Simba, Nala, Timon, Pumbaa, Terk, Tantor, King Julien, Maurice, Mort, Louis,Sebastian, Genie, King Louie, Rutt and Tuke, Fu Dog, and Roger Rabbit(along with Scuttle, Wilbur the Albatross, Joe Carioca, and Panchito) go to Moose Lake, Minnesota and meet Blu, the last male Spix's Macaw. Together, they go to Rio De Janeiro where they meet a female Spix's macaw named Jewel, with whom Blu falls in love with. However, they get captured by smugglers and an evil Sulphr-crested Cockatoo named Nigel (whom The Hyenas and the Jungle Cubs' Vultures work for). Together, they meet more new friends like Rafael the Toucan, Luiz the Bulldog, Pedro the Red-crested Cardinal, Nico the Canary, and others.
- Scuttle, Wilbur the Albatross, Joe Carioca, Panchito, Shenzi, Banzai, Ed, and Arthur and Cecil will guest star in this film.
- Also known as Simba, Timon, and Pumbaa go to Rio.
- Shenzi, Banzai, Ed, and Arthur and Cecil will be working for the smugglers and Nigel.
- Scuttle, Wilbur the Albatross, Joe Carioca, Panchito, and Arthur and Cecil guest star in this film due to the main characters of Rio being birds.
- Both Rio and The Three Caballeros takes place on Rio.