Everybody Look Left

A Case Study of The Lion King (1994)

Written by Joshua Allen
Founder and Executive Director, The Atlantis Awards

“The Lion King teaches Simba what kingship is by repeatedly letting characters redesign the kingdom around themselves. He becomes ready to rule only when he stops imagining every other body as his choreography.”

The Atlantis Awards Case Studies are not reviews. They examine the specific filmmaking mechanisms that make a work function, how those mechanisms are constructed across departments, and what another filmmaker might learn from them.

Content notice and spoiler warning: This study discusses parental death, grief, child endangerment, manipulation, authoritarian imagery, starvation, and violence.

Version Note: This study uses the 1994 theatrical presentation of The Lion King as its governing text. For the 2003 Special Edition, Disney adapted “The Morning Report” from the stage production, animated it, and inserted it into the original film. That later addition is treated only as a version aside and is not used to redefine the theatrical film’s treatment of Mufasa, music, or kingship.

Young Simba tells the animal kingdom where to look.

The command arrives inside “I Just Can’t Wait to Be King,” and the visual world immediately submits to him. The naturalistic savanna disappears into aggressive reds, pinks, greens, and patterned shapes. Animals cease behaving as independent creatures and become performers. Ostriches carry cubs. Elephants, giraffes, rhinoceroses, and zebras arrange themselves into moving compositions. Bodies stack into an impossible tower beneath the prince who imagines himself at its summit.

The number is joyful, funny, and enormously appealing. It is also a complete misunderstanding of power. Simba does not imagine kingship as responsibility for a living system. He imagines it as control over everyone else’s attention. Every body becomes supporting choreography. Every species abandons its own movement so that the future king can remain the organizing principle of the image.

Scar later makes the same formal mistake. “Be Prepared” does not resemble Simba’s exuberant revue in color, emotion, or moral intent. It replaces play with regimentation, bright folk-art abstraction with sulfurous green and infernal red, and a child’s fantasy of adoration with an adult tyrant’s fantasy of obedience. Yet Scar also imagines a kingdom in which all other bodies move according to his design. Hyenas become ranks. The landscape becomes a stage. Scar occupies the elevated position from which everyone else’s movement derives meaning.

Simba imagines subjects as an audience. Scar imagines subjects as a formation. Both imagine rule as centrality.

The Lion King spends the rest of its running time teaching Simba what its opening already knew: the kingdom existed before him, does not move according to his desire, and must be capable of continuing after he is no longer its focal point. Musical staging, character animation, environmental scale, crowd technology, bodily weight, grief, and structural repetition all participate in that lesson. Simba becomes ready to stand at the center of Pride Rock only after he learns that being king does not mean remaining at the center of the picture.

The Kingdom Was Here First

The Lion King opens before Simba. The sun rises over a landscape that does not yet contain a protagonist. Animals wake, emerge, travel, and converge from different regions. Birds cross the sky. Elephants move over the horizon. Ants occupy the foreground while zebras pass at another scale behind them. The film establishes an ecosystem before it establishes a royal family.

Mufasa does not create that movement. Simba does not inspire it. The animals are responding to a ritual whose meaning exceeds the newborn cub being presented within it.

Only after the landscape has been given time, scale, direction, and life does the film arrive at Pride Rock. Mufasa and Sarabi are already waiting. Rafiki crosses through the gathered animals, blesses the cub, carries him to the promontory, and raises him toward the kingdom. Simba is the focal point of the ceremony, but he is not its author. He is carried into position.

That distinction gives the opening its first lesson in legitimate authority. The prince is not being shown a world that belongs to him. He is being introduced to a system that preceded him and within which he will eventually be expected to serve a temporary function.

The production history makes the sequence’s authority even more remarkable. Hans Zimmer has recalled that “Circle of Life” was initially expected to provide roughly thirty seconds of music before giving way to dialogue. Instead, he and Lebo M. created a much larger piece. According to Zimmer, the producers responded by removing the dialogue, expanding the sequence, placing the title at its climax, and beginning the film without separate opening credits. The version that establishes the kingdom before any conventional scene begins grew directly from the strength of the musical construction.

The filmmakers had also gone to considerable effort to make the natural world feel larger than its characters. Roger Allers, Rob Minkoff, Chris Sanders, and other artists traveled through Kenya to study wildlife and landscape. Sanders remembered seeing several distant rainstorms from one plateau and recognizing that the film needed to preserve the enormous scale of the plains. Art director Andy Gaskill approached the landscape as something close to a character and resisted stylizing it so aggressively that it ceased to feel natural.

That naturalism becomes the baseline against which the film’s later fantasies can be measured. In the opening, animals move toward Pride Rock from their own places and at their own speeds. Their diversity remains visible even when the ritual unites them. The kingdom is coordinated without becoming uniform. The king stands inside that coordination. He does not replace it.

Every Song Builds a Kingdom

The natural world of The Lion King is only one of the film’s visual registers. Its musical numbers are allowed to alter color, scale, physics, staging, and animal behavior. Minkoff has described the songs as an “alternate reality for the characters,” a companion to the more naturalistic world surrounding them. That production principle gives the musical sequences a function beyond ornament: they temporarily allow a character’s internal model of the world to become the world’s visible design. A song can therefore tell us what a character believes by showing us what reality would look like if that belief governed it.

“I Just Can’t Wait to Be King” is the film’s first major departure into that alternate register. The colors abandon the savanna’s more grounded palette. Perspective becomes graphic rather than spatially consistent. Animal scale changes according to composition. Bodies stack, flatten, repeat, and synchronize.

Allers described the final mass formation as Busby Berkeley-like, while Sanders said the sequence was designed to capture Simba’s conviction that becoming king would mean unrestricted, continuous fun. African folk-art influences, bold patterns, and escalating visual impossibility turn an immature political fantasy into one of the film’s most delightful sequences.

The delight is essential. A lesson delivered through an obviously sinister young prince would be easy. Simba’s mistake is seductive because it grows from recognizable childhood desire. He wants independence from instruction. He wants to speak without correction, go where he chooses, and convert inherited authority into personal freedom. He also wants everyone to participate in his freedom.

Zazu becomes the resisting voice the number continually buries, blocks, drops, or outmaneuvers. The kingdom’s other animals become proof of Simba’s imagined popularity. Even Nala, who shares the adventure and helps evade supervision, is absorbed into a song whose governing perspective remains Simba’s.

His fantasy is not merely that no one can tell him what to do. It is that being king will allow him to tell everyone else what to do—and that everyone will enjoy doing it because his desires are naturally the kingdom’s desires.

The visual choreography makes the political error legible. Young Simba thinks authority means the world reorganizes itself around the ruler. The opening ritual showed the opposite. There, the prince was placed inside an existing order. Here, the imagined king places the entire order beneath himself.

Authority Has a Body

The film distinguishes Mufasa and Scar before either one explains his theory of leadership. Their bodies obey different animation grammars.

Mufasa’s supervising animator, Tony Fucile, described the character’s animation as deliberately subtle. James Earl Jones’s voice established a combination of regal authority and fatherly warmth that the animation then had to match. Fucile emphasized that Mufasa could communicate through minimal movement—sometimes through little more than a stare—and that each drawing needed a strong, economical attitude.

Mufasa’s authority is weighted. He occupies space without continually decorating it. His shoulders, head, paws, and mane communicate mass. When he walks, the body appears to carry its own gravity. When he stops, the stillness does not make him disappear. It concentrates attention.

This is especially important in his scenes with Simba. Mufasa can descend into play, allow the cub to climb over him, and briefly become part of a child’s morning game. When he teaches or disciplines, however, the body changes register. He lowers himself toward Simba, controls the space through proximity, and lets a pause or look do work that Scar would fill with gesture.

Scar is built in the opposite direction. The production drew from Jeremy Irons’s vocal performance, facial qualities, wit, and theatricality. Irons has described pushing the role toward extremes of glee, deceit, seduction, and performance, while praising Andreas Deja for enlarging those vocal choices through animation. The filmmakers emphasized Scar’s lankier body, angular posture, expressive face, and movement in contrast with Mufasa’s grounded presence.

Scar continually performs his relationship to the room. He drapes himself over surfaces. He circles. He turns his head away while keeping his eyes active. He uses paws, claws, tail, shoulders, and face to control when another character receives his attention. Even apparent boredom becomes theatrical because Scar wants the audience—whether mouse, hyena, cub, or lioness—to feel the significance of his withholding.

Mufasa possesses authority without constantly demonstrating that he possesses it. Scar performs authority because performance is how he tries to manufacture it.

This should not be converted into a universal Disney equation in which subtle animation means moral legitimacy and stylized movement means corruption. Rafiki is among the film’s most exaggerated and physically inventive figures, yet his authority operates differently from Scar’s. The narrower comparison is more useful: the two brothers competing over kingship are given opposing bodily vocabularies, and those vocabularies distinguish weight within a system from theatrical control over a system.

The theatrical cut also makes one absence meaningful. Early promotional material reportedly included a Mufasa number called “To Be King,” intended to teach Simba about the responsibilities of kingship. The available production-history source establishes the song’s existence but not, with equal confidence, why it was abandoned. Whatever the development history, the finished theatrical film gives Mufasa no musical fantasy in which the kingdom becomes an extension of his ego — no visual permission of the kind Simba and Scar are each given, so the audience never gets to see what a musical fantasy built around responsibility rather than centrality would even look like. The 2003 Special Edition later inserted “The Morning Report,” but that addition cannot be used to reinterpret what the original film withheld. In the 1994 construction, Mufasa teaches kingship inside the natural world. Scar and young Simba are the characters who need alternate realities in which everyone else moves around them.

Everybody Marches

“Be Prepared” uses the same musical permission as Simba’s number and drives it toward a different political endpoint.

The hyena territory initially appears irregular, hungry, unstable, and physically dangerous. Scar’s song imposes order upon it. Sulfurous pools become stage lighting. Columns of green illumination carve the space into vertical authority. Hyenas who ordinarily jostle, laugh, fight, and interrupt begin moving in coordinated ranks beneath Scar.

Allers has directly acknowledged that the marching imagery drew from Leni Riefenstahl’s Triumph of the Will. The sequence then escalates beyond military quotation into what the filmmakers called a “Carnival in Hell,” with land rising, colors burning, and the environment itself becoming theatrical spectacle.

The borrowed fascist imagery is not valuable merely because it gives a children’s film an unusually direct visual reference to real authoritarian propaganda. It identifies what Scar believes leadership should do to other bodies. The hyenas cease functioning as a collection of appetites and personalities. They become a mass whose synchronization proves the leader’s power. Their value inside the number lies in repetition, obedience, and scale. Scar stands above them because the image has transformed their collective movement into his visual authority.

Young Simba’s fantasy also reorganized species into choreography, but it promised pleasure. Scar’s choreography promises distribution of food, status, and proximity to power in exchange for service. Simba wants everyone to watch him. Scar wants everyone to march for him. The moral difference is enormous. The formal mistake is related.

Neither fantasy allows the kingdom to remain a system of independent lives whose needs and movements exceed the ruler’s design. Other bodies become visible only insofar as they confirm the prospective king. That parallel makes Scar more than the evil alternative to Mufasa. He is the terminal form of Simba’s original misconception.

Simba imagines that royal centrality will feel like celebration. Scar builds a reign around royal centrality and reveals what happens when the ruler’s appetite becomes the system’s organizing principle.

The Pride Lands deteriorate. Food disappears. The lionesses are exhausted and angry. The hyenas remain hungry despite the promises made in the song. Scar possesses the title, Pride Rock, and compelled obedience, but the kingdom no longer functions around him.

The film does not provide a literal ecological equation proving that one lion’s accession scientifically causes drought. Its dramatic and visual construction is nevertheless clear: Scar remains at the center while the larger living system collapses. He has achieved the kingdom both songs imagined. Everyone else exists to support the ruler. There is increasingly nothing left to support him with.

The Herd Stops Performing for Him

The film’s most important correction arrives in another mass of animals.

During “I Just Can’t Wait to Be King,” hundreds of bodies appear to move according to Simba’s imagination. They make space for him, lift him, frame him, hide him, and synchronize around him. The animal kingdom becomes a revue whose visual logic begins with the prince.

The wildebeest stampede gives him a herd that does not know he is important. The difference is not only narrative. It is technological.

Animating the mass traditionally proved extraordinarily difficult. The production’s solution combined hand-drawn reference animation with custom computer-generated crowd systems. Ruben Aquino supplied a wildebeest run cycle; Scott Johnston and the computer graphics team developed tools that could multiply motion, organize animals around hand-designed lead paths, vary individual behavior, transition between running and leaping, and preserve a cel-shaded appearance compatible with painted backgrounds and traditionally animated characters. Atmospheric dust and digital compositing helped integrate the herd into the gorge.

The system was not simply built to put more animals on screen. It was built to make a crowd appear to possess behavior beyond the direct hand-animation of every body. Key animals could guide the mass, but each wildebeest needed enough variation, momentum, and environmental response to keep the stampede from looking like one duplicated drawing sliding through space. Obstacles could redirect the herd. Triggers could change motion. The crowd had to feel organized by its own movement rather than by Simba’s narrative importance.

That is exactly what the scene means. The first herd performs for Simba because it exists inside his fantasy. The second nearly erases him because the real world does not.

Simba becomes a tiny body at the bottom of the gorge. The scale established in the opening returns without ceremonial protection. Hundreds of animals do not divide neatly around the prince. They do not recognize the line of succession. They move downhill according to forces already in motion.

Scar created the conditions and positioned Simba in danger, but he cannot choreograph every individual wildebeest once the stampede has begun. The herd becomes an autonomous system that overwhelms even the animals manipulating it from above.

Mufasa can enter that system, locate Simba, and carry him toward safety. His authority gives him judgment, courage, strength, and responsibility. It does not give him control over the herd.

The distinction corrects young Simba’s fantasy from both directions. The king is responsible for entering danger on behalf of another body. He is not powerful enough to make the natural world cease being dangerous.

Mufasa saves Simba, exhausts himself climbing from the gorge, and is murdered when Scar denies him the final help he needs. The stampede does not independently kill the king, but it strips the body of the invulnerability Simba associated with him and creates the physical crisis Scar converts into fratricide.

Afterward, Simba stands beside a body that will not move. The kingdom has ceased performing for him. So has his father.

A Kingdom Removed from Time

Timon and Pumbaa do not offer Simba another model of kingship. They offer him a life without the kingdom.

That difference matters because “Hakuna Matata” is not a corrupt or authoritarian fantasy. The oasis saves Simba. Timon and Pumbaa feed him, accompany him, make room for grief they do not fully understand, and build a relationship that does not depend upon his lineage or title. Their world is affectionate, sustaining, and genuinely alive. It is also sealed away from consequence.

The film treats their arrival as a major structural divide. The oasis has a different color, density, abundance, scale, and social rhythm from the exposed Pride Lands. Minkoff helped emphasize the environmental separation between the film’s two halves, forcing Simba to move between a kingdom defined by inherited obligation and a refuge defined by immediate survival.

“Hakuna Matata” does something especially appropriate to that philosophy. It consumes time. Simba enters the number as a cub and exits it as an adult. Years pass without conventional dramatic scenes showing him mourning, learning what happened at home, developing a political understanding of Scar’s reign, or reconsidering the story of Mufasa’s death.

The song does not merely tell Simba not to dwell on the past. The edit allows him to skip it. Musical time protects him from historical time.

That protection cannot last once Nala enters the oasis. Her presence reconnects Simba’s private refuge with the public world continuing beyond it. She remembers the cub he was, knows the adult he has become, and carries direct knowledge of what his absence has allowed in the Pride Lands.

“Can You Feel the Love Tonight” begins within romantic discovery but cannot remain isolated there. Timon and Pumbaa observe from outside, turning the number into something shared rather than an entirely private Simba fantasy — and that structure carries its own production history. Codirector Rob Minkoff has said the song went through more forms than any other number in the film, including a version performed entirely as a comic duet by Timon and Pumbaa. When that cut was shown to Elton John, he objected forcefully; Nathan Lane has recalled John explaining that he had written the song to be a Disney love song, not a joke sung by a warthog and a meerkat. The song went through repeated rewrites as its dramatic placement and performers changed before the filmmakers arrived at the version that survived, splitting the number between Timon and Pumbaa’s ironic commentary and Simba and Nala’s sincere performance rather than letting either register own it outright. The song’s refusal to become one character’s private stage is not only a stylistic choice about centrality. It is the visible seam left by an actual argument over whose moment this was allowed to be.

Nala’s affection is inseparable from recognition, and recognition reopens the route home.

Simba can love someone from the Pride Lands. The Pride Lands can therefore reach him through someone he loves. The oasis has taught him relation without hierarchy. Nala forces that relation to include consequence.

Simba’s original fantasy placed himself at the center of the kingdom. His exile removes him from the kingdom entirely. Neither position is kingship.

The Father Has to Leave the Frame

Mufasa’s body initially defines authority for Simba. It occupies the top of Pride Rock, fills the den, crosses the savanna, enters the elephant graveyard, and descends into the gorge. Simba can follow it, climb on it, disobey it, receive instruction from it, and be physically rescued by it.

Then the body is gone. The film makes that absence unbearable by reversing an earlier domestic action. Young Simba once wakes his sleeping father through persistence and play. In the gorge, he pushes against Mufasa again, asks him to rise, and receives no response.

The same basic desire now encounters a body that cannot return to its role.

Scar exploits the absence by supplying a false meaning for it. He turns accidental survival into guilt, guilt into exile, and exile into silence. Simba cannot ask Mufasa what happened because the external authority capable of correcting the story no longer exists.

The film gradually changes the form in which the father can return. Mufasa becomes memory. Then voice. Then reflection. Then cloud.

The apparition sequence was developed through increasingly abstract possibilities. Chris Sanders considered a more literal ghost, stars, darkness, and other approaches before arriving at the image of Mufasa emerging through an illuminated cloud formation and then rolling away once the encounter was complete. The filmmakers wanted scale sufficient to move Simba back toward danger and responsibility, but the image never becomes a permanent resurrection.

The reflection is the hinge. Simba initially sees himself in the water. The image then allows Mufasa to appear within the same perceptual space. Father and son are no longer positioned as one body above and another following below. The inherited authority is being recognized inside the living body.

That does not mean Simba must imitate Mufasa in every gesture or become a replacement copy. Mufasa’s message directs him toward identity rather than impersonation. The father can point toward the responsibility Simba abandoned, but he cannot return to perform that responsibility for him.

Then the cloud leaves. Mufasa has to leave the frame again because Simba’s solution cannot be renewed dependence upon an external father. The authority must become something he can carry.

Young Simba thought being king meant everybody else would move according to him. Adult Simba can return only after recognizing that kingship requires him to move according to something larger than himself.

The Kingdom Scar Actually Builds

Simba returns to find that reign exactly as described: a Pride Rock still organized around Scar’s centrality, a hungry pride kept in line by hyenas who were never actually fed what they were promised. His physical and rhetorical grammar has not changed. He continues performing control. He redirects blame, stages grief, manipulates partial truths, isolates Simba, and turns private guilt into public spectacle. Even the revelation of Mufasa’s murder is delivered through proximity and theatrical timing. Scar wants power over the story as much as power over the territory.

The final confrontation gradually destroys that staging. Simba is not restored by a solitary assertion of dominance. Nala and the lionesses fight. Timon and Pumbaa enter danger. Rafiki participates with comic ferocity. The reclamation of Pride Rock is collective before Simba’s private conflict with Scar reaches its end.

Scar then loses control of the bodies he believed belonged to his design. He dismisses the hyenas as enemies while attempting to save himself. They hear him. The formation promised in “Be Prepared” breaks apart because the members of the formation retain their own hunger, memory, and capacity for judgment.

Scar imagined that synchronized bodies proved his authority. Those bodies eventually move without his permission.

The infernal visual world of his musical fantasy also returns in material form. Pride Rock burns. Red and black dominate the frame. Scar and Simba fight above a landscape transformed into the operatic finale the earlier number had only imagined as triumph.

The fantasy has become a kingdom. It cannot survive itself.

Simba defeats Scar, but the film does not present legitimate kingship as the simple substitution of one dominant male body for another. The rain that follows matters because the kingdom’s restoration is represented through the return of systems beyond Simba: water, vegetation, animal movement, time, and birth.

The king’s value lies in whether those processes can resume. Scar remained visually central while the kingdom died around him. Simba’s legitimacy will be established by whether the kingdom can continue beyond the moment of his victory.

The Circle Opens Again

Simba ascends Pride Rock. He stands where Mufasa stood and where Scar later positioned himself. The height is inherited, but the meaning of the height has changed across the film.

Young Simba imagined the position as the place from which he could direct everyone else’s gaze. Scar treated it as proof that every lower body belonged to him. Adult Simba reaches it after returning to a system he once abandoned, accepting the history he once fled, and participating in a collective action he did not accomplish alone.

He roars. The pride answers.

The image could end there and certify kingship as final centrality. It does not.

Rain falls. The Pride Lands recover. Time passes. Another cub is born.

The film returns to the ceremonial structure of its opening. Animals converge on Pride Rock. Rafiki blesses and lifts the child. Simba and Nala are present, but the visual and ritual center has moved to the next generation.

The bookend is not valuable merely because it illustrates a vague circle-of-life theme. It gives Simba a different position within the same form. At the beginning, he is the future being presented. At the end, he belongs to the generation presenting someone else’s future.

The child who imagined that kingship meant permanently controlling where everybody looked has become the adult whose final function is to help direct attention beyond himself.

This is the correction toward which every major formal system has been working. The naturalistic opening placed Simba inside a kingdom that preceded him. His first musical fantasy placed the kingdom beneath him. Scar’s musical fantasy converted that mistake into authoritarian rule. The stampede gave Simba a mass of animals that would not recognize his centrality. The oasis removed him from the larger system rather than teaching him how to serve it. Mufasa’s disappearance forced authority to become inheritance rather than imitation. Scar’s reign demonstrated that a kingdom organized around one ruler’s appetite eventually ceases to be a kingdom.

The final ritual restores the opening form with one decisive difference: Simba is no longer the reason the circle has gathered. He is part of the circle making room for what comes next.

The Lion King does not teach Simba to reject the center. A king must sometimes stand there. He must accept visibility, make decisions, enter danger, and occupy the position through which collective life is coordinated.

The lesson is that the center is not personal property. It is a temporary responsibility inside a picture too large for one body.

Young Simba believes being king means deciding where everybody else looks. Adult Simba’s final act is to help them look at someone else.

The circle does not close around him. It passes through him.

A Note on Sourcing: This study is grounded in direct analysis of the 1994 theatrical presentation. D23’s own entry on the film confirms that “The Morning Report” was adapted from the stage version, animated, and inserted into the film for the 2003 Special Edition Platinum DVD release. Hans Zimmer’s direct account of the opening’s expansion from a short cue into a dialogue-free musical prologue without separate opening credits is drawn from his separate Disney Legends profile, also published by D23.

Production history concerning the Kenya research trip, the film’s emphasis on environmental scale, Andy Gaskill’s naturalistic landscape design, the musical numbers as alternate realities, the Busby Berkeley-like construction of “I Just Can’t Wait to Be King,” the direct Triumph of the Will reference in “Be Prepared,” the contrasting environments of the Pride Lands and oasis, and Chris Sanders’s development of Mufasa’s cloud apparition came from interviews with the filmmakers and artists collected in The Ringer’s oral history of the original production.

Tony Fucile’s account of Mufasa’s subtle animation and the influence of James Earl Jones, along with Jeremy Irons’s description of the vocal performance Andreas Deja translated and enlarged into Scar, came from production interviews preserved by Animated Views. The existence of “To Be King,” an unproduced song written for Mufasa and cut during development, is separately reported by the same outlet’s historical fact material rather than its interview record; this study does not repeat that source’s own speculation as to why the song was cut. The wildebeest sequence’s hybrid construction—hand-drawn reference, custom procedural crowd tools, key-animal paths, behavior transitions, cel-style rendering, CAPS compositing, and atmospheric layering—was checked against direct comments from computer-graphics artistic supervisor Scott Johnston.

The production history of “Can You Feel the Love Tonight” — its development through numerous drafts and the version performed entirely as a comic duet by Timon and Pumbaa that was first shown to Elton John — is drawn from codirector Rob Minkoff’s commentary on the film’s 1995 laserdisc release, as reported by The A.V. Club. Nathan Lane’s account of Elton John’s objection to that early version is drawn from a separate interview reported by Collider. These two accounts, sourced from different occasions and outlets, corroborate the same underlying history independently of one another.

The governing claims—that musical numbers temporarily visualize competing models of kingship, that Mufasa and Scar’s animation grammars distinguish different relationships to authority, that the stampede corrects Simba’s fantasy by presenting a herd indifferent to his importance, and that the opening and closing rituals move him from focal child to participant in succession—are Atlantis’s analysis of the theatrical film rather than claims of confirmed filmmaker intention.

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