The Lion King II: Simba’s Pride “My Lullaby” (1998)

Zira (Suzanne Pleshette) is the big villain of The Lion King II. According to the backstory, she maintained her allegiance to Scar even after his death and was subsequently banished (along with her followers) to the Outlands, a barren area just past the boundaries of the Pride Lands. After all these years, Zira is determined to have her revenge on Simba no matter what, and “My Lullaby” outlines her thoughts on the subject. The song starts off innocently enough as a lullaby to Kovu, but it quickly turns into a song about how she dreams of Simba brutally dying and these thoughts are her own personal lullaby.

Hush, my little one.
You must be exhausted.
Sleep, my little Kovu
Let your dreams take wing
One day when you’re big and strong
You will be a king

I’ve been exiled, persecuted
Left alone with no defense
When I think of what that brute did
I get a little tense
But I dream a dream so pretty
That I don’t feel so depressed
‘Cause it soothes my inner kitty
And it helps me get some rest

The sound of Simba’s dying gasp
His daughter squealing in my grasp
His lionesses’ mournful cry
That’s my lullaby

Now the past I’ve tried forgetting
And my foes I could forgive
Trouble is, I knows it’s petty
But I hate to let them live
So you found yourself somebody who’d chase Simba up a tree
Oh, the battle may be bloody, but that kind of works for me


So this verse has just made it clear that this conflict will not end peacefully. Zira will never “forgive and forget” or “put the past behind her” (as Simba learned to do in the first film). She will have her vengeance no matter the cost.

The melody of angry growls
A counterpoint of painful howls
A symphony of death, oh my!
That’s my lullaby

Scar is gone… but Zira’s still around
To love this little lad
Till he learns to be a killer
With a lust for being bad!

Sleep, ya little termite!
Uh– I mean, precious little thing!
One day when you’re big and strong…
You will be a king!

The pounding of the drums of war!
The thrill of Kovu’s mighty roar!
The joy of vengeance!
I can hear the cheering
Kovu, what a guy!
Payback time is nearing
And then our flag will fly
Against a blood-red sky!
That’s my lullaby!

In terms of style, “My Lullaby” is very similar to “Be Prepared” from the first film. In both songs, the villain is laying out their plan to take power in the Pride Lands (the only big difference is that Zira isn’t aligned with the hyenas who are conspicuously absent in this film). You can tell from this song that this is what Zira wants more than anything, to kill Simba and Kiara, and put Kovu on the throne. Not everyone is thrilled with this plan though. Zira’s oldest son Nuka (Andy Dick) is bitterly jealous and thinks he should be the one to take power when the time comes.

Let me know what you think about “My Lullaby” in the comments below and have a great day!

See also:

The Lion King II: Simba’s Pride “He Lives in You” (1998)

Disney/Dreamworks/Pixar/etc. Soundtracks A-Z

Become a Patron of the blog at

Check out the YouTube channel (and consider hitting the subscribe button)

Don’t forget to like Film Music Central on Facebook


Leave a Reply

Fill in your details below or click an icon to log in: Logo

You are commenting using your account. Log Out /  Change )

Facebook photo

You are commenting using your Facebook account. Log Out /  Change )

Connecting to %s