HEAVY METAL - by Dan Goldberg & Len Blum





   



THE HEAVY METAL MOVIE


- Final Draft -







								SCREENPLAY BY

								Dan Goldberg

								and

								Len Blum






								July 18, 1980




FADE UP ON

A WHEATFIELD

A beautiful field of wheat glistens in the morning sun.
As the camera skims overtop, titles start to roll.  Ahead
of us an odd-looking service van comes into view, sputtering
along a dirt road.  Getting closer, we can see the driver, a
thin, bookish man with a neat mustache.  This is AUSTIN GRIMALDI.

The truck pulls up to a strange Victorian house in the middle
of the wheatfield.  The house has several futuristic radar
devices on the roof that rotate constantly.

AUSTIN gets out, opens the van's rear doors, and pulls out
two large metal boxes.


                                             CUT TO


THE ATTIC WINDOW

The curtains part ever so slightly, and a pair of eyes peer
down.


                                             CUT BACK TO


THE VAN

AUSTIN shuts the van's rear doors, and carries the two metal
boxes into the house.  The titles stop rolling as we;


                                             CUT TO


INSIDE THE HOUSE

AUSTIN is reading a schematic diagram as he sits in front of
the exposed chassis of a complicated futuristic electronic
contraption, twice his size.  There are strange tools all
over the floor.

Putting down the diagram, he opens one of the metal cases and
takes out a sophisticated-looking glass sphere with electronic
receptacles mounted in the sides.

He places this sphere in a space in the middle of the contraption,
clamps it down, and plugs some wires into the globe's receptacles.
Then he opens the second box.  Inside is a glowing green ball.
Using a pair of special tongs, AUSTIN carefully lifts the ball
out, and inserts it into an opening at the base of the machine,
in the back.

As soon as the ball is inside, the machine hums to life.  The
glass sphere sparkles, and a holographic picture of a green
planet in space appears inside it.


                      AUSTIN
                    (looking at the holograph)

                 Hmmmm ....


He takes a strange tool, and moves out of frame to make an
adjustment underneath the machine.  Suddenly a wire comes
loose from the sphere and begins to spark.


                      AUSTIN
                    (seeing sparks)

                 Uh - oh ....


As the camera pulls closer to the holograph screen, the
green planet begins to silently shake.


                                             CUT TO


SPACE

With an explosion that rocks the universe, a huge chunk rips
out of the green planet and shoots off into space, leaving
thousands of glowing particles in its wake.


                                             CUT BACK TO


AUSTIN

Not noticing the silent image on the holograph, he quickly
repairs the sparkling connection and returns to his other
adjustments.


                                             CUT TO


A FOREST

From the forest floor we see the green planetoid fly overhead,
dropping balls.  We watch as it moves away and disappears beyond
a far-off mountain range.  The forest rumbles as the planetoid
crashes in the distance.

The camera then pans over to a forest patch, where a beautiful
girl approaches, picking mushrooms.


                                             CUT TO


A GREEN BALL NEAR HER FEET

An ominous note is struck as the girl notices the glowing
ball, and is drawn to it.  Picking the sphere up, she looks
at it.  Something inside her warns her of its danger, but,
unable to resist, she puts it in her basket and continues on.


                                             DISSOLVE TO


THE GATES OF KRAAN

Night falls over this futuristic chromoid city as the beautiful
girl passes through the glass gates and heads home.


                                             CUT TO


THE GIRL'S BEDROOM

The girl yawns and gets into bed as the camera pans over to
her basket in the corner.  Through its side, the green ball
begins to glow brightly.

Getting closer, we see a slimy silk-like webbing ooze out of
the ball and move towards the sleeping girl, pulling the green
ball behind it.

The ball starts to glow and pulse as the webbing begins to
surround the girl, like a cocoon.  Slowly the camera pans
up the wall, and moves out through the window, and beyond
the city gates, rising higher and higher.


                                             CUT TO


THE OUTLANDS

Flying quickly overtop futuristic villages, the camera
heads further and further out into the less civilized sectors,
where the rusting pipelines and crumbling utility stations of
a past civilization have been overgrown by scrub-bush and weeds.

The camera zooms across this strange landscape toward the distant
mountains where the huge planetoid fell.  Finally, from high
above the foothills, we begin to come down.

In the hills below us, hundreds of blue humanoid barbarians are
moving along, mesmerized, toward a pulsing green glow high in
the mountaintops.  Suddenly the mountains begin to rumble.


                                             CUT TO


THE LINE OF BARBARIANS

At the front of the line, the largest barbarian - obviously
their leader - stops and points.


                                             CUT TO


THE MOUNTAINS

A strange, green, foamy liquid comes pouring down the mountains
toward the barbarians.


                                             CUT TO


THE LINE OF BARBARIANS

The barbarians stand frozen as the foam washes over them and keeps
on going.  One by one, their eyes turn green and they start to
change, becoming hairier, uglier, and stronger.

As their transformations are complete, the barbarians gather
behind their leader into an ever-growing mob of murderous
looking sub-humans.


                                             DISSOLVE TO


THE GATES OF KRAAN

A frightened Kraanian councillor spurs his horse forward through
the beautiful glass gates, as in the distance we hear the sound
of ten thousand approaching footsteps.

The camera pans to a hillside overlooking Kraan.  In the glow
of sunset, the outline of the BARBARIAN LEADER, riding a black
war-horse, appears at the hillside and stops.  Then with a
thundering of footsteps, the outline of five thousand barbarians
comes into view behind him, filling the horizon.


                                             CUT TO


THE BARBARIAN LEADER

He is now wearing a strange medallion around his neck as, wild-
eyed, he screams to signal the attack.  The bloodthirsty horde
charges down the hill behind him.

The camera moves with the barbarians as they crash through the
gates of the city, destroying everything in their path.  Smoke
and flames are everywhere.  Ahead of us, terrified Kraanians
run from the onslaught.

As we track up over the burning rooftops, we see the BARBARIAN
LEADER riding his war-horse in the streets below.  Shouting
a command, he waves his men on as they move toward an impressive
doomed building in the middle of the city.


                                             CUT TO


THE COUNCIL CHAMBERS

At the far end of this huge glass hall, the Kraanian Council
sits around a marble table.  From outside, we hear the battle
raging.

Pulling closer we can hear the worried voices of the Council
members.


                      COUNCILMAN #3

                 They're killing everyone.  We
                 must escape!


                      COUNCILMAN #2

                 The city is burning!


                      COUNCILMAN #4
                    (throwing a parchment
                     before the Elder)

                 Even the mountains glow green and an
                 evil slime oozes down!


                      COUNCILMAN #1

                 Elder, we must arm ourselves!  We
                 must fight!


                      ELDER

                 Silence!


Everyone gets quiet.  Looking at the parchment thrown before
him, the ancient, withered ELDER rises to his feet.


                      ELDER

                 We are not a race of warriors.
                 We are statesmen, and scientists.
                 From our very beginning it was ordained
                 that the warrior-race of Taarak the
                 Defender would aid us in times of need.
                 This was the Pact!


                      COUNCILMAN #1

                 Taarak the Defender?  His race is
                 dead!  They cannot defend anyone!


                      COUNCILMAN #2

                 Some say that the race is not dead
                 - that one still lives.


                      COUNCILMAN #1

                 One?  What good is one?


                      ELDER

                 One of Taarak's blood can do much.


Outside, the sounds of battle grow louder.  A boy appears at
the doorway.


                      BOY

                 Elder!  They are at the walls!


                      COUNCILMAN #3

                 Well who is this last Defender?
                 How can he be summoned?


                      ELDER

                 It is Taarna, of the blood of
                 Taarak the Defender - the last of
                 the race.  And must be summoned as
                 my forefathers summoned Taarak
                 himself - from within!


                      COUNCILMAN #2

                 But will this Defender answer?


                      ELDER

                 A Taarakian has no choice.  They
                 must answer.  It is in their blood.


The clattering of armour becomes audible.


                      BOY

                 They are in the halls!  They are coming!!


                      ELDER
                    (calmly to the boy)

                 Bar the door.
                 (to the Councilmen)
                 We will summon the
                 Defender together.


The Councilmen nod.


                      ELDER
                    (shutting eyes)

                 Taarna ... Taarna ...


As the Councilmen take up the chant;


                                             CUT TO


THE DOOR

As the boy begins to bar the door, it bursts open, flinging him
aside.  Standing in the doorway, surrounded by his men, is
the BARBARIAN LEADER.

With a laugh, he raises a Medieval-looking multiple cross-bow
and fires a burst of arrows into the boy's chest, as the crazed
troops rush in around him.

The chanting continues as we;


                                             CUT TO


THE OUTLANDS

We look down over this uncivilized wilderness with only
decaying pipelines and the occasional jagged rock structure
breaking the barren uniformity of the land.  As the Council's
distant chanting fades out, all is quiet.

Suddenly from behind us, we hear the sound of flapping wings
and a huge rush of air.  Just above our heads, TAARNA THE
DEFENDER comes flying in, sitting proudly in the saddle of
a giant crimson bird.


                                             CUT TO


TAARNA'S FACE

She is beautiful, with dark eyes and wild red hair blowing
behind her in the wind.

Below her, on the ground, she sees a humanoid running in terror,
chased by an ugly, four-legged mutant creature.

Spurring her bird forward, TAARNA sweeps down over the ugly
beast and lassoes it.  She then hoists the creature up into
the air and, tossing her end of the rope over a tall jagged
rock, she leaves the snarling beast hanging helplessly.

Flying down to the grateful humanoid, she dismounts.  As
she approaches we see that he has a barbarian medallion
on a chain around his neck.


                      HUMANOID

                 I owe you my life.  Let me
                 repay you ...


He takes off his medallion and places it around her neck.
Suddenly he twists the chain tight in his hand, pulling her
towards him.  His eyes change to a bright green as he forces
her to the ground and starts ripping at her clothes.  As he
molests her, TAARNA is distracted.  She hears something - voices
inside her, chanting her name.

Quickly she grabs the chain and rips it apart.  Then she
powerfully smashes both her hands together around her attacker's
ears.  As he holds his ringing ears, she gets up, lifts him
above her head, and hurls him mercilessly to the ground.

Still hearing the chanting, she jumps on her bird, pulls out
a second rope, and lassoes the barbarian's feet.  She then
lifts him up and leaves him hanging from the tall, jagged rock,
next to the growling creature.

As TAARNA flies off, the hanging beast eyes the barbarian
hungrily.


                                             CUT TO


AUSTIN GRIMALDI

He is still sitting on the floor, working on his machine.
As the camera pulls closer, we see that AUSTIN is reaching
deep inside the machineworks, trying to solder a small orange
diode in place with an odd-style soldering iron.  The connection
breaks, and the diode and some hot solder fall deeper into the
machine and start smoking and sputtering.  As the smoke grows
thicker, the machine starts to buzz loudly.


                      AUSTIN

                 Dammit!


AUSTIN pulls his face out of the smoking chassis, grabs a pair
of needlenose pliers, and reaches back to retrieve the part.

The camera follows AUSTIN'S arm into the chassis, where smoke
surrounds it and clouds over everything.  The buzzing sound
grows, and changes into the sound of powerful, throbbing
engines.  Slowly the smoke begins to clear as we hear a voice
crackling over a radiophone.


                      BOMBARDIER
                    (V.O.)

                 Where the hell are we?


Suddenly the smoke dissipates and a formation of B-17 bombers
come tearing out into the moonlit night.


                                             CUT TO


THE GROUND BELOW

The sound of jungle night creatures fills the air.  We see
palm trees silhouetted against the moon bright sky.  The
scene is almost serene.  The camera pans and suddenly the
nose of a large parked bomber fills the screen, and as the
camera continues panning, we pass a large red rising sun on
the bomber's fuselage.  The pan stops at the tail of the
aircraft, and we see a Japanese soldier - a guard.

There is a moment of tranquillity, as jungle sounds fill the
air.  The soldier almost dozes ... suddenly the cacophony of
sound stops, and for a brief moment there is complete silence
... then with an agonizing wail an air raid siren shatters
the silence and the guard looks skyward, startled.

Instantly all hell breaks loose as we hear pounding feet.
Silhouetted figures rush by.


                                             CUT TO


A GUN EMPLACEMENT

Japanese soldiers crank the barrel of an anti-aircraft gun
skyward.  We begin to hear the sound of approaching engines.


                                             CUT TO


CLOSEUP OF A SHELL

It is thrust into a breech.


                                             CUT TO


THE B-17 FORMATION

As the bombers press on, the camera moves in to the lead
aircraft.  In the moonlight we see her name, "Pacific Pearl".


                                             CUT TO


INT. - THE "PACIFIC PEARL"


                      NAVIGATOR

                 We're there Stepek, right on
                 target ... Rabual dead ahead!


Suddenly a cacophony of explosions split the air as anti-aircraft
shells explode ahead of the aircraft, lighting the inside with
electric blue flashes.


                      BOMBARDIER

                 Gee!  Thanks for telling me,
                 Holden.  I thought it was Cleveland.


                                             CUT TO


THE GROUND

Ackack guns blast shells skyward.  The gun blasts light up
the palm tree background, causing momentary silhouettes.


                                             CUT TO


THE BOMBARDIER


                      BOMBARDIER

                 For Christ sake, hold her steady!


                                             CUT TO


THE BELLYGUNNER

He can be seen from outside the plane as the shell flashes
light up his turret.


                      BELLYGUNNER

                 Quit yer bitching Stepek, just drop
                 'em and let's get outta here!


                                             CUT BACK TO


THE BOMBARDIER


                      BOMBARDIER

                 Keep your shirts on guys, tonight I'm
                 gonna hit something.
                 (he settles over the bomb sight)
                 Left two degrees ... steady ...
                 steady ...


                                             CUT TO


THE BELLYGUNNER

The flak is severe, with electric blue flashes lighting up
the fuselage interior.


                      BELLYGUNNER

                 Hey kid, how ya doing back there?


                                             CUT TO


THE TAILGUNNER

Tailgunner momentarily lit with a shell burst, he's scared
shitless.  He looks nervously back behind the aircraft at
the flak puffs behind the tail.


                      TAILGUNNER

                 Gulp, ah ... I'm ah ... okay
                 ... I think.


                      PILOT
                    (V.O.)

                 Button it up, we're almost there.


                                             CUT TO


THE BOMBARDIER

He is crouched over his bomb-sights, concentrating.


                      NAVIGATOR
                    (V.O.)

                 C'mon Stepek, there's the
                 whole island of Rabaul down
                 there, you can't miss!


                      BOMBARDIER

                 Screw you ...


                                             CUT TO


THE PILOT'S COMPARTMENT

Suddenly a shell explodes almost on the windshield and the
pilot rears back with the blast.  The right windshield is
shattered.


                      PILOT

                 We took a hit ...


The co-pilot sags forward, held back only by his shoulder
straps.  His eyes stare.  Blood runs from under his helmet.
We know he is dead.


                      PILOT

                 Shit.  Elkhorn just bought it.


                      BELLYGUNNER
                    (V.O.)

                 We took one back here too.
                 C'mon Stepek, blast 'em!


                                             CUT TO


THE BOMBARDIER


                      BOMBARDIER
                    (hand on the release button)

                 Steady ... steady ... bombs away!
                 Let's get the hell outta here!


                                             CUT TO


THE GROUND

We hear the shriek of descending bombs.  The explosions walk
across the airfield, and in the light of the explosions we
see devastation.  The last bomb hits a fuel dump, causing an
enormous ball of fire.


                      BOMBARDIER
                    (V.O.)

                 Yahoo!  Bullseye!


                                             CUT BACK TO


THE PACIFIC PEARL


                      PILOT
                    (exhilarated)

                 Nice shooting Stepek, how are the
                 rest of you guys?


                      FLIGHT ENGINEER
                    (V.O.)

                 Flight Engineer okay.


                      RADIO OPERATOR
                    (V.O.)

                 Radio okay.


                      NAVIGATOR
                    (V.O.)

                 Navigator check.


                      BELLYGUNNER
                    (V.O.)

                 Belly okay.


                      TAILGUNNER
                    (V.O.)

                 Ah ... tail okay ...


There is abrupt silence.


                      PILOT

                 Bellson ... Lewis?


Still silence, no reply from either name.


                      PILOT

                 Kid, check the waist positions, see if
                 they're okay.


                                             CUT TO


THE TAILGUNNER


                      TAILGUNNER

                 Yeah ... will do, skipper.


TAILGUNNER crosses himself, then exits back into the body of
the machine.


                                             CUT TO


THE PILOT


                      PILOT
                    (wearily)

                 Let's go home.


We hear jumbled comments from all positions.  Everyone is
happy.


                      CREW
                    (V.O.)

                 Cheers and whoops.


The mood of high spirits is stopped abruptly as the tailgunner
reports back.


                      TAILGUNNER
                    (V.O.)

                 Skipper, Bellson and Lewis are both
                 dead.


This is the first time the kid's voice is not scared, just
puzzled.


                      PILOT

                 Dammit!


                      BOMBARDIER
                    (V.O.)

                 Well kid, now you got a real
                 bombing mission under your belt.


                                             CUT TO


THE BOMBARDIER

He removes his oxygen mask and takes a long swig from a
bottle.


                                             CUT TO


EXT. - THE "PACIFIC PEARL"

She rejoins the rest of the group.  The formation is not
quite as tight as before.  As the formation flies along,
puffs of cloud pass by, occasionally obscuring a machine.


                                             CUT TO


LOW VIEW OF THE "PACIFIC PEARL"

Under the "Pacific Pearl's" belly, we see the bellygunner
suspended in his small glass pod.  A red glow brightens up
as he drags on a cigar.  The rest of the formation are
visible stretched to the side and behind as puffs of cloud
waft past.  We begin to feel as if the weather might be
changing.


                                             CUT TO


THE NOSE OF THE "PACIFIC PEARL"

The BOMBARDIER is relaxing inside as he swigs from the bottle
and sings raucously.  From the front we look in on the pilot
with the dead co-pilot sagging in his seat next to him.


                      BELLYGUNNER
                    (V.O.)

                 Sorry about Elkhorn, skip.
                 What happened?

                      PILOT

                 I dunno.  The shell exploded and he
                 collapsed.  I think he took it in
                 the head.


                      BELLYGUNNER
                    (V.O.)

                 Are ya sure he's dead, Skipper?


                      PILOT

                 He's dead.


                      BOMBARDIER
                    (sings drunkenly)

                 Oh I put my finger in a woodpecker's
                 hole and the woodpecker said God
                 bless my soul; take it out, take it
                 out, take it out, remove it ...


                      TAILGUNNER
                    (bolder)

                 Hey Stepek, just shut up, okay?


                      BOMBARDIER

                 Up yours kid, wassa matter, you don't
                 like my voice?


While all this banter has been going on the cloud has been
thickening.  Suddenly a serious voice cuts in on the small
talk. It's the NAVIGATOR.


                      NAVIGATOR
                    (V.O.)

                 Something's wrong!


                                             CUT TO


THE NAVIGATOR

He is frantically tapping the compass.


                      PILOT
                    (V.O.)

                 You got a problem, Holden?


                      BOMBARDIER
                    (V.O.)

                 Naw, the kid's the one with the
                 problem.  He don't like my voice!


                      PILOT
                    (V.O.)

                 Button it up Stepek.  What's the
                 problem, Holden?


                      NAVIGATOR

                 I must have a malfunction, my compass
                 says we're heading north!


                                             CUT TO


PILOT

He looks at his compass.


                      PILOT

                 Mine says east.


                      NAVIGATOR
                    (V.O.)

                 Hey, can you guys see the rest of the
                 squadron?


                      BELLYGUNNER
                    (V.O.)

                 Negative, there's too much cloud.


A sudden flash of lightning illuminates the whole inside of
the plane.


                                             CUT TO


THE COCKPIT

The dead co-pilot's pale face is momentarily electric blue,
lit by the lightning flash.  We pan past him to the compass in
the instrument panel.  It is spinning madly.


                      PILOT

                 What the hell ...


He reaches forward to tap the compass.


                      PILOT

                 Hey Holden, now my compass has gone
                 crazy.  It's spinning like a son of
                 a bitch!


                      NAVIGATOR
                    (V.O.)

                 Mine too, we must have hit a magnetic
                 field or something !!


                                             CUT TO


OUTSIDE THE PLANE

We see a dull glow coming from all crew positions from the
on-board lights.  Suddenly a curtain of rain lashes the machine.


                      PILOT
                    (V.O.)

                 Christ, now they're all doing it!!


                                             CUT TO


THE INSTRUMENT PANEL

All the dials are going haywire.  Above the instrument panel
we see the windshield is spattered with rain.


                      BOMBARDIER
                    (V.O.)

                 You guys quit talking business?
                 I'm trying to sing here!  Oh I
                 put my finger in a woodpecker's ...


                      PILOT
                    (irritably)

                 Can it Stepek, we got real problems.


Just then through the rain, a strange green glow is seen
in the distance.  It begins to curve toward the aircraft.


                                             CUT TO


OUTSIDE THE PLANE - NEAR BELLY TURRET

The turret swings as the gunner spots the glow.


                      BELLYGUNNER

                 Jesus!  Look at that!!


From under the starboard wing, we see the object approaching.


                      PILOT
                    (V.O.)

                 Look at what ... look at what!!?


                      BELLYGUNNER

                 It's out there, just look at it ...


                      PILOT
                    (V.O.)

                 For Christ sake, give us a position!


                      BELLYGUNNER

                 It's about four o'clock, just below
                 ... Holy Shit, it's coming right at us!


The glow suddenly zooms at the plane with great speed and hits
the starboard inner engine.


                                             CUT TO


PILOT'S POV

He has to push the dead co-pilot back to peer out the
broken starboard window ... the number three prop is bent
and windmilling wildly.  It has a strange green luminescence
about it ... the whole machine shakes.


                      PILOT

                 Damn.


The PILOT tries to fly the plane and do the co-pilot's job of
feathering the bad engine.  Suddenly it's too late as the prop
wobbles loose and cartwheels over the wing.


                                             CUT TO


OUTSIDE THE PLANE

The prop flies back and slices a great gash in the aircraft's
skin, near the TAILGUNNER'S position.


                                             CUT TO


THE PILOT


                      PILOT

                 We lost the goddamned prop ...
                 Did it do any damage?  Kid, check
                 the tail.


Silence.


                      PILOT

                 Come in kid ... kid are you okay?


Silence.


                      PILOT

                 Travis; go check the back.


                      BELLYGUNNER
                    (V.O.)

                 Will do, skipper.


                                             CUT TO


INSIDE HATCH

TRAVIS' turret opens and TRAVIS pulls himself up into the fuselage.


                                             CUT TO


THE PILOT

The gauges are now settled except for the oil pressure to
No. 2 engine.  The pressure drops.  The engine heat gauge
climbs rapidly.  A red warning light begins to flash.


                      PILOT
                    (to himself)

                 Goddamn it, now what?


He glances out of his window just in time to see a strange,
claw-like feeler coming out of the engine casing.  It detaches
one of the cooling gills, then another, and another.  They blow
away in the slipstream.


                      PILOT

                 Gremlins!
                 (rubbing his eyes)
                 Jesus, I must be getting tired.


                                             CUT TO


THE BELLYGUNNER

He looks in to the kid's reargun compartment.  All that is left
of him is a tattered skeleton.

TRAVIS turns, horror frozen on his face.  Quick as a flash,
from seemingly nowhere, something flies at him and grabs his
throat.  The mask on his face falls off, and we get a split
second look of abject horror as he falls out of frame.


                      PILOT
                    (V.O.)

                 Travis, what's goin' on back there?


                                             CUT TO


TRAVIS

His eyes are open but he is obviously dead.  Through his helmet
headphone, we hear his name.


                                             CUT TO


THE PILOT


                      PILOT

                 Holden, how far to base?


                      NAVIGATOR
                    (V.O.)

                 Skip, with everything screwed up here, I'd,
                 I'd guess about two hundred miles.


All the time the engine pops and bangs wildly.


                      PILOT

                 For Christ's sake, find us a place I
                 can put her down!


                                             CUT TO


THE NAVIGATOR


                      NAVIGATOR

                 It's all ocean down there, skip!


                                             CUT TO


THE PILOT


                      PILOT

                 Mack, can you get us a radio fix?


                                             CUT TO


THE RADIO OPERATOR


                      RADIO OPERATOR

                 Negative skip, too much interference.


                                             CUT TO


THE PILOT

He is fighting the controls.


                      PILOT

                 Shit!  I've gotta put her down!


                                             CUT TO


THE BOMBARDIER


                      BOMBARDIER

                 Hey Holden ... ya old stuff shirt ...
                 ya wanna snort?


                      PILOT
                    (V.O.)

                 For God sakes Stepek, shut up!


STEPEK takes another swig from his bottle.  He is lying on
his back partly propped up by the curving nose of the aircraft.
He is about to make another smart ass reply, when he hears a
strange scratching and chirping noise above his head.  He
looks up in time to see sharp teeth and claws start to appear
through the lining above his head.  He blinks in disbelief and
throws his bottle away as if the image came from the whiskey.


                      BOMBARDIER

                 Oh my God, there's ... there's ...
                 ahh ... keep away ... keep away ...
                 (struggles)
                 ... hey no ... hey somebody ...
                 (screams)


                      NAVIGATOR
                    (V.O.)

                 Stepek, you stupid sonovabitch, will
                 you lay off the booze, you've got the
                 D.T.'s ...


STEPEK is wide-eyed and scared silly as the sound now begins
under his feet and pincers begin to snip through the floor.
He suddenly realizes that the whole floor is giving way beneath
him, and he grabs for a handful of cables as the floor collapses.


                                             CUT TO


OUTSIDE THE AIRCRAFT

The lower half of STEPEK is hanging in the slipstream, kicking
madly.  We see that his legs are covered in wriggling creatures.


                                             CUT BACK TO


STEPEK

He is losing his grip with one hand, but still desperately
clinging on to a bunch of cables with the other.  Suddenly
an ugly pincer cuts the cables and STEPEK is gone ... out
into the night.


                                             CUT TO


THE PLANE

Suddenly the No. 2 engine begins to backfire, blasting back
large gobs of orange flame.  The oil, heat and manifold gauges
are off the dial and red lights frantically flash.  Desperately
the PILOT looks out of the window.

Pieces begin flying off the engine.  The cowling disintegrates
revealing the bare engine beneath.  Small figures are frantically
busy ripping the engine to pieces.


                                             CUT TO


THE PILOT

He is scared.


                      PILOT

                 Holden, for God's sake get up
                 here on the double.


                      NAVIGATOR
                    (V.O.)

                 What's the problem, skip?


                      PILOT

                 Just get up here!


The NAVIGATOR grimaces as he pushes past the dead co-pilot.


                      NAVIGATOR

                 What is it, skip?
                 (looking out windows)

                 JESUS H. CHRIST!


                      PILOT

                 Hold 'em off.  I'm taking her down.


He peers out at the incredible sight of the creatures ripping
off the wing skin and tearing huge plates from the cowlings.
The camera pans down to his feet as the hatch door handle twists
and then bursts open.  A dozen bat-like creatures swarm in.
The NAVIGATOR panics and reaches up, grabbing the flare gun
from its rack.  He screams as the creatures attack and shoots
right through the creatures, bathing the aircraft with a bright
ruby glow.


                      NAVIGATOR
                    (struggling)

                 Okay you little bastards ... shit ...
                 (screams)


                                             CUT TO


THE RADIO OPERATOR

The flare shoots down the fuselage and smashes into him.
Wreathed in flames, he falls back into the fuselage.


                                             CUT TO


OUTSIDE THE AIRCRAFT

Creatures swarm all over the plane.  The ball turret falls
off.  A wheel suddenly lowers, then falls off.  A flap flutters
free and blows away.  Oil streams back into the slipstream and
sections of the skin of the plane come away, revealing the
skeleton framework of the fuselage.


                                             CUT TO


THE PILOT

He is fighting the controls.  Creatures are now in the cockpit,
plucking out the instruments.  The PILOT reaches to the throttle
only to grab a creature that locks on to his gloved hand.
Flying the plane with his good hand, he strikes and pummels
at the attacking creatures with the other.


                                             CUT TO


OUTSIDE THE AIRCRAFT

It is now almost a flying skeleton.  For the first time, we
see that it is heading for an island.  A figure detaches itself
from the machine and plummets away.


                                             CUT TO


THE PILOT

He falls, terror-stricken, through space.  Finally his chute
opens.  A slimy creature still clings to his gloved hand.  He rips
off the glove and throws it and the creature away.


                      PILOT

                 (struggling)
                 Jesus H. Christ!


                                             CUT TO


THE ISLAND

The approaching smoking plane bellies onto the sea, bounces,
then skims along the wave tops, careening up onto the beach,
where it twists around crazily before coming to a lopsided
stop.  The machine faces us head-on and we see a glow coming
from what's left of No. 3 engine. The camera zooms in rapidly
to a green ball stuck in engine No. 3.


                                             CUT TO


THE PILOT

He has landed, and is undoing his parachute harness.  He looks
around incredulously.  The island is a junkyard - a veritable
graveyard of aircrafts.  There are many aircrafts, both old
wrecks and futuristic-looking ones lying everywhere.  Skeletal
corpses are still left in some of the wrecks.  The camera pans
to the remains of one machine.  It is an old American Lockheed
Electra.  It glints dull in the half light of dawn.  Painted
on its side are two names; "Amelia Earhart" and "Fred Noonan".

The camera continues to move through this panorama of metallic
junk until it stops on a long chrome rod sticking up out of
a pile of scrap.

Tilting up to the sky we see the clouds part as two gargantuan
metal arms emerge and descend down toward the junkpile.  The
metal arms reach the chrome rod, grip it tightly, and begin to
lift it up.

WWe follow as the cylinder is pulled higher and higher, finally
coming to a stop in front of a giant eyeball.  The camera pulls
back to reveal that the eyeball belongs to AUSTIN GRIMALDI,
who carefully scrutinizes the orange diode held tightly in his
needlenose pliers.


                      AUSTIN

                 Got it.


Satisfied that this is the piece he had lost in the machine,
he begins to re-solder it in place.  Behind him, a LITTLE
GIRL with red hair comes into the room and walks up to him.


                      LITTLE GIRL

                 It's broken again, isn't it Daddy?


                      AUSTIN
                    (concentrating)

                 Yes dear.  But Daddy's fixing
                 it.  (hums)


                      LITTLE GIRL
                    (watching)

                 How come it's always breaking?


                      AUSTIN

                 I don't know, sweetheart.  Mmmmhmm.


                      LITTLE GIRL

                 When it's fixed, will you make more
                 funny pictures for me?


                      AUSTIN

                 Honey, why don't you go play with
                 your toys and let Daddy finish his
                 work, okay?  Mmmm ...


                      LITTLE GIRL

                 Okay.


The LITTLE GIRL wanders around to the other side of the machine,
as AUSTIN flips a switch.  Once again the glass sphere sparkles
and the holographic screen lights up.  AUSTIN uses a tool to
fine-tune the holograph and an image begins to materialize;
the glass gates of Kraan.

As the image becomes clearer, the camera pulls closer and closer
to the holograph screen.


                                             CUT TO


THE GATES OF KRAAN

The Council's voices still ringing in her head, TAARNA flies
in over the demolished gates.  Below her, the once-beautiful
city lies in ruins.

Gliding overtop the deserted streets, she sees a column of
smoke rising through the wrecked dome of the building in the
town's center.  As she watches the smoke rise, she pulls hard
on the reins, and heads her bird up.

The camera follows as she rides in through the shattered dome
down to the Council Chambers below.

Corpses of the Councilmen are strewn everywhere.  In the
center of the room, a large pile of ancient books and
manuscripts lie smouldering.  Reaching the floor, TAARNA
dismounts and starts to look around.  At the head of
the marble table sits the ELDER - dead.  In front of him,
a roll of parchment lies on the table.  TAARNA opens it.

Carefully painted on the parchment is a circle of mountains,
their tops glowing green.

TAARNA looks at it, and puts it in her sack.  Then she notices
that the ELDER is clutching something in his hand.  Prying
his stiff fingers apart, she finds a blood-stained medallion
just like the one her attacker wore on his chain.

Looking at the dead ELDER, TAARNA grips the medallion tightly
in her hand.


                                             CUT TO


OUTSIDE THE COUNCIL BUILDING

TAARNA flies back out through the shattered dome and surveys
the city below.  All is quiet and dark, except for a green glow
coming from a second-floor window.  Curious, she flies over,
pulls up beside the window, and climbs in.


                                             CUT TO


GIRL'S BEDROOM

Entering, TAARNA sees the slimy silk-like cocoon on the bed.
The basket of fruit still sits on the floor.  From
within the webbing, the green ball is glowing brightly.

TAARNA looks at the parchment in her sack, then at the glow
coming from the cocoon.  Cautiously, she approaches the cocoon,
sword drawn.

Suddenly a hand from within the cocoon grabs the ball and
shoots forward, ripping through the webbing and holding the
ball up to TAARNA's face.  The hand belongs to a hideously
ugly witch, who emerges from the cocoon, cackling through
snake-like fangs.


                      WITCH

                 Behold!  The Sphere of Uluhtec!
                 Look upon it, Taarna.  Look upon
                 it with fear.  For in its glow lies
                 the end of heaven - the beginning of
                 hell.  Take it Taarna.  Feel death
                 in your hands.  For death is upon
                 you.  And as you perish ... so dies
                 your race!


The witch's eyes go green.


                      WITCH
                    (screaming)

                 Take it !!


She hurls tha ball at TAARNA, who dodges it.  The ball sails
past her, out the window.  Then TAARNA, sword raised, leaps
at the WITCH, slicing through her in rapid strokes.

The WITCH cackles and crumbles into dust, but her green eyes
stay suspended in the air, and her cackle echoes through
the room.

TAARNA backs away, climbing out the window, onto her bird.  As
she flies off, she sees the WITCH'S green ball high above her,
rising into the clouds and disappearing.


                                             CUT TO


SPACE

The WITCH'S green ball zooms through space, as Earth appears
in the distance.  Then another object comes into sight.  Getting
closer we see that is is a modern winged rocketplane of no
determinable nationality, soaring high above Earth.  The green
meteorite passes, briefly bathing the rocketplane in its glow.

The rocketplane banks sharply, then stabilizes.  Slowly the
hatch-doors in its belly open up, revealing the underside of
an automobile suspended in the open hatch.

Hydraulic metal arms emerge, lowering the automobile out from
the belly of the cruising rocketplane.  We can see now
that the car is a white, '59 Corvette convertible.

With a "thunk", the metal arms release the car, and
as the rocketplane blasts away, the Corvette begins its
free-fall to Earth.

As the car falls gracefully through space, the driver plays
with the wheel, causing the Corvette to bank smoothly one
way, then the other.

Once his direction is stable, the driver clicks on the car
radio and adjusts it through various channels, until he settles
on one.

With the music playing, the car falls closer and closer to
Earth, entering and emerging from the cloud cover over the
atmosphere.  In the heat of entry the vehicle's paint starts
burning up.

As he heads down over a deserted area, the driver begins his
approach.  Touching down at breakneck speed, the smoking
Corvette bounces violently, every part straining at the
repeated impact.

The driver's face is expressionless as he jams the car into
high gear and floors it, spinning the wheels in an attempt
to translate downward momentum into forward motion.  Then
he pops his drag chute to help slow down.

TThis accomplished, the expressionless driver releases the
chute, and speeds off down the road in a cloud of dust.


                                             CUT TO


EXT.  THE PENTAGON - AERIAL SHOT

From high above the building we see a crowd of reporters
and T.V. newsmen waiting on the front steps.

The '59 Corvette pulls up at the curb below, and seeing
it, the reporters all start to run over.

The camera zooms down and into the car.  Inside, the driver
reaches over, unplugs a rubber hose, and loosens the two
large hex-nuts which connect him to the car.  As he gets out,
the reporters come running up.


                      FEMALE REPORTER
                    (to driver)

                 Doctor Anrak, six more mutants were
                 sighted in Arizona this morning.  Do
                 you still say this has nothing to do
                 with the green radiation from space.


The driver walks on without speaking.


                      T.V. NEWSMAN
                    (walking alongside)

                 Doctor, is it true that the President
                 himself pulled you off the Jupiter Six
                 Project so that you could investigate
                 those mutations? Doctor, answer me that.


He ignores the question, and walks past the guard into the
Pentagon.


                                             CUT TO


INT.  PENTAGON - MEETING ROOM

Around a large table sit the Joint Chiefs of Staff, members of
the Cabinet, and a pretty secretary wearing a tight skirt.
An argument is in progress as the expressionless DOCTOR ANRAK
enters.  The camera follows him as he sits down next to one
of the Generals.


                      FAT POLITICIAN

                 ... well what I wanna know is,
                 what's the Army doing about this?
                 Hell!  My constiuents are turning
                 green!  They're growing arms on
                 their backs.  There's something or
                 someone up there in space and the
                 voters have a right to know about it!


                      GENERAL

                 Senator, we have no proof that these
                 mutations are the result of interference
                 from outer space.  In fact, Doctor Anrak
                 has just come in, so let's hear what he
                 has to say ... Doctor?


The room goes silent as the DOCTOR stands up.


                      DOCTOR

                 First of all, there is no cause for
                 alarm.  As for the theories of interference
                 by alien beings, it is my firm opinion that
                 we on Earth are the only intelligent,
                 technically advanced civilization present
                 in the universe.


                                             CUT TO


OUTSIDE THE PENTAGON

An enormous round spaceship the size of Pittsburg hovers
overhead.


                                             CUT BACK TO


THE MEETING ROOM


                      DOCTOR

                 ... and whatever is causing these
                 mutations is not from outer space.
                 it's more likely just an isolated
                 biological pheno ... pheno ... ph ...
                 ph ... ph ...


Suddenly the DOCTOR'S head starts to jerk from side to side.
Everyone looks on, not knowing how to react.  As the DOCTOR
begins to move in short bursts, like a broken robot, he
fixes his gaze upon the pretty secretary across the table.


                                             CUT TO


OUTSIDE THE PENTAGON

From the bottom of the huge spacecraft, a metal tube emerges and
starts to drill through the roof of the Pentagon.


                                             CUT BACK TO


THE MEETING ROOM

The DOCTOR starts to shake violently as he stares at the pretty
secretary.


                      DOCTOR

                 Pretty ... pretty ... p ... p ...


Suddenly he lunges at her, sliding across the table.


As the DOCTOR struggles with the terrified girl, the camera
pans up to the ceiling, where the metal tube from the spaceship
drills through.  Descending upon them, it sucks them up instantly.


                      DOCTOR

                 Aaarrgghh!


                      SECRETARY

                 Eeeeeek!


                                             CUT TO


INSIDE THE SPACECRAFT - CONTROL ROOM

A metallic robot holding a clipboard, is standing in front of
a large glass receiving jar, as DOCTOR ANRAK comes through
the tube and lands in the jar.  As soon as the DOCTOR'S feet
hit the bottom of the jar, the DOCTOR breaks into a lot of
small metallic parts.


                      ROBOT
                    (Mechanical voice)

                 Oh, nice job.  How am I supposed
                 to fix this guy?  He's fucked.


ZEKE and EDSEL, two alien space-pilots, are standing nearby,
at the control console.  They look like big furry orange heads
on stilts, with arms coming out of the sider.


                      ZEKE
                    (to Edsel)

                 I guess we turned it up a
                 little too high.


                      EDSEL
                    (to Robot)

                 Sorry, man.


                      ROBOT

                 You're sorry?  What about me?
                 I've gotta put this asshole
                 back together.


Suddenly the pretty secretary comes through the tube and lands
in the jar.  She's a little mussed up, but okay.


                      GLORIA

                 (gasp)  Where am I?


                      ROBOT
                    (staring)

                 Hey, who's the chick?


                      GLORIA

                 Well look at my clothes!
                 Who's gonna pay for the dry
                 cleaning?  And where am I?
                 I demand that you return me
                 to my office immediately.


                      ROBOT

                 Too late - molecular instability
                 zone around spacecraft. You cannot
                 leave.


                      GLORIA
                    (to Zeke)

                 What?!  Is he kidding?


                      ZEKE

                 Uh ...


He looks at the ROBOT, who winks at him.


                      ZEKE

                 ... oh yeah.  Instability zone.
                 You're stuck here.


ZEKE and EDSEL try to keep straight faces.


                      GLORIA
                    (stunned)

                 But I have to be at my parents
                 for dinner tonight.  And my
                 gynecologist appointment is on
                 Wednesday.


                      ROBOT

                 Not anymore.  Would you, ah, like
                 a drink?
                 (leading her away)
                 You'll feel better after a glass of
                 fresh blo-aak.


They disappear down a corridor.


                      GLORIA
                    (V.O.)

                 Do you have any diet soda?


                                             CUT TO


CONTROL CONSOLE


                      EDSEL
                    (to Zeke)

                 Ah, typical robot.  The first
                 Earth-chick we see in ten years,
                 and he's gotta make a play for her.


EDSEL jams the gearshift into 'D' for Drive, and the ship
lifts away from Earth.


                      ZEKE

                 Hey, do we have any of that
                 Plutonian Nyborg left?


                      EDSEL

                 Uh, yeah.  Just one bag.  Uh, it's
                 in the transmitter compartment.


                      ZEKE

                 Uh, thanks man.


ZEKE opens a hatch and pulls out a double-spouted plastic
bag on wheels the size of a steamer-trunk.  It is full of
white powder.


He pours two fifteen-foot lines of powder onto the floor.
Then, he pauses.


                      ZEKE
                    (surveying the lines)

                 Oh great.  Think this is enough?


                      EDSEL
                    (thinking)

                 Uhh ... nah.  Go for broke.


                      ZEKE

                 Good thinking, man.


As he resumes pouring, ZEKE begins singing to himself in an
alien tongue.  When the lines are poured, they both stand at
the start of the trail of white powder, and part their hair
to reveal nostrils hidden in their foreheads.


                      ZEKE & EDSEL

                 Nose dive!


They both start to criss-cross the room, inhaling the white
powder like vaccuum cleaners.  As they happily snort the
Nyborg, the camera pans back to the glass receiving jar, and
moves down through the broken pieces of DOCTOR ANRAK.  Reaching
his lifeless face, the camera moves around to the back of the
head.  Through the shattered metal we can see a green ball,
glowing inside ANRAK'S skullpiece.


                                             DISSOLVE TO


SPACE - ZEKE AND EDSEL'S P.O.V.

As the round spaceship moves through space, a group of
asteroids approach and whip past.  Up ahead, a red sun
turns white and goes super-nova.


                      EDSEL
                    (V.O.)

                 Oh, wow ... good Nyborg!


                                             CUT TO


INSIDE THE SPACECRAFT - ROBOT'S BEDROOM

GLORIA PEARLMAN and the ROBOT are lying in bed, naked.
They have just finished making love.  She is smoking a cigarette.


                      GLORIA
                    (glazed)

                 That was incredible.  I've never felt
                 anything like it.


                      ROBOT

                 Oh great.  I have been programmed to
                 be fully proficient in sexual activities.
                 Do you want to go steady?


                      GLORIA

                 Gee, I don't know.  I already have
                 a boyfriend.


                      ROBOT

                 Ah, what he does not know will not
                 hurt him.


                                             CUT TO


CONTROL CONSOLE

ZEKE and EDSEL are sitting at the controls, staring wide-eyed
out into space.  They are obviously stoned.  Suddenly a bell
rings and the communicator screen lights up.  A serious officer's
face appears on it.


                      OFFICER ON SCREEN

                 Mothership calling starcruiser Alpha ...
                 Mothership calling starcruiser Alpha ...


ZEKE looks over at the screen and then shouts into it.


                      ZEKE

                 Whaddyawant, man?


                      OFFICER ON SCREEN

                 Mothership calling Starcruiser Alpha ...


                      EDSEL
                    (to Zeke)

                 You gotta use the microphone.


                      ZEKE

                 Oh yeah.
                 (shouts into microphone)
                 Whaddyawant man?


                      OFFICER

                 Now listen, idiot.  Do I have to
                 tell you eight hundred times?  You
                 don't call me "man"!  You call me
                 "Com-Op Officer Blix". Now is that
                 perfectly clear?


                      ZEKE
                    (into mike)

                 Yeah, sure.  Whaddyawant, man?


                      OFFICER
                    (disgruntled)

                 You are to return immediately to
                 the Mother Ship and pick up a
                 humanoid civilian.  Your orders
                 are to escort him to the Interplanetary
                 Tribunal Courtroom so that he can testify
                 at the trial of Lincoln Sternn.  And make
                 it snappy!


The screen goes blank.


                      EDSEL

                 Wow!  They finally got Sternn.


                      ZEKE

                 It's about time.  Hang on, man.
                 Here we go.


ZEKE jams the gearshift into hyper-drive.


                                             CUT TO


SPACE

The round spaceship blasts forward at ten times the speed
of light.


                                             DISSOLVE TO


SPACE - LATER

ZEKE and EDSEL'S round spacecraft looks like an apple
heading toward a freight train as it approaches the
enormous mother-ship.


                                             CUT TO


INSIDE SPACECRAFT - CONTROL CONSOLE

An ashtray full of roaches sits on the console.  ZEKE is
at the controls with a joint in his mouth.  He is swaying
back and forth, eyes glazed.  Beside him, EDSEL watches
the mothership getting closer.


                      EDSEL
                    (to Zeke)

                 You okay to land this thing?


                      ZEKE

                 No problem, man.


                                             CUT TO


MOTHERSHIP'S LANDING AREA

Huge red arrows point the way through the ten-mile wide
landing area as the round spaceship glides in.


                      EDSEL
                    (V.O.)

                 I think you're goin' a little high,
                 man.


                      ZEKE
                    (V.O.)

                 It's okay, man.  If there's one
                 thing I know, it's how to drive
                 when I'm stoned.  It's like, you
                 know your perspective's fucked,
                 so you just gotta let your hands
                 work the controls as if you're
                 straight.


The round ship rams directly into a wall, and crashes down,
skidding to a stop in front of the loading bay.


                      EDSEL
                    (V.O.)

                 Oh, wow, good landing, man.


                      ZEKE
                    (V.O.)

                 Thanks.


                                             CUT TO


INSIDE SPACECRAFT - ENTRANCE HATCH

ZEKE and EDSEL press a button to open the hatch doors.
As the door opens we see two metallic Regolian guards
waiting on the other side.  Between them stands a small,
shabbily-dressed humanoid with a crooked jaw and
cauliflower ears.  This is HANOVER FISTE.


                      REGOLIAN GUARD
                    (to Zeke and Edsel)

                 This man is to be delivered to the,
                 clik, Interplanetary Tribunal, Courtroom
                 #3, clik, Galaxy versus Lincoln Sternn.
                 Thenk yew.  Clik.


The guards wheel away.


                      FISTE
                    (meekly)

                 Ah, hello.


                                             CUT TO


CORRIDOR IN SPACESHIP

ZEKE and EDSEL escort FISTE down the corridor.


                      EDSEL
                    (to Fiste)

                 Umm, you're gonna testify at
                 Sternn's trial?


FISTE nods.


                      ZEKE

                 They gotta give him at least, like,
                 life.


                      FISTE

                 Lincoln Sternn is a kind and honourable
                 man.
                 (camera pulls close to Fiste's face)
                 He will be freed.


                                             CUT TO


SPACE - LATER

As the round spaceship journeys through space it passes through
a fantastic space-scape of disembodied rock statues, and past
a magnificent graffiti-covered robot chained to an asteroid.


                      EDSEL
                    (V.O.)

                 Y'know, I wish they'd clean this place
                 up, man.


                      ZEKE
                    (V.O.)

                 Yeah.  It's like pig city out here.


                      EDSEL
                    (V.O.)

                 Yeah.


                                             CUT TO


ROBOT'S BEDROOM

GLORIA is getting dressed as the ROBOT re-charges his energy-
paks.


                      ROBOT

                 ... but I don't understand.  We
                 laugh together.  We care for each
                 other.  We have highly proficient
                 sex.  Why can't we get married?


                      GLORIA

                 Look, we're different, okay?  Let's
                 leave it at that.


                                             CUT TO


CONTROL ROOM

The hatch opens, and GLORIA and the ROBOT walk through,
still talking.


                      GLORIA

                 ... but mixed marriages just don't
                 work.  What if you get tired of me
                 and run off with a vibrator or
                 something?


As they move through the room, and out the other side, they
pass FISTE, who is sitting quietly near the receiving jar,
hands folded.  Looking around, FISTE notices a green glow
coming from the bottom of the jar.  He gets up, quietly opens
the jar, and pokes through the scrap robot parts.

Finding the small green ball in ANRAK'S head, he pulls it
out and looks at it.


                                             CUT TO


CONTROL CONSOLE

ZEKE and EDSEL are sitting at the controls, driving carefully.
FISTE, carrying the green ball, comes up and sits down beside
them.


                      ZEKE

                 There it is, man.  I'm gonna hang
                 a louie here.


                      EDSEL
                    (to Fiste)

                 Yeah, well it won't be long now.  Are
                 you sure you're gonna testify for Sternn.


FISTE says nothing.  He just clutches the green ball and stares
into space.

ZEKE and EDSEL look at each other and shrug.


                                             CUT TO


OUTSIDE THE SPACESHIP

An enormous, brightly-lit, multi-level space station/courthouse
floats into view, completely filling the screen.  ZEKE and
EDSEL'S round spaceship is just a speck as it enters the frame,
approaching the mammoth structure.


                                             CUT TO


SPACE-STATION LANDING DOCK

The ship locks into the dock, and the exit hatch opens.
GLORIA and the ROBOT come through first, ahead of ZEKE, EDSEL,
and FISTE.


                      GLORIA

                 ... alright, alright.  I'll marry
                 you - but on one condition ... I
                 want a Jewish wedding.


                      ROBOT

                 A Jewish wedding!?!!!  But this is
                 space.  95% of the population are
                 robots.


                      GLORIA

                 Well, find me a robot-rabbi!


                      ROBOT

                 Okay, okay!


                      EDSEL

                 I give them six months, man.


                      ZEKE

                 He doesn't even look Jewish!


GLORIA and the ROBOT disappear around a corner as ZEKE and EDSEL
escort FISTE through the hatch.  FISTE is carrying the small
green ball.

As they lead FISTE away, the camera pulls back, out through
a space-port, and moves along the outside of the slowly
rotating space-station.  At the top, the camera zooms down
through a massive glass-domed ceiling and into a huge
inter-galactic courtroom.

Voices echo below us.


                      PROSECUTOR

                 Are you Captain Lincoln F. Sternn?


                      STERNN

                 I am.


As we move down, we see square-jawed CAPTAIN STERNN, his
shifty-eyed lawyer, and the cold Prosecutor all standing
before the Judge.

STERNN is smirking confidently as the Prosecutor reads from
a long page of charges.


                      PROSECUTOR

                 Lincoln Sternn - you stand here
                 accused of twelve counts of murder
                 in the first degree  ... fourteen
                 counts of armed theft of Federation
                 property ...


                                             CUT TO


THE GALLERY

The hostile humanoid and alien faces all stare at STERNN with
hateful, accusing eyes.


                      PROSECUTOR
                    (V.O.)

                 ... twenty-two counts of piracy
                 in high space ... eighteen counts of
                 fraud ...


                                             CUT TO


STERNN'S LAWYER

Mopping his brow, he looks nervously over to STERNN.


                      PROSECUTOR
                    (V.O.)

                 ... thirty-seven counts of rape, and
                 one moving violation.  How do you plead?


                                             CUT TO


CAPTAIN STERNN

Smiling to himself, he nods, then gets serious.


                      STERNN

                 Not guilty!


                      LAWYER
                    (whispers to Sternn)

                 Not guilty?!?  Are you nuts?!?


                      STERNN
                    (whispers to lawyer)

                 It's okay, Charlie.  I got an
                 angle.


                      JUDGE
                    (to Prosecutor)

                 Call the first witness!


STERNN and his lawyer move to their seats.


                      LAWYER
                    (to Sternn)

                 But the Prosecutor's gotcha cold!
                 Yer as guilty as a cat in a goldfish
                 bowl.


                                             CUT TO


THE COURTROOM DOORS

ZEKE and EDSEL enter with FISTE, and push their way to the
front.


                      PROSECUTOR

                 The Prosecution calls Hanover Fiste.


                      GUARD #1

                 Calling Hanover Fiste!


                      GUARD #2

                 Calling Hanover Fiste!


                      GUARD #3

                 Calling Hanover Fiste!


                      GUARD #4

                 Hanover Fiste!


ZEKE and EDSEL sit down, while HANOVER FISTE, small and
shabby, walks up to the witness stand, nervously clutching
the small green ball in his hand.  As he passes, STERNN and
his lawyer continue to argue.


                      LAWYER
                    (pleading)

                 Lissen Sternn ... change the plea
                 to guilty.  Throw yerself on the
                 mercy of the court.


                      STERNN

                 I told you, Charlie.  I got an
                 angle.


HANOVER FISTE is sworn in, as Sternn's lawyer begs.


                      LAWYER

                 But the most we can hope for is to
                 get ya buried in secrecy so yer grave
                 don't get violated!  Plead guilty!


                      STERNN

                 Shut up, Charlie.  I got an angle.


                      LAWYER

                 What angle?


                      STERNN
                    (pointing to Fiste)

                 Him!


                                             CUT TO


WITNESS STAND


                      PROSECUTOR

                 State your name for the record.


                      FISTE
                    (fidgeting nervously with
                     the green ball)

                 I am Hanover Fiste.


                                             CUT TO


STERNN


                      STERNN
                    (winking to lawyer)

                 I promised him thirty-five thousand
                 zuleks to testify on my behalf.


                                             CUT BACK TO


WITNESS STAND


                      PROSECUTOR

                 You know the defendant,
                 (pointing)
                 Captain Sternn?


                      FISTE

                 Yes, I know Captain Sternn.  And
                 never did there live a kinder, more
                 generous man.  He is an overflowing
                 cup, filled with the very cream of
                 human goodness ...


                                             CUT TO


STERNN AND HIS LAWYER


                      STERNN
                    (to lawyer)

                 See?


                                             CUT BACK TO


WITNESS STAND


                      FISTE

                 ... in all the time I've known him,
                 he's never done anything immoral ...
                 (thinking)
                 unless maybe the Pre-Schooler's
                 Prostitute ring ...


                                             CUT TO


STERNN AND HIS LAWYER

They look at each other, shocked.


                      STERNN & LAWYER

                 Huh?!?


                                             CUT BACK TO


WITNESS STAND


                      FISTE
                    (speaking gently)

                 ... and he's ah, never done anything
                 illegal ...
                 (turning sharply)
                 ... unless you count all the times
                 he sold dope disguised as a nun!!
                 (reverting to meekness)
                 He's always been a good, law-abiding
                 citizen ...
                 (shouting at himself)
                 Awww, gimme a break!!
                 (gentle again)
                 ... of the Federation, and, and ...
                 (going schizo)
                 Shut Up!  Shut Up!  Shut Up!
                 (gentle, but starting to sweat)
                 ... a community-concious individual, ah, ah ...
                 (rising in crazed anger)
                 STERNN!!!
                 (pointing as he screams)
                 He's nothin' but a low-down, double-dealin',
                 back-stabbin', larcenous, perverted worm!!


STERNN and his lawyer look on, horrified, as FISTE'S body
starts to grow.


                      FISTE

                 Hangin's too good for him!!


New muscles tear through FISTE'S shabby clothes.


                      FISTE

                 Burnin's too good for him!!


Growing larger, he starts foaming at the mouth.


                      STERNN

                 Hanover ...


                      FISTE

                 He should be torn into little bitsy
                 pieces and buried alive!!!


FISTE rams his hands down onto the Witness Stand, shattering
it completely.


                      STERNN

                 Hanover ...


                      FISTE

                 I'll kill him!


He hurls the Prosecutor aside, and moves towards STERNN with
thundering footsteps.


                      FISTE

                 KII - ILLL!!!


Still growing, he rips apart the Judge's bench as he passes
it.  Finally  he stands towering in rage over the terrified
STERNN.


                      STERNN
                    (to Fiste)

                 H-h-hey, Hanover ...
                 n-now take it easy, Hanover,
                 I'm sure we can talk this ov ...


Instinctively, STERNN leaps back as FISTE'S giant hands come
smashing down in the spot where STERNN stood.  The gallery
scatters screaming as STERNN runs for the door.  Slavering,
FISTE thunders after him.  STERNN runs through the exit,
bolting the door behind him.  FISTE follows, tearing the
door apart, and bringing the entire courtroom wall down in
the process.


                                             CUT TO


STERNN

Running down a hallway, STERNN passes a group of Regolian
cops, who raise their weapons in an attempt to block the
rampaging FISTE.


                      REGOLIAN #1

                 Halt, clik, in the name of the
                 Federation, clik.  Where is your
                 corridor pass?
                 (to other Regolians)
                 Unco-operative humanoid, clik,
                 blast him.


They open fire, but FISTE is unstoppable.  Still growing,
he grabs the Regolians's weapons, crunches them up and eats
them.


                      REGOLIAN #1

                 You are now in violation of Code
                 103-N-17, clik, paragraph A-64 ...
                 unauthorized consumption of Federation
                 property.  Please come quietly, clik,
                 ... thenk yew.


With a single clap of his enormous hands, FISTE crushes the
Regolian's metal skulls together into an accordian the thickness
of a dime.


                                             CUT TO


STERNN

He races through a metallic hallway, and ducks into a boiler
room, then down a long dark tunnel.  At the end of the tunnel,
STERNN comes to a dead-end, and stops to rest.


                      STERNN

                 Oh, this looks good.


                      FISTE

                 (growls)


                      STERNN

                 Oh, duck under here ...


                      FISTE

                 I'll get you!!


                      STERNN

                 I think I'll turn here!
                 (runs, gasping)
                 Come on feet, don't fail me now!


                      FISTE

                 Sternn!!!


                      STERNN

                 Uh oh ...
                 (runs)
                 Ah, gasp, ah whew, lost him!


                      FISTE

                 STERNN!!


                      STERNN

                 Okay, Hanover, you've had this
                 coming!


Taking a deep breath, STERNN reaches into his pocket, pulls
out a wad of bills, and counts them out as he hands them to
FISTE.


                      STERNN

                 Let's see, thirty-three, thirty-
                 four, thirty-five thousand zuleks.
                 Thanks Hanover.


                      FISTE
                    (taking money)

                 S'nothin, boss.


Counting his money, FISTE starts shrinking back to his
normal size.


                      STERNN

                 And Hanover ...


                      FISTE

                 Yes?


                      STERNN

                 Goodbye.


STERNN pulls a lever, which opens up the floor below FISTE,
who screams, falling out into space.  As FISTE slides out,
STERNN grabs the money from FISTE'S hand and smiles.


                                             CUT TO


THE OUTLANDS

All is quiet across this vast expanse of rusted pipes and
barren desert.  The silence is broken by a whistling sound which
gets louder and louder.  Then, thud!

A green ball lands in the dirt in front of us.  Fluttering down
around it are HANOVER FISTE'S tattered clothes.  Then the
burnt ashes of Hanover's body land in a small pile beside his
clothes.  Panning up we see TAARNA flying on her bird in the
distance.


                                             CUT TO


TAARNA

She swoops down and flies through a maze of rusting pipes and
cables which look like the ramnants of an ancient power station.
Then she steers her bird through a hidden opening in the rotting
floor, and enters a magnificent  secret hideaway cut deep into
the rock.


                                             CUT TO


INSIDE TAARNA'S HIDEAWAY

Landing her bird on a circular slab of gleaming marble, TAARNA
dismounts and walks over to a shimmering pool.  Here she disrobes,
and picking up a small gold pitcher, she pours an ancient oil
over herself.  It shines and sparkles as it touches her skin.
Then she steps into the water, where her body seems to sparkle
even brighter.

Finishing her sacred bath, she steps out and walks to a stone
wall.  When she touches it, a rock panel slides away to reveal
a gold chest.  TAARNA opens it.

Inside the chest lies a glistening set of armoured garments,
so bright that TAARNA must shield her eyes for a moment.  Then,
as she looks down at the armour, the voice of TAARAK THE
DEFENDER comes into her head.


                      TAARAK
                    (V.O.)

                 To defend - this is the Pact.
                 but when life loses its value,
                 and it taken for nought, then
                 the Pact is ... to avenge!!


Through a series of dissolves we see TAARNA'S hands sensuously
fitting the various metallic pieces over her firm body.  Finally
we pull back to see her fully.

Standing before us, glistening in the torch-light, she looks
magnificent.  Reaching once more into the chest, TAARNA pulls
out a golden sword.  As she holds it, it seems to vibrate,
almost buzzing in her hands.  Suddenly she swings it, slicing
cleanly through one of the stone torches on the rock wall.  As
the burning torch falls to the ground, TAARNA leaves.


                                             CUT TO


THE SKY

From over our heads, TAARNA comes soaring past, her armour
gleaming in the rays of the setting sun.  Below her, she
sees a metallic holiday-town filled with barbarian soldiers.
Drunken blue men fight in the streets, strange animals run
around loose, and dead or drunken bodies lie in the gutters.

Looking down, amidst the melee, she sees three winged creatures
tied up in front of a bar.  The camera zooms in on one of the
creature's saddlebags.  It has a silver medallion set into the
leather, identical to the one which TAARNA pried from the
Elder's fingers.


                                             CUT TO


INSIDE THE BARROOM

Barbarian honky-tonk music fills the crowded room, as
various barbarian soldiers sit drinking and fondling the
bar-girls who are dressed in cheap, flashy metal outfits.

Three of the blue barbarians are particularly drunk and
rowdy as they push a non-barbarian down, dump a drink on his
head, laugh and kick him.


                                             CUT TO


THE BARROOM DOOR

TAARNA walks in through the swinging silver and plexiglass
doors, past the three soldiers kicking their victim.  She sits
down at the bar.

The three brutish blue soldiers finish stomping the man and
walk over to the bar, crowding close around TAARNA.


                      BARBARIAN #1

                 Hey, look.  A new one.
                 (to Taarna)
                 Where you from, baby?


TAARNA ignores him.


                      BARBARIAN #2

                 Doesn't talk much, does she ?


                      BARBARIAN #3

                 She doesn't have to talk for what
                 I want to do with her.


                                             CUT TO


TAARNA'S HAND

It slowly moves down to her sword, and unclips the safety strap.

                                             CUT BACK TO


THE BARBARIANS


                      BARBARIAN #3

                 (running his hand across her breastplate)
                 C'mon baby, let's see what's under there.


                      BARBARIAN #1

                 (starting to undo her breastplate)
                 Yeah, let's have a look.


Taarna slowly stands up, pushing their hands away, and takes
a step back.


                      BARBARIAN #2

                 Heey, she's tough.


                      BARBARIAN #3

                 Maybe she wants to fight?


They all laugh.


                      BARBARIAN #1

                 ... or maybe she wants to take
                 us all on?


Still laughing, they move towards her.

In a blinding flash, TAARNA draws her golden sword, and wielding
it like a Samurai master, slices off all three of their heads.
In an instant, the sword is back in its sheath.

The barbarian's heads stop laughing as they fall to the ground.
The music stops, and everyone in the bar stares at TAARNA.

Stepping over the bodies, TAARNA walks up to the bartender,
pulls out the parchment picture of the glowing mountains, and
shows it to him.  The bartender looks at it carefully, then
points out the window.


                      BARTENDER

                 Beyond the oasis.


TAARNA nods and leaves.


                                             CUT BACK TO


THE BARTENDER

His eyes start to turn green.  The camera gets closer and
closer to his glowing eyes, until the green glow turns into
the image of a ball, lying in the ground, in AUSTIN'S holograph.


                                             CUT TO


AUSTIN

AUSTIN is crouched over the machine turning several knobs,
trying to make the ball move.  Nothing happens.


                      AUSTIN
                    (to himself)

                 Hmmm ... must be jammed.


Frustrated, AUSTIN picks up a flashlight, opens up a compartment
underneath the control knobs, and takes a look inside.  While
AUSTIN fiddles inside the machine, we see two hands appear on
the holograph screen and pick up the green ball.  AUSTIN looks
over to the holograph and notices.


                      AUSTIN

                 Where'd it go?


                                             CUT TO


THE HANDS

As the hands cradle the green ball, the camera pulls back
to reveal a skinny, unco-ordinated boy wearing thick eyeglasses,
carrying the sphere across his backyard.  This is DAN.


                      DAN
                    (V.O.)

                 It all started when I found the green
                 meteorite.  I read in Farraday's "Life
                 of the Planets" that smaller ones like
                 this are supposed to burn up when they
                 enter the atmosphere, but for some reason
                 this one didn't ...


DAN carries the ball into a typical small-town house.


                                             DISSOLVE TO


T.V. ANTENNA ON ROOF - STORMY NIGHT

As the narration continues, we follow two red wires down
from the T.V. antenna, along the roof, and into DAN'S attic
window.  The wires run through a bucket of water and are hooked
up to some electronic parts on DAN'S desk.


                      DAN
                    (V.O.)

                 ... so I brought it up to my room,
                 stuck it in my rock collection and
                 forgot about it.  I was experimenting
                 with natural electricity ...


The camera pans around the room to show various displays of
DAN'S scientific tinkering - blue-ribbon science projects,
transparent models of a man and a woman showing all internal
organs, and many books.

In the corner, the green ball sits in DAN'S rock collection.

At his desk, DAN impatiently shuffles through the dusty pages
of an old scientific journal.


                      DAN
                    (V.O.)

                 ... and with the storm warnings up,
                 I figured maybe tonight I'd hit the
                 jackpot.  All I needed was a little
                 juice.


He looks out the window at the gathering storm.


                                             CUT TO


THE STORM

Crackling from the sky, a bolt of lightning strikes the
television antenna and surges along the wires into the attic.


                                             CUT TO


DAN'S ATTIC ROOM

The lightning flashes into DAN'S apparatus, lighting it up
brightly.


                      DAN

                 It works!


Suddenly, an electric arc jumps from the bucket of water
and crosses the room to join with thw ball on his shelf.
Caught in the middle, DAN begins to glow green.


                      DAN
                    (looking at his
                     green arms)

                 Oh Jesus!


The electrical field opens up a shimmering gateway into another
universe and DAN de-materializes.


                                             CUT TO


THE TRANSFORMATION

We float in darkness for a moment as black shapeless images
zoom past.


                      DAN
                    (V.O.)

                 I felt like I was nothing
                 - just atoms floating in the
                 darkness ...


Then, tiny beams of light join to form a glow in the corner
of the screen. The glow gets brighter and starts moving slowly
around the screen.  Now, we can make out some of the images
whipping past - a half-formed hand, pages of a book, a crumbling
pyramid, a green ball.


                      DAN
                    (V.O.)

                 Then, a body started to re-form
                 around me.  Only it wasn't my
                 body - this one had muscles.


Sturdy muscular parts begin to materialize around the moving
light.  They join up with each other to form a powerfully built
human figure.

Finally a man's face takes shape, and as it forms, eveything
gets brighter and clearer.


                      DAN
                    (V.O.)

                 It was a great body, but I
                 wasn't too crazy about the
                 face.


The powerful figure, DEN, turns slowly as he floats and begins
to look at his hands and arms.  Moving his mouth, he speaks in
a new voice - deep and powerful.


                      DEN
                    (feeling head)

                 Hmmm ... no hair.


Suddenly, the background explodes into fields of radiant colours
as the body accelerates away from us and passes through a second
shimmering gateway.


                                             CUT TO


THE NEVERWHERE PYRAMID

DEN, strong, masculine and hairless, materializes cradled in
the hand of a huge stone idol.  He is naked and unconscious
Above him, the glowing green ball is held in the idol's other
hand.

The camera pulls back to show that the idol is standing on the
deck, stop a huge, truncated pyramid.  The deck forms a walkway
around a swirling pool of green water.

Kneeling all around the seething pool, are lizard-men, wearing
priest's robes.  Two of them stand beside a glass coffin.  Inside
the coffin, lies a naked girl, bound and gagged.


                      PRIESTS
                    (chanting softly)

                 Uluhtec, Ulutec ...


Directly in fron of the idol, a regal-looking QUEEN, wearing
a revealing velvet cloak, is praying to the raging water.


                      QUEEN

                 By the powers of the glowing
                 Loc-Nar placed in your idol's
                 hand, I demand you come forth,
                 Uluhtec!


The waters of the sacrifical pool rage more violently and
a low rumble is heard far below.


                                             CUT TO


THE IDOL'S HANDS

The green ball, (Loc-Nar), glows brightly as DEN opens his eyes,
looks down and notices his enormous genitals.


                      DEN

                 Hmmm ... big!


Seeing an animal-skin hanging from the idol, he rips off a
piece and wraps it around himself.


                      DAN
                    (V.O.)

                 There was no way I was gonna
                 walk around this place with
                 my dork hangin' out!


Suitably covered, he surveys the ritual taking place below him.


                      DAN
                    (V.O.)

                 Wow!  This looked like something
                 right out of the Ten Commandments.


                                             CUT TO


EDGE OF RAGING POOL

The QUEEN is kneeling before the seething water.


                      QUEEN

                 Grant me your strength in return
                 for a living mortal sacrifice!  It
                 has been ordained.  Come forth Uluhtec!
                 I demand it!


Two lizard priests remove the terrified girl from the glass
case and hold her out over the swirling water.  The QUEEN
nods and the two priests drop her in.


                                             CUT TO


THE IDOL'S WATER

Seeing the girl struggle in the water, DEN'S eyes grow wide.


                      DAN
                    (V.O.)

                 What'd they do that for?


He stands and dives into the raging pool, swimming powerfully
towards the drowning girl.

                                             CUT TO

UNDER WATER

Reaching her, DEN grabs the girl's  bound ankles, hooks them
over his head and drags her through a decayed hole in the
underwater wall.  Inside a stone tunnel, they are swept along
by the current.


                      DAN
                    (V.O.)

                 Normally, I'd be dead by now.  I
                 kept thinking I was going to run
                 out of air, but my new body worked
                 great.  I just hoped her body was
                 working as good as mine.


                                             CUT TO


EXT. FIELD OF LILIES - DAY

DEN and the girl are washed out into a pond at the center of
a beautiful field of lilies.  He pulls her out of the water,
unconscious.  As he unties her, she begins to stir.


                      GIRL

                 Thank you.


She takes DEN'S hand and lies back in the flower, her
beautiful breasts exposed in the sunlight.


                      DAN
                    (V.O.)

                 She had the most beautiful eyes.
                 I wanted to make some conversation
                 but I found my new self asking the
                 same old stupid questions.


                      DEN

                 Are you from around here?


                      GIRL

                 Well, you may not believe this, but
                 I'm from another world - from a place
                 called Earth.


                      DEN

                 Earth?  I too am from Earth.
                 How did you get here?


                      GIRL

                 My name is Katherine Wells, and
                 I'm from the British colony of
                 Gibraltar.  Time makes no diff-
                 erence here, but there it was
                 the summer of 1892.  It was
                 evening - I'd gone for a walk on
                 the cliffs when suddenly a sphere
                 fell from the sky.  Following its
                 glow, I came to a shining gate made
                 out of light.  Unable to resist, I
                 stepped through it and awoke in
                 this world.  There I was thin and
                 weakly, fit only to stay indoors.
                 (she stands up)
                 But here, somehow I am stronger,
                 more alive,
                 (she stretches seductively)
                 ... more fully a woman.


                      DAN
                    (V.O.)

                 You're not kidding.


                      DEN
                    (standing)

                 I, too seem better equipped on
                 this world.
                 (he holds out his arm)
                 My arms are more powerful.
                 (strecthes his fingers)
                 Even my fingers seem to hold
                 great strength.


KATHERINE walks up close to DEN, takes his hand and touches
the fingers to her breast.


                      KATHERINE

                 You saved my life.  I have no
                 reward to give you, but if any
                 part of me pleases your senses
                 - I would give it willingly.


She circles her nipple with his baby finger.


                      DAN
                    (V.O.)

                 Wow!  This was great!  There was
                 no way I'd get a chick like this
                 back on Earth.  I mean, look at
                 her!!


Taking KATHERINE in his arms, DEN lays her down on a bed of
flowers and begins to tenderly make love to her.


                      DAN
                    (V.O.)

                 There was only one problem ...


A spiked boot appears in the frame.  The camera pans up to
show a large, ugly hairy beast-man standing over DEN and
KATHERINE.

The camera then pulls back to reveal the entwined couple,
completely surrounded by a horde of grim, bestial warriors.


                      DAN
                    (V.O.

                 I don't know who these jerks
                 were, but they sure picked a
                 bad time to show up ...


The ugly beast-men grab DEN and KATHERINE as we;


                                             DISSOLVE TO


ARD'S THRONE ROOM

The beast-Captain keeps his machine gun trained on DEN as
the soldiers lead him into the cavernous room.


                      DAN
                    (V.O.)

                 They split us up and took me to
                 this weird castle-type place.
                 I wanted to find out where they'd
                 taken Katherine, but none of these
                 guys seemed to speak English.


In the middle of the room there is a round stone pedestal
with a throne carved into it.  On the throne sits ARD, a
child-like ruler with a sadistic glint in his eye.


                      ARD

                 They tell me you are Den of Earth,
                 the one who dared to steal the
                 female sacrifice from the Queen.


                      DAN
                    (V.O.)

                 This guy was a shrimp so I figured
                 I'd play it tough.


                      DEN

                 Where is the girl?


                      ARD

                 I am Ard - supreme leader of
                 the revolution and the next
                 ruler of the world.


                      DEN
                    (tougher)

                 The girl!!


                      ARD

                 Well, aren't we fierce?
                 If you are truly as tough as
                 you seem, then you will serve
                 me well.  But first, a test.
                 Guards!  Castrate him!


                      DAN
                    (V.O.)

                 Uh oh.


Two bestial guards approach from behind, brandishing curved
short-swords.  DEN turns instinctively, dodges the first thrust
and delivers a bone-shattering elbow to the beast's head,
crushing his skull.

Spinning with his own momentum, DEN throws a rock-hard fist
into the second guard's chest, snapping his rib-cage and
sending him flying across the room.

Without pausing, the bald muscleman grabs the nearby beast-
Captain and lifts him into the air by his machine-gun.  The
Captain hangs on as DEN twists the gun, butts it into the
creature's groin and then drives the weapon through the
Captain's jaw.

The creature crumples, leaving DEN with the gun.


                      DAN
                    (V.O.)

                 Boy!  I was pretty good at this
                 stuff.


                      ARD

                 Excellent.  You are worthy to
                 serve me.


                      DEN
                    (aiming machine-gun at him)

                 Give me the girl or die.


                      ARD
                    (taking it lightly)

                 Well, if I have a choice, I'll
                 take death.


                      DEN

                 So be it.


DEN fires, spraying a row of bullets across ARD'S body.  The
bullets blast big yellow holes in ARD'S chest, but there is
no blood.  ARD looks up and laughs.


                      ARD

                 Ha ha ha!  You'll have to
                 do better than that.


As DEN looks on, ARD'S wounds miraculously close up and heal
themselves over.


                      DAN
                    (V.O.)

                 I could see why they made this
                 guy their leader.


                      ARD
                    (standing up)

                 ... but if you're really interested
                 in the girl; I've had her encased in
                 glass.


ARD pulls the velvet covering off of a glass box to reveal
KATHERINE, unconscious, sealed inside.


                      DEN

                 She's dead.


                      ARD

                 Actually no.  She's sleeping,
                 but only I can awaken her.


                      DEN

                 What do you want of me?


                      ARD

                 I want you to steal the sacred
                 Loc-Nar.


                      DEN

                 What is this Loc-Nar?


                      ARD

                 The Queen's glowing sphere, you
                 fool.  The sacrifice to Uluhtec
                 can only be performed by the
                 possessor of the sacret Loc-Nar.
                 (calling out)
                 Norl!


NORL, a huge gorilla-man, in a purple cloak, steps forward.


                      ARD
                    (to Den)

                 This is Norl, my bravest warrior.
                 You will go with him to the Queen's
                 castle and steal the Loc-Nar.  Then
                 I will give you the girl.


                      DEN

                 And if I refuse?


                      ARD

                 If you refuse, you die, she dies,
                 everybody dies.


                      DAN
                    (V.O.)

                 Sounded reasonable to me.


DEN looks down at KATHERINE'S motionless body.


                                             DISSOLVE TO


RIVER BANKS NEAR THE QUEEN'S CASTLE

In the moonlight, DEN and NORL lead a squad of beast-warriors,
armed with automatic weapons, along the river towards the Queen's
castle.


                      NORL
                    (to Den)

                 Ssh.  Guard post ahead.  We
                 must go underground.


NORL lifts a rock to reveal an underground passageway.


                      DAN
                    (V.O.)

                 This guy Norl seemed to know what
                 he was doing.  And, for a gorilla,
                 his English wasn't half bad.


DEN and the warriors enter the underground passage.


                                             CUT TO


UNDERGROUND TUNNEL

The group, carrying torches, moves along the dark tunnel.  They
pass a bubble-window with shark-faced eels swimming on the other
side.


                      NORL
                    (to Den)

                 We're underneath the castle moat.


DEN nods.  An ugly growl echoes through the tunnel up ahead.
the warriors freeze and murmur to each other in their own
languages.


                      DEN
                    (to Norl)

                 What are they saying?


                      NORL

                 They talk of the savage beast who
                 prowls these catacombs with a fierce
                 hunger and sharp teeth ...
                 (gestures)
                 six inches long.


A dog-faced warrior shakes his head and says something to NORL.


                      NORL

                 Sorry ...
                 (indicating)
                 ... sixteen inches long.


Suddenly, a savage beast appears and chomps his long, razor-sharp
teeth into one of the warriors at the end of the line.  DEN, NORL,
and the remaining warriors run on through the tunnel as, behind
them, the monster pulls his victim apart.


                                             CUT TO


DOORWAY IN CATACOMBS

DEN, NORL, and the remaining warriors arrive at a door in the
rock wall.


                      NORL
                    (to Den)

                 Now we separate.  You and Korg
                 take this door into the Queen's
                 quarters.    The rest of us will
                 move through the walls and enter
                 her chamber from the other side.
                 Whoever gets the Loc-Nar first will
                 return it to Ard.  Good luck, Den.


DEN nods, puts out his torch and carefully opens the door as
NORL moves off.


                                             CUT TO


DARK ROOM

DEN and KORG silently enter.  Across the dark room, the
glow of the green ball casts a pale light.


                      KORG
                    (whispers and points)

                 Loc-Nar.


                      DAN
                    (V.O.)

                 Wow!  It was just like the
                 ball I dug up in my back yard.


They tip-toe towards it.


                      DAN
                    (V.O.)

                 As I saw the Loc-Nar's glow I
                 had this real funny feeling.  All
                 by themselves, my hands reached
                 forward to touch it.  But the
                 Loc-Nar moved out of the way.
                 Instead, my hands felt something
                 else - warm flesh.  Then the lights
                 came on.


In the brightly lit room, DEN is standing before the beautiful
semi-clad QUEEN, and holding her firm, naked breasts in his hands.
Looking around, he sees that he and KONG are surrounded by a
brigade of the Queen's ugly guards, swords raised.


                      DAN
                    (V.O.)

                 Talk about embarassing!


                      QUEEN
                    (smiling)

                 Kill them.


The Queen's guards attack with battle-axes, clubs and swords.
As DEN knees one in the groin and swings his gun into another's
face, four of the guards surround KORG and club his brains out.

But DEN, still going strong, throws two guards into the wall
and heaves a third out the window.  As the QUEEN watches with
glee, more guards rush into the room and DEN is finally over-
powered and held down.  The Captain of the guards places a long
knife against Den's throat.


                      CAPTAIN

                 Can I slit his throat, your
                 Majesty?


The QUEEN, eyeing Den's magnificent body, sighs.


                      QUEEN

                 Yes, slit his throat.


                      CAPTAIN

                 Thank you, your Majesty.


As the Captain presses his knife against Den's flesh, the
QUEEN suddenly raises her hand.


                      QUEEN
                    (smiling)

                 Stop!  I have, ah, something better
                 in mind.


She takes Den's hand and leads him into an adjoining room, as
the guards grumble to one another.


                      GUARD #1

                 Jeez, not again.


                      GUARD #2

                 This always happens.


                      CAPTAIN

                 Look, she's the Queen.  She
                 can do whatever she wants.


                      GUARD #2

                 Yeah, sure.


                      GUARD #1

                 Sure.


                                             CUT TO


THE QUEEN'S BOUDOIR

The QUEEN stands before DEN, hands on her hips and a funny look
in her eye.


                      QUEEN

                 If you please me, I may let
                 you live.


She smiles, and approaches DEN.


                      DAN
                    (V.O.)

                 Uh oh.


                      DEN

                 What must I do?


                      QUEEN

                 Satisfy my appetites.


The QUEEN lets her cloak drop to the floor as she gets closer.
She is naked underneath.


                      DAN
                    (V.O.)

                 Wow!  Eighteen years of nuthin'
                 and now, twice in one day.  What
                 a place!


                      QUEEN

                 Come with me.


                      DEN

                 Mmmm.


She steps forward and takes his hand, leading him towards the
bed.


                                             DISSOLVE TO


THE QUEEN'S BED

DEN and the QUEEN are lying undressed on the enormous bed.
The QUEEN has a very contented look on her face.  DEN looks
exhausted.  As the Neverwhere moon rises outside the chamber
window, the QUEEN slowly runs her hand over DEN'S bulging
muscles.


                      QUEEN
                    (softly)

                 The rising moon climaxes our
                 love, Den.  Is is a sign, a
                 new beginning.


                      DEN

                 Yes, a sign.


                      DAN
                    (V.O.)

                 I had no idea what she was
                 talking about.


                      QUEEN
                    (stroking him)

                 Neverwhere is a troubled land,
                 but together we could calm it.
                 We could rule side by side.
                 Your strength has brought great
                 peace to my restless body.  It
                 could bring great peace to all
                 the troubled people of this land.


                      DAN
                    (V.O.)

                 I knew I was good, but I didn't know
                 I was that good.


Suddenly the Captain and his guards burst through the door.


                      CAPTAIN

                 Your Majesty!  The Loc-Nar is missing
                 - stolen!


The QUEEN jumps to her feet in a rage and points to DEN.


                      QUEEN
                    (screaming)

                 Fiend!  You make love to me while
                 your accomplices steal the magic
                 sphere!  Guards!  Take him!


The guards grab DEN as the  QUEEN snatches one of their big
spiked clubs.


                      QUEEN
                    (to guards)

                 Hold him still!  I will kill
                 him myself!


                      DAN
                    (V.O.)

                 Boy, was she pissed off!


Heaving the guards aside, DEN breaks free and jumps out the
chamber window.


                                             CUT TO


THE CASTLE WALL

DEN falls down, down into the swirling waters of the castle
moat.


                                             (CUT TO)


THE QUEEN

She is livid.


                      QUEEN

                 Prepare the flying lizards.
                 I want his head!


                                             CUT TO


OUTSIDE THE CASTLE

Pulling himself out of the moat, DEN knocks a guard off his
leopard/horse and rides off.


                                             CUT TO


THE NEVERWHERE PYRAMID

ARD is kneeling at the edge of the sacrificial pool.  Beside
him sits a long glass case wrapped in chains.  Through the
chains we see KATHERINE trapped inside - fully conscious and
terrified.  Ard's bestial warriors stand all around carrying
torches and spears.

Above them, the Loc-Nar sits glowing in the stone idol's hand.


                      ARD

                 By the power of the magic Loc-Nar
                 placed in your idol's hands, I
                 command you - come forth Uluhtec!


The green water in the pool immediately begins to churn
violently and leap into the air.  A bolt of lightning
crackles in the sky.


                                             CUT TO


THE NEVERWHERE DESERT

DEN is racing across the barren desert on his leopard/horse.
Visible in the distance is the outline of the huge, truncated
pyramid where he first saved KATHERINE.

As he rides, he sees the green glow of the Loc-Nar, sparkling
in the glass surfaces of the coffin in front of it.


                      DEN
                    (to himself)

                 Katherine!


He spurs his leopard/horse on into the night.


                                             CUT TO


ANOTHER PART OF THE NEVERWHERE DESERT

The QUEEN, riding a flying lizard, leads her army in pursuit
of DEN.


                      SOLDIER
                    (pointing)

                 There he is, your Majesty!


                                             CUT TO


QUEEN'S P.O.V.

Up ahead, silhouetted in the moonlight, she sees DEN, riding up
the steps of the pyramid.  The camera pans to the green glow
atop the torch-lit pyramid.


                      QUEEN
                    (V.O.)

                 The Loc-Nar!


                                             CUT TO


THE QUEEN


                      QUEEN
                    (shouting to her men)

                 Faster!  To the pyramid!


She whips her lizard harder.


                                             CUT TO


THE NEVERWHERE PYRAMID

ARD is incanting to the raging water while two hooded monks
stand beside him, holding the struggling KATHERINE out over
the pool.


                      ARD

                 Here is your sacrifice, Uluhtec.
                 Now, give me your power!
                 (to monks)
                 Throw her in.


Chanting the name "Uluhtec", the two monks start to throw
the girl in when suddenly a third monk leaps forward and
grabs her, kicking the other two monks into the water.

The intruder's hood falls away and his bald head gleams in the
moonlight.


                      DEN

                 Katherine!


                      KATHERINE

                 Den!


                      ARD

                 No!  You'll ruin everything!


ARD jumps up and runs toward the Loc-Nar, perched in the stone
idol's hand.  Grabbing it, ARD holds the glowing ball above him.


                      ARD
                    (to his guards)

                 Kill them!  Kill them both!


Suddenly, a hand leaps out of the darkness, gripping the
Loc-Nar just above Ard's hand - it is the QUEEN.


                      QUEEN

                 The Loc-Nar is mine!


                      ARD
                    (struggling)

                 Stupid bitch!  Get away from me!


As ARD and the QUEEN fight over the Loc-Nar, the Queen's troops
pour in and battle with Ard's soldiers.  Thunder roars overhead.


                                             CUT TO


DEN

Holding KATHERINE in one arm, DEN smashes a nearby soldier and
grabs the beast's spear.  With the battle raging all around
him, DEN looks up at the sky.


                                             CUT TO


THE SKY

Lightning crackles, illuminating the night with electricity.


                                             CUT BACK TO


DEN

DEN reaches down, picks up the long chain that was wrapped around
the glass case and attaches one end to his spear.  He kicks the
other end into the raging water, then heaves the spear
with all his might into the head of the stone idol.

In the same instant, a bolt of lightning fires down from the sky,
striking the idol full force.  The lightning bolt travels through
the spear and down the chain, into the water.  Suddenly, the
electrical energy arcs across to join with the Loc-Nar.

Holding onto the Loc-Nar, ARD and the QUEEN begin to glow green,
then de-materialize into a shimmering dimensional warp.  The
troops stop fighting and look on in amazement, until all
that remains is the glowing Loc-Nar, hanging in mid-air.


                      KATHERINE
                    (to Den)

                 Where did they go?


                      DEN

                 They are gone.  That is all
                 that matters.


                      DAN
                    (V.O.)

                 They probably went back to Earth.
                 Boy, will Mom be surprised.


Suddenly, the Loc-Nar falls to the ground at Den's feet.


                      KATHERINE
                    (looking down)

                 The Loc-Nar ... you could have the
                 power of Uluhtec.  You could be
                 ruler over all these people.


                      DEN
                    (looking over the throng)

                 Forget it.


In a single powerful leap, DEN, carrying KATHERINE, bounds up
onto the Queen's flying lizard and they fly off.  The amazed troops
watch for a moment, then shrug and resume fighting.


                                             CUT TO


DEN'S FLYING LIZARD

KATHERINE clings to DEN as they fly.


                      KATHERINE

                 Oh, but Den, with the Loc-Nar
                 you could have returned to Earth.


                      DEN

                 I like it better here.


The lizard banks sharply away from us and carries them into the
distance.


                      DAN
                    (V.O.)

                 On Earth, I'm nobody.  But here,
                 I am DEN.


                                             CUT TO


THE NEVERWHERE PYRAMID

The camera pans down the stone statue to the glowing sphere,
which lies abandoned on the ground.  The soldiers are gone.  As
we watch, time begins to accelerate and the Neverwhere Pyramid
ages and crumbles all around the green ball.  The earth heaves
and shifts, and dense vegetarian grows up through the cracks in
the ground.

A prehistoric man walks up and sees the glowing ball under a fern.
Fascinated, he picks it up and looks at it, as the foot of a
Tyrannosaurus Rex comes down, crushing him.

Time advances again as the dinosaur becomes a skeleton, and
a Biblical tent-community grows up around the ball.  In the
fire-light, the Nomadic tribesmen are watering their animals,
when one of the camels paws at the ground, uncovering the glowing
ball.  Scared, the camel struggles and trys to break its ropes.
Out of nowhere a Roman Legion attacks, slaughtering the tribesmen.

Time accelerates again, and the conquering Romans build a temple,
placing the green ball in the head of a golden idol.  Then the
Romans grow fat and debauched, while slave-girls feed them grapes.
As the ball glows, the temple crashes down around the debauched
Romans, covering them and the green ball in rubble.

Over the ruins of the temple, a succession of primitive mud and
clay huts evolve into the thatched-roof cottages of a Medieval
village.

A Medieval stone-cutter finds the ball, and mortars it in with
his stones as he builds a water well in the centre of the village.
Satisfied with his work, he lowers the bucket to draw himself
a drink.  Behind him, an  ox-cart comes roaring around a corner.
The axle breaks and a heavy wooden wheel careens along, striking
the stone-cutter in the back and knocking him into the well.

Time advances once more as the Medieval village grows and
transforms into a Victorian-style town.  It is evening, and
the stone well now sits under a gazebo at the centre of a gas-
lit village green.

A fancy carriage carrying a Victorian gentleman passes by and
circles the green.

Moving in through a window across the street, we see a seductive-
looking woman dressing herself in black garters and lace.  This
is intercut with the carriage circling the green, until the
woman, who looks like a high-class harlot, finishes dressing and
leaves her room.  Crossing the street, she walks up to the gazebo
and leans provocatively up against the well.

The gentleman gets out of his carriage, approaches the woman
and propositions her.  She smiles, touches, and teases him. We
pan down their legs to the green ball glowing in the well-wall.
Suddenly red blood begins to drip over the ball, and the woman's
body falls to the ground.  The camera pans up to the well-bucket,
where the gentleman is washing the blood from his hands.

As time begins to move forward again, the man ages and hobbles
away, as the well crumbles and cheap turn-of-the-century row-
housing grows up, covering the green ball.  The town becomes
dirtier and blacker, and smokestacks blow soot into the morning
sky.  Almost on cue, the doors of the houses open, and grim
coal-miners emerge, shuffling through the filthy streets on
their way to work.

The camera pans down to a drain in the gutter.  A rat appears.
Panning back up, the street is now empty.  A bell is heard
ringing, and a horse-drawn Red Cross cart pulls around a corner
and into view.  Masked workers follow the cart.  One rings
the bell, while the others pull corpses from the doorways and
load them into the cart.  The gutters and windowsills are now
full of rats.  Time advances again and the buildings become
deserted derelicts.  Their decaying timbers groan under the
weight.

A support snaps, and one of the buildings starts to collapse.
Falling amidst the crumbling plaster and rotting wood is the
glowing green ball.  As the ball hits the ground, it is covered
over by rubble.

The rubble becomes bleached by the hot sun and the landscape
grows drier.  Sand blows all around, covering over everything.
As the sandstorm clears, the entire terrain is nothing but
desert.  In the distance we can see a group of people walking.


                                             CUT TO


PEOPLE

The people appears to be a band of aboriginal workmen, carrying
futuristic laser-shovels over their shoulders.  They are led by
a goateed archaeologist with an elaborate metal detector.  As
he walks, his detector starts bleeping.  He points to a spot
on the ground, and the natives start digging with their laser-
shovels.

One of the workers finds something.


                      WORKER

                 Kuma!  Kuma!  Kuma!


The archaeologist waves the workers away and directs a tread-
driven shovel-sifter up to the spot.  The shovel-sifter digs
in and pulls up a large chunk of desert.  When the sand has
sifted out, we see the tarnished Loc-Nar in the machine's grip.
It is not glowing.  The machine swivels, and a native foreman
plucks the Loc-Nar from the shovel-sifter's teeth.

As the foreman touches it, the Loc-Nar starts glowing brightly.
The foreman's hands turn green.  He looks at his green hands,
then he looks over to the archaeologist.  Suddenly the foreman's
entire body glows green, and crumbles into dust.

The archaeologist and the natives stare in horror at the
glowing Loc-Nar, lying in the pile of green dust.


                                             DISSOLVE TO


NEW YORK - AERIAL SHOT - DAY

The camera comes down from high above the city.  The general
shape and outline of New York looks familiar, but as we get
closer we sense that something is different.  Fires are
burning in various locations below us, and intermittent
gunshots become audible as the narration begins.


                      HARRY
                    (V.O.)

                 Yeah, New York, big deal.  Scum-centre
                 of the world.


Moving down through the skyscrapers, the city gets dirtier and
slummier.  We pass a dead man hanging from a tenement clothesline.
Below us, scruffy children dodge traffic as they play gyro-ball
in the garbage-filled street.


                      HARRY
                    (V.O.)

                 ... and now they're talking about
                 letting in low-lifes from other planets,
                 too.


Under the narration, the camera turns a corner and zooms down
through the roof of a parked taxicab.  It stops full frame on
the newspaper held in the cabdriver's hands.  A slow pan across
the front page reveals that the paper is the New York Times,
July 6, 2031

One headline reads: "400,000 Traffic Deaths Over Holiday Weekend".
Another reads: "Venus Declared 73rd State".
The camera stops on a headline reading: "Professor Discovers
Ancient Relic --- to be shown in N.Y. Museum".

There is an accompanying photo of the goateed archaeologist and
his beautiful daughter standing beside a glass and metal case
containing the Loc-Nar.

A knocking is heard on the cab's window, and the driver throws
down the newspaper.


                      YOUNG MAN
                    (from outside)

                 You free?


                      HARRY

                 Yeah.  Get in.
                 (V.O.)
                 My name's Harry Canyon.  I drive
                 a cab.

He flips a switch which unlocks the rear door.


                                             CUT TO


OUTSIDE CAB

The young man climbs into the back seat and closes the door.
Harry's yellow Checker cab pulls out into traffic.  The
vehicle looks pretty normal except for some vaguely futuristic
chrome panels cut into the sides, and thicker, deeper bumpers.


                                             CUT TO


INSIDE CAB

Harry slides open the plexiglass shields separating him from
his passenger.


                      HARRY

                 Where to, pal?


                      YOUNG MAN

                 The U.N. Building.


                      HARRY

                 The U.N. Building.  What a joke.
                 Used to be a nice place until they
                 turned it into low rent housing.
                 Now it's a dump.  I wouldn't live
                 there if you paid me.


He switches on the car radio.  The music plays as Harry's
cab passes various time-altered New York landmarks; a graffiti
-covered Empire State Building - windows all boarded up, a
decrepit Lincoln Centre, the marquis reading "Continuous Live
Sex Show, Also Inter-Planetary Mud-Wrestling", new ultra-tech
buildings crammed between half-destroyed Wall Street office
buildings, garbage everywhere.

Inside the cab, the YOUNG MAN pulls a gun out of his jacket,
sticks his arm through the opening in the plexi-glass shield,
and holds the gun to Harry's head.


                      YOUNG MAN

                 Okay sucker, hand over your cash,
                 now!


                      HARRY
                    (V.O.)

                 This city is really going to the
                 dogs.


Harry's foot stretches forward and pushes a footswitch.
A buzzing is heard, and the young man's body suddenly
dematerializes.  The gun which he held at Harry's head
falls to the seat beside HARRY, who picks it up and tosses it
into the glove compartment, beside all sorts of other futuristic
guns and weapons.


                      HARRY
                    (V.O.)

                 Stupid asshole.  Nobody touches
                 me unless I want 'em to.


CUT TO


EXT.  METROPOLITIAN MUSEUM - NIGHT

The camera is close-up on the illustrated banner over the main
entrance.  The banner reads; "Treasures of the Loc-Nar - Coming
July 8th".

We pan down to the museum doors, as a man's body comes crashing
through the plate glass and sprawls forward, cut and bleeding.
It is the goateed professor from the desert.  His daughter
runs out behind him, ripping her clothes on the broken glass.


GIRL

Father!


PROFESSOR

Run!


The girl takes off down the museum stairs as men with laser
guns come out and start firing.  A fat, evil-looking man (RUDNICK)
bends down and grabs the professor's head, jerking it up.


RUDNICK
(to henchmen)

He's dead.  Get the girl!


The girl, clothes torn, runs out into the street, just as
Harry's cab comes cruising by.  She runs alongside, pounding
on the window.


GIRL
(to Harry)

Help me, please!!


A laser shot narrowly misses her and blasts Harry's side-mirror.
HARRY flips the switch, unlocking the passenger door, and waves
her in.


HARRY
(V.O.)

Normally my rule is "Don't
get involved", but something
about this dame got to me.


She dives in the back and HARRY floors it.  The cab screams
away as Laser-shots land all around.


GIRL
(in shock, breathless)

The Loc-Nar ... they wanted
it ... but my father wouldn't
tell them ... now I'm the only
one ...


CUT TO


HARRY

HARRY
(interupting)

Relax sister.  There's a cop
station up here.  You can ...


HARRY looks at her in the rear-view mirror.  The girl has fainted.


HARRY
(V.O.)

Just what I needed ... guess
I'm a sucker for a pretty face.


CUT TO


POLICE STATION

The police station is an all-metal building with no windows.
A plaque on thr front reads "N.Y. POLICE - 52nd DIVISION".

Harry's cab pulls up.  He gets out, carries the unconscious
GIRL up to the front door, and pushes a buzzer.


VOICE
(over intercom)

Police.  Whaddya want?


HARRY

I wanna report a murder.


VOICE
(over intercom)

So what else is new?


HARRY

You gonna let me in or what?


A buzzer sounds and the door slides open.  HARRY carries the
GIRL in and heads across the room toward the main desk.  As
he walks he passes cops using a strange metal detector/vaccuum
cleaner to suck dangerous weapons from a pair of suspects.  Piles
of weapons can be seen in the machine's transparent belly.


COP #1

Okay, this guy's clean - next.


HARRY comes up to the front desk and starts to lay the girl
down in a chair.


DESK SERGEANT
(to Harry)

Before you go any further pal, I
gotta tell you, it's cash up front.  A
thousand bucks a day for a full investigation.
Another thousand if the assailant is caught.
Got it?


HARRY

Yeah thanks ...


He picks up the girl and turns to leave.


HARRY
... for nuthin'!


DESK SERGEANT
(shouting after Harry)

You think you can do better?
Join one of the vigilante groups.
There's a list of 'em outside.


CUT TO


EXT. POLICE STATION

HARRY, carrying the GIRL, comes out of the police station, as
a patrol car screeches to a halt in front of him.  Two cops
emerge, dragging a green alien with four arms.


GREEN ALIEN

I tell you I'm an American citizen.
I just lost my papers.


COP
(to himself)

Goddamn illegal aliens.


HARRY heads toward his cab.


HARRY
(V.O.)

So here I was, stuck with this beautiful
girl.  I knew she was gonna be nuthin'
but trouble ...


He looks around at the sleazy neighbourhood.  Every doorway
and alley seems to have a rapist or thug lurking.


HARRY
(V.O.)

... but I didn't feel right just
leaving her for the sickos.  I
dunno, maybe I'm gettin' sentimental
or something ...


DISSOLVE TO


INT. HARRY'S APARTMENT

This futuristic bachelor pad is constructed entirely of brightly
coloured molden plastic.  Bowling trophies sit on a shelf
underneath a neon "Buweiser" clock.  The place is a mess.

HARRY carries the GIRL in, pushes the light button to "On",
and lays her down on the sofa.  As he takes off his jacket
he looks down at the unconscious figure - her clothes torn
in all the right places.  She moans and starts to come to.


GIRL

Where am I?


HARRY

My place ...


Walking over to a hi-tech plastic bar, HARRY pushes a button
and a machine pours and mixes a drink.  He hands the GIRL the
glass.  She sits up and drinks.


GIRL
(looking at Harry)

They'd have killed me if it
wasn't for you.


HARRY

What'd they want to snuff you
for?


- - -


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