Be Prepared (The Lion King song)
Encyclopedia
"Be Prepared" is a song from the 1994 Disney film and 1997 Broadway
Broadway theatre
Broadway theatre, commonly called simply Broadway, refers to theatrical performances presented in one of the 40 professional theatres with 500 or more seats located in the Theatre District centered along Broadway, and in Lincoln Center, in Manhattan in New York City...

 musical The Lion King
The Lion King
The Lion King is a 1994 American animated film produced by Walt Disney Feature Animation and released by Walt Disney Pictures. It is the 32nd feature in the Walt Disney Animated Classics series...

. The song was composed by Tim Rice
Tim Rice
Sir Timothy Miles Bindon "Tim" Rice is an British lyricist and author.An Academy Award, Golden Globe Award, Tony Award and Grammy Award-winning lyricist, Rice is best known for his collaborations with Andrew Lloyd Webber, with whom he wrote Joseph and the Amazing Technicolor Dreamcoat, Jesus...

 (lyrics) and Elton John
Elton John
Sir Elton Hercules John, CBE, Hon DMus is an English rock singer-songwriter, composer, pianist and occasional actor...

 (music) and originally performed by Jeremy Irons
Jeremy Irons
Jeremy John Irons is an English actor. After receiving classical training at the Bristol Old Vic Theatre School, Irons began his acting career on stage in 1969, and has since appeared in many London theatre productions including The Winter's Tale, Macbeth, Much Ado About Nothing, The Taming of the...

, Cheech Marin
Cheech Marin
Richard Anthony "Cheech" Marin is an American comedian, actor and writer who gained recognition as part of the comedy act Cheech & Chong during the 1970s and early 1980s, and as Don Johnson's partner, Insp. Joe Dominguez on Nash Bridges...

, Jim Cummings
Jim Cummings
James Jonah "Jim" Cummings is an American voice actor who has appeared in almost 100 roles. He has appeared in classic animated movies such as Aladdin and The Lion King, as well as taking on roles in more current films, such as Bee Movie, Princess and the Frog, and Winnie the Pooh.-Personal...

 (who took over after Irons' voice gave out), and Whoopi Goldberg
Whoopi Goldberg
Whoopi Goldberg is an American comedian, actress, singer-songwriter, political activist, author and talk show host.Goldberg made her film debut in The Color Purple playing Celie, a mistreated black woman in the Deep South. She received a nomination for the Academy Award for Best Actress and won...

 in the film and by John Vickery
John Vickery
John Estill Vickery is an American stage and film actor known for his work in Babylon 5 and Star Trek. Vickery grew up in Oakland, California. He attended the University of California at Davis, where he pursued a degree in mathematics...

, Kevin Cahoon
Kevin Cahoon
Kevin Cahoon is an American actor/singer/songwriter, born in Houston, Texas.-Child performer:Cahoon began his performing career at the age of 5 as 'The World's Youngest Rodeo Clown', performing throughout the Texas and Oklahoma Rodeo Circuits, including many consecutive seasons at The Houston...

, Stanley Wayne Mathis
Stanley Wayne Mathis
Stanley Wayne Mathis is an African American actor, singer, and dancer. He is probably best known for his portrayal of the character Schroeder in the 1999 revival of Clark Gesner's You're A Good Man, Charlie Brown.-Career:...

, and Tracy Nicole Chapman
Tracy Nicole Chapman
Tracy Nicole Chapman is an actress. She is probably best known for originating the role of Shenzi in the Broadway production of The Lion King. She also appeared in Caroline, or Change...

 in the original Broadway cast for the musical.

The song continued what had become a Disney tradition in their newer movies at that time, where the villain had his or her own song in the film. This included Professor Ratigan's "The World's Greatest Criminal Mind" in The Great Mouse Detective
The Great Mouse Detective
The Great Mouse Detective is a 1986 animated feature produced by Walt Disney Feature Animation, originally released to movie theaters on July 2, 1986 by Walt Disney Pictures...

, Ursula's "Poor Unfortunate Souls
Poor Unfortunate Souls
The Jonas Brothers covered "Poor Unfortunate Souls" for the Little Mermaid two-disk special special edition of the soundtrack, released on October 3, 2006 to correspond with the two-disk The Little Mermaid Platinum Edition DVD...

" in The Little Mermaid
The Little Mermaid (1989 film)
The Little Mermaid is a 1989 American animated film produced by Walt Disney Feature Animation and based on the Hans Christian Andersen fairy tale of the same name. Distributed by Walt Disney Pictures, the film was originally released to theaters on November 14, 1989 and is the twenty-eighth film in...

, Gaston's "The Gaston Song" in Beauty and the Beast
Beauty and the Beast (1991 film)
Beauty and the Beast is a 1991 American animated fantasy film produced by Walt Disney Animation Studios and distributed by Walt Disney Pictures. The thirtieth film in the Walt Disney Animated Classics series and the third film of the Disney Renaissance period...

. This tradition is continued with Frollo's "Hellfire
Hellfire (song)
"Hellfire" is a song from Disney's 1996 animated feature The Hunchback of Notre Dame. The song is sung by the film's antagonist, Judge Claude Frollo, who is voiced by the late Tony Jay. It begins in Bb major, before turning to its relative minor G...

" in The Hunchback of Notre Dame
The Hunchback of Notre Dame (1996 film)
The Hunchback of Notre Dame is a 1996 American animated drama film produced by Walt Disney Feature Animation and released to theaters on June 21, 1996 by Walt Disney Pictures. The thirty-fourth animated feature in the Disney animated features canon, the film is inspired by Victor Hugo's novel of...

, Dr. Facilier's "Friends on the Other Side" in The Princess and the Frog, and Mother Gothel's "Mother Knows Best" in Tangled.

The Lion King

Before the song begins, Scar is talking to the hyenas about their failed attempt to kill Simba
Simba
Simba is a lion character and the protagonist of Disney's most successful animated feature film, The Lion King. He is the son of Mufasa and Sarabi, nephew of Scar, mate of Nala, and father of Kiara. He has golden fur and when he grows into an adult, he has an auburn mane...

 and Nala. After Banzai and Shenzi complain about how they hate lions, Scar
Scar
Scars are areas of fibrous tissue that replace normal skin after injury. A scar results from the biological process of wound repair in the skin and other tissues of the body. Thus, scarring is a natural part of the healing process. With the exception of very minor lesions, every wound results in...

  suddenly appears on a rocky ledge above them, saying "Oh, surely we lions aren't all that bad". Banzai and Shenzi then reply that he's a pal of theirs and that they were talking about Mufasa. They then whinily request food from Scar, to which he begrudgingly agrees, saying " I don't think you really deserve this-(holding a large piece of zebra meat)- I practically gift wrap those cubs for you, and you couldn't even dispose of them". With this, he tosses the hunk of meat to the scavenging trio below. Consuming the meat ravenously, Shenzi remarks defensively, "Well, you know, it wasn't exactly like they were alone, Scar", to which Banzai adds "Yeah, what were we supposed to do, kill Mufasa?". Scar, with an evil, wolfish grin and one paw under his chin replies "Precisely..." Scar sings about the lack of intelligence displayed by the hyenas and how, if they assist him in his plan of killing Mufasa and Simba
Simba
Simba is a lion character and the protagonist of Disney's most successful animated feature film, The Lion King. He is the son of Mufasa and Sarabi, nephew of Scar, mate of Nala, and father of Kiara. He has golden fur and when he grows into an adult, he has an auburn mane...

, intending on becoming King of Pride Rock as Mufasa's 'successor', but through a coup d'état
Coup d'état
A coup d'état state, literally: strike/blow of state)—also known as a coup, putsch, and overthrow—is the sudden, extrajudicial deposition of a government, usually by a small group of the existing state establishment—typically the military—to replace the deposed government with another body; either...

. He promises the hyenas for their aid that he will make sure that they "never go hungry again". The song gradually intensifies throughout, from Scar's comparatively tame first verse to the louder and more complex final section, in which the hyenas sing in counterpoint
Counterpoint
In music, counterpoint is the relationship between two or more voices that are independent in contour and rhythm and are harmonically interdependent . It has been most commonly identified in classical music, developing strongly during the Renaissance and in much of the common practice period,...

 to Scar. Also, the lighting also changes as the song gets more intense, starting at a green, then to a yellow as Scar begins rallying the Hyenas, then finally a red at the end during the most intense piece of the song. Set in a geothermically unstable area, the song features stylized earthquakes and geysers throughout.

In the beginning of the second verse, an army of hyenas is shown goose-stepping in front of Scar, who is perched on an overlooking cliff in resemblance of Adolf Hitler
Adolf Hitler
Adolf Hitler was an Austrian-born German politician and the leader of the National Socialist German Workers Party , commonly referred to as the Nazi Party). He was Chancellor of Germany from 1933 to 1945, and head of state from 1934 to 1945...

 with countless beams of light pointing straight-up (resembling the Cathedral of light
Cathedral of light
The cathedral of light was a main aesthetic feature of the Nuremberg Rallies that consisted of 130 anti-aircraft searchlights, at intervals of 12 metres , aimed skyward to create a series of vertical bars surrounding the audience. The effect was a brilliant one, both from within the design and on...

 featured in many of the Nuremberg Rallies). Shadows cast onto the cliff evoke for a brief second monumental columns. This is modeled after footage from the Nazi propaganda movie Triumph of the Will
Triumph of the Will
Triumph of the Will is a propaganda film made by Leni Riefenstahl. It chronicles the 1934 Nazi Party Congress in Nuremberg, which was attended by more than 700,000 Nazi supporters. The film contains excerpts from speeches given by various Nazi leaders at the Congress, including portions of...

.

Jeremy Irons sings most of the song, but after he threw out his voice singing the line "You won't get a sniff without me!" towards the end, the song is sung by Jim Cummings
Jim Cummings
James Jonah "Jim" Cummings is an American voice actor who has appeared in almost 100 roles. He has appeared in classic animated movies such as Aladdin and The Lion King, as well as taking on roles in more current films, such as Bee Movie, Princess and the Frog, and Winnie the Pooh.-Personal...

, who voices Ed the Hyena. Cummings also provides Scar's evil laugh at the end of the song.

Early production

Originally, the song was about Scar introducing the hyenas to the lionesses after he pronounced himself king and when the lionesses opposed him. This idea was scrapped in favor of the song in the film. It was called "Thanks to Me". A reprise of the song after Mufasa's death was also cut from the film, but is featured in the musical version
The Lion King (musical)
The Lion King is a musical based on the 1994 Disney animated film of the same name with music by Elton John and lyrics by Tim Rice along with the musical score created by Hans Zimmer with choral arrangements by Lebo M. Directed by Julie Taymor, the musical features actors in animal costumes as well...

.

Original recording

On the original soundtrack recording, Scar opens the song with a soliloquy
Soliloquy
A soliloquy is a device often used in drama whereby a character relates his or her thoughts and feelings to him/herself and to the audience without addressing any of the other characters, and is delivered often when they are alone or think they are alone. Soliloquy is distinct from monologue and...

:
In the film this is cut and the song begins immediately. This was due to a plot adjustment. The soliloquy had Scar considering using the hyenas for his plot, but in the final version he had already used the hyenas in his plans before the song.

The Lion King 1½

In The Lion King 1½
The Lion King 1½
The Lion King 1½ is a 2004 American direct-to-video animated film released by Buena Vista Home Entertainment on February 10, 2004. The film is the third installment in the Lion King series. The DVD went to the Disney Vault in January 2005...

, the music from the beginning of the song is briefly heard as Timon and Pumbaa
Timon and Pumbaa
Timon and Pumbaa are an animated meerkat and warthog duo introduced in Disney's popular 1994 animated film The Lion King. Timon was portrayed through his many appearances by Nathan Lane , Max Casella , Kevin Schon , Quinton Flynn Timon and Pumbaa are an animated meerkat and warthog duo introduced...

 tour Scar's lair as a possible new home, commenting on how it is quiet, secluded and with no uninvited visitors. The shadows of the goose-stepping hyena army are then seen marching in front of them, though they haven't started singing yet. Timon and Pumbaa stare at them for a few seconds, and remark that the scene "isn't exactly a revival of river dance." They then riverdance out of the scene.

The Lion King musical

Like the original soundtrack recording, Scar begins the song with a brief soliloquy. The song is similar to its film counterpart in most respects, including the goose stepping Hyenas, but there is a dance number performed by the hyena ensemble halfway through. Scar later sings a brief reprise
Reprise
Reprise is a fundamental device in the history of art. In literature, a reprise consists of the rewriting of another work; in music, a reprise is the repetition or reiteration of the opening material later in a composition as occurs in the recapitulation of sonata form, though—originally in the...

 while declaring himself king at Mufasa's funeral in which he introduces the Hyenas as his direct and privileged minions. However, the Broadway reprise was not featured in the soundtrack, and is instead replaced with a sinister chord at the end of the song "Rafiki Mourns". In other soundtracks from different productions, the song is not represented at all.

Festival of The Lion King

In Walt Disney World's Animal Kingdom
Disney's Animal Kingdom
Disney's Animal Kingdom is an animal theme park located at the Walt Disney World Resort. The fourth park built at the resort, it opened on April 22, 1998, and it is the largest single Disney theme park in the world, covering more than . It is also the first Disney theme park to be themed entirely...

's Festival of the Lion King, Scar sings the line "And where do we feature?" (originally sung by Shenzi) and its answer "Just listen to teacher!", turning it into a rhetorical question. In part of the song, an actor dressed in a tribal hyena costume performs a dance with a flaming torch.

Notable Lyrics

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