In a plane flying over Africa, a circus monkey named Simon practices his act but utterly fails. His dad reassures him saying that someday he will be the main attraction of the big top. The clown pilots, who are learning to fly stunts, begin practicing as well, causing the plane and all its contents to fly around crazily. Simon falls out of the plane holding onto a crate.
On the ground below, Shenzi, Banzai, and Ed complain about how hungry they are. Ed is so hungry he attempts to eat a tin can. Banzai wishes he had a rack of raccoons and Shenzi desires the "ham off a hamster". Ed's craving is stinky cheese. Finally, Banzai says he could eat a circus monkey. Just then, Simon and his crate land on top of the hyenas. When they crawl out, they are surprised to see a potential prey. Simon is scared to see them and Banzai stuffs the primate into his mouth, but the three predators begin fighting over who gets the monkey. While they are not looking Simon flees, but even when he is in safety, he is scared of other wildlife.
The three hyenas begin to plot how to capture Simon for their meal. While Shenzi and Banzai discuss potential plans, Ed opens the crate of circus items, giving the trio the idea to put on a circus to lure monkey. Deep in the wilderness, Simon is still incredibly scared. Upon hearing the big top music, he rushes out to see the show. Shenzi tricks Simon onto a chair attached to a seesaw. He is shot into the treetops, where Banzai sends him across the tightrope. His only way down is to dive into a pot, which the hyenas are boiling for soup. The hyenas begin rejoicing, but the monkey escapes through a trapdoor in the cauldron.
The hyenas corner him, but before they can eat him, he begins performing the act he had formerly been practicing. This time he tells his jokes correctly, causing his predators to laugh. He rolls away and swings through the treetops, landing in a circus cannon. Banzai presses the "Launch" button (believing it says lunch) and Simon is shot back into his plane. His dad awakens from his nap, not realizing his son had left and again reassures Simon that someday he will have the spotlight.
Back on the plains, the hyenas miss their potential meal. Banzai says he is hungry enough to eat a blue whale. Miraculously, a huge whale falls from the sky and flattens the trio.
- Timon and Pumbaa: Grub's On!
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