Be Prepared

Be Prepared is one of five songs written for the 1994 animated film, The Lion King. It was created by composer Elton John, and lyricist Tim Rice. The song is performed by the voice actor for Scar, Jeremy Irons, as well as the voice actors for Shenzi, Banzai and Ed: Whoopi Goldberg, Cheech Marin, and Jim Cummings.

In The Lion King
The song serves as the villain song for the film. In the film, Scar meets with his hyena henchmen, and scolds them for failing to kill Simba, as part of one of Scar's earlier plots, when they were given a chance. Shenzi and Banzai note that it was impossible due to the interference of Mufasa, and sarcastically ask whether they should have killed Mufasa. Scar answers with "Precisely," gaining the hyenas attention.

As the song opens, Scar takes note of the hyena's stupidity, but notes that that if they ally themselves with him they might be useful. Scar explains that his plan is to kill both Simba and Mufasa, and then take the throne for himself, since he will be the only eligible heir. Scar makes the hyenas an offer: Help Scar usurp the throne, and Scar will allow them into the Pride Lands where they will never hunger again. The hyenas readily accept, and quickly reveal that they number in the hundreds. The rest of the song talks about the power and the benefits that both parties will have under Scar's reign.

The song features diverse imagery, with the background colors becoming more intense throughout the song. One section features the hyena marching in step, modeled after Nazi Propaganda.

In other media
The beginning of the song features in the sequel The Lion King 1½. The opening is played as Timon and Pumbaa unknowingly wander through Scar's lair to see if it would make a good home.

The song also features in the  live musical version of the original film. It reprises briefly at Mufasa's funeral as Scar becomes king.