This all sounds familiar since all of Disney's straight-to-video sequels have played it very safe, nearly repeating the originals' story, tone, and pace. Perhaps there were too many cooks for this production. Besides the two screenplay credits, there are eight other writers credited for additional written material. The look of the film has none of the surprise of the original but is far superior to other animated videos. In fact, the film played in European theaters.

For kids, the sequel will be a favorite. The comic antics of Timon (Nathan Lane) and Pumba (Ernie Sabella) are enjoyable, as is Andy Dick as Nuka, the mixed-up older son of Zira. And there's plenty of action. The best element is the music. Relying on more African-influenced music, the five songs featured are far superior to those in Disney's other sequels. Zira's song of revenge, "My Lullaby," was cowritten by Buffy the Vampire Slayer creator Joss Whedon. The standout opening number, "He Lives in You," was created for the Lion King Broadway smash and now finds a whole new audience. --Doug Thomas