- Adult Simba as Basil
- Young Simba as Dawson
- Ed as Olivia
- Rafiki as Hiram
- Banzai as Fidget
- Zazu as Bartholomew
- Scar as Ratigan
- Shenzi as Fidget is a disgustied was baby boy
- Sarafina as The Robot Queen
- Sarabi as Mouse Queen
- Pumbaa as Toby
- Knuckles (from Sonic) as Bill the Lizard
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