwise unless you tell him."

For a moment, Simba only looked at his mate with wide eyes. Then, without another word, he turned and left the den.


Simba crept into the Lion Guard lair, feeling more like a guilty cub than the might king of the Pride Lands. As he made his slow way into the cave, he spotted his son, curled into a tight ball of golden fur, tucked into a shadowy corner of the place.

"Kion," he said softly as he came to stand beside the cub.

The little ball didn't stir.

"Kion," Simba said, a little louder. He gently nudged the cub with his muzzle, until the boy woke with a yawn and a sneeze.

"Dad?" he asked, brown eyes still unfocused with sleep. But then, he seemed to wake with a start, jumping away from his father. "Dad! What're you doing here?"

The older lion sighed and sat back on his haunches. "Son, we need to talk."

Kion immediately began shifting uneasily from foot to foot. What could he have done wrong this time? He had been sleeping!

"Kion, I…I've made a mistake."

The cub immediately stilled at these words. His dad…made a mistake? Impossible! Dad was the smartest, bravest, strongest animal he knew!

"Yes," Simba laughed lightly at his son's wide-eyed look. "I make mistakes, too. And I've made a big one this time: to let you believe, for even one second, that I'm not proud of you."

If possible, Kion's eyes got even wider.

Simba lay down, so he could be on eye level with his cub as he continued to speak. "The day your sister was born, I promised myself I would do everything I could to prepare her to take my place. After my fight with Scar, I was lost. The Pride Lands were in ruins. I had, for the most part, been raised on the principal of hakuna matata, which, while it's fine to a point, wasn't exactly going to help me run a kingdom. If it weren't for your mother, I don't know what I would have done. I was, I am, determined your sister not end up the same way.

"But, that's no excuse for making you feel like you come second to her, or like you have to earn my love or work to make me proud of you. You are both my cubs. You both mean the world to me. And I could not be more proud of both of you."

Kion stared in silence for a long moment, then threw himself forward to bury his face in his father's mane, hoping the older lion hadn't seen the tears that threatened to spill from his eyes. "I'm sorry, Dad," was muffled into the mass of fur. "I was so busy feeling sorry for myself, I never even thought…"

Simba gently placed a paw over his son's shaking form. "It's me who's sorry, Kion. I was so sure you couldn't help but know how proud I am of you, that I forgot to tell you so. I am so, so proud of you, my son."

Kion shifted slightly, so he could speak more clearly when he said, "I-I love you, Dad."

"And I love you, Kion"