V: A NEW BEGINNING

PART II





FADE IN:



INT. BERNSTEIN HOME/LIVING ROOM - MORNING

Stanley Bernstein is watching the television.

ANCHOR:(on television) Good morning. We just received word that the Visitors' supreme commander, Lydia, arrived at LAX a few moments ago.

On television: Lydia emerges from her shuttlecraft and greets various dignitaries including Nathan Bates.

ANCHOR:(on television) What you are looking at now is live coverage of the arrival ceremony. A number of local dignitaries have gathered to welcome Lydia to Los Angeles. Among them, of course, is the mayor and Nathan Bates, the President of Science Frontiers, who is credited with having arranged this visit.

Lynn Bernstein comes into the living room.

LYNN: Stanley, have you seen Robin and Abraham?

STANLEY: Father went out for a walk, and Robin's still not back from Julie's.

LYNN: You think she's all right? Maybe I should call over there.

STANLEY: Robin's a big girl, Lynn. Besides, it's good for her to spend some time outside of this house. She needs her space.

LYNN: I know that, but something's been troubling her the past couple days. She's been very secretive about it.

STANLEY: Which is why I'm glad she went to see Julie. Robin can confide in her.

LYNN: I hope so.

STANLEY: Don't worry. I'm sure everything will work itself out.



INT. LOS ANGELES MEDICAL CENTER/HOSPITAL ROOM

Julie enters a hospital room where the previously unconscious man sits up in bed.

JULIE: So how are you feeling this morning, Mr. Smith.

SMITH: Much better, doc.

JULIE: You're lucky you got to us when you did. It could have been a lot worse. A diabetic condition like yours requires proper treatment.



SMITH: When you're a drifter living hand to mouth, insulin is hard to come by.

JULIE: Well, I know of a place where you can get help. There's a shelter not too far from here. It's run by a priest named Father Conley.

Julie writes on a piece of paper and hands it to Smith.

JULIE: That's the address. You can tell him I sent you.

SMITH: I'll do that. So when do I get to leave?

JULIE: Frankly, given everything that's going on today, I don't see any reason to keep you here. I'll send the nurse by with some papers for you to sign and then you can go.

SMITH: Sounds good to me.





EXT. LOS ANGELES INTERNATIONAL AIRPORT

Standing among a large group of journalists, Mike Donovan shifts his camera on his shoulder as Lydia steps up to a podium flanked by the mayor and Nathan Bates.

LYDIA: Your Honor, Mr. Bates, ladies and gentleman, I want to express my deep appreciation to all of you for giving me the opportunity to come to Los Angeles. Given recent events, my visit here has taken on added importance. Today, I will be making an announcement of great medical importance at Los Angeles Medical Center. Our new leader hopes that an act of good will on our part will help dispel any lingering doubts that some among you may have regarding the wisdom of the peace agreement. Now is the time to put the conflicts of the past behind us and to build a new future based on cooperation and mutual understanding.

There is applause from the crowd.





INT. LOS ANGELES MEDICAL CENTER/HOSPITAL ROOM

A nurse come into the room where a patient, Mr. Smith, is putting on his jacket.

NURSE: All right, Mr. Smith. You're all checked out.

SMITH: Looks like I'm leaving in the nick of time. The doc' told me this place is going to shut down today.

NURSE: Just about. They're throwing a big reception for the Visitors' supreme commander. The security will be unbelievable given the attack on the Peace Parade and all.

SMITH: I'm just glad I won't be around. Politics doesn't interest me much.

An orderly, Elliot Baker, enters the room, pushing a linen cart.

ELLIOT: Am I interrupting something? They told me to come in and change the linens.

NURSE: It's all right. Mr. Smith is getting ready to leave. (turns to Mr. Smith) Have a good morning, Mr. Smith.

SMITH: You do the same.

The nurse leaves. Elliot looks over at Smith.

ELLIOT: Mr. Smith?





INT. LOS ANGELES MEDICAL CENTER/HALLWAY

A nurse is sitting at her station watching a small portable television. Close-up on television: Lydia and Nathan Bates are getting into a limousine.

REPORTER: (voice over on television) The Supreme Commander appears to be getting ready to leave LAX for Los Angeles Medical Center where she stated that she would make an announcement of "great medical importance." We've been told that the security around the hospital is unprecedented and that emergency traffic is being rerouted to other area hospitals.

Julie walks up to the nurse and hands her a file.

JULIE: Could you put this with the rest of Mr. Smith's file? Thanks.

She turns around and almost collides with two police officers who are walking past her.

OFFICER: Excuse us, ma'am.

JULIE: Sorry. I should look where I'm going.

The officers continue on their way. Jim Thomas walks up to her.

JIM: Feels like a police convention around here.

JULIE: I'll just be glad when it's all over.

Elliot walks past them, pushing a linen cart.

JIM: Elliot, come over here a second.

JIM: I want to introduce you to Dr. Parrish. Julie, this is one of our new attendants, Elliot Baker.

JULIE: Welcome aboard, Elliot.

ELLIOT: Thank you, Dr. Parrish. I'm looking forward to working with you. Dr. Thomas has told me so much about you.

JULIE: Don't believe a word of it.

JIM: So are we going to see you at the reception?

ELLIOT: I don't think support staff is invited.

JULIE: Nonsense. If they give you any trouble, tell them you're with me.

ELLIOT: Thanks. I'll see you later then.

Elliot walks off with his cart. He meets two police officers who are standing guard at the double doors leading to the surgical wing of the hospital.

FIRST OFFICER: And where do you think you're going?

ELLIOT: I have some surgical supplies and gowns that need to be put in the supply room.

As the officer looks through some of the items in the cart, Jim Thomas walks up to them.

JIM: I don't mean any disrespect, officers, but this is still a hospital.

SECOND OFFICER: (to the first officer) Let him go. We got more important things to worry about.

FIRST OFFICER: All right. Go ahead.

Elliot exits through the doors.





INT. LOS ANGELES MEDICAL CENTER/AREA NEAR EMERGENCY ROOM ELEVATOR

Pushing his cart, Elliot walks past a Visitor shock trooper standing guard near the emergency room elevator. The area is otherwise empty.

ELLIOT: (to the soldier) Hello.

The shock trooper ignores him. Elliot walks over to the supply room door, opens it, and pushes the linen cart into the supply room. After a few moments, there is a loud crash.

ELLIOT'S VOICE:(from the supply room)Help me!

This catches the attention of the shock trooper who walks over to the supply room door.





INT. LOS ANGELES MEDICAL CENTER/SUPPLY ROOM

The shock trooper looks into the supply room. A large metal shelve has fallen over onto Elliot.

SHOCK TROOPER: What's going on in here?

ELLIOT: The shelve fell on me. I think my leg is broken.

The shock trooper walks over to him, bends over, and grabs the fallen shelving. Suddenly, the figure of Mr. Smith rises from the linen cart behind the shock trooper and grabs his helmet. Elliot reaches out with a pen which sprays red dust into the startled Visitor's face. His face covered with red powder, the soldier stumbles back and moans. He claws at his synthetic skin, revealing greenish scales underneath, before collapsing to the ground. Elliot slips out from underneath the shelving, and Smith steps out of the linen cart.

SMITH: Well done, Mr. Bond.

ELLIOT:(looking at his watch) Hurry up. We don't have much time. I thought we were dead when the cops stopped me.

Smith starts taking off the Visitor's uniform. Elliot goes over to the cover of a ventilation duct, removes it, and pulls out a large black case.

SMITH: So, kid, you were able to sneak it in, after all.

ELLIOT: A piece at a time. You sure you know how to use it?

SMITH: Listen, boy, I was with special forces in 'Nam when you were still wetting your pants. This'll be a walk in the park.

ELLIOT: Want my pen?

SMITH: I don't need fancy gadgets, kid. I operate the old fashioned way.

Elliot pushes the fallen shelf back into an upright position and places the supplies back on it.

ELLIOT: After I clean up this mess, you're on your own.

SMITH: What about our friend? He can't stay in here.

ELLIOT: I'll take care of him.





INT. LOS ANGELES MEDICAL CENTER/HALLWAY

Elliot exits the double doors with the dead Visitor's body which is concealed inside the linen cart. The two police officers who are standing guard look on without having their suspicions aroused.





INT. LOS ANGELES MEDICAL CENTER/AREA NEAR EMERGENCY ROOM ELEVATOR

Mr. Smith emerges from the storage room dressed in the shock trooper's uniform and carrying the large case. He walks over to the emergency room elevator. The voices of approaching police officers can be heard. Smith lays the case against the elevator door to make its less noticeable. A police officer approaches from a short distance and stops.

POLICE OFFICER: Is everything all right over there?

Smith gives him a thumbs up sign. The officer nods and picks up his walkie-talkie.

POLICE OFFICER: (into walkie-talkie) Sector 11 secure.

After the officer leaves, Smith pushes the elevator button and the door opens. He picks up the case and enters the elevator. The door closes.





EXT. LOS ANGELES MEDICAL CENTER/ROOF

A Visitor shock trooper stands guard at the edge of the hospital's roof, overlooking the route that Lydia's motorcade will take to the hospital. Smith sneaks up behind him and slips a wire around his throat. The startled Visitor struggles to free himself, but Smith pulls him to the ground. After the soldier is subdued, Smith goes over to the large case, opens it, and takes out a number of pieces which he begins to assemble.





EXT. ROAD TO LOS ANGELES MEDICAL CENTER

A police and Visitor motorcade escorts Lydia's limousine as it drives down the road toward Los Angeles Medical Center.





EXT. LOS ANGELES MEDICAL CENTER/ROOF

Smith goes over to the edge of the roof, lies on his stomach, and looks through the telescopic sight on a missile launcher.





SMITH'S POV - LYDIA'S MOTORCADE

Lydia's limousine comes into the cross hairs on the telescopic sight as the motorcade approaches the perimeter of the hospital grounds.





EXT. LOS ANGELES MEDICAL CENTER/PERIMETER

A force field has been erected around the perimeter of the hospital grounds. As the motorcade approaches, a section of the force field is deactivated so that the cars can pass through it. A pool of journalists has assembled nearby to cover the arrival. Mike Donovan is among them. Suddenly, Lydia's limousine is struck by a missile and explodes, sending fiery debris into the air. Panic and confusion ensues.





INT. LOS ANGELES MEDICAL CENTER/HALLWAY

There is confusion inside the hospital. Jim Thomas comes in and runs up to Julie.

JULIE: What was that?

JIM: Lydia's car exploded.



Several police officers and Visitor shock troops run through the hallway toward the double doors. The head officer yells at the two officers standing guard at the doors.

HEAD OFFICER: It came from the roof!

They all proceed through the double doors.





INT. LOS ANGELES MEDICAL CENTER/AREA NEAR EMERGENCY ROOM ELEVATOR

The police officers and soldiers run up to the elevator.

HEAD OFFICER: What happened to the guard?

FIRST OFFICER: I don't know. He was here a few minutes ago.

The head officer pushes the elevator button, but nothing happens.

HEAD OFFICER: Looks like its been locked out.

SECOND OFFICER: There's another way onto the roof. Follow me.





EXT. LOS ANGELES MEDICAL CENTER/ROOF

Police officers and Visitor shock troopers fan out onto the roof. A helicopter rests silently on the landing pad. Detective Fox and a Visitor security officer walk toward the elevator where they are met by the head police officer. The head officer hands the detective a key.

HEAD OFFICER: Someone used the maintenance key to lock the elevator.

FOX: Who was the key assigned to?

HEAD OFFICER: The guard at the elevator downstairs. He's still missing.

A second police officer approaches the group.

SECOND OFFICER: All we found are dead shock troopers. Looks like the work of a professional.

FOX: That's just great. I want the entire perimeter around the hospital sealed tight. No one will be allowed to leave without prior clearance from me.

HEAD OFFICER: What about the bodies?

FOX: When you're through processing them, take them to the morgue.

SECURITY OFFICER: We'd prefer to transport them to the Mothership for examination.

FOX: They'll be turned over to you when our investigation is finished. In the meantime, I'm leaving you in charge up here.



Fox and the head officer enter the elevator.





INT. LOS ANGELES MEDICAL CENTER/ELEVATOR

The elevator doors close and the elevator starts descending.

HEAD OFFICER: Why were they put in charge of security on the roof? We were supposed to be responsible for the entire hospital.

FOX: Because they insisted on it, and city hall pressured the chief to accommodate them.

HEAD OFFICER: It always boils down to politics. So what do we do now?

FOX: Find the missing elevator guard. He has all of the answers.

The elevator door opens, and the detective and head officer leave. After the door closes, a panel in the ceiling of the elevator opens. Smith, who remains disguised as a Visitor shock trooper, drops down from the roof of the elevator car. Suddenly, the elevator begins to ascend. The door opens, and the Visitor security officer is standing on the side.

SECURITY OFFICER:(to Smith)Good, we could use another hand. Help the others take the bodies down to the morgue.





INT. LOS ANGELES MEDICAL CENTER/MORGUE

A female assistant medical examiner turns on the lights in the morgue. Several Visitor shock troopers, including Smith, bring in the dead bodies.

ASSISTANT MEDICAL EXAMINER: Bring 'em over here.

The medical examiner walks over to a wall of storage drawers and begins to open them one by one. The first two drawers are empty. However, when she opens the third drawer, she finds the dead elevator guard lying inside. The torn synthetic skin on his face remains covered with the red dust.

ASSISTANT MEDICAL EXAMINER: What is this?

Smith makes a quick exit.





INT. LOS ANGELES MEDICAL CENTER/HALLWAY

Detective Fox is walking down the hallway when the head officer comes running up to him.

HEAD OFFICER: We found the missing guard. His body was dumped in the morgue. He's covered with red dust, and his uniform is missing.



DETECTIVE: Then our assassin is human. Alert all units to be on the lookout for a human in a Visitor uniform.





EXT. LOS ANGELES MEDICAL CENTER/ENTRANCE

Smith exits through the front doors of the hospital. He walks toward the crowd of journalists. However, a nearby Visitor officer notices him.

VISITOR OFFICER: You! Stop!

Smith stops and the Visitor officer approaches.

VISITOR OFFICER: Why haven't you reported to your unit for head count?

Smith cannot verbally respond and only shrugs his shoulders. The Visitor officer becomes suspicious.

VISITOR OFFICER: What unit are you assigned to?

The Visitor officer reaches for his weapon. With catlike reflexes, Smith raises his laser rifle and fires, striking the Visitor in the chest. He then runs into the startled crowd, pushing his way past Mike Donovan.





EXT. LOS ANGELES MEDICAL CENTER/PERIMETER

Smith runs through a wooded area, but finds his escape route blocked by a force field which runs along the perimeter of the hospital grounds. However, Abraham Bernstein is standing on the other side of the force field and throws an object into it which causes a section of the force field to collapse.

ABRAHAM: Hurry. It won't last long.

Smith runs through the breech in the force field.

SMITH: Good work, old man. Let's get out of here.

However, several squad cars converge on the area. Police officers pour out with their weapons drawn.

POLICE OFFICER: Freeze! Put your hands in the air!

Smith turns only to find shock troopers massing behind him on the other side of the deactivated force field. Smith turns back to face the police officers.

SMITH: You fools! Don't you realize what's happening? The Visitors are getting ready to destroy us, and you're acting like sheep being led to the slaughter.

POLICE OFFICER: Shut up and put your hands in the air! You're totally surrounded. There's nowhere left for you to go.

SMITH: You're wrong, my friend.

Smith steps back in between the force field pylons. When the force field reactivates, Smith is caught within it and vaporized.





INT. LOS ANGELES MEDICAL CENTER/HALLWAY

Close-up on television at the nurse's station: A videotape of Lydia's exploding limousine is shown.

REPORTER: (on television) Events have been rapidly unfolding since the shocking assassination of the Visitor's supreme commander. Law enforcement sources have confirmed that the suspected assassin, a male human disguised as a member of the Visitors' hospital security detail, took his own life before he could be captured. The World Liberation Front again has claimed responsibility for the assassination and warned that further attacks would take place as long as the Visitors remained on the planet. When asked to comment, the LAPD and FBI would only confirm that their investigation into a broader conspiracy was ongoing.

A nurse is watching the television when the phone rings. She answers it.

NURSE: Hello. (pauses) She's right here. Let me get her.

A few feet away from the nurse's station, Julie is being questioned by Detective Fox. The nurse walks over to her.

NURSE: Dr. Parrish, there's a call for you. They said it's urgent.

JULIE: Would you excuse me for just a second?

FOX: Certainly.

Julie walks over the nurses station and picks up the telephone.

JULIE: Hello. This is Dr. Parrish.





INT. BERNSTEIN HOME

Stanley Bernstein is on the phone while Lynn Bernstein is standing behind him with a concerned expression on her face.

STANLEY: Julie, this is Stan Bernstein. I'm sorry to be calling you at such a bad time, but Robin is missing. And so is my father. (pausing) I went over there and checked, but there's no sign of her. We're really beginning to worry.





INT. LOS ANGELES MEDICAL CENTER

Julie rubs her forehead.

JULIE: Okay. Why don't you call the police and file a missing persons report, and I'll come over there as soon as I can. (pausing) All right. I'll see you later. Good bye, Stanley.

Julie hangs up the phone and walks back over to Detective Fox.

JULIE: Detective, I don't know what more I can tell you. I was a member of the resistance, but I'm not a terrorist.

FOX: No one has accused you of anything, Dr. Parrish. This is merely routine questioning. It's standard procedure in any investigation.

JULIE: Then when will I be able to leave?

FOX: You can go in a few minutes. However, I'm asking that you stay in L.A. for the next few days in case we might need to talk to you further.





EXT. LOS ANGELES MEDICAL CENTER/ENTRANCE

Mike Donovan finishes talking to the police officer when someone approaches him from behind.

PETER (Off-screen): Mr. Donovan?

Mike turns around to face Peter.

MIKE: Yes?

PETER: Martin asked me to deliver this message to you.

Peter pulls piece of paper out from his uniform and hands it to Mike.

PETER: Destroy it when you're finished.

Peter then leaves. Mike opens the paper. As he reads it, Julie approaches him.

JULIE: Mike!

Mike looks up.

JULIE: Are you all right?

MIKE: I'm fine, but I just got this message from Martin.

JULIE: What does it say?

MIKE: He wants me to meet with him. He's says its urgent.

JULIE: Then I guess we both have important places to go to. I got a call from Stanley Bernstein. He said Robin and Abraham are missing.

MIKE: Missing?

JULIE: Yeah. I didn't have time to get into the details with him, but I'm going over there right now.



MIKE: Then I guess I'll talk with you later.

JULIE: Be careful, Mike.

MIKE: I always am.





INT. POLICE STATION

Detective Fox looks through a one-way window. On the other side, Abraham is sitting with a female detective in an interrogation room.

FEMALE DETECTIVE:(to Abraham) Sir, I just want to know your name. That's all. Just your name.

ABRAHAM: I told you. I'm not going to answer any of your questions.

Detective Fox lets out a sigh. A police officer comes in and walks over to him.

POLICE OFFICER: Sir, I think you might want to look at this missing person's report.

Fox takes the report and looks at it. A picture of Abraham is included with it. Fox then looks at Abraham through the window.

FOX: Let's follow up on this.





INT. ABANDONED WAREHOUSE

The inside of the old warehouse is pitch black until the door opens which allows light to fill the musty interior. Mike enters, his shadow stretching out before him. There is dead silence as Mike scans the interior trying to spot someone. Suddenly, something blocks the light behind him, and he turns around to see someone's silhouette outlined in the bright light coming from beyond the open door.

MIKE: Martin?

MARTIN: Yes, Mike. It's me.

Martin approaches and comes into sight.

MARTIN: I'm glad Peter was able to find you. We don't have much time. You and the rest of your planet are in grave danger.

MIKE: I don't like the sound of that. What's going on?

MARTIN: Maximillian freed Diana.

MIKE: What?! How is that possible?

MARTIN: The investigation concluded that James framed Diana and conspired with the Fifth Column and the resistance to kill the Leader. After James' execution, Lydia ordered the arrest of every known and suspected member of the Fifth Column. I was forced into hiding.



MIKE: How could she do that when she and so many other witnesses saw what actually happened? It's insane!

MARTIN: Lydia knew the direction the wind was blowing. Besides, soon there'll be no witnesses left. They're all disappearing. That's why Peter helped me to escape from the Mothership so I could warn you. You and Julie are also witnesses and, therefore, likely targets for elimination.

MIKE: How can Diana get away with this?

MARTIN: I'm afraid she's only a small part of a much larger conspiracy. It appears that the Leader kept his mission to Earth a secret until the very last moment so that no one, including Maximillian, could stop it. Unfortunately, the Leader underestimated the treachery of his opponents.

MIKE: So the entire peace treaty is a sham...a smoke screen.

MARTIN: Yes. Maximillian is using it to hide his true intentions and to bide time until reinforcements arrive for a new offensive. Fifty divisions of the Shadow Guard have already been sent to earth.

MIKE: Fifty divisions of the what?

MARTIN: The Shadow Guard. Originally, they were the Leader's bodyguard, but they grew into an elite paramilitary army. You've never encountered them before because they were deployed on the front lines to fight the Leader's enemy.

MIKE: Then they'll have to fight the resistance as well.

MARTIN: I must warn you, Mike. Unlike our military, the Shadow Guard has no code of honor to restrain its excesses. They're feared both for their brutality and ruthless efficiency And now that our scientists have discovered how to fold space, they can be quickly sent to your planet in large numbers.

MIKE: Then we have to make contact with the World Liberation Front and let them know what's going on.

MARTIN: The Fifth Column is already one step ahead of you. Although much of our network has been destroyed, we've still managed to communicate with them. Right now, though, the most important thing is for you and Julie to get to safety.

MIKE: What about you?

MARTIN: The Fifth Column has established a sanctuary in San Francisco. I'll meet you there, but you'll need this.

Martin takes a ring off his finger and gives it to Mike.

MARTIN: When you get to San Francisco, press the crystal on the ring, and it will send out a homing signal so we can find you.

Mike puts the ring on his finger.

MARTIN: Now I better go. The longer I stay here, the greater the danger for both of us.

Mike holds out his hand.

MIKE: Good luck, my friend.

Martins shakes it.



MARTIN: The same to you, Mike.

Martin puts on his dark glasses and exits through the door. Mike accompanies him.





EXT. ABANDONED WAREHOUSE

Upon stepping outside, Martin and Mike are confronted by a wall of Visitors dressed in the black security uniforms of the Leader's Shadow Guard.

MARTIN: Run Mike!

Martin pulls out his sidearm and fires at the Visitors who promptly return fire. Seeing that he is overpowered and outnumbered, Martin runs toward his shuttle. However, he cannot escape their fire and is hit several times before falling to the ground. Mike turns and sees his dead friend's body lying on the ground.

MIKE: Martin!

The Visitors then turn their fire toward Mike. Unable to reach his car, Mike runs around the corner of the warehouse, but not before being hit in his right arm.





EXT. ALLEY

Clutching his arm, Mike dashes down a narrow alley between two buildings. At the end of the alley, Mike finds himself on a busy sidewalk running along a street full of traffic.





EXT. LOS ANGELES STREET

Mike makes his way across the busy street to the opposite side. He is beginning to become disoriented due to the blood loss from his arm where he was hit. Seeing a taxi cab parked by the curb, Mike runs over to it and gets in.





INT. TAXI CAB

The taxi driver is sitting in the front seat eating a sandwich when Mike gets in.

MIKE: I've got to get out of here!

TAXI DRIVER: Didn't you see the sign, mister? I'm on my break.

Mike grabs the half-eaten sandwich out of the driver's hand and throws it out the window.

MIKE: Let's go! I don't have time to argue with you!



TAXI DRIVER:(half startled) Okay. Whatever you say.

The driver starts the cab and pulls out onto the street. He looks at Mike's arm again through the rear-view mirror.

TAXI DRIVER: What happened to your arm? Maybe I should take you to a hospital.

MIKE: No. I got to get home.





INT. BERNSTEIN HOME/DINING ROOM

Julie is sitting at the dining room table with Stanley and Lynn Bernstein.

STANLEY: It just doesn't make any sense. What could've happened to them?

JULIE: What did the police have to say?

STANLEY: Not much. Since they haven't been missing for more than 24 hours, all they could do was stay on the lookout for them. A lot of good that'll do.

LYNN: But how far can an seventy-five year old man go?

The door bell rings.

STANLEY: I'll get it.

Stanley gets up and leaves the room.





INT. BERNSTEIN HOME/LIVING ROOM FOYER

Stanley opens the door. Abraham stands at the door with two police officers on either side of him. Stanley is surprised.

STANLEY: Father! What happened to you?! We were worried sick!

FIRST OFFICER: Are you Stanley Bernstein?

STANLEY: Yes, I am.

The officer hands him a piece of paper.

FIRST OFFICER: Sir, I have a warrant to search the premises.

STANLEY: A warrant to search the premises? Why?

FIRST OFFICER: We have reason to believe that your father was involved in the assassination of the supreme commander.

STANLEY: What?! That's ridiculous! This must be some kind of joke! (to Abraham) Dad, what are they talking about?



Lynn and Julie come up behind Stanley.

LYNN: What's going on, Stanley?

STANLEY: They want to search the house because they think my dad was involved in the assassination.

SECOND OFFICER: Sir, I'm going to ask all of you to step aside so we can come in.

Stanley, Lynn, and Julie get out of the way as the two officers escort Abraham into the house.





EXT. MIKE DONOVAN'S APARTMENT BUILDING

The taxi cab pulls in front of the apartment building. Mike gets out and walks up to the driver's window.

MIKE: I need you to wait here while I go in and get my son.

TAXI DRIVER: I'm sorry, friend, but this is the end of the line for me. You're on your own.

The cab drives off.





INT. MIKE DONOVAN'S APARTMENT/LIVING ROOM

Mike Donovan enters his apartment. Sean is sitting in the living room watching television.

MIKE: Sean, are you all right?

SEAN: Yeah, dad.

Sean looks at Mike's arm.

SEAN: What happened to your arm?

MIKE: It's a long story. I'll tell you later. I want you to go to your room and get your things.

SEAN: Why?

MIKE: I can't explain right now. Just go and do what you're told.

SEAN: Yes, sir.

Sean leaves the room. Mike goes over to the telephone and makes a call.

MIKE: Lynn, this is Mike Donovan. Is Julie still there? I need to talk to her.







INT. BERNSTEIN HOME/ABRAHAM'S BEDROOM

Stanley watches as two police officers search Abraham's bedroom. The officers do not seem too concerned about neatness.

STANLEY: This is outrageous! My father is not some kind of criminal!

FIRST OFFICER:(to second officer)Get him out of here.





INT. BERNSTEIN HOUSE/KITCHEN

Julie talks to Mike on the phone.

JULIE: All right, Mike. I'll get over there somehow. Bye.

Julie hangs up the phone.

LYNN: Is everything okay?

JULIE: Lynn, I have to leave. Mike and his son need my help.

LYNN: Then you better go out through the back.

JULIE: I'll return as soon as I can.

Abraham comes into the kitchen.

ABRAHAM: Before you leave, there is something I want to give you.

Abraham takes a ring off his finger and gives it to Julie.

JULIE: Abraham, I can't accept this.

ABRAHAM: You may need it. If you're in trouble, press the crystal. It sends out a signal.

JULIE: To whom?

ABRAHAM: Friends in the Fifth Column.





INT. MIKE DONOVAN'S APARTMENT/BATHROOM

Mike Donovan wraps gauze around his bleeding arm. He calls out to Sean.

MIKE: Sean, we need to get moving. Are you ready?

He gets no response.

MIKE: Sean? Talk to me.



There is still no response.





INT. MIKE DONOVAN'S APARTMENT/SEAN'S BEDROOM

Mike walls into Sean's bedroom and sees that it is empty. The window is open, and the wind blows the curtains. Mike walks up to the window and puts his head through.





EXT. MIKE DONOVAN'S APARTMENT BUILDING/FIRE ESCAPE OUTSIDE WINDOW TO SEAN'S BEDROOM - NIGHT

Mike pokes his head out of the window.

MIKE: Sean!

He hears a noise and gets out onto the fire escape. He looks up several flights and sees someone at the top of the fire escape climbing onto the roof. Mike goes after him.





EXT. MIKE DONOVAN'S APARTMENT BUILDING/EDGE OF THE ROOF

Mike reaches the top of the fire escape and climbs a ladder to the roof. Just as he is about to reach the top, two men in dark glasses emerge from over the edge of the roof and reach out to grab him. Startled, Mike instinctively leaps back and falls onto the landing of the fire escape. The two men come down after him. Mike gets up and notices two more men coming up from below. Realizing that he can no longer move up or down, he swings over the railing and onto the narrow ledge running along the side of the building. Mike fights to maintain his precarious balance while keeping distance between himself and his pursuers who are following him along the ledge. The blood loss from his arm inhibits his ability to concentrate. He reaches a storm water pipe running down the side of the building from the roof. He grabs the pipe and tries to climb up it. The pipe, however, is not designed to hold Mike's weight and pulls away from the wall. Mike is able to grab onto the roof ledge and hangs precariously from it. Sean appears at the edge of the roof and looks down at his father.

SEAN: Dad, give me your hand.

Sean extends his hand. As Mike reaches out, a man in dark glasses appears beside Sean and grabs Mike's hand.

MIKE: No!

Mike pulls away and falls.

MIKE: Seannnn!

Everything goes black.







INT. BERNSTEIN HOME/ABRAHAM'S BEDROOM

The two police officers continue to search through Abraham's bedroom. The first officer removes the mattress from the bed. A newspaper is concealed underneath it. The first officer picks it up and looks through it.

FIRST OFFICER: I think you should see this.

The second officer comes over a looks through it.

SECOND OFFICER: This contains a map of the motorcade's route to the hospital, a copy of the supreme commander's itinerary, and security plans for the hospital.

FIRST OFFICER: I think we found the smoking gun.





INT. BERNSTEIN HOME/LIVING ROOM

Lynn, Stanley, and Abraham Bernstein are sitting in the living room. The two police officers return from Abraham's bedroom and hand the incriminating newspaper to Detective Fox who looks at it.

FOX: I think you might find this rather interesting, Mr. Bernstein.

The detective hands the paper to Stanley who looks through it.

STANLEY: Where did you get this?

FOX: It was hidden in your father's bedroom.

Stanley looks at the officers in disbelief and then looks over at Abraham.

STANLEY: Dad?

Abraham bows his head.

ABRAHAM: I'm sorry, son.

STANLEY: Why?

DETECTIVE: I thought maybe you could answer that question, Mr. Bernstein.

STANLEY: I don't know what you're talking about. I've never seen this before.

ABRAHAM: He's telling you the truth. He didn't know about any of it.

FOX: (turns to Abraham) Then who did? Where did you get this?

Abraham remains silent, and the detective loses his patience.

STANLEY: Father?!

ABRAHAM: I don't have anything more to say.

FOX: All right then. All of you are going to have to come down to the station.

The detective looks around and turns to one of the police officers.

FOX: I thought you told me that there was another person here.

OFFICER: There was. A woman with blonde hair.

The detective turns to Lynn and Stanley.

FOX: Who was this woman?

LYNN: Her name is Juliet Parrish.

There is a flash of revelation in the detective's eyes.

FOX: Where did she go?

LYNN: She had to leave about fifteen minutes ago.

The detective turns to one of the officers.

FOX: Put out an APB to all units. I want her taken into custody.





EXT. STREET APPROACHING MIKE DONOVAN'S APARTMENT BUILDING

Julie drives toward Mike Donovan's apartment building. The red and blue flashing lights of several patrol cars are visible ahead. As Julie approaches, she can see several police officers and Visitor shock troopers standing along the sidewalk. A police officer steps out into the street a few yards in front of her and waves his arms. Julie stops, and the officer walks over to her window.

OFFICER: Ma'am, this area has been closed off. Do you live here?

JULIE: No. I'm visiting someone.

OFFICER: Who?

JULIE: His name is Mike Donovan.

The officer turns on his flashlight and shines it in Julie's face. He then steps back and reaches for his revolver.

OFFICER: Step out of your car, Ms. Parrish

Julie throws her car into reverse and turns onto a side street.





INT. JULIE'S CAR

Julie can see flashing lights in the sky in back of her. The lights get brighter until Julie can see that they belong to a Visitor skyfighter. Suddenly, without warning, it opens fire on her. The back window shatters.





EXT. LOS ANGELES STREET

Smoke pours from the rear of Julie's car as it loses control and drives over the sidewalk, smashing into a store front window.





INT. JULIE'S CAR

Julie is slumped over the wheel and still semi-conscious. The sounds of sirens grow louder until several police cars come around the corner, stopping just short of the car. An ambulance follows them. Julie can see the police come toward the car. One of the officers pries open the door and examines her.

OFFICER: She's still alive.

Two paramedics wheel a stretcher over to the car.





INT. AMBULANCE

The medics lift the stretcher into the ambulance. A large cut stretches along Julie's forehead. One of the medics sits besides Julie trying to make her comfortable.

JULIE: Mike.... Mike....

MEDIC: Just relax, ma'am. We're getting you to a hospital.

Julie looks up at the medic, and his face begins to blur. Julies squints, trying to focus. In her delirious condition, the medic's face becomes Mike Donovan's.

MIKE'S IMAGE: You're going to be all right.

Everything goes black as Julie slips out of consciousness.





INT. LOS ANGELES MEDICAL CENTER/HOSPITAL ROOM - AFTERNOON

Julie awakens. A blurred image stands in front of her. Slowly, it takes on the shape of Dr. Jim Thomas.



JULIE: Jim?

JIM: Yes, Julie. It's me. How do you feel?

JULIE: Like I was hit in the head with a sledgehammer.

JIM: You were brought in with a hairline fracture, a concussion, several bruised ribs, and a number of cuts and lacerations. You remember what happened?

JULIE: No. Not really. Everything is kind of hazy.

JIM: You had an accident. You lost control of your car and drove it through a store front window.

JULIE: Was anyone hurt?

JIM: The front of the store was totaled, but nobody was inside at the time.

JULIE: I don't remember any of that.

JIM: Don't worry. Things will come back to you. Just give it some time. There's someone here waiting to see you. Do you mind having a visitor?

JULIE: Not at all.

Jim goes over to the door and opens it. Robin comes into the room.

ROBIN: Hi, Julie.

Julie is vaguely surprised to see Robin.

JULIE: Robin?

ROBIN: I rushed right over when I heard what happened. You really had me worried there for a while.

Julie stares at Robin without responding.

ROBIN: Julie, are you all right?

Julie snaps out of her trance.

JULIE: What? Oh, I'm sorry, Robin. I guess I'm still a little tired.

ROBIN: Maybe I should go and let you get some rest.

JULIE: No, please stay. I could use the company. That's if you don't mind.

ROBIN: Of course not. I'll always be here for you.





INT. LOS ANGELES MEDICAL CENTER/HOSPITAL ROOM - NIGHT

Julie wakes up again after having taken a nap. She looks over and sees Robin snoozing in a chair. She then looks over at the night stand and sees a remote control for the television. She takes the remote and turns on the television which is perched on the wall on the other side of the room. Close-up on television: V-SPAN.

ANNOUNCER (on television): This is V-SPAN. The Visitor Satellite Public Affairs Network. Next, we bring you remarks made by the Justin, the Visitor Ambassador, at a news conference taped earlier today in Washington.

Close-up on television: Justin stands at a podium with a red Visitor flag hanging behind him.

JUSTIN: (on television) It is with profound sadness that I come before you this morning to disclose the results of our investigation into the death of our Leader. We have determined that he was assassinated by elements of the resistance acting in conjunction with our own Fifth Column. Electronic surveillance was uncovered which conclusively establishes the a young man identified as Kyle Bates, a known resistance member, concealed himself onboard the Leader's shuttle shortly before it left with the Starchild. One of our own officers, Lieutenant James, confessed that he and other Fifth Column sympathizers provided Bates with a powerful antimatter explosive and helped smuggle him on the Leader's shuttle. Shortly after this plot was exposed, Martin, the supreme commander's adjutant and an important leader of the Fifth Column, fled from the Los Angeles Mothership and was later killed in a bloody shootout with our security forces.

Suddenly, Julie's repressed memories come to the surface. She looks at the ring which Abraham gave her. With great pain, she gets out of a bed and rouses Robin.

JULIE: Robin, wake up.

Robin awakens.

ROBIN: Julie, what are you doing? You should be in bed.

JULIE: Robin, listen to me, I have to get out of here.

ROBIN: What are you talking about? You're in no condition to go anywhere.

JULIE: I can't explain it all to you right now. I need your help.

ROBIN: I'm sorry, Julie, but you're staying right here. Now get back in bed.

Julie is taken aback by Robin's tone of voice.

JULIE: I won't be talked to like a child. I'm leaving with or without you.

Julie walks over to the door and opens it. Police officers and shock troopers are standing outside. They grab her and carry her back to her bed. She struggles in vain.

JULIE: No! Let go of me!

Jim Thomas walks over to her with a needle syringe. He sticks the needle into a bottle and extracts some of the fluid.

JULIE: Jim, what are you doing?

JIM: It's only a sedative. It'll help you relax.

Jim tests the syringe.

JULIE: Please, Jim, don't do this. Just tell me what's been going on here?

Jim sticks the needle in Julie's arm despite her protests. She stops struggling and becomes very quiet. A gurney is wheeled into the room.







INT. LOS ANGELES MEDICAL CENTER/LONG CORRIDOR

Julie looks up at the faces above her as she is lying down on the gurney. Hospital attendants are rolling her down to the operating room. Still under the effects of the sedative, Julie feebly utters her opposition. Jim Thomas walks along side her and looks down.

JIM: Just relax. There's nothing to worry about.





INT. LOS ANGELES MEDICAL CENTER/OPERATING ROOM

Julie is wheeled in and lifted onto the operating table. Her head, which is covered with a surgical cap, is placed into a kind of vice projecting off the edge at the head of the table. A Visitor nurse tightens the brace on either side of Julie's head so as to keep it in place. A second nurse straps her to the table. Marcus comes into the room and takes his place at the table next to Jim Thomas.

MARCUS: Hello, Dr. Parrish. I have to apologize for the delay. We would have started as soon as you were brought in, but you had a rather severe concussion. Dr. Thomas thought surgery would be dangerous in your condition. We certainly didn't want any harm to come to you. (turns to Jim) So what is her present condition, Dr. Thomas?

JIM: There has been considerable improvement. The swelling in her frontal and parietal lobes has subsided. I don't see any danger in proceeding with the surgery.

MARCUS: Very good. The psychotropic drugs we gave her weren't having the effect that I had hoped.

JULIE: What are you going to do to me?

MARCUS: I'm glad you asked me that question, Dr. Parrish. Being both a scientist and a doctor, I'm sure you'll appreciate what I am about to show you.

Marcus goes over to a table and removes a cloth covering it, revealing rows of surgical instruments. He picks up what looks like a long and thin drill bit. He hold the object up so that Julie can see it.

MARCUS: While it may not look like much, I'm very proud of my little invention. I call it a neurotransmitter. An incision will be made in the back of your neck, and this device will be inserted through the foramen magnum into your brain stem where it will send out a complex series of neural impulses into the cerebral cortex.

JULIE: Why?

MARCUS: I'm surprised you haven't already guessed the answer. It makes conditioning of the human mind both easy and instantaneous. Through the use of simple verbal commands, a subject's memories or identity can be erased or altered without any residual psychological trauma. Your friend's son, Sean Donovan, confirmed that.

JULIE: You're a monster.

MARCUS: On the contrary, I am offering a great gift to humanity. Soon your people will no longer know the scourge of mental illness. Psychological disorders, both large and small, will be wiped out overnight.

JULIE: As will the ability of anyone to oppose your new leader's plans.

MARCUS: Now there is the root of your problem, Dr. Parrish. You harbor such deep suspicions of our motives that you've completely lost touch with reality. Your hostility toward us has developed into a psychosis manifesting itself in paranoid delusions and extreme antisocial behavior. But don't worry, Julie, we will cure you.(turns to Jim) Let's proceed, doctor.

Jim comes up to Julie with a mask in his hand.

JULIE: Jim, please, don't do this. He's done something to your mind. You have to fight it.

Jim puts the mask over Julie's mouth.

JIM: Breathe deeply, Julie. It's useless to resist.

A voice calls out from behind them. It belongs to Elliot Baker, the hospital attendant.

ELLIOT (off-screen): Stop right there.

Jim and Marcus turn around and see Elliot standing at the door of operating room with a sawed-off shotgun pointed at them.

JIM: Elliot, what are you doing in here. This area is restricted.

ELLIOT:(pointing at Julie) Untie Dr. Parrish and put her on the gurney.

MARCUS: I don't think you understand the situation, young man. Dr. Parrish is a very sick woman.

ELLIOT: I know the situation all too well. So shut up and do what you're told. I won't hesitate to use this.

Julie is taken off the operating table and placed on the gurney. Elliot takes the gurney and point his rifle at Marcus.

ELLIOT: You're coming with me. If anyone tries to stop me, you'll answer for it.

Elliot follows Marcus who pushes the gurney out of the operating room at gunpoint.





INT. LOS ANGELES MEDICAL CENTER/CORRIDOR

Elliot continues to follow Marcus who pushes the gurney down the hospital corridor. They stop in front of an elevator. Elliot presses the down button and waits. The doors open and they get in.





INT. LOS ANGELES MEDICAL CENTER/ELEVATOR

The elevator begins to descend.

ELLIOT: Can you stand, Dr. Parrish?

JULIE: Yes... I think so.

Elliot helps Julie up. The door opens and they exit.





INT. LOS ANGELES MEDICAL CENTER/STAFF PARKING LOT

Julie, Elliot, and Marcus enter the hospital's parking lot through the staff exit. Suddenly, two men in dark glasses step from the shadows taking Elliot by complete surprise. Marcus breaks away from Elliot.

MARCUS: Stop them!

Elliot fires at the two men before they can act and forces them to take cover. Elliot and Julie do the same and crawl along a row of parked cars. They take refuge between two cars, giving Elliot time to reload. While Elliot is crouched on the ground and in the process of reloading, two legs suddenly appears to Elliot's right. Elliot jumps up to fire his gun, but the attacker with a single motion knocks the rifle from Elliot's hand. Elliot quickly retaliates with a sucker punch to the man's face which knocks off his dark glasses, exposing a pair of red serpentine eyes underneath. Visibly annoyed, the Visitor strikes Elliot across the chin, sending him reeling to the ground. The Visitor then bends down, grabs Elliot's head, lifts him to his feet, and swings him over the hood of the car and into the windshield. Julie, who lies almost helpless on the ground, sees Elliot's rifle on the ground a few feet away from her. She tries to get hold of it. Meanwhile, the Visitor realizes that he has beaten Elliot and is about to finish him off. The alien has Elliot's head in his crushing grip. Elliot groans in pain. Suddenly, the sound of a gun blast echoes. Green blood runs from the Visitor's mouth, and the alien releases his grip and slumps over onto Elliot. Julie stands in back of the fallen Visitor with the rifle in her hand. Elliot crawls off the car toward Julie.

ELLIOT: Let's go. There's another one out there, and more are probably on the way.

As they run down another row of cars, a laser blast zips by their heads and hits a nearby car, blowing out its tire. Elliot turns and fires back at the attacker who sneaks away. They continue on until they reach Elliot's car. He unlocks the front passenger door and helps Julie in. He then gets behind the wheel, starts the car, pulls out, and drives toward the garage's exit. As they near the opening, the second Visitor runs out in front of them. The Visitor raises his pistol and fires right at them, striking the hood of the car. Elliot does not slow down, and the alien jumps out of the way as the car guns through the exit and makes a sharp turn onto the adjoining street.





INT. ELLIOT'S CAR

Steam pours from the hood, and the car begins to shudder.

ELLIOT: Damn it! I'll have to pull over and hide this thing.







EXT. ALLEY

Elliot manages to turn into a darkened alley and park beside a dumpster before the car dies.





INT. ELLIOT'S CAR

Elliot sighs and stare out of the window.

ELLIOT: So much for plan A. Now if only I had a plan B.

JULIE: I know of a place where we can hide. It's not far from here.

Elliot turns to Julie.

ELLIOT: Coming to my rescue again, are you? You're giving me an identity crisis, Dr. Parrish.

JULIE: I'm just returning the favor, Elliot. Let's go.





INT. CHURCH SHELTER

Elliot and Julie enter a church homeless shelter which quarters a motley assortment of street people. A young nun, Sister Anne, walks over to them.

SISTER ANNE: Welcome. Are you looking for a place to stay?

JULIE: Yes, sister, if you have room for us.

SISTER ANNE: Of course we do. We never turn away anyone in need.

Sister Anne notices Julie's hospital gown and Elliot's cuts and bruises.

SISTER ANNE: Look at you. Where have you been?

ELLIOT: The streets can be mean, sister.

SISTER ANNE: Go and make yourselves at home. I'll bring you some decent clothes and a first aid kit.

Elliot and Julie walk over to a cot and sit down. A disheveled-looking man lies on an adjacent cot. He looks at Julie and gives her a toothless grin.

DISHEVELED MAN: Spendin' the night, ma'am?

JULIE: Yes...I think so.

DISHEVELED MAN: Don't see many ladies here. At least, not purdy ones like you. (points to Elliot) He your boyfriend?



Elliot becomes visibly irritated.

ELLIOT: I think you should mind your own business, friend.

DISHEVELED MAN: Hey, no need to get sore. Just asking.

The disheveled man turns over on his cot and goes to sleep. Sister Anne returns with some clothes and hands them to Julie.

SISTER ANNE: The style is a bit out of date, but I think they'll fit you.

JULIE: Thank you.

She hands Elliot a first aid kit.

SISTER ANNE: Maybe you should have a doctor look at those.

ELLIOT: I'll be fine. (nodding toward Julie) She can take care of me.

JULIE: Sister, I was wondering if you could do one more favor for me?

SISTER ANNE: I'll try.

JULIE: I need you to contact Father Conley and tell him that I have to see him. My name is Julie Parrish. He'll know who I am.

SISTER ANNE: It's getting pretty late. Can it wait until morning?

JULIE: I'm afraid not. It's rather urgent.

SISTER ANNE: All right. I'll call the rectory.





INT. CHURCH SHELTER - EARLY MORNING

Father Conley enters the church shelter. Sister Anne approaches him and points over to Julie and Elliot. Father Conley walks over to them.

FATHER CONLEY: Julie, it really is you. I thought Sister Anne was mistaken when she called me. How did you end up here?

JULIE: I'm afraid it's a rather long story, father.

FATHER CONLEY: Why don't we go in the back and talk.





INT. CHURCH SHELTER/BACK ROOM

Father Conley turns on the light in a small sparsely furnished room and invites Elliot and Julie to come in.

FATHER CONLEY: This should give us a little more privacy.

Elliot and Julie walk over to a bed in the corner of the room and sit down. A crucifix hangs on the wall behind them. Father Conley walks over to a window and closes the curtains. Father Conley pulls a chair from a desk underneath the window and sits down.

FATHER CONLEY: So what can I do for the two of you?

ELLIOT: We need a place to hide until we can get out of the city.

FATHER CONLEY: Who are you hiding from?

JULIE: The Visitors.

Father Conley becomes nervous.

FATHER CONLEY: It has to do with the assassination at the hospital, doesn't it?

JULIE: Father, we had nothing to do with that. I give you my word.

FATHER CONLEY: Then why are they after you?

JULIE: Because I know their true plans. The Visitors want to wipe out the resistance before they invade the planet.

FATHER CONLEY: But they signed a peace treaty.

ELLIOT: That treaty isn't worth the paper it's printed on. It's all a trick.

JULIE: He's right, father. We're all in terrible danger.

FATHER CONLEY: To be honest, I don't know what to think. But if you're telling me the truth, then I can't just turn you away.

ELLIOT: We won't stay long. We just need to get some transportation out of L.A.

JULIE: I bet Elias could help us.

FATHER CONLEY: I'll try to find him for you.

JULIE: Thanks, father.

Father Conley gets up and leaves. Elliot rubs his bruised cheek and finds that a cut on it has reopened.

JULIE: Here, let me take a look at that.

Julies takes a bottle of rubbing alcohol and some bandages from the first aid kit that Sister Anne gave them.

JULIE: I never had the chance to thank you for coming to my rescue.

ELLIOT: As you said in the car, you've already returned the favor.

JULIE: But you put your neck out for me.

Julie dabs Elliot's cut with the alcohol.

ELLIOT: Ouch!

JULIE: Sorry.

ELLIOT: I was only performing the mission I was sent here to do.

JULIE: What?

ELLIOT: I'm an undercover operative for the World Liberation Front. I was sent here to recover you and take you to safety.

JULIE: And kill Lydia too?

ELLIOT: Actually, my partner was responsible for taking out Lydia. I had to stick around to rescue you.

JULIE: Why?

ELLIOT: Because you're valuable to the resistance. You developed the red dust.

JULIE: No, I mean why did you assassinate Lydia?

ELLIOT: Isn't it obvious?

JULIE: But, Elliot, that strategy is making the resistance look like the aggressor.

ELLIOT: This is not a public relations war, Dr. Parrish. It's a war of survival. It's either kill or be killed.





INT. CHURCH SHELTER/DOOR OUTSIDE BACK ROOM

Father Conley stands behind the door and listens to the conversation inside the room, disturbed by what he hears.





INT. POLICE STATION/WAITING AREA

Marjorie sits in the crowded waiting area as Detective Fox walks through. She gets up and goes over to him.

MARJORIE: (frustrated) Detective, I want to know what's going on! Where's my son?!

FOX: Sean is fine. Please have a seat, and you'll see him shortly.

A police officer walks over to Fox.

OFFICER: Sir, good news. We found the car.





INT. CHURCH SHELTER/BACK ROOM

Julie is lying on the bed listening to a radio.

ANNOUNCER (on radio) The search for Juliet Parrish, a member of the Los Angeles resistance, continues this morning. Last night, Parrish escaped from Los Angeles Medical Center where she was being treated for injuries she received after attempting to elude arrest for her suspected involvement in the assassination the Visitors' supreme commander. The Los Angeles Police Department is also searching for the man who helped her escape. He has been identified as Elliot Baker, a hospital attendant, who the police believe may be linked to the World Liberation Front.

There is a knock at the door. Julie turns off the radio.

JULIE: Come in.

The door opens and Elliot comes in with Elias.

ELLIOT: Hey, Julie, so this is where you're hiding.

JULIE: Elias, am I glad to see you.

ELIAS: They've been combing the streets lookin' for you.

JULIE: So I've heard.

ELIAS: They're also rounding up anyone linked to the resistance. They claim it's only for questioning, but I know better. I've been keeping a low profile.

JULIE: That's good because I don't know who else is left besides you and me.

ELIAS: Then we got to stick together. What do you need me to do?

JULIE: We have to get out of L.A., but our car broke down.

ELIAS: There's no trouble getting some wheels, but getting out of L.A. is somethin' else altogether. The entire city is sealed shut. No one is being allowed to leave the city without permission.

ELLIOT: Great. We're in a prison of three million people.

JULIE: But no prison is completely escape proof. There has to be a way to get out.

Julie looks down at the ring that Abraham gave her.





EXT. ALLEY

A number of police officers have assembled around Elliot's abandoned car, looking for evidence. The entire area is sealed off with yellow police ribbon. An unmarked car pulls up to the opening to the alley. Detective Fox gets out of the car, walks under the police tape, and approaches the officers.

FOX: So what do you have for me?

OFFICER: Looks like we found the getaway vehicle. The engine's fried. They couldn't have gotten very far on foot.

FOX: Then I want a sweep of the entire area. Search every city block within walking distance.

OFFICER: Yes, sir.





INT. CHURCH SHELTER

Peter enters the shelter. Sister Anne sees his Visitor uniform and becomes alarmed. She cautiously approaches him.

SISTER ANNE: Can I help you?

PETER: I hope so. I'm with the Fifth Column. I received a coded distress signal originating from this building.

An expression of relief comes over the sister's face.

SISTER ANNE: Good. I'm glad you received it. Follow me.





INT. CHURCH SHELTER/BACK ROOM

Julie and Elliot are sitting in the room looking over a map when Sister Anne enters.

SISTER ANNE: Julie, there's someone here to see you. He says he's with the Fifth Column.

Peter comes to the door.

PETER: It's good to see you again, Dr. Parrish.

JULIE: I'm glad to see you too, Peter. At least, we know the ring works.

PETER: Where did you get that?

JULIE: Abraham Bernstein gave it to me. Did you give it to him?

PETER: As a matter of fact, I did.

JULE: Why?

PETER: Before his release, he was recruited by the Fifth Column to act as our agent in Los Angeles. He helped us pass on intelligence and offer other assistance to World Liberation Front.

JULIE: So then the Fifth Column was involved in Lydia's assassination.

PETER: Yes. After Lydia betrayed us and ordered our arrests, we were determined to strike back. Unfortunately, much of our network was destroyed. The few of us who escaped detection decided to help the World Liberation Front.

JULIE: We also need your help. We have to find a way out of L.A.

PETER: That won't be easy. Where are you headed?

ELLIOT: North.

PETER: North?

ELLIOT: I can't be more specific than that.

Peter pauses for a moment.

PETER: I might be able to help you. One of our members will be driving a delivery truck up the interstate to San Francisco. There's a service station just before the checkpoint leaving Los Angeles. I can have him wait there for you.

ELLIOT: We'll be there.

PETER: But you must be there by nine o'clock tonight, and I can't help you get there.

JULIE: Don't worry. We're already making arrangements.





EXT. LOS ANGELES STREET

The disheveled man from the church shelter is walking along the sidewalk with a bottle in his hand. Two police officer emerge from a store a few feet in front of him. The disheveled man sees them and instinctively turns around and walks in the other direction. The officers follow the disheveled man and call out to him.

FIRST OFFICER: Sir! Would you stop a minute! We need to talk to you!

The disheveled man stops, but does not turn around to acknowledge them. The two officers come up to him.

FIRST OFFICER: Relax. You're not in any trouble. We're just looking for two people who might be in the area.

The second officer shows the disheveled man pictures of Julie and Elliot.

SECOND OFFICER: Have you seen them?

DISHEVELED MAN: What's it worth to ya?

FIRST OFFICER: It isn't worth anything. We're appealing to your sense of civic duty.

DISHEVELED MAN: Sense of civic duty?! Ha! You're talkin' to the wrong man!

The second officer notices the disheveled man's open liquor bottle.

SECOND OFFICER: You know, sir, public intoxication is still against the law.

DISHEVELED MAN: So what you goin' to do to me? Throw me in jail? And take me away from this paradise?

The officers realize they'll have to pursue a different strategy.

FIRST OFFICER: How long has it been since you had a really good meal?

DISHEVELED MAN: Can't say, frankly.

FIRST OFFICER: Maybe we can go to that café across the street and talk over dinner. Our treat.

DISHEVELED MAN: Free chow?

FIRST OFFICER: That's right. How about it?

DISHEVELED MAN: Let me see those pictures again.





INT. CHURCH SHELTER/JULIE'S ROOM

Elias enters the room. Julie, Elliot, and Peter are still talking.

ELIAS: Hey, doc, I'm back. (sees Peter) Who's that?

JULIE: This is Peter. He's from the Fifth Column. He told us that a delivery truck is going to leave the city for San Francisco tonight, but we got to get to the interstate before it leaves.

ELIAS: No problem. I got us a Cadillac with dark tinted windows. They're never know whose driving it.

ELLIOT: Couldn't you find something a little more discrete?

ELIAS: Hey, man, I wasn't able to do a lot of shoppin' around. I got it from someone who owed me a favor.

ELLIOT: Was it a pimp or a drug dealer?

Enraged, Elias lunges for Elliot. Julie and Peter intervene.

JULIE: That's enough! We don't have time for this!

Everyone calms down.

JULIE: Elias, the car is fine. Thanks for getting it for us.

ELIAS: No problem, Julie.

JULIE: All right. We better get ready to leave.

Peter gets up.

PETER: I should be leaving as well. Good luck to all of you.

JULIE: Thanks for your help, Peter.

Peter leaves.





INT. CHURCH RECTORY/FATHER CONLEY'S OFFICE

Father Conley is writing at his desk when a church secretary comes into his office.

SECRETARY: Father, there's a detective from LAPD here who wants to talk to you.

Father Conley looks up.

FATHER CONLEY: What?

SECRETARY: A detective from LAPD is here to talk to you.

Father Conley tries to keep his composure.

FATHER CONLEY: Tell him I'll be right out.





INT. CHURCH RECTORY/RECEPTION AREA

The detective and several police officers are standing in the reception area of the church rectory when Father Conley comes in.

FATHER CONLEY: Hello. I'm Father Conley.

The detective walks over to him.

DETECTIVE: Father, I'm Detective Fox from LAPD. I'm sure you already heard about the two fugitives who escaped from Los Angeles Medical Center.

FATHER CONLEY: Yes, I have.

DETECTIVE: We have reason to believe that they may be in the area.

The detective shows him the pictures of Julie and Elliot.

DETECTIVE: Have you seen them?

Father Conley tries to come up with a response.

FATHER CONLEY: I don't know. I mean... I don't think so.

DETECTIVE: I need you to think hard, father. Try to remember.

Father Conley pauses as he looks at the pictures. He looks up and hands the pictures back to the detective.

FATHER CONLEY: I'm afraid I can't help you, detective.

DETECTIVE: Perhaps I can refresh your memory.

The detective turns to a police officer.

DETECTIVE: Bring him in.

The police officer leaves and then returns with the disheveled man who looks a little uncomfortable.

DETECTIVE: (to the disheveled man) Tell the father what you told me about the man and the woman in the photographs.

DISHEVELED MAN: Well... I said I saw 'em last night... at the church shelter.

The detective turns to Father Conley. The priest struggles to respond.

DETECTIVE: I could get a search warrant, but I'd prefer to have your cooperation. These two fugitives are wanted for cold-blooded murder. Hiding them is not an act of kindness or charity. Are they here?

FATHER CONLEY: Yes, they're still at the shelter, but I want your assurances that there'll be no violence.

DETECTIVE: You have my word, father.





INT. CHURCH SHELTER/BACK ROOM

Elliot, Julie, and Elias are getting ready to leave as Sister Anne comes running into the room.

SISTER ANNE: Hurry! You have to leave! The police are coming with the Visitors! They know you're here!

ELIAS: You heard the sister, it's time to hit the road.

Elliot, Julie, Elias, and Sister Anne make a quick exit.





INT. CHURCH GARAGE

Elliot, Julie, Elias, and Sister Anne enter the church garage. Elias' Cadillac is parked next to Sister Anne's car. Father Conley is waiting for them.

SISTER ANNE: Father, they got to leave. The police and Visitors are coming.

FATHER CONLEY: I know. I told them they were here. Julie, why did you lie to me?

ELLIOT: She didn't know the truth, father, until after I told her. Please don't punish her for my sins.

ELIAS: This isn't the time to hear confessions! We got to go!

FATHER CONLEY: You can't leave in that car. They'll know it's you.

SISTER ANNE: Then I'll take them in my car. They can hide in the trunk.

JULIE: We can't all fit in there. Besides, they'll be suspicious of any car we leave in.

ELIAS: Not if I take the Cadillac and create a diversion.

JULIE: Elias, that's suicide!

ELIAS: We don't have any choice, Julie. I'm doing this for Ben. He'd be proud of his little brother.

Julie embraces Elias. Tears stream down her cheeks.

JULIE: I'll never forget you, Elias.

ELIAS: Goodbye, Julie.

ELLIOT: Julie, we have to go.

ELIAS: (to Elliot) You take good care of her, you hear me?

ELLIOT: I swear it on my life.

Elias get into the Cadillac. Sister Anne helps Julie and Elliot into the trunk of her car. Father Conley approaches them.

FATHER CONLEY: I'm sorry for misjudging you, Julie. I'll try to hold them off as long as I can.

Father Conley leaves.

SISTER ANNE: When I close the trunk, you might have to hold it down. The latch isn't working too well.

ELLIOT: Sister, you'll need to drop us off at the gas station just before the checkpoint on the interstate.

SISTER ANNE: Roger.

Sister Anne closes the trunk, and opens the door to the garage. She gives a thumbs up to Elias, and the Cadillac pulls out onto the street.





EXT. STREET OUTSIDE CHURCH - DUSK

Elias exits from the garage and turns onto the street. Detective Fox sees the car drive by and calls out to the police officers and Visitor troopers assembled along the street.

FOX: Stop that car!

Troopers run up to the street corner and open fire. Several police cars pursue the Cadillac down the street. In the meantime, Sister Anne's car pulls out onto the street unnoticed and goes in the opposite direction.





INT. CADILLAC

Elias continues to avoid the laser blasts and the pursuing police cars. However, a Visitor skyfighter seems to sweep down from out of nowhere and fires on the car head on.





EXT. LOS ANGELES STREET

The Cadillac explodes in a huge ball of flame.





INT. SISTER ANNE'S CAR

At a distance, Sister Anne sees the explosion out of her rear review mirror. She quickly makes the sign of the cross.





INT. SISTER ANNE'S CAR/TRUNK

The trunk of the car is cracked open. Julie peers out and sees the fiery destruction.

JULIE: Oh, Elias.

ELLIOT: I'm sorry, Julie.





EXT. FRONT OF THE CHURCH

Detective Fox looks at the flaming wreckage in dismay. He walks up to a Visitor security officer.

FOX: Why did you open fire on them?! They were supposed to be taken alive!

VISITOR OFFICER: They were fleeing and had to be stopped.

FOX: But they didn't need to be killed. That was totally senseless.

VISITOR OFFICER: I suppose we don't share your concern for the lives of murderers.

The Visitor officer leaves as Father Conley approaches the detective.

FATHER CONLEY: You gave me your word that there would be no violence!

FOX: I'm sorry, father. It wasn't supposed to turn out this way.





INT. SISTER ANNE'S CAR

It is night as Sister Anne drives along the interstate. As she nears the city limits, she sees the checkpoint up ahead. It is manned by a number of policemen and Visitor shock troops. She drives off the interstate and pulls into a gas station.





EXT. GAS STATION

Sister Anne drives over to an inconspicuous area, exits the car, and opens the trunk. Julie and Elliot get out.

SISTER ANNE: Looks like we made it, although I must admit my faith was tested.

JULIE: Thank you, sister. We wouldn't be here without you.

SISTER ANNE: Most of the credit should go to Elias. He gave his life for you. There is no greater act of love.

JULIE: I know.

Sister Anne embraces her. Tears stream down Julies cheeks.

SISTER ANNE: You'll both be in my prayers. Godspeed.

ELLIOT: The same to you, sister. Goodbye.

Sister Anne gets into her car and drives away. Elliot notices a truck with a Visitor symbol pull into the station and park next to a fuel pump. The driver gets out of the cab, says a few words to the station attendant, and then makes his way to the men's restroom.

ELLIOT: That looks like our ride. Stay here. I'll be back in a minute.

JULIE: I'm coming with you.

ELLIOT: No. Just do as I say.

Elliot follows the driver to the restroom.





INT. GAS STATION/RESTROOM

As Elliot enters, another man exits, leaving the restroom empty except for Elliot and the Visitor driver who is standing over the sink splashing water on his face. Elliot casually walks by the alien, turns around, and clubs him over the head. The Visitor slumps to the ground, and Elliot drags the body into one of the stalls and closes the door.





INT. GAS STATION/RESTROOM STALL

Elliot searches the Visitor's uniform and pulls out a key chain, a pen-like flashlight, a laser gun, and a piece of paper which is covered with Visitor writing.





INT. GAS STATION/RESTROOM

The door of the stall opens, and Elliot comes out dressed in the Visitor's uniform. He closes the stall door and goes outside.





EXT. GAS STATION

Elliot approaches Julie.

JULIE:(whispering) Elliot? What happened to the driver?

ELLIOT: He can't come with us. At least, not where we're going.

Elliot walks Julie to the back of the truck. He unlocks the door and raises it.

ELLIOT: Get in. Whatever you do don't make a sound. I want you to hide in case they decide to search inside. Here. Take this.

Elliot hands her the flashlight.

ELLIOT: Press the button on the side to turn it on.

Julie takes the flashlight and gets in. Elliot closes the door behind her and walks up to the front of the truck where he pays the attendant. He then gets into the cab, starts up the truck, and drives back onto the interstate.





INT. TRUCK'S CARGO HOLD

It is very dark in the cargo hold. Julie can hear squeaking noises all around her. Suddenly, the flashlight comes to life. A strong beam of light illuminates hundreds of cages filled with mice and other rodents.





INT. TRUCK'S CAB

Elliot drives up to a group of Visitor shock troopers who are screening vehicles leaving the city. Elliot brings the truck to a stop, and one of the soldiers comes up to the window.

SHOCK TROOPER: Let me see your authorization papers.

Elliot hands the soldier the slip of paper he retrieved from the driver at the gas station. The soldier looks at it.

SHOCK TROOPER: Food shipment to San Francisco. (looks back up) Have you any more business inside the city limits?

Elliot shakes his head.

SHOCK TROOPER: You're a quiet one.

The soldier stares at Elliot for a second. A Visitor officer approaches.

VISITOR OFFICER: Is there a problem? We need to keep things moving.

SHOCK TROOPER: No. His papers appear in order.

The soldier hands the paper to Elliot.

SHOCK TROOPER: You're cleared. Move along.

Elliot drives through the checkpoint. A sigh of relief comes over him.





EXT. ROAD TO EDWARDS AIR FORCE BASE - NIGHT

The truck drives past a sign "Welcome to Edwards Air Force Base, Air Force Flight Test Center."





INT. TRUCK'S CAB

Elliot pulls up to a guard post. The sentries become alarmed at the sight of a Visitor truck approaching the base and ready their weapons. Elliot stops the truck, and a military policeman approaches the driver's window with his gun drawn.

FIRST MP: Get out of the truck and put your hands in the air!

ELLIOT: Hey, take it easy! No need to get trigger happy! I'm one of you!





EXT. EDWARDS AFB/GUARD POST

Elliot gets out of the truck and put his hands in the air. The first MP pats him down for weapons while the second looks inside the cab of the truck.

ELLIOT: Listen to me. I'm human. My voice should be a dead give-away.

FIRST MP: Then where did you get the truck and uniform?

SECOND MP: Look what I found.

The second MP holds up a laser pistol.

FIRST MP:(to Elliot) And the ray gun?

ELLIOT: I stole them. It was the only way I could get out of Los Angeles. I'm with the World Liberation Front.

FIRST MP: Is that so?

ELLIOT: I'm here to make a delivery to General Patterson. Call and tell him that the Big Bad Wolf is here with Little Red Riding Hood. He'll know what I'm talking about.

FIRST MP: I don't know what kind of game your playing...

ELLIOT: Please, you have to believe me. It's very urgent.

FIRST MP: All right, I'll check, but we're going to see what you have in that truck. (to the second MP) Take him around back and have him open it up.

The second MP escorts Elliot to the back of the truck.

SECOND MP: Open the door.

Elliot takes out the keys, unlocks the door, and rolls it up.

ELLIOT: Julie?

Julie comes forward.

JULIE: Did we make it?

The MP sees her and raises his gun.

SECOND MP: Ma'am, I need you to exit the vehicle.

Julie steps out of the truck.

SECOND MP: Who is this woman?

ELLIOT: Dr. Juliet Parrish. She's a member of the L.A. resistance.

JULIE: Elliot, where are we?

ELLIOT: I'll explain in a minute.

Suddenly, they hear a crash and a series of squeals from inside the truck's cargo hold. The MP takes out a flashlight and scans the inside of the cargo hold. A few of the cages have toppled over, and frightened mice are scurrying around inside them. The MP stares at the rodents.

SECOND MP: For the love of God.

Something comes out from behind the cages.

SECOND MP: Who's in there! Identify yourself!

The MP shines the flashlight at the unknown figure. It is Willie. He shades his eyes from the light with his hands and then puts on a pair of dark glasses. He sees the MP pointing a gun at him and raises his hands.

WILLIE: Please... don't shoot. I am unarmed.

SECOND MP: He's an alien!

JULIE: Willie!

WILLIE: Julie?

JULIE: Yes, Willie, it's me.

Willie walks out of the shadows and comes toward Julie.

WILLIE: Julie! It really is you!

ELLIOT: You know him?

JULIE: Of course! He was part of our resistance group. (to Willie) How did you get off the Mothership?

WILLIE: Peter helped me. Where's Richard, the driver?

Julie looks over to Elliot.

ELLIOT: He couldn't make it. There was a change of plans.

Julie turns to the MP who still has his gun pointed at Willie.

JULIE: You can put that away. He's not going to hurt anyone.

The first MP comes to the rear of the truck and hands Elliot the laser pistol.

FIRST MP: It's all right. The general cleared him.

He notices Julie and Willie.

FIRST MP: And who do we have here?

SECOND MP: A human female and a Visitor. They were both hiding inside the truck. What should we do with them?

FIRST MP: Nothing. We'll let the general worry about them.





EXT. EDWARDS AFB/AIRFIELD

The truck carrying Elliot, Julie, and Willie drives past a large makeshift airfield that has been erected in the Mojave desert. Although it is dark outside, a large number of jet fighters and transport planes can be seen. The trucks continues on to command headquarters.





EXT. EDWARDS AFB/COMMAND HEADQUARTERS

The truck pulls up in front of command headquarters. Elliot, Julie, and Willie get out of the truck. Lieutenant Rawls comes out to meet them.

RAWLS: I'm Lieutenant Rawls. The general asked me to come out and meet you. Please follow me.

All three follow the lieutenant into the headquarter's building.







INT. EDWARDS AFB/COMMAND HEADQUARTERS/WAR ROOM

Elliot, Julie, and Willie follow the lieutenant into the war room of command headquarters which bustles with activity. A brigadier general, Sherman Patterson, and a number of other officers stand at a table at one end of the room, going over a large map of southern California. The lieutenant approaches the general.

RAWLS: General, they're here.

The general looks up and walks over to Elliot, Julie, and Willie.

PATTERSON: (to Elliot) So you're the Big Bad Wolf.

ELLIOT: Yes, sir. My name's Elliot Baker. I'm with the World Liberation Front.

The general shakes Elliot's hand.

PATTERSON: Congratulations on getting here in one piece.

The general then turns to Julie.

PATTERSON: And you must be Little Red Riding Hood a/k/a Dr. Juliet Parrish, the developer of the red dust.

JULIE: I'm Juliet Parrish, but I'm not sure I understand the Little Red Riding Hood reference.

PATTERSON: Mr. Baker never debriefed you?

ELLIOT: I'm afraid not. I didn't want to tell her anything until we got out of L.A.

PATTERSON: I see. Well, Dr. Parrish, you should know that the mission to extract you from L.A. is part of a much larger operation that goes well beyond the resistance.

The general notices Willie.

PATTERSON: And who are you?

WILLIE: My name is William, but everyone calls me Willie.

The general cannot help but notice the resonance in Willie's voice.

PATTERSON: My God! You're a Visitor! (turns to Elliot) Did you bring him here?!

ELLIOT: I'm sorry, general, I didn't know he was with us until after we got here.

PATTERSON: This is an unacceptable breach of security. We have to do something with him.

JULIE: You're not going to do anything to him. Willie fought with the L.A. resistance. If you want my cooperation, you're going to have to treat him like one of us.

PATTERSON: All right, Dr. Parrish. I won't argue with you because we do need your cooperation.

JULIE: Why?

PATTERSON: You discovered the red dust. We hope to use you're expertise to develop new weapons against the Visitors.

JULIE: That could take a long time. I hope you're not counting on me to come up with some kind of magic bullet overnight.

PATTERSON: Don't' worry, Dr. Parrish. That's a long term goal. Right now, we have more immediate plans. Very shortly, military units across the country will be launching a coordinated strike that will give us control over every major industrial and population center in the United States.

JULIE: And what will that accomplish?

PATTERSON: Eventually, we hope to deprive the Visitors of their foothold on this planet. We'll dig in so deep that they'll never be able to root us out. The rest of the world will follow our lead when it witnesses our success. With their supply lines on the planet severed, the Visitors will soon realize their position in untenable and withdraw.

JULIE: I'm certainly not a military strategist, but aren't you being overly optimistic?

PATTERSON: This operation wasn't hatched overnight, Dr. Parrish. It's been in the planning stages for quite some time. That airfield you saw when you came in was just empty desert six months ago. However, during the armistice, we were able to marshal our forces. (pointing to the map) Now, the entire west coast, including Los Angeles, is within easy striking distance.

JULIE: So we never had any intention of honoring the peace agreement.

PATTERSON: There are those, including the President, who still believe in the peace agreement. By the time they realize the Visitors' true intentions, it'll be too late. That's why we must act now.

JULIE: Then you're planning some kind of military coup!

PATTERSON: I assure you, Dr. Parrish, there'll be no junta running the country. The Vice-President has already given us his blessing and is ready to take over should the President be unwilling to see reality.

JULIE: As I see it, the reality is that Visitors need this planet's resources to survive and they have fifty heavily armed Motherships to back them up. I just don't see what our side has that is going to convince them to just give up and leave.

PATTERSON: We still have a few surprises up our sleeves. I think there's something you might like to see.

The general turns to Lieutenant Rawls.

PATTERSON: Why don't you take our friends over to the hangar.

RAWLS: Certainly, sir.





INT. EDWARDS AIR FORCE BASE/HANGAR

Julie, Elliot, and Willie follow the lieutenant into a hanger which shelters an unusual-looking jet fighter. A number of technicians are situated around the fighter, tending to it.

RAWLS: This is the X-41. Our newest experimental jet fighter.

ELLIOT: So this is the little surprise that General Patterson was talking about?

RAWLS: That's right. It incorporates a lot of the technology we acquired from the Visitors.

JULIE: How many do you have?

RAWLS: Only this prototype which is still being tested. It'll be another year before it's ready for mass production.

The test pilot, Captain Dunn, enters the hanger.

DUNN: And who do we have here?

RAWLS: These are guests of the general. Everyone, this is Captain Dunn, the test pilot for the X-41. He can tell you more about the aircraft.

DUNN: I'll try not to get overly technical. What you are looking at is the first superhypersonic aircraft ever built. So far, we been able to fly it at speeds exceeding Mach 10, which is 10 times the speed of sound or over 10,000 miles per hour. That beats hands down the old record of Mach 6.7 set back in 1967.

ELLIOT: That's incredible. How does it work?

DUNN: It's equipped with a fusion reactor and gravity drive modeled after those used in the Visitors' skyfighter. In addition, the fuselage is made of a new alloy which can withstand stress levels that would crack an ordinary jet fighter like an egg shell.

ELLIOT: What kind of weapons does it have?

DUNN: It's not armed right now. The weapon systems are still under development. But I assure you when the final product is unleashed, the Visitors won't know what hit them.





INT. EDWARDS AFB/COMMAND HEADQUARTERS/WAR ROOM

An officer approaches the general who continues to study the map on the table. The general sees him.

PATTERSON: What's the word from the flight crews?

OFFICER: They're in place and standing by for us to give the word.

PATTERSON: Excellent.

The general walks over to the communications officer.

PATTERSON: Keep an open line to HQ at all times. I want to the know the second they give us the green light.

COMMUNICATIONS OFFICER: Yes, sir. Ah, general...

PATTERSON: What is it?

COMMUNICATIONS OFFICER: We started picking up an unusual signal about a half hour ago. I've never seen anything quite like it.

PATTERSON: Where's it coming from?

COMMUNICATIONS OFFICER: I don't know. We still haven't been able to get a fix on it.

PATTERSON: Keep on it. Let me know when you come up with something.





INT. EDWARDS AFB/HANGAR

Lieutenant Rawls taps Julie's shoulder while the others are looking at the jet fighter.

RAWLS: Dr. Parrish, could we speak for a minute?

JULIE: Of course.

They walk over to a corner to a talk.

RAWLS: We're going to try to get you out of here as soon as the operation is underway.

JULIE: Where exactly am I going?

RAWLS: To Manhattan.

JULIE: I grew up there.

RAWLS: We know. You've been accepted as a research fellow at the Institute for Biomedical Research which operates a top secret government laboratory particularly suited to your talents. You'll be going by the name of Julie Moore, and your contact will be Dr. Vincent Chandler, the institute's director. He will fill you in on the rest of the details when you get there.

JULIE: What's going to happen to Willie?

RAWLS: I wish I could tell you. He's a problem we hadn't anticipated.

JULIE: I want to take him with me.

RAWLS: That's out of the question.

JULIE: I'm not going to leave him behind.





INT. EDWARDS AFB/COMMAND HEADQUARTERS/WAR ROOM

The communications officer comes running over to the general.

COMMUNICATIONS OFFICER: General, we've isolated the source of that signal. It's coming from inside the base.

PATTERSON: What?

COMMUNICATIONS OFFICER: It's coming from inside the base.

PATTERSON: Put me through to HQ.

The communications officer attempts unsuccessfully to establish communication.

COMMUNICATIONS OFFICER: I can't. All of our systems are being jammed.

PATTERSON: Put the base on full alert, and order all fighters into the air immediately!

Suddenly, the building shakes and the lights go out, causing the emergency lights to kick in.

PATTERSON: What the hell was that?!

An young officer comes running into the war room.

YOUNG OFFICER: Sir, the airfield is being attacked!





EXT. EDWARDS AFB/AIRFIELD

Sirens sound as waves of sleek gunships, the assault fighters of the Shadow Guard, descend toward the airfield and open fire on the aircraft. Pilots run from their fighters as they are blown apart by the gunships which streak overhead and drop strings of powerful explosives onto the airfield. One pilot is unable to get far enough from his plane before it explodes. He catches on fire and runs a short distance before falling to the ground. Elsewhere, flight and ground crews run for cover as a row of large military transport planes burst into flames and large chunks of flaming debris rain down onto the tarmac. Meanwhile, a short distance from the airfield, a number of large transports touch down. Wearing black uniforms and helmets and carrying plasma rifles, streams of shadow troopers, the soldiers of the Shadow Guard, exit from the transports and converge on the airbase.





INT. EDWARDS AFB/HANGAR

The hanger is rocked by the explosions from outside. Lieutenant Rawls comes running in.

RAWLS: They've destroyed the entire airfield!

JULIE: The Visitors?

RAWLS: Yes, I think so, but they're using ships I've never seen before.

ELLIOT: What's going to happen to Dr. Parrish?

RAWLS: I don't know. We no longer have any way of getting her out of here.

DUNN: Of course, we do. We're standing right next to it.

RAWLS: The X-41?

DUNN: It's the only thing we got that's fast enough. Suit her up, and I'll fly her out of here.

JULIE: I won't leave without Willie.

RAWLS: Dr. Parrish, we've been through this already...

Julie looks around, but Willie has disappeared.

JULIE: Where is he?

ELLIOT: I don't know. He was here just a minute ago.

There's another explosion from outside.

RAWLS: Please, Dr. Parrish, go with the captain and suit up. We don't have much time.

ELLIOT: Do what he says, Julie. The lieutenant and I will look for Willie.

JULIE: All right. Let's go.



EXT. EDWARDS AFB/COMMAND HEADQUARTERS

Military vehicles of every kind have been parked several yards from command headquarters, creating a kind of makeshift barricade. Soldiers line up behind the barricade and aim their rifles at a squad of shadow troopers which is rapidly advancing towards them.

SOLDIER: Here they come! Open fire!

A hail of automatic gun fire is directed at the approaching alien soldiers. However, the bullets are deflected away harmlessly by invisible energy shields which surround them. Unfazed, the shadow troopers return fire. Their rifles discharge plasma bolts like machine guns, and the soldiers behind the barricade are taken out before they can react. The shadow troopers then push their way through the barricade which has been reduced to a row of burning vehicles and dead bodies.





INT. EDWARDS AFB/COMMAND HEADQUARTERS/WAR ROOM

Rifles are being handed out to everyone in the war room in anticipation of an imminent assault. An officer approaches the general who is putting a cartridge in his M-16.

OFFICER: Sir, they just broke through the inner perimeter!

PATTERSON: Then this is where we'll make our last stand! Let's show those bastards we won't go down without a fight!

Suddenly, the sound of automatic gun and plasma fire is heard from outside the room. There is also a lot of shouting and screaming which quickly dies out. Everyone in the war room assumes a defensive position and aims his weapon at the main entrance. The doors at the entrance are blasted open and shadow troopers pour through the opening.

PATTERSON: Fire at will!

The entire room becomes ablaze with gun and laser fire. However, the valiant but desperate defense is quickly broken, and all resistance ceases. A shadow trooper makes his way through the smoke filled room and walks over to the fallen general whose lifeless eyes stare up at him.



INT. EDWARDS AFB/HANGAR

Julie and Captain Dunn enter the hanger in their flight suits. The lieutenant walks over to them.

RAWLS: You've got to hurry. The Visitors have control of the base and are coming this way.

JULIE: Did you find Willie?

RAWLS: I'm sorry, Dr. Parrish, there's no sign of him.

ELLIOT (off-screen): I found him.

All turn to Elliot who is being let into the hanger at laser point by Willie.

ELLIOT: Or I should say he found me.

Elliot moves away from Willie and joins the others. Willie keeps Elliot's laser pistol trained on them. A ring on Willie's finger flashes.

WILLIE: I am sorry, but I cannot allow any of you to leave.

Rawls reaches for his gun. Willie sees him and fires, striking Rawls in the shoulder. Julie goes to the aid of the fallen lieutenant.

RAWLS: I'm all right.

WILLIE: Please, don't make me hurt you.

JULIE: Willie, why are you doing this?

WILLIE: I cannot let you start another war. The killing has to stop.

JULIE: What have they done to you?

Suddenly, an explosion rocks the hanger and a large support beam is dislodged and falls on top of Willie. Julie runs over to him and finds that he is dead. She tears off a flap of synthetic skin from the back of his neck and sees a scar running along the scaly skin at the base of his head.

JULIE: They implanted one of those devices in him.

Elliot urgently runs over to her.

ELLIOT: Julie, there's nothing you can do for him. You've got to leave.

JULIE: What about you?

ELLIOT: That's not important anymore. I made a promise to Elias, and I intend to keep it. Now go! We'll try to hold them off as long as we can.

Julie embraces Elliot.

JULIE: I won't forget you.

DUNN: Come on, Dr. Parrish.

Julie and Captain Dunn climb into the cockpit of the X-41 while Elliot and the lieutenant walk over to the hangar doors and pull them open. The canopy on the X-41 closes, and the engines come to life. The fighter then pulls out of the hanger as shadow troopers begin to enter it. Elliot and the lieutenant grab their weapons and try to hold them off. However, the bullets and laser bolts bounce off the shadow troopers' energy shields. The shadow troopers return fire. The lieutenant is hit and falls to the ground. Elliot runs for cover, sets his laser pistol to maximum power, and fires at the remaining support beams holding up the roof of the hanger. This causes the beams to buckle and the roof to cave in on top of the shadow troopers. Unfortunately, Elliot is unable to escape in time and is knocked unconscious by the falling debris.





EXT. EDWARDS AFB/RUNWAY

As the X-41 accelerates down the dusty runway, a gunship bears down on them from above and drops a series of explosive charges onto the runway. A string of massive explosions advance ever closer to the aircraft which makes a sudden and sharp ascent into the air.





INT. X-41/COCKPIT

The captain talks to Julie who is sitting in the rear seat of the cockpit.

DUNN: We certainly cut that close! I thought that last one was going to fry us! Are you all right?

JULIE: I don't know. I've never told you this, but I'm afraid of flying.

DUNN: This trip will cure you... that is if we manage to survive it

Suddenly, a warning alarm goes off in the cockpit.

JULIE: What's that?

DUNN: Someone's trying to lock on to us. I doubt they're friendly.





EXT. AIRSPACE AROUND X-41

Three gunships sweep down behind the X-41. They open fire on the aircraft which takes a number of evasive maneuvers to avoid being hit.





INT. X-41/COCKPIT

The aircraft shakes as it is buffeted by numerous explosions occurring around it. Julie looks white as a ghost.

DUNN: We're not going to last very long against our friends back there. I'm going to kick in the overdrive! Hold on!





INT. GUNSHIP/COCKPIT

The gunship pilot maneuvers into firing position behind the X-41. The X-41 swings back and forth on the gunship's targeting display. The pilot compensates and gets a lock on the target. However, just as the pilot is about to fire, the X-41 rockets off at an incredible speed, leaving behind only a massive sonic boom.





INT. LOS ANGELES MOTHERSHIP/DETENTION CELL

Elliot awakens in a small detention cell on the Los Angeles Mothership. Slowly and painfully, he sits upright and rubs a bruise on his forehead. The door to the cell slides open and Peter walks in, wearing the black uniform of an intelligence officer of the Shadow Guard.

PETER: How are you feeling?

ELLIOT: Peter, where am I?

PETER: The Los Angeles Mothership. Our security forces brought you in from Edwards Air Force Base.

ELLIOT: You have to get me out of here.

PETER: I'm afraid I can't help you this time.

Two large security guards in black uniforms come into the cell.

PETER: Our new supreme commander is very eager to see you.

The two guards walk over to Elliot, pull him to his feet, and escort him out of the cell. Peter follows behind them.





INT. LOS ANGELES MOTHERSHIP/INTERROGATION CENTER

The door to the interrogation center slides open and Peter enters the room with Elliot and the two guards following behind him. Diana sits at a table looking at a report.

PETER: Diana, I brought him over as soon as he regained consciousness.

The Diana sees Elliot, gets up, and walks over to him.

DIANA: So you're Elliot Baker. I've just read Peter's report on your activities.

Diana notices as Elliot stares contemptuously at Peter.

DIANA: As you have probably guessed by now, Peter isn't really a member of the Fifth Column. Actually, he was planted inside the Fifth Column by our security forces.

ELLIOT:(to Peter) You lying bastard! I should have killed you!

DIANA: Don't be too hard on him, Mr. Baker. Although he may have misled you about his loyalty to the resistance, everything else he told you was absolutely true. In fact, all of the intelligence received by the World Liberation Front came from us.

ELLIOT: Why would you do that?

DIANA: It's quite simple. We needed to induce the resistance and its supporters to launch a preemptive strike against us. I must say you exceeded our highest expectations.

ELLIOT: You wanted us to attack you? I don't understand.

DIANA: You are a prisoner of two dimensional thinking, Mr. Baker. By launching what appeared to be unprovoked attacks, the resistance discredited itself by appearing aggressive and bloodthirsty. It also brought itself out in the open where we could destroy it as an act of self-defense.

ELLIOT:(sarcastically) Congratulations on finishing us off.

DIANA: Unfortunately, there still remains one piece of unfinished business, and her name is Dr. Juliet Parrish. Tell us what happened to her.

ELLIOT: She was killed during the attack.

DIANA: I would prefer the truth. A jet fighter of a highly advanced design escaped shortly after the airbase was captured. We believe that Juliet Parrish was on it. Where did it take her?

ELLIOT: I don't know what you're talking about.

DIANA: Then it's time we refreshed your memory.

A door opens to a small interrogation room. The room is empty except for a large metal chair with restraints on it and numerous instruments of torture within easy reach.

ELLIOT: I thought you had easier ways of making me talk.

DIANA: In your case, I prefer the challenge of more traditional methods. Peter, you may have the honor of commencing Mr. Baker's interrogation.

PETER: It will be my pleasure, Diana.

Peter directs the guards to escort Elliot into the interrogation room.





INT. LOS ANGELES MOTHERHIP/INTERROGATION ROOM

The guards put Elliot in the chair. Peter walks over to Elliot as the door closes behind him.

ELLIOT: Let's not be too hasty. Maybe I can help you. I have something that you should see.

PETER: Surrendering so soon? Diana will be disappointed. Perhaps she overestimated you.

Elliot removes a pen from his pocket. Peter is unimpressed.

PETER: A pen. You'll have to do better than that.

ELLIOT: This is no ordinary pen.

Elliot points the pen at Peter and sprays red dust in his face. Peter gasps and falls to the ground. Elliot bolts from the chair, swings around, and sprays the two guards before they can grab him.





INT. LOS ANGELES MOTHERSHIP/INTERROGATION CENTER

The door to the interrogation room opens and Elliot walks out, taking Diana by surprise.

DIANA: How did you get out?! Where are the others?!

ELLIOT: They're dead and so are you!

Elliot points the red dust pen at Diana, but nothing comes out. It is empty. Suddenly, the outer door to the interrogation center opens and another security officer comes in with his weapon raised. Elliot turns around with the pen, and the officer fires at him.

DIANA: No!

However, it is too late. Elliot is hit in the chest and falls to the ground. Diana goes over to Elliot only to find that he is dead.

DIANA: You fool! I needed him alive!

SECURITY OFFICER: Are you all right, supreme commander?

DIANA: Of course, I'm all right. However, the security measures have been totally inadequate. I'm not going to allow Juliet Parrish to slip through our fingers. I want all available units deployed to search for her.

SECURITY OFFICER: It will be done immediately.

The security officer leaves. Diana looks down at Elliot's dead body.

DIANA: I will have you yet, Julie Parrish.

Diana has a look of grim determination in her face.

FADE OUT.

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