- Cobra Bubbles (Lilo and Stitch) as Mufasa
- Ms. Edmonds (Lilo and Stitch) as Sarabi
- Pocahontas (Pocahontas) as Sarafina
- Basil (The Great Mouse Detective) as Young Simba
- Lilo (Lilo & Stitch) as Young Nala
- David (Lilo & Stitch) as Adult Simba
- Nani (Lilo & Stitch) as Adult Nala
- Cody (The Rescuers Down Under) as Zazu
- Phineas (Phineas and Ferb) as Timon
- Sir Ector (The Sword in the Stone) as Rafiki
- Clayton (Tarzan) as Scar
- Queen of Hearts (Alice in Wonderland) as Shenzi
- Ratigan (The Great Mouse Detective) as Banzai
- Fidget (The Great Mouse Detective) as Ed
- Opening/"The Circle of Life"
- Clayton and Cobra Bubbles' Conversation
- Basil's First Day
- The Pouncing Lesson/"Morning Report"
- Clayton and Basil's Conversation
- "I Just Can't Wait to be King"
- Elephant Graveyard
- The Kings of the Past
- "Be Prepared"
- Stampede!/Cobra Bubbles' Death/Basil Runs Away
- Clayton Takes Over the Pride Rock
- Meet Phineas and Shrek
- Put Your Past Behind You/"Hakuna Matata"
- Clayton and Cody's Conversation
- Relax in the Stars/He's Alive?
- Nani Chased Shrek/The Reunion
- "Can You Feel the Love Tonight?"
- David and Nani's Arguement/Sir Ector's Wisdom/David's Destiny
- The King has Returned/Phineas and Shrek's Distaction
- David Confronts Clayton/David Finds out the truth/The Big Battle...
- David vs. Clayton/Clayton's Death/A Happy ending in the Pride
- End Credits
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