Sarabi was worried for Scar's sanity. She honestly was. He hadn't spoken since Simba explained his plan to him. He hadn't even nodded in agreement, simply said to follow him.

She was surprised at his tolerance to the small cub. Usually, he would roll his eyes endlessly, growl deep in his throat, and/or sigh a dozen times in boredom. Now, even when Simba hadn't stopped talking, Scar never said a word.

It was clear the older lion was hurt; in pain by the way he winced every now and then. He was limping, the wounds obviously burned, and Scar's pride was probably gone too. Because Sarabi knew Scar was prideful. Yet, at the same time, he could also be very humble.

But it still didn't explain why he tolerated Simba's rambling. Not even the cub's mother could stand it anymore.

Scar was leading them far from the pridelands, this they knew. As they walked deeper into unknown territory, the land seemed to die. Even the sky was not its normal bright blue. Simba's talking ceased.

Suddenly, Scar stopped, his back still turned to them. Simba trotted up to sit besides him.

"Where are we, Uncle Scar?" He asked.

Scar kept staring out at the horizon, where they could see termite mounds sprouting from the ground, "These are the outlands."

Sarabi and Tumaini's eyes grew wide as they eyed the expanse of dry land. It seemed to keep on going, however dead it appeared it to be.

"Scar, you know Mufasa has prohibited-" Scar rolled his eyes as Zazu began one of his lectures again, "-anyone belonging to his pride to-"

"Oh lighten up, chicken." Zazu gasped in disbelief as Scar turned to them.

"And why exactly did you bring us here?" Sarabi asked. These lands were only for the outcasts and rogues, not for royalty. And although the Queen was basically thrown out of her kingdom, she still had her pride.

Scar responded, "When I was younger," And he took a short pause after this, "I used to come here to relax and get my mind off things. This is where I met a few of my acquaintances."

"So you're going to try to convince them to help us, right?" Tumaini partially suggested. Scar nodded.

"That's great!" Simba grinned, "Now we have a pride and we just need to beat Sefu up!"

Scar raised a brow, turning to look at Simba, "If you really want to be successful, you'll need more of a strategy than that."

"But that's what Sefu did."

"He had everything planned out. It was an ambush; these sort of things require precision and correct calculations. Sefu expects us to fight for the pridelands. He probably already knows we've escaped. The point isn't just to 'beat them up', they're supposed to be ashamed and afraid to get near our kingdom again. We want to make sure they don't return."

Simba nodded in agreement, "Oh, yeah!" he turned to his mother and aunt, "See? I told you he was smart."

Scar felt his lips twitch upwards and something tug at his heart. Simba did get on his nerves, but the cub was what was keeping him going. After the news of Sarafina and Nala's death, how else he is supposed to cope but to have some hope?

Even if he knew there was no way they would win.

And there he was again! Always so negative; just like his mother had told him not to be. But it wasn't something he could control...

Scar scolded himself. He was pathetic. NO! He needed to stop degrading himself! He was a strong lion. Smart, handsome, cunning, he had everything going for him. They could totally win back the Pridelands...Right?

"So what now, Uncle Scar?" Simba asked. He was clearly excited. Scar wondered if he truly knew the seriousness behind it all.

"Now? Now we find my good friend Zira."

Zira wasn't necessarily the "queen" of the outlands, but she was respected as such. She had met Scar a while back, while he was still an adolescent. She had had a crush on him ever since, although she keeps it well hidden. She just found him too irresistible!

He found her in a lake, drowning. She was thankful; afterall, she was just a cub. And their friendship blossomed from there. He had showed her the outlands, and told her she could build her own pride here. It wasn't as beautiful as the pridelands, but she wasn't complaining. Yet.

Lately, however, she hadn't seen much of Scar, and she missed him. He was basically the one that raised her, taught her everything she knew. He had showed her how to hunt properly, which was most important. He was her best friend.

Zira swat a bug away from her face.

Maybe it was time she talked to Scar over moving to the pridelands. She had heard his father died and that his brother was now the new king. Perhaps now she is allowed to join with her pride.

"Zira?" Zira turned to her right hand lioness nicknamed Scruffy.

"What is it?" Zira asked casually.

"It seems we have visitors."

Zira looked to where Scruffy nodded. She felt a grin widen across her face, finally!

"Who are they?" Sarabi asked, motioning towards the pride of lionesses at the bottom of the hill. She saw one scruffy looking lioness say something to another, a younger one with a long stripe running along her back. The latter, once she saw Scar, grinned and started towards them.

"This is the outland pride. Good friends of mine." Scar simply said. He began to walk towards the lioness with the stripe, Simba eager to follow him. But Sarabi sensed hostillity and held him back.

"Ah, Scar!" They heard the lioness say with a smile, "What a pleasant surprise!"

Zira felt her heartbeat quicken when Scar approached her. Today was the day! He had finally come to visit her and she was mustering the strength to confess her feelings to him. Surely he felt the same?

But as Scar's figure drew closer, she realized something was wrong. He usually smiled at her, telling her "the pride seems to grow", or she's "becoming a real lioness", or "wow" she's "getting better at pouncing". But Scar said none of these things and only stared her straight in the eye.

Zira felt herself shrink under his cold and piercing gaze, "Is something wrong?"

Scar sat down, in front of her, and that was when Zira finally saw the open wounds. She gasped, "Scar! What happened? Are you alright?"

Scar only shrugged her off, "Yes, I'm fine. Look, I came because-"

"You must be Zira!"

Both Scar and Zira turned to see Simba practically bouncing. Zira raised a brow, "Who's the kid?"

"My nephew." Scar simply said, "Simba, go back to your mother."

"But I want to talk to her too." Simba whined. But before Scar could scold the cub, Sarabi and the others were at their side too.

"You must be Zira." Sarabi said hautingly. Zira held her unamused face, "Yeah, and?"

"Uncle Scar, is she going to help us?" Simba asked Scar.

"Help with what?" Zira asked.

"You haven't told her?" Sarabi asked, "We don't have time."

"King Mufasa would have a pride twice as big as these scrawny cats by now." Zazu said.

"Uncle Scar!"



"What's going on, Scar?"

"Timon, do you think the termites are good?"

"I don't know, Pumbaa; never been to a neverending wasteland before."


"Will you just SHUT UP?!" Scar roared. Everyone fell silent immediately.

"Listen, Zira, I am here to ask of your assistance." Scar said.

"For what?"

"Someone has taken the throne of my brother. I need your lionesses in order to build another pride strong enough to defeat him."

Zira let loose a laugh so frightening, Timon and Pumbaa hid behind Sarabi and Tumaini along with Simba. Scar, however, seemed unfazed.

"Are you serious? Scar, you know my lionesses barely know how to pounce and you want them to fight against another pride? And a strong one, no doubt, if it had the ability to overthrow the Lion King."

"Look," Sarabi said sternly, "We need you. These lands have been the pridelanders' home for decades. They were stolen from us...We're desperate."

Zira looked to Scar to make sure she was saying the truth. The look in Scar's eyes told her it was serious.

Zira sighed, "Fine, but I don't how you're going to do it."

"I know!" Simba began, "Uncle Scar will teach us all how to stalk and pounce and we'll train and when we're ready, we can attack and then we'll defeat them and we can get our home back and then-" He suddenly stopped his rambling before looking up at Zira.

She had never seen a cub with as much energy as this one did.

"And you can come live with us...if you want."

Sarabi, Zira, Scar, and Tumaini were shocked at Simba's offer. But Zira finally smiled, "Deal."

Sarafina groaned as a familiar sensation rippled through her. She instinctively curled into a ball as the pain became more unbearable with each passing second. She managed to open her eyes.

She was in a dark damp cave; it was evident as water dripped from the ceiling. She tried to turn her head, but found the pain in the nape of her neck was too much and she let her head fall back down to the cool earth.

"I see your awake." Her ears perked at the voice. It was sweet and mostly came in a whisper. It was oddly familiar and this was somewhat soothing to Sarafina.

Knowing she couldn't turn her head, the lioness didn't bother trying to see who it was. As long as they're not attacking me...

"Oh, I'm sorry." She heard the pitter-patter of cushioned paws on hard cold earth as the owner of the voice walked into her line of vision. When it finally hit her who it was, Sarafina gasped, eyes wide.

"Tendaji!" She cried from her spot on the ground. Tendaji smiled warmly down at her before actually laying down next to her.

"Hello." He simply said.

Tendaji and Sarafina were good friends although she knew he was best friends with Sefu. It was actually the younger lion that introduced them to each other. They quickly became friends in the time when she accompained Sefu in his visits to Tendaji outside the Pridelands. She had always wondered why he hadn't also been accepted in the pride with Sefu.

"What are you doing here?" She managed to ask.

Suddenly, a sorrowful expression took the place of the happy look in his eyes. He shied away from her gaze almost immediately.

"Sarafina...I have something to tell you..."

A/N: Man! It's been a while! SORRY! It's just that school's getting in the way and I've got personal things that need taking care of(like always). BUT! I hope I haven't completely lost you. Keep them reviews coming; it's always encouraging! I'll try to update chpt 14 soon. Maybe next week...hopefully next week! I should be able to since I've got Thanksgiving break! Anyways, enough rambling. Till next time! Keep believing in me/in this story!

*oh, and I would love to hear what you guys think of it so far. You know; what you expect/think will happen. Whether or not you think Scar and Sarafina are gonna end up together. And if whether or not you think SOMEONE might die...& if so, who.

Till next time!