Even though the reconstruction of Proto-Karen has already been attempted and presented in different ways by a few linguists, some serious disagreements among them on some major points have been found. The research objective, here, is to offer a new look at the Proto-Karen phonology and lexicon. However, the emphasis of this paper is on the reconstruction of Proto-Karen fauna. A wordlist consisting of 2,000 items with English and Thai glosses divided into 21 sections based on semantic fields was devised. The data on the six Karenic languages spoken in Thailand, i.e. Pa-O (two varieties), Kayan, Kayah, Kayaw, Pwo (two varieties) and Sgaw (two varieties) was collected by the author at seven research sites in Thailand from January 2009 – January 2012. They represent Northern, Central and Southern Karen languages. The cognate words found in the Bwe Karen Dictionary (Henderson 1997) were added. To analyse the patterns of sound correspondence, the comparative method was applied with an awareness of areal linguistic features due to language contact. A Proto-Karen (*k-rjaA) phonology and lexicon were reconstructed. With regard to the Proto-Karen phonology, the relationship between the onsets and tones is quite straightforward, so it is not difficult to reconstruct, unlike the rhymes which, in some cases, are problematical resulting from vowel harmony and the loss of final consonants. The 73 reconstructed forms of Proto-Karen animals are presented and the Proto-Karen tones, onsets and rhymes drawn from Proto-Karen Phonology and Lexicon (L-Thongkum, 2013, ms.) are provided in the Appendix.