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Makunga (voiced by Alec Baldwin in the film, John Cygan in the video game) is a male lion with a large black mane styled in a pompadour (similar to Elvis Presley's hair) and green eyes, and is the main antagonist of the second film. He is Zuba's rival and wants to take his place as alpha lion. He also calls Alex pathetic. When asked why he wants to become alpha lion, he replies "I'm better looking, I have better hair, I'm deceivingly smart, and I want everyone else to do what I say" (he is very similar to Scar from The Lion King).

Makunga often challenged Zuba to fights over the alpha lion position, but was easily beaten. One of those fights led to Zuba being distracted while Alex was captured by poachers. Years later, Makunga used Alex in a bid to finally reach the rank of alpha lion where he tricked Alex into challenging his henchman Teetsi. When Alex was defeated, Zuba reluctantly had to give up his alpha lion status and go into exile with his family. Makunga is not a very good leader saying the only solution to the fact that the local water hole was nearly dry was that they all would have to fight for it. This causes doubt about his role as alpha lion, and almost every animal on the reserve wants Zuba back. After the water was restored, he still refused to allow Zuba and Alex to return from banishment. He eventually meets his downfall when being tricked into angering Nana, who attacks Makunga and drags him off the reserve by his ear. The DVD commentary reveals that "Nana brought Makunga to New York in a kitty cage

The name "Makunga" is Swahili for "midwives", despite the fact that Makunga is a male lion.

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