- “The following episode contains some scenes that deal with the Circle of Life and may be intense for younger viewers. Parents may want to watch with their kids.”
- ―The warning at the start of the episode
A tigress and her cubs encounter Makucha's army as their mother attacks them while telling her cubs to be safe. The tigress tries to stop Chuluun from attacking her cubs but Ora attacks her with his tail. Soon as Chuluun prepares to take out the tiger cubs, the Lion Guard and the Night Pride confront Chuluun and decides to defeat the villains while telling Beshte and Bunga to help the tiger cubs. The Lion Guard and the Night Pride confront Makucha's army to leave the tigress alone to make sure she is safe. Upon fending off Makucha's army, Nirmala arrives at the worried tigress to know if they saw her cubs to which Bunga and Beshte bring her cubs to safety. The tigress introduces herself as Varya as she has heard the Tree of Life is a great place to raise her cubs as she plans to see Queen Janna. Ullu suddenly arrives telling Rani that Queen Janna needs to see the Night Pride and their leader to which Kion tells Rani to go ahead while taking care of Varya and her cubs to which the owl explains it won't work as the Queen asked for Kion to come too as the rest of the Guard brings Varya's cubs to safety.
Ullu then takes Kion and the Night Pride to the Tree where they see all the animals outside to which Nirmala explains that Queen Janna is ready for her time to complete the Circle of Life. Surak tells Baliyo that he and the Guard need to go in to meet Janna one last time before she passes away. Arriving at the Tree, Kion and the Night Pride arrive towards Janna to which Kion tells Makini to know how well is she doing. It is then revealed that Janna would like to see Kion's healing to be completed before she passes away. The Night Pride then spends their last moments with Queen Janna before she completes the Circle of Life while Janna gives Makini her title as the Royal Mjuzi of the Tree of Life. Rani is the last to spend time with her to which she explains that it is time for her to be the new queen of the Tree of Life as Janna completes her Circle of Life while Rani decides to do the task just as Janna dies of old age.
The Night Pride, Kion, and Makini grieve over Queen Janna's dead body while Kion comforts a weeping Rani. Outside the Tree, the Night Pride and Kion arrive as Rani tries to give out the sad news of Queen Janna who died recently as Makini tells the nearby animals (including Tangaagim, Pinguino, Binga, musk deer, mountain goats, and the other animals) that Queen Janna has completed the Circle of Life (as shown by the warning at the start of the episode). All the other animals react to the sad news of Queen Janna who completed the Circle of Life when Makini gives out the sad news. As a tradition, everyone is gathered at the Willows to bid a farewell to the deceased queen while the coronation of Rani will happen later at the Tree of Life.
Meanwhile at the Willows, a funeral is gathered there as the animals place flowers on Queen Janna's grave. Ullu, Binga, Pinguino, Tangaagim, and the other animals all feel sad about this. Arriving to a sad Rani, she grieves about her grandmother's passing and what she with everyone did before she died. Rani is afraid to be the new queen at first to which Rani asks Kion to know if he still talks to Mufasa to which he explains he doesn't whenever he has a scar on his face as the scar thinks he looks like Simba's uncle to which Rani explained that Queen Janna told a story of what Scar did to Mufasa to which Kion tells her that he can't face Mufasa when having a scar to which Rani explains that she had her own scars too but on her leg which reminds her that Queen Janna wouldn't welcome Kion with the scar to her hideout. Rani also explained that talking to her grandmother would make her feel better and Kion would feel better when talking to his grandfather Mufasa. Kion then decides to talk to Mufasa to make him feel better as Rani leaves. Back at Queen Janna's grave, Surak tells the Night Pride that they are all going to miss her due to her passing away. Baliyo, Nirmala, Surak, Ono, Fuli, Beshte, Bunga, and Anga all gave their condolences to Queen Janna. After giving their condolences, Nirmala explains to Fuli that it is time for Rani to be the new queen to take her place.
Meanwhile, Varya arrives at the Willows looking for her cubs as Bunga decides to find her cubs which suddenly pounce on him. When Varya tells Bunga to take her to the queen of the Tree of Life, Bunga follows the cubs to the Tree. Inside the Tree of Life, Rani then comforts over Queen Janna's resting spot to which it is known that the Tree of Life will never be the same without her to which Makini arrives towards her. She takes Rani to the room with the stories of the Tree of Life in the past to which she explains that she explains the past events of what the Lion Guard did before they went to Queen Janna before her death as she tells Makini that she has everything she needs to be queen. Rani and Makini arrive towards Varya's playful cubs to which their mother apologizes to Rani for getting in to which Varya tells her she is the queen. Rani explains that she needs to conquer her fear of being queen.
Meanwhile, Kion talks to Mufasa who has never talked to him for a long time since he got the scar in his face to which he was afraid to face him. He explains that the reason he was afraid to talk about it is because he thinks the scar might turn him evil like Scar, especially when he has a hard time controlling the Roar. Mufasa tells Kion that he could have talked to him anytime no matter what and he will always be Kion's grandfather as he apologizes for being afraid to talk to him as he conquers his fear of talking to Mufasa even with the scar on his face.
Meanwhile at the taiga, Rani escorts the tigers to their home as they encounter some musk deer, including their leader Kiril, who are unsure if the tigers should live in the taiga to which Rani explains the tigers promise to respect the Circle of Life to which she explains to Kiril that Varya came here seeking safety for her cubs to which she shouldn't be kicked out for disrespecting the Circle of Life. Agreeing with her, the lead musk deer Kiril accepts the tigers to be welcomed to the taiga by decree of Queen Rani. After bidding a farewell to the tigers, Queen Rani prepares for her coronation at the Tree of Life.
Meanwhile at the Tree of Life, all the animals are happy that the Tree of Life has a new queen as Rani takes over Queen Janna's spot. Rani is then crowned as the new queen of the Tree of Life. That night at the Willows, Queen Rani walks over to her late grandmother's grave as she tells her she is ready to be the new queen.
- Max Charles as Kion
- Joshua Rush as Bunga
- Diamond White as Fuli
- Atticus Shaffer as Ono
- Dusan Brown as Beshte
- Bryana Salaz as Anga
- Landry Bender as Makini
- Peyton Elizabeth Lee as Rani
- Lou Diamond Phillips as Surak
- Miki Yamashita as Nirmala
- Hudson Yang as Baliyo
- Shohreh Aghdashloo as Janna
- Steve Blum as Makucha
- Kimiko Glenn as Chuluun
- Andrew Kishino as Ora
- Vyvan Pham as Ullu
- Rachel House as Mama Binturong
- Fiona Riley as Binga
- Iris Bahr as Varya and Baby Goat
- Henry Kaufman as Feliks
- Jaime Camil as Pinguino
- Gary Anthony Williams as Mufasa
- Bluebelle Saraceno as Polina and Pasha
- Danny Jacobs as Kiril
- Tiffany Espensen as Rama
- This is the only episode to feature a warning at the start before the opening theme. This warning is most likely to indicate that this episode features a scene where a character dies (in this case, the emotional scene featuring Janna dying).