Nightmare Fuel / The Lion King (1994)

"Yes, my teeth and ambitions are bared... BE PREPARED!"

This movie is one of the darkest of the Disney Renaissance era, with this page likely wanting to leave you saying "Hakuna Matata" over and over again.

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• SCAR.
  • "Ooooh, I quiver with FEAR!". The menacing growl that Scar puts into the word "fear" is very creepy and intimidating. And then he stares intently at Zazu, who does NOT like the look in Scar's eyes, before he suddenly leaps at Zazu and catches him in his mouth, clearly intent on eating him. Even worse, if you look at the action in slow motion, the individual frames show Zazu's terror and make it seem like he's being Swallowed Whole (though fortunately, the opposite is true).
  • Be Prepared.
    • It starts with Banzai suggesting to kill Mufasa, and the previously mostly stern Scar gives a smile while saying "Precisely." It then becomes very clear both earlier with the reveal he was behind the hyena attack and that statement whatever little familial bonding he had with his nephew are a sham. That when he was talking about wanting to be King, he meant it-even if it means killing his own nephew and brother to do it.
    • And he's more than capable of following through it in spite of his earlier sillier traits.
    • The background colors during the song gradually change from sickly green to menacing yellow to finally hellish red as if it was the manifestation of the psychological layers of Scar being exposed- going from effeminate manipulator to charismatic dictator to murderous and narcissistic tyrant.
    • Special mention goes to Scar screaming "YOU WON'T GET A SNIFF WITHOUT ME!" at one of the hyenas, who promptly falls into a pit of what we can assume is boiling lava.
    • It's telling that Jeremy Irons did this line so many times he eventually blew out his vocal cords and had to be replaced for the rest of the song by Jim Cummings. They wanted it to be that scary.
    • Just as bad is the hyenas snarling and lunging at the camera through hellish flames on "Yes our teeth and ambitions are BARED!" near the end of the song. Brr.^note  Even ED.
    • And just in case the symbolism wasn't obvious, there's a full thirty seconds set in the infamous "cathedral of light." Complete with a full hyena parade including goosestepping.
    • For extra effect, watch the scene in German.
    • Really, the entire segment is effectively an animal version of the Nazi propaganda piece Triumph Of the Will. There's really no doubt of who Scar is drawing on.
    • Just before the second verse of the song begins, there's a point in the soundtrack which at first sounds like the strings section—but quickly you realize it's the hyenas laughing: hehehehehehe.
    • The Croatian version makes the ending part even more terrifying (and on top of already terrifying imagery, at that) thanks to how one of the lines was rewritten; "Our teeth and ambitions are bared!" was translated to "Sada šalu je odnio vrag!", which basically translates back to "The mischief has gone to hell" - in other words, Scar and the hyenas are straight up telling you there's no more goofing around, and the events that take part after the song show they're not kidding.
    • The Icelandic version also has some terrifying parts. Scar considers his hyena minions to be nothing more than brainless slaves, telling everyone to be prepared for a bloody feat, and in the last part, "Yes, my teeth and ambitions are bared" becomes "Yes, the blood will fill the field!" Not to mention the emotion that the actor put into this song.
  • Scar manipulates Simba into thinking it's his fault Mufasa died while they're standing near Mufasa's dead body.
    • Scar's order to the hyenas as they emerge from the fog behind him as Simba runs off is chilling in its brutal simplicity. Especially since he doesn't even look in their direction as he gives them the order.
      Scar: Kill him.
    • Said order is apparently chilling in any other language.
  • The Pridelands under Scar's regime. What was once a lush savannah paradise is transformed into a parched, desolate wasteland. Littered with countless animal skeletons and dead trees, and infested with ravenous hyenas, one has to wonder how anyone managed to survive for so long. Had Simba actually died, Scar would have most likely driven his own family to extinction due to his own stubbornness.
  • Zazu being forced to entertain Scar for fear of being killed. Then he's threatened with being eaten (again) when Scar grows tired of him. Zazu could've wound up as just another pile of bones in the cave. Speaking of, Scar playing with a baboon skull during "Lovely Bunch of Coconuts".
  • The part where Scar backhands Simba's mother Sarabi when she mentions Mufasa was particularly unsettling.
    Sarabi: It’s over. There is nothing left. We have only one choice. We must leave Pride Rock.
    Scar: We're not going anywhere!
    Sarabi: Then you have sentenced us to death!
    Scar: Then so be it!
    Sarabi: You can't do that!
    Scar: I'm the king! I can do whatever I want!
    Sarabi: If you were half the king Mufasa was, you’d-
    Scar: (Strikes Sarabi with enough force to knock her down) I’M TEN TIMES THE KING MUFASA WAS!
    • Which instantly results in arguably the first time in the film that Simba looks downright vicious. Scar's Berserk Button slinks into simpering terror when he realizes just who saw that and what they are contemplating. He even thinks for a moment that Mufasa may have actually come back for revenge.
      Scar: Mufasa? No! You're dead!
    • Scar manages to turn this around when Simba declares his rightful claim to the throne by asking what part the latter had with Mufasa's death. When the latter admits it, Scar accuses Simba of being a murderer before the latter can even explain that it was an accident. He even brings up the fact that he's in trouble again and Mufasa's not there to save him because he "killed him" and everyone knows why. This is backed up by Scar verbally and physically cornering him to the edge of the ridge of Pride Rock, leading to Simba barely grasping the edge to not fall down to his death. And then a bolt of lightning ignites the dry wood on the ground, causing a wide spread of fire for Simba to fall into- being burnt alive as he fell down.
    • While this immediately backfired on him by giving Simba the resolve to expose him, Scar takes a gleeful moment to remark that Simba dangling helplessly reminds him of this being exactly how Mufasa looked as he died and proceeds to whisper that he killed Mufasa with the intention of tossing his own nephew to his would-be fiery death.
    • For most of the movie, Scar's eyes except briefly during Be Prepared lack a shine to them except when he recalls with glee about when he killed his own brother Mufasa with a very visible gleam of delight. In spite of being otherwise miserable about his rule not going the way he planned, he shows zero remorse for killing his kin and still relishes this fact, showing Scar was truly evil deep down.
  • The scene of Scar leaping at Simba (shown above), teeth and ambitions bared and claws out with fire burning behind him. He looks like a demon leaping straight out of Hell. Try seeing that in 3D.
  • And finally, Scar's death. He might have it coming, but it’s still scary to watch.
    • The leadup to it. After Scar has tried to kill Simba and fallen into a crevasse, Shenzi, Banzai, and Ed approach. Scar addresses his friends, to which Shenzi says, "Friends?" I thought he said we were the enemy." Banzai replies, "Yep, that's what I heard." Shenzi and Banzai turn to Ed... who breaks into a disturbing giggle like nothing we have heard before... and it's terrifying.
    • It also implies—as confirmed by Jim Cummings about Ed faking his craziness—that Shenzi and Banzai know Ed is dangerous and know that if he decides that Scar is screwed, then the die is cast. It could probably be why Scar figuratively shits himself at the laugh.
    • Notice also that Ed is, throughout almost the entire movie, laughing or scared with unfocused eyes. When they first approach Scar at the end, his face is pure rage and he is staring straight at Scar.
    • Following that, we see Scar's final moments in pure fear and terror as he tries begging for his life as he is surrounded by a gang of looming Slasher Smiles, followed by a quick Shadow Discretion Shot as they pounce and tear him apart, with him going out as terrified as Mufasa did when he killed him, complete with a very similar Oh, Crap! zoom in used during Mufasa's death:

      Scar: (Relieved) Ah, my friends.

      Shenzi: "Friends?" I thought he said we were the enemy.

      Banzai: Yep, that's what I heard.

      Both: Ed?

      Ed: (Begins to giggle maniacally before licking his lips as an insane smirk forms on his face, then he and the other hyenas begin to approach Scar)

      Scar: No! L-L-L-Let me explain! No, you don't understand! No, I didn't mean it! I—No! No! I'm-I'm sorry I called you—No! (They all leap on him at once and attack)

    • The hyenas' unsettling laughter as they approached would've been the last thing Scar heard aside from his own screams.
    • The nameless hyenas have no pupils on their otherwise supernaturally glowing golden yellow eyes as well as no distinguishable physical attributes. They're just heartless, bloodthirsty beasts whom Scar could no longer lie to. Emerging from the flames, all while laughing and wearing demented grins as they slowly surround him, the hyenas look like demons ready to drag Scar down to Hell.
    • This was taken from Gaston's original fate from Beauty and the Beast where he survives his fall, only to be devoured by a pack of wolves.
    • Scar getting eaten by hyenas seems somewhat tame after watching the alternate storyboard ending. Scar defeats Simba and Scar gets engulfed in flames resulting in the destruction of Pride Rock. Whoops. If you look closely at the sketches, he seems to be reduced to bone for a short time. To top it all off, there's also the fact that he would've been laughing hysterically the entire time while being burned alive.
    • An early draft of this scene has Scar saying, "My friends," when the pack of hyenas approach instead of Shenzi, Banzai, and Ed approaching first and the trio aren't even present. In fact, the script implies that Banzai and Ed die when they are catapulted into a flaming tree; Shenzi is the only one who approaches from behind and hears Scar betraying the hyenas; she disappears after this. The final scene is enacted with no dialogue from the hyenas, they just erupt in a "choir" of eerie laughter as Scar slowly realises he's screwed.
    • The stage version of Scar's death changes it to where Scar is injured by his fall from Pride Rock, is unable to get up, and asks his "friends" for help. The dialogue occurs, but Ed is perhaps even more terrifying than his animated counterpart because when asked, he breaks out into extremely deranged, cruel laughter and then shrieks as he leads his comrades into eating Scar. What's worse is that we barely get a Shadow Discretion Shot; the curtains come down, and we see the silhouettes of the hyenas eating Scar alive while he screams, their heads going up and down as they tear into him. Sweet dreams, kids.
• The build-up to the hyenas is rather effective. The score takes an ominous tone when Simba asks about the "dark, shadowy place" beyond the Pridelands. Later, Zazu mentioning hyenas in the Pridelands causes Mufasa to drop everything and stoically order Zazu to take Simba home. It really says something that even though Mufasa is later shown to be able to easily beat the hyena trio, he knows damn well what threats hyenas can be (particularly to his cub son) and does not underestimate them.
• The arrival to the Elephant Graveyard. We get some absolutely terrifying, piercing strings from the score of this scene as Simba and Nala arrive at the big elephant skull. They then take a look out at the wasteland, and you can hear distant sounds that are likely distant hyena laughs. As quiet and downright ethereal-sounding as this scene is, you'd be forgiven for believing the Elephant Graveyard has a portal to Hell stashed away somewhere in its depths.
  • Just the very concept of an area littered with elephant skeletons is terrifying, and they are when they're seen yet still not as much as the residents.
• The hyenas chasing Simba and Nala. When the cubs stop short at an exploding steam vent, the hyenas lunge through the flames and shout "BOO!" Yes, even The Voiceless Ed joins them and he is genuinely threatening as he says it. It doesn't end there, their jaws snap at the camera as well before the cubs take off.
• Later during the Elephant Graveyard chase, Shenzi comes perilously close to chomping down on Nala, before her cheek is slashed by Simba. It actually draws blood, and Shenzi freezes in pain... before slowly turning to Simba with a completely furious, but subdued growl, Simba having genuinely angered her.
  • In the stage version at the end of "Chow Down", the cubs are trying to climb away from the hyenas up the elephant skeleton piece, but the hyenas succeed in dragging down Nala. They lick their chops and cry out "Yum yum yum!" and whatnot, and we see all three hyenas lunging to bite into Nala before Simba stops them in their tracks with his pitiful roar.
• Mufasa's death.
  • The Wildebeest stampede. An average Wildebeest is nearly 300 pounds^* 136 kilograms and can run at 50 miles^* ~80 kilometers per hour; the combination of which would already cause significant damage upon contact. Now imagine an entire herd of those bovines running for their lives at the same speed, and you're in the middle of it all. Now you know what Simba was feeling.
  • The film uses a discretion shot for Mufasa's death (the shot darkens as he falls and cuts away just before impact), but the companion book The Art of The Lion King, includes a piece of concept art that actually shows Mufasa being trampled◊. Every bit as horrific as it sounds.
  • "Long live the king." The way Jeremy Irons delivers that particular line is spine-chilling. And let's not count the Slasher Smile Scar gives before tossing Mufasa to his death.
  • Mufasa's expression when this is happening. Seeing someone so strong and powerful looking so terrified and helpless (not to mention shocked at his brother's betrayal, no less) is a whole new level of scary, especially since it looked like he went through all five stages of grief in those last few milliseconds of life before Scar threw him.
  • His helpless scream as he falls to his death... replaced with the scream of Simba as he watches his dad, who he just had a scene showing their closeness, fall to his death...
  • Scar's behavior as well. At first, when Mufasa is calling for help, Scar seems to ponder what to do, as if he's realized that there would be no turning back if he killed his brother... and then not only does he do it anyway, but he takes some moments to enjoy Mufasa's terror. This isn't useful to his plan but highlights his sadistic nature.
  • When the stampede starts and the thrill chords start, we get a good long look at Simba's utterly terrified face. It even provides the image on the main page of Oh, Crap!.
• A deleted scene that is mostly restored in the play as "The Madness of King Scar" is downright disturbing. The play version is simply discomforting. The film version is downright disturbing. Scar starts to show feelings for Nala, wanting her to be his queen, but she refuses his advances. In front of the entire pride, he banishes her. In and of itself, the scene is mildly unsettling. The way Scar says his lines, though, is outright disturbing.
  • Now in animated form.
    • From said animated version, we have what happens when Nala claws Scar to get him away from her. He looks shocked, then sneers and says "Ahh...Nalaaa..." Just...the way he says it coupled with the look on his face will probably make you feel extremely unclean...
  • In the Broadway version, imagine what Zazu must have been thinking. He's watching Scar creeping up on Nala, a lioness he's known since she was a cub and generally got along with and cared about, with the tyrant's intentions being very clearly lustful and depraved—and he's trapped in a cage and can't do anything to help her. And given what Scar's like, it would be well within his character to rape her right there, with Zazu being forced to watch as it happens.
  • The hyenas' laughter as they enter Pride Rock when Scar names himself king.
• Nala is pretty ferocious and feral when she's trying to eat Pumbaa, as is Simba when he comes to the rescue. They might've ended up killing each other if Simba hadn't recognized her signature pinning move. Though Timon adds some humor to the situation, he fervently cheers for Simba to "go for the jugular", which is one way lions kill their prey.
  • Pumbaa's expression of wild-eyed terror when he gets stuck under the tree branch. In most animated films, this would be a comedic moment, but it's made overwhelmingly clear from the beginning of the chase that our goofy and fun-loving warthog friend is running for his life.
• The three hyenas are a source of comedic relief for the film, but during the climax, they don't appear much, instead focusing on the rest of the clan, who prove they truly can be a force to be reckoned with, as an entire pack of them dogpiles Simba and attacks him rather brutally after he makes Scar reveal the truth. Even when the lionesses join the battle, you can see the hyena army fighting back viciously as well. And the whole time, they don't laugh but utter primal growls, snarls, and howls of sheer fury. Thankfully, the combined strength of the lionesses helps drive the unnamed hyenas away... just in time for what they have in store for Scar...

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