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The original opening to the film was supposed to have been a quiet dialogue-heavy sequence. When composer Hans Zimmer prepared his interpretation of Circle of Life, he made an extended version so he would have some flexibility as to what to cut for the film. The animators were so impressed with the work that they decided to change the beginning into the currently seen sequence so they could use the entire work that Zimmer prepared.

James Earl Jones (King Mufasa) and Madge Sinclair (Queen Sarabi) play the King and Queen in Coming to America (1988).

Simba says to Scar (Jeremy Irons) You`re so weird. Scar replies: You have no idea!, the same reply that Irons used in Reversal of Fortune (1990).

One of the bugs that Timon pulls out of a knothole during Hakuna Matata is wearing Mickey Mouse ears.

# # There have been rumors that when Simba collapses on the cliff after talking with Timon and Pumbaa about stars, the dust that flies off the cliff forms the letters SEX. In fact it forms the letters SFX, the abbreviation of the special-effects team that worked on that portion of the film.

The scene of the hyenas goose-stepping in during the musical number Be Prepared is modeled directly from a scene in Leni Riefenstahl`s Triumph des Willens (1935).

# # The song "Hakuna Matata" is featured for a few seconds in Toy Story (1995). In the sequence where Woody, Buzz and RC hang on to Slinky, who is hanging of the back of the removal truck, the song can be heard playing on the car radio.

The line, "What do you want me to do, dress in drag and do the hula?" was improvised by Nathan Lane.

The premiere for the IMAX version of the movie in New York had a strange request on the invitations: "No nannies." (In other words, "You are more than welcome to bring your children to this movie, but we sent the invitation to you and not to them for a reason.")

Originally titled "King of the Jungle", it was supposed to be about African lions living in the jungle until the production team realized that lions don`t live in the jungle. Interestingly enough, the phrase "King of the Jungle" is still used on certain T-shirts sold at the Disney Store.

The Disney animators went to Africa to study animal movement up close.

The wildebeest stampede took Disney`s CG department approximately three years to animate.

Elton John and Tim Rice were a little shocked when they saw that the producers originally intended to have their (eventual) Oscar-winning love ballad "Can You Feel the Love Tonight" as a duet between Timon and Pumbaa.

The first Disney cartoon to be dubbed into Zulu for its African release.

When writer Irene Mecchi came on board, she was told that the story pitch was "Bambi (1942) in Africa meets Hamlet", or "Bamlet", as she termed it.

George Scribner was the film`s original director.

# # The original concept for the production design was to stylize the backgrounds to invoke the colorful and graphic nature of African fabric patterns and tribal art. However, this gave the film an overly stylized quality so the production team then opted for the epic, mystical feel that we see in the film today.

A new computer program had to be written for the CG wildebeest stampede that allowed hundreds of computer generated animals to run but without colliding into each other.

German-born Hans Zimmer called in the services of his South African friend, Lebo M., to help provide some authenticity to the film`s musical soundtrack. The two had previously collaborated on John G. Avildsen`s The Power of One (1992). It is Lebo M.`s call that you hear on the opening bars of "Circle of Life". He also wrote the African chant that underpins this stirring version of the song.

Disney`s 32nd animated feature.

The best selling home video of all time, with more than 55 million copies sold to date.

The plot-line is loosely based upon William Shakespeare`s Hamlet; a story of a young prince whose uncle takes over the kingdom and marries the queen after killing the king/prince`s father. After being away from home for a period of time, these events lead to the prince`s plans for revenge. The prince receives some advice from his father`s ghost. Also, during the scene where Zazu sings I`ve got a lovely bunch of Coconuts, Scar Has a skull in his hand.

Nathan Lane and Ernie Sabella were originally cast as the hyenas Banzai and Shenzi (played by Whoopi Goldberg and Cheech Marin in the film). The crew loved their performance and thought the duo would be even better as Timon and Pumbaa.

Mufasa was to sing a song titled To Be King, but it didn`t suit James Earl Jones` singing voice.

Pumbaa the Warthog was the first character in any Disney film to experience flatulence.

# # When Mufasa tells Simba about the Great Kings of the Past if you look at the stars in the wide shot you can see Mickey Mouse.

An alternate version of Can You Feel the Love Tonight, a comic version to be sung by Timon and Pumbaa was storyboarded and even recorded but never used.

# # If you look closely at Zazu as Simba comes down to greet his subjects after the defeat of Scar, you can see his beak move, but no sound comes out. Originally he says Your Majesty.

Originally, the hyenas Banzai and Shenzi were supposed to be voiced by Tommy Chong and Cheech Marin. But the directors couldn`t get hold of Chong, so they cast Whoopi Goldberg as Shenzi instead.

# # The song Rafiki sings (Asante sana, squash banana) is a playground chant used by children in Africa. Not unlike, Cinderella, dressed in yella for example.

# # In the end of the scene where Mufasa explains to Simba that the stars are old kings, we can see the Leo constellation in the sky.

Unlike the other lions, Scar`s claws are always displayed throughout the movie.

# # Several character names are based on Swahili words: - Shenzi: Barbarous/Uncouth/Uncivilized/Savage - Pumbaa: Ignorant/Lazy/Careless - Sarabi: Mirage - Rafiki: Comrade/Friend - Simba: Lion/Courageous Warrior - Mufasa: reportedly the name of the last king of the Bagada people, who were dispersed during the English colonization of Kenya.

One of the original villain groups being considered was a pack of jackals.

There is a lost verse of “Hakuna Matata” that was storyboarded which explained Timon`s situation. It was later used in _Lion King 1½, The (2004)

# # During a fight with hyenas, Pumbaa shouts, "They call me Mr Pig!" This line, and its distinctive delivery, are a reference to In the Heat of the Night (1967), where Sidney Poitier`s character says, "They call me `Mr Tibbs`!" This was used as the title of the 1970 sequel (They Call Me MISTER Tibbs! (1970)). Additionally, his line "You talkin` to me?" is a direct reference to Taxi Driver (1976).

# # The groundhog that pops up after Simba`s pouncing lesson (the song "Morning Report" in the special edition) was originally going to be a naked mole rat, but the animators couldn`t get him to look right. One of the directors said, "We would`ve lost our G rating!"

# # By the end of the recording session for "Be Prepared", Jeremy Irons had blown out his vocal cords. `Jim Cummings` stepped in and finished Scar`s vocal part from the line "You won`t get a sniff without me!"

# # In the dubbed Dutch version of the film, Timon and Pumbaa`s voices are spoken in Flemish, a dialect of Dutch spoken in Belgium. The accent given to Rafiki and Simba`s mother comes from Suriname, a former Dutch colony in South America. The rest of the characters speak with standard Dutch dialects found in the Netherlands.

Besides inspirations from Shakespeare`s Hamlet, the story also has elements of the Osirian family myths of Ancient Egyptian mythology. In the Osirian myths, the king (Mufasa/Osiris) is killed by his jealous brother (Scar/Seth) and the rightful heir (Simba/Horus) is sent into exile as a boy. The murdered king visits and mentors his son in ghostly visits and when the heir comes of age, he returns to exact revenge on his father`s murderer.

# # The song that Rafiki sings, `Asante sana Squash banana, Wewe nugu mimi hapana` is Swahili for "Thank you very much, Squash banana, You`re a baboon and I`m not." Simba asks, "What does that mean?" and Rafiki says, "It means you`re a baboon and I`m not."

The last Disney movie to be supervised by Jeffrey Katzenberg before he left to form DreamWorks.

# # A few weeks before the film opened, Elton John was given a special screening. Noticing that the film`s love song had been left out, he lobbied to put the song back in. Later, "Can You Feel the Love Tonight" won him an Academy Award for Best Original Song.

# # The scenes of the hyenas chasing Simba out of the Pridelands and into the desert originally went screen right to screen left. The filmmakers flipped all the shots so that the chase now went screen left to screen right, so as to match the shot of Simba running back home to face Scar (he runs from screen right to screen left).

Voted number 6 in channel 4`s (UK) "Greatest Family Films"

# # The music of the little song Timon performs for the hyenas ("LUAU!") is a fast-paced parody of the Aloha Chant, which can be heard in Walt Disney`s Enchanted Tiki Room in Disneyland.

# # The lyric for the opening chant of "The Circle of Life" is: "Nants ingonyama bagithi Baba / Sithi uhm ingonyama / Nants ingonyama bagithi baba / Sithi uhhmm ingonyama / Ingonyama Siyo Nqoba / Ingonyama Ingonyama nengw enamabala". This translates as: "Here comes a lion, Father / Oh yes, it`s a lion / Here comes a lion, Father / Oh yes, it`s a lion / A lion We`re going to conquer / A lion A lion and a leopard come to this open place".

Voted number 1 in Cuatro`s (Spain) "Tu película Disney"

John Cleese, Eric Idle, Michael Palin, Terry Jones, Terry Gilliam and Patrick Stewart were all considered for the role of Zazu. The role was finally given to Rowan Atkinson after the animators watched some episodes of "Mr. Bean" (1990). They even modeled Zazu`s appearance after Atkinson. According to producer Don Hahn, every English comedian (as well as Patrick Stewart and Simon Callow, both of whom are classically trained Shakespearean actors) who performed from 1960-1991 and were still active in acting were either seriously considered, turned down or auditioned for the role.

Tim Curry and Malcolm McDowell were both considered for the role of Scar.

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