Undercover Kinyonga is the forty-sixth episode of The Lion Guard and the twentieth episode of Season 2.[1]


A color-changing chameleon named Kinyonga helps the Guard by spying on Scar in the Outlands.[2]


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Looking for Ono

The Lion Guard watch over the Outlands, waiting for Ono to return. When he finally comes into view, he is being pursued by Mzingo and Mwoga. Luckily, a failed attacked results in Ono's safe escape. He returns to the Pride Lands and reports that he saw the hyenas on their way to Scar, and that the jackals and crocodiles are still in Kilio Valley. Before they can wonder what Scar is up to, they hear Thurston yelling "panic and run", and his whole herd starts to run. The Lion Guard swiftly leap into action and calm the herd down, questioning his behavior. Thurston reveals that a nearby rock was the problem. Although the Guard can't see anything, Thurston and his herd are firm that the rock was talking to them. Suddenly, Twiga approaches them with a similar problem, involving a talking tree. With Thurston about to panic again, Kion assures everyone that they will get to the bottom of it, and the animals start to leave. The Lion Guard investigates the tree.

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Twiga panics

When Ono lands on a nearby trunk, he is startled when something runs over his foot. At first Fuli comments that she can't see anything, when a chameleon accidentally reveals herself to them. She disappears and runs away, but Fuli is able to track her by scent. When she locates her, the chameleon brushes Fuli's nose with some grass to take away her scent. Bunga follows the chameleon up a tree, but she uses her tongue to grab a tree branch and smack him away from her. She lands on Beshte and skitters off his back, still running from the Guard. Kion explains that they just want to talk, but at this pointOno has worked out how she is able to hide from them, and quickly locates her, despite her still being camouflaged. When Ono explains to her that he can see her due to being the keenest of sight, she realizes that they are the Lion Guard, and introduces herself as Kinyonga.

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Meeting Kinyonga

When her actions are questioned by Kion, she explains that she ran because they chased her, and how she was trying to be friendly, but forgot about her camouflage. When Bunga is confused by that word, Kinyonga explains how her special ability works. Kion is pleased to meet her, but asks her to be careful when camouflaged to avoid scaring animals. She agrees, and the Lion Guard leaves. Ono apologizes again for not getting a good look at the Outlands after being spotted, and Kinyonga overhears their dilemma. She offers to slip into the Outlands undetected for them. Kion hesitates due to the danger, but when Kinyonga understands about Scar's return having heard it from the skinks. She goes on to tell them that she's been to the Outlands before with no problem. Although still concerned, Kion accepts her offer, asking her to be back before sunset.

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Janja talks to Scar

Kinyonga enters the Outlands, and evades detection from the vultures. Although she almost gets eaten by Cheezi and Chungu who are watching guard for Janja (despite Cheezi's belief that he ate her whole), she manages to escape to the Outlands Volcano where Shupavu's group, Janja and Ushari have gathered. A brief argument from Ushari and Janja causes Scar to reveal himself. He orders Janja to enter the Pride Lands, enter the riverbank above Hakuna Matata Falls at night, and push the rocks into the river until it stops the water from flowing. When Janja questions what that will do, Ushari tells him that this will cut off a major water supply during the middle of the dry season. Soon after the plan has been confirmed, Shupavu notices Kinyonga's shadow, and brings her to the attention of Scar. Ushari commands them to stop the intruder, and the skinks chase Kinyonga out of the volcano.

Back in the Pride Lands, the Lion Guard starts to worry. Ono believes that her camouflage will protect her, when Bunga suddenly pops out from behind a clump of grass, having used camouflage himself. Kion asks Ono to take a look, which is when he notices Shupavu and her skinks chasing Kinyonga. He reports back, and Bunga suggests entering the Outlands and taking on anyone they come across. But Kion states that they need to save Kinyonga, not start a battle. He then has an idea on how to enter the Outlands without being seen.

Shupavu and her skinks chase Kinyonga to a dead end. She tries to blend in, but she is too scared, and her colors run wild. Suddenly, Shupavu hears a voice, and the Lion Guard reveals themselves, using improvised camouflage, with Bunga ordering them to beat it. Not wishing to fight, the skinks retreat. Kinyonga is impressed, but quickly explains Scar's plan to the Guard. With no time to lose, the Lion Guard returns to the Pride Lands.

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Scared by the Guard

That night, Janja, Cheezi, Chungu, Nne and Tano arrive at the top of Hakuna Matata Falls, where they set the plan in motion. While Nne and Tano start straight away, Janja orders Cheezi and Chungu to push the biggest rock in. They do as commanded, but after commenting on the rock being 'squishy' Beshte reveals himself. Janja questions what they're doing, and Kion speaks to him, leaving him wondering who spoke. One by one, the Lion Guard reveal themselves, chasing away Nne and Tano completely.  When Cheezi and Chungu run past, Kion speaks to Janja again, who recognizes his voice. When Kion reveals himself from some logs, he catches up to Cheezi and Chungu. When Cheezi questions where they came from, Kinyonga appears to tell them that they learned it from her. Startled by the chameleon, the trio run into the water, to Kinyonga's concern. Cheezi realizes that he didn't eat her earlier after all, just before they fall down Hakuna Matata Falls. After getting out of the water, Janja decides not to tell Scar about their defeat by the Lion Guard, and blame it on their "personas". Kion orders them to leave and they do as instructed. the cub turns to Kinyonga to thank her, but she is gone.

The next morning, Ono reports that he was unable to find Kinyonga. Kion still wishes to thank her, and hopes they'll find her. Noticing Thurston's herd by the rock from yesterday, the Guard approach it, and discover Kinyonga there, pretending to be the rock and speaking with Thurston. When asked why she left, she explains that she broke her promise not to scare anyone, having sent Janja's clan into the river by mistake. Bunga assures her that, when it comes to Janja and his hyenas, it doesn't matter, relieving her. She promises again not to scare anyone, but when Thurston notices her, he and his herd panic and run. Kion tells her that it's not her fault, and the Guard leave to sort out the herd, while Kinyonga vanishes into the grass.



Kion-profile    Kion Bunga-profileBunga Fuli-profile     Fuli Beshte-profileBeshte Ono-profile    Ono Mzingo-profileMzingo Mwoga-profileMwoga
Basi-profile    Basi

Maleskink-profile Njano
(silent cameo)

Waza-profile  Waza
 (silent cameo)
Janja-profile  Janja
Scar-profile    Scar
Nne-profile    Nne
(silent cameo)
Tano-profile   Tano
(silent cameo)


Army of Scar
The Lion Guard
Thurston's Herd
Janja's Clan
Mzingo's Parliament
Shupavu's Group
Reirei's Pack
Kiburi's Float


Pridelands-profilePride Lands
Priderock-profilePride Rock
Hakunamatatafalls-profileHakuna Matata Falls  Kiliovalley-profileKilio Valley
Janjasvolcano-profileOutlands Volcano


Lions-profile  Lions Honeybadgers-profile   Honey Badgers Cheetahs-profileCheetahs Hippos-profileHippos Egrets-profileEgrets Chameleons-profileChameleons Hyenas-profileHyenas
Dungbeetles-profileDung Beetles


  1. [1]
The Lion Guard Episodes
Special Episodes
Return of the RoarThe Rise of Scar
Season One
Never Judge a Hyena by Its SpotsThe Rise of MakuuBunga the WiseCan't Wait to be QueenEye of the BeholderThe Kupatana CelebrationFuli's New FamilyThe Search for UtamuFollow That Hippo!The Call of the DrongoPaintings and PredictionsThe Mbali Fields MigrationBunga and the KingThe Imaginary OkapiToo Many TermitesThe Trouble With GalagosJanja's New CrewBaboons!Beware the ZimwiLions of the OutlandsNever Roar AgainThe Lost GorillasThe Trail to UduguOno's IdolBeshte and the Hippo LanesOno the Tickbird
Season Two
Babysitter BungaThe Savannah SummitThe Traveling Baboon ShowOno and the EggLet Sleeping Crocs LieSwept AwayRafiki's New NeighborsRescue in the OutlandsThe Ukumbusho TraditionThe Bite of KengeTimon and Pumbaa's ChristmasThe Morning ReportThe Golden ZebraThe Little GuyDivide and ConquerThe Scorpion's StingThe Wisdom of KongweThe Kilio Valley FireUndercover Kinyonga