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Cleopatra 2525
"Innocence Lost"
3.18

CAST
Hel: Gina Torres
Sarge: Victoria Pratt
Cleopatra: Jennifer Sky
Mauser: Patrick Kake

ADDITIONAL CAST
Nicole: Leelee Sobieski
Colt: Ashley Parker Angel
Jake: Nathan West
Snake: Gene Hackman
Tompkins: Ray Park
Creegan: Joel Tobeck
Tad: Michael Goorjian
Lily: Shirley Manson

TEASER

INT. SHAFT/MALL

A large, open shaft area. It’s a mall. Shops of different sizes and shapes fill up every inch. Neon, holographic, and painted signs hang above every entryway. There’s tattoo parlors, grocery stores, doctors, animal centers, computer stores.

The mall is very clean, with artificial plants hanging from the ceilings. Interactive maps show pedestrians where to go.

The place is crowded, filled to the brim with people and mutants. They go about their daily lives, shopping, talking, laughing.

EXT. GUARD CENTRAL COMMAND

This is the same structure from “Truth Be Told.” People walk on the catwalks that lead to the building. It’s a regular day.

INT. SHAFT

Using quick cuts, we see slices of what appears to be an invading army. Gliding in sleek black mini-planes, they race through the shafts.

INT. MALL

A Guard walks through the crowds, greeting people. His weapon hangs loosely at his side.

WOMAN
Hello, Dave.

DAVE
Hello.

He passes by a mutant couple with a tentacled baby. They stop and smile at him. Dave bends down and looks at the baby.

DAVE
Hello, cutie.

MOTHER
He’s just learned to crawl using his mucous cups.

DAVE
That’s so sweet.
(to baby)
Bye, now.

The family walks on.

INT. SHAFTS

The black jets continue their trek through the shafts.

INT. GUARD CENTRAL COMMAND/BARRACKS

A large portion of the men are sleeping. A few are awake, playing cards in their underwear.

INT. CORRIDOR

Men and women go about their daily routines.

WE TRACK

A mail courier as he makes his rounds, stopping at various desks handing out packages and electronic pads.

He passes by a courtroom, and we see inside.

INT. COURTROOM

The JUDGE is passing sentence on a good-looking guy, his head held low.

JUDGE
Tom, I hereby sentence you to seven months in jail.

Tom breaks down, falling to the floor and crying.

INT. SHAFTS

The jets are still flying.

INT. MALL

We can start to hear the whines of the jets. Most people ignore the sound.

INT. MARIA’S OFFICE

A Guard comes in and lays a package on her desk.

Maria, going over a case, absentley looks at it.

MARIA
Thank you.

GUARD
You’re welcome.

The Guard leaves. Maria places the package on the floor to clear space on her desk.

INT. SHAFTS

We see that the jets are very close to the mall.

One jet’s hatch opens and a missile appears. It blazes away, headed straight for the unsuspecting citizens.

BLACKOUT
END OF TEASER

ACT ONE

INT. MALL

The whine of the missile finally gets people’s attention. They look up as the missile slams into the floor, creating a huge explosion. People go flying.

That’s when the jets appears. Streaking through the smoke, they look like demons out of Hell itself, come to bring pain and death.

And they do. Bullets of fiery blasts race out of the jets, slamming into the walls, floors, and people.

Dave reaches for his weapon, but it’s too late. A jet tears him to pieces.

The tentacle family runs for the safety of a nearby store, but a missile beats them to the punch. It streaks into the store, blowing it up.

The blast sends the family back, the stroller tipping over and the baby rolling out. The Mother reaches for it.

MOTHER
Cyril!!!!!!!!!

Bullets tears into the floor, and sadly, the baby. It’s blood splashes on the Mother. She screams.

The first attack jets race onward, while even more pile into the mall. A few fire missiles into the various shops, destroying the people’s chances of refuge.

One man, a huge towering guy, pulls a blaster out from beneath his coat and begins firing. He hits a jet, causing it to crash. Right into a group of fleeing people.

Another jet fires, and its bullets slam into the man. His body quivers with each impact. The blaster falls to the floor. The bullets stop as the jet streaks onward, and the man’s limp body falls to the floor.

Another man runs, trying to grab the weapon. A jet blasts it to pieces. The man scurries back.

EXT. GUARD CENTRAL COMMAND

The whine of the jets can be heard. This is their next target.

INT. MARIA’S OFFICE

The package on the floor begins to hum ever so softly.

EXT. GUARD CENTRAL COMMAND

A few people are on the bridges, and crane their necks to try and find the source of the strange noise.

INT. JET COCKPIT

The man inside is dressed all in black, with a black helmet on.

PILOT
Preparing to detonate packages.

MAN
(from headset)
You have clearance. Detonate.

The pilot pushes a button.

INT. MARIA’S OFFICE

The hum reaches a fever pitch. Maria backs away from it.

BOOM!

It explodes.

INT. OFFICE AREA

A large open room set up with cubicles and open desks. The hum has also reaches a fever pitch in here. Then, about twelve packages explode.

The cubicles explode in all directions, sending shrapnel flying into the unbombed areas. People cry out in pain and anguish.

INT. BARRACKS

One package is inside it. The card players glance at it with curiosity. But not for long. It explodes, taking the barracks with it.

INT. CORRIDOR

The explosion throws the door outwards, slamming it into the wall. Doors surrounding it open, and other Guards walk out, still sleepy. They take a look at the destruction and rush to their posts.

EXT. GUARD CENTRAL COMMAND

More jets streak into the area, missiles and guns blazing. The upper bridges are taken out. Some jets streak down to the lower levels, blowing up the bridges out there.

INT. COMMAND POST

People rush about, trying to figure out what’s happening. Most of them are in their underwear, or less. Some are wet, others are bleeding. But they all do their jobs.

GENERAL SNAKE, a man in his fifties with balding hair and a mean glare, stands in the center of the post, barking order.

SNAKE
Thomas, get those shields up!
(to another)
Linda, I want anti-Bailey defenses online now!
(to another)
Sliss, I want damage reports.
(shouting)
And I WANT TO KNOW WHO’S ATTACKING US!

An explosion rocks the post.

EXT. GUARD CENTRAL COMMAND

The jets are meeting with some resistance.The shields impede their bullets, and stop a few missiles. But most make it through.

One jet launches a missile.

TRACK

with it through the hull of the building, making its way in a straight line, finally slamming into a wall.

INT. COURTROOM

The same one we saw before. The Judge has thrown herself out of her chair. If she hadn’t, the missile would’ve slammed into her face. Everyone looks in stunned silence at it.

JUDGE
It’s okay. I think it’s a dud.

And on those final words, the missile explodes.

INT. CORRIDOR

People are running everywhere as the base rocks with explosions.

COLT, a young, hot Guard in his teens, comes running out of his barracks wearing only white boxer-briefs and tank top.

EXT. WEAPONS LOCKER

A GUARD stands outside it, passing weapons out to everyone who comes by. Colt races down the corridor and grabs a rifle from the woman, then rushes away.

EXT. GUARD CENTRAL COMMAND

The jets keep coming. Its an endless black wave of death.

But some of the surprise of their attack has worn off. Automated defenses have come on-line, and begin firing at the jets. They take some of them down with one blast, but only wound others.

The wounded ones do suicide runs into the complex, weakening the shields and sometimes destroying the automated guns.

EXT. WEAPONS PLATFORM A

A platform jutting out from the main complex with a twin-barreled cannon resting on it. A young, female Guard rushes onto it and powers it up.

She uses the screen to aquire a target, and presses the button. The cannon fires, two large bolts of energy streaking out and slamming into a jet. It explodes.

A few Guards rush out with various guns and also begin taking aim at the jets.

The jets continue to wheel and dive, strafing the shields.

INT. MALL

The battle is not over here. Most of the planes have gone, but now the ground forces move in. Dressed in black fatigues with various helmets designed to represent ferocious beasts, they march on the survivors of the massacre.

Many of them hide in shops, cowering at the might of the jets. Most do not see the soldiers.

A few with weapons do, and open fire. They hit some of the first soldiers, and they fall to the ground. The rest activate their shields, and the blasts bounce off harmlessly.

The soldiers open fire. The few citizens in the open are cut down like wheat before a sycth.

Some people make a run for it, but do not make it. There are simply too many soldiers. They spread out, headed for the shops.

INT. GUARD HOSPITAL

A very nice, sterile, clean hospital. Two levels. Stairs lead up to a balcony of sorts. Doors lead off in many directions to operating rooms and offices.

On a normal day, only a few people would be in here. But today, the place is packed.

Men and women stumble through the doors, some alone, some supported by friends.

Many different injuries. Missing limbs, burns,bullet holes, metal projectiles from bombs. The place is packed, and there’s not a thing the staff can do to help them all.

DR. ARLISS, a nice man in his forties, rushes around, checking patients.

He comes to a man, leaning on his wife, who’s missing his leg below the knee.

DR. ARLISS
(pointing)
Take him over there. One of the nurses will give him a pain killer.

WIFE
Thank you.

He races on. He slams into a woman, covered in blood. Three bullet holes are in her chest. The woman clutches at him, dying.

WOMAN
(weakly)
Help...

Dr. Arliss grabs her, holds her up. She lays her head on his chest.

DR. ARLISS
You’ll be alright...

He trails off as the woman closes her eyes. He sets her down on the floor and moves on.

NURSE COOK rushes over to a cabinet, pulls it open. She grabs a needle and runs over to a DOCTOR, who hovers over a patient with a large chunk of metal in his chest.

Cook hands him the needle. Her red hair is covered with dirt and grime, and her uniform has blood all over it.

The Doctor injects the patient with whatever is inside the needle, and the Guard closes his eyes. The Doctor goes to work removing the metal.

COOK
Doctor, do you need me?

DOCTOR
No. Go and help anyone you can.

Cook nods and rushes into the crowd. An explosion sounds, and the whole room rocks. The lights go off, causing a large commotion from the crowd.

INT. COMMAND POST

The power is off here, too. Snake does not look happy.

SNAKE
Linda, where’s my power?!

LINDA turns from her station, fear and confusion written across her face.

LINDA
I’m not sure, sir. They must have hit the generator.

SNAKE
Switch to back-up, hurry!

EXT. WEAPONS PLATFORM A

The woman gets off one more shot before the weapon goes dead.

Those with portable guns continue firing. The woman draws her small pistol and takes aim. She fires, nailing a jet in the side. It does enough to throw off its balance, and the missile streaks towards another one of the jets, blowing it up. The Guards cheer.

EXT. GUARD CENTRAL COMMAND

The shields power down. The jets begin firing their missiles, blowing pieces of the complex away.

INT. CORRIDOR

There’s a huge gap in the wall. Colt rushes over to it, takes aim with his rifle and fires. Then he runs as bullets rain into the hole.

INT. MESS HALL

Three Guards rush inside. The place is a kill zone. Dead bodies litter the floor. One Guard is carrying what appears to be a missile launcher.

The other two knock out the remains of the large window.

The other Guard rushes over, kneels on one foot, and aims. He gets a jet in his sight and fires. The missile streaks out and hits it. The jet explodes.

INT. HOSPITAL

Cook and Arliss bump into each other.

COOK
Doctor, there’s too many! We don’t have enough supplies!

DR. ARLISS
I know! Find a way to mark the treatable ones! Those that are going to die or are dying leave unmarked.

COOK
Doc, I can’t. Don’t make me.

Dr. Arliss looks at her with pity in his eyes.

DR. ARLISS
Get a few of the other nurses to help you. I’m sorry, but it’s the only way.

Cook nods, and sets out to do her task.

INT. COMMAND POST

Linda hits a button, and the lights come on.

LINDA
Back-up power now on-line, sir.

SNAKE
Bring up the shields, now!

EXT. GUARD CENTRAL COMMAND

The shields re-activate. But they’re weaker then before. It won’t be long until they go out all together.

The jets fire, missiles and bullets slamming into the complex. There are too many of them to count. Way too many.

EXT. WEAPONS PLATFORM B

Colt runs out onto it, and sees that the men stationed here have been slaughtered.

COLT
No...

He raises his rifle and fires a few shots, yelling at the top of his lungs.

He finally throws the rifle down and powers up the twin-barreled cannon. He doesn’t even use the target finder. He just fires. Some blasts go wide, but not many. The amount of jets in the air make it hard for any shot to miss.

INT. COMMAND POST

Snake walks over to Thomas’s post. He hits a button, and a view of the carnage outside pops up.

SNAKE
My god...

THOMAS
(quietly)
I know, sir.

SNAKE
Even if we had prior warning about the attack, they still would’ve overwhelmed us.

He turns his attention to Sliss, anger growing inside him.

SNAKE
Sliss, have you called for help?

SLISS
It’s no use, sir. They’re jamming our frequencies. I doubt anyone even knows about the attack.

SNAKE
So we’re helpless. These guys can continue firing on us until they run out of bullets or until our shields drop. Wanna bet which one will happen first?

LINDA
The only way to get a message out is to send someone, and there’s no way they’d survive out there.

SNAKE
Still, it’s our only chance. We’ll send out as many as we can. Maybe one will get lucky and make it through. Linda, find us pilots.

INT. MALL

The soldiers have all but wiped out everyone.

One man draws a dagger from his coat, and slams it into a soldier. Red blood squirts out. He pulls it out and stabs the man again. Then he turns, throwing the knife. It slams into a soldier’s chest, taking him down. A soldier shoots, blowing a hole in the man.

We recognize one of the survivors. It’s Thane, the leader of the team that tracked Hel in “Legacy, Part 1.”

He kicks a soldier away, then flips into the air avoiding blasts. He lands behind a soldier. He kicks the guy in the back of the knee, then wraps his arms around the man’s neck.

He twists, breaking it. He grabs the weapon and opens fire. He’s able to take out a few soldiers with the weapon. It seems that this weapon can penetrate shields.

THANE
Take that! Murdering sons of bitches!

His fight is brutal, but quick. After about seven soldiers die, the others in the immediate vicinity open fire and end Thane’s life. But as he slowly sinks to the floor, he pulls out a grenade from his jacket. He hits the button, and then dies. The grenade rolls, then explodes.

EXT. WEAPONS PLATFORM B

Colt continues firing the cannon. Jets all around him blow up. But most also dive-bomb into the complex, so the victory is bitter sweet.

Other jets fire on his position, trying to take him out.

Two GUARDS, Sam and Mike, race onto the platform.

Sam is in his twenties, wearing pants but no shirt. A large gash has been cut into his chest, but he ignores the pain. He carries two rifles with him, strung along his back. He also holds a missile launcher.

Mike is 17, with baby blue eyes. We can tell this is his first time to see action. He carries a small, yellow box. He sets it down and unfolds a cord. He plugs it into the cannon.

MIKE
It’s a portable shield generator! The general is having them placed all around the compound.

Sam tosses Mike a rifle, and the two take positions on the balcony. They join Colt in the fight.

INT. HANGAR

A large cruiser hangar that has remained almost untouched by the battle. The cruisers are small, stocky ships with minimal fire power, but great speed.

Ten PILOTS have assembled, along with a COLONEL.

COLONEL
This is your mission. You are to fly out into the battle zone and try and get past the enemy’s signal block. You do not engage unless you have to. Try and get us help, gentleman. I don’t think I have to tell you that none of you will probably return from this mission. Anyone that wishes to back out now, just say so.

The hangar remains quiet. The Colonel permits a thin smile to grace his face.

COLONEL
I thought so. Now, we are going to be launching you all from different places at different times. The men and women on the weapons decks and the automated defenses are being told about this, and will provide you cover fire. Try and come home to us gentlemen.

The pilots head for their cruisers.

INT. COMMAND POST

Sliss listens in on his headset. He turns to the general.

SLISS
Sir, the first cruiser is about to be launched.

SNAKE
Understood.

THOMAS
Sir, I have a question. If we have the capabilities to send our own planes out into battle to do some damage, then why aren’t we?

SNAKE
Because, Thomas, our cruisers pale in comparison to these ships. They wouldn’t last very long in combat. Besides, if we can’t get help, we’re going to try to evacuate as many people as possible.

That sends a chill down everyone’s spines.

EXT. GUARD CENTRAL COMMAND

One of the hangar bay doors open and a cruiser flies out. A few weapons platforms begin firing, as well as the automated defenses.

The cruiser flies past three jets in a stunning maneuver, causing two jets to fire at each other.

A jet races at it from the side. The cruiser changes direction, heading down. Weapons fire blast all around it. The cruiser whips up, firing at a close jet. It manages to damage it, but it also fires, blowing off a chunk of it.

The cruiser goes into a tail spin, and then crashes into a jet.

EXT. WEAPONS PLATFORM B

Colt looks on is despair as the flaming wreckage falls into the abyss.

COLT
No-o-o-o!

He takes aim and fires.

EXT. HANAGAR

The doors open, and a cruiser begins to fly out, but a missile strikes it, destroying it before it even has a chance to get free.

INT. COMMAND POST

THOMAS
We’ve lost three cruisers.

SNAKE
There’s got to be a way to get word out.

EXT. GUARD CENTRAL COMMAND

Yet another cruiser escapes, but this time another ones does, too. They split up, each trying to find an opening in the swarming ranks of enemy jets.

EXT. WEAPONS PLATFORM A

The woman continues firing, as well as the other Guards that have joined her. Suddenly, three missiles streak toward the platform. A huge explosion occurs, and when the dust settles, there’s no more platform.

INT. LAB

It’s a dramatic change from the horror of the attack to the peaceful tranquility of the lab. Mauser works at a console.

INT. WHITE ROOM

Cleo, dressed in a hip length black jackets, knee length boots, and a red shirt practices her moves against a hologram.

INT. HEL’S ROOM

A large machine resembling an egg has been installed. Hel is inside, getting her meds.

INT. LAB

Mauser continues working, when suddenly static bursts through the com.

WOMAN
(from com; staticy)
Help....Attack.... Gu... Please.

Mauser starts touching buttons, trying to clear the static.

Sarge enters, a little mad.

SARGE
Mauser, my gauntlet isn’t working. I was fighting this guy, ready to take him out and--

MAUSER
Quiet!

Sarge is taken aback by Mauser’s shout, and walks over to him.

SARGE
What crawled into your circuitry and died?

MAUSER
I’m receiving a distress call.

SARGE
Sorry.

WOMAN
(from com)
Please...any....Guard....Attack...

MAUSER
It sounds like an attack.

SARGE
She said Guard. Maybe a Guard outpost?

MAUSER
I’ll draw up a schematic.

He begins punching buttons, and a hologram map of the shafts pops up. Red dots appear in certain places.

MAUSER
It seems like they’re all there.

SARGE
(growing concern)
Mauser, I’m not seeing the beacon for Guard Central Command.

MAUSER
You’re right.

He punches a button.

MAUSER
Guard Central Command, come in please.
(no response)
This is Voice Lab 1, come in please.

He exchanges a worried glance with Sarge.

SARGE
Okay, you call all the other Voice teams and tell them to get to Guard Central Command, and fast. Where’s Hel and Cleo?

MAUSER
Cleo’s in the white room. Hel’s receiving her meds.

SARGE
Cleo!

Cleo comes racing out of the white room.

CLEO
What?

SARGE
We have to go.

She begins heading towards the mechanics bay.

SARGE
Mauser, is the shaft racer up and running?

MAUSER
Yes.

SARGE
Good.

INT. SHAFTS

The shaft racer speeds by.

INT. SHAFT RACER

Sarge pilots, while Cleo reads a map.

CLEO
Take a left up here. It’s a shortcut.

SARGE
K.

CLEO
I can’t believe that there’s a force strong enough to take on the Guard. Could it be the Bailies?

SARGE
I doubt it. They’d be everywhere by now. It might be the Black Watch.

CLEO
I don’t know. It doesn’t seem like anything they’d do.

SARGE
Are you forgetting when they had control of almost the entire underground?

CLEO
Oh, yeah.

EXT. GUARD CENTRAL COMMAND

The shields are gone. The missiles strike into the very heart of the complex itself.

INT. COMMAND POST

A blast rocks the place, sending General Snake to his knees. He grabs onto his chair and pulls himself up. He looks around at the weary faces surrounding him, and sighs.

SNAKE
Sound the alarm. Begin the evacuation.

SLISS
Yes, sir.

LINDA
General, the automated defense system has been shut down. The ships won’t have any cover.

Just then a missiles pierces the wall inches in front of Linda’s face.

LINDA
Oh, god...

Tears begin streaming down her face.

SNAKE
Everyone, get out. Quietly.

As the people begin to evacuate, Snake heads over to Linda.

SNAKE
Linda, just scoot your chair back, okay?

LInda nods. She begins to scoot, but the chair gets caught.

LINDA
I can’t.

Snake comes up behind her and begins tugging on her chair. It won’t budge. He looks down and sees that it’s caught on a pipe jutting from the floor.

SNAKE
Okay, very sowly get out of your chair. Don’t touch the missile, understand?

LINDA
Yes, sir.

Linda slides down the back of her chair, until she’s under the nose cone. She swings her legs out, and begins to edge herslef out of the chair.

Suddenly, the chair slips and Linda loses her balance. In a moment of blind panic, she grabs onto the missile.

SNAKE
Oh, dear lord....

LINDA
(crying)
Sir?

Snake can’t speak. He’s astounded.

LINDA
(louder)
Sir?!

SNAKE
O-okay. Now, you’re gonna let go of the missile and then run like hell. Understand?

LINDA
Yes.

SNAKE
Okay, now!

Linda lets go, falls to the floor. She scrambles up, begins running.

BOOM!

The missile explodes. General Snake is thrown out into the hall. Flames engulf all of the command post.

SNAKE
Linda!!

EXT. WEAPONS PLATFORM B

Colt, Mike, and Sam continue firing.

MIKE
Shields are almost gone!

COLT
We keep fighting!

SAM
Colt, we have to help the evacuation.

COLT
If we don’t provide cover for the cruisers, no one will make it!

SAM
Once our shields go down, that’s it. A jet will be able to wipe us out with one missile. I say we do hit-and-runs. We pop in and out of windows and broken corridors, and fire. Keep the jets on their toes.

Colt’s struggling with the decision. He doesn’t want to abandon post. Then...

COLT
Okay!

He fires off one more shot, then sets the weapon on automatic.

The trio gather up their supplies and run into the corridor. The weapon contiues firing.

INT. SHAFTS

The shaft racer racs through a shaft, making a hard right, then left.

INT. SHAFT RACER

CLEO
Okay, we should be right there.

She looks out the window, and her mouth open in horror.

CLEO
Sarge...

Sarge sees it too.

POV

Hundreds of black jets firing on the Guard complex.

SARGE
Okay, let’s go kick some ass!

EXT. GUARD CENTRAL COMMAND

The shaft racer rushes into the battle, firing its powerful cannons. Three jets go down in less than 20 seconds.

A few jets fly towards it, firing. The bullets ping harmlessly against the shields. The racer opens fire, and two of the jets are destroyed, and the third crippled.

INT. SHAFT RACER

SARGE
Cleo, deploy the mines!

CLEO
Gotcha!

She hits a button.

EXT. SHAFT RACER

As it flies through the air, small, square objects spill from its tail end, spinning in space. Suddenly, they come to life, and fly towards the closet jet they find. On contact, BOOM!

INT. HOSPITAL

Dr. Arliss is supervising the evacuation of the patients. He shouts, trying to be heard over the cries for help.

INT. MESS HALL

Seven Guard soldiers, firing at the jets, see the shaft racer dealing death to the enemy.

GUARD
Look! Help’s here!

They all cheer!

EXT. GUARD CENTRAL COMPLEX

The shaft racer is struck by a missile, and it goes into a spin.

INT. SHAFT RACER

Sarge and Cleo spin about, screaming. Sarge slams her fist into a button, and the spinning stops.

CLEO
Sarge! I’m picking up twelve more shaft racers entering from the shafts!

SARGE
Send them a message. Tell them the jets aren’t tough, but they gang up on you.

EXT. GUARD CENTRAL COMMAND

The shaft racers swarm in, firing at will. Jets explode, crash, and die.

INT. DARK ROOM

Men move about, but we don’t see their faces.

One man reads a console, then walks over to a figure sitting in a chair.

MAN
Sir, it seems that the Voice resistance has arrived. They’ve already destroyed thirty-nine of our ships, and we haven’t taken one of them down yet. I have reports saying thirty more of their racers are on their way.

LEADER
Call off the attack. We accomplished what we set out to do.

MAN
Yes, sir.

EXT. GUARD CENTRAL COMPLEX

The jets begin pulling back, racing off into the shafts.

INT. SHAFT RACER 2

Porter and Lara are in control of this one.

PORTER
They’re trying to escape.

LARA
No! I’m gonna make sure these guys don’t get home.

EXT. SHAFT RACER

It begins chasing after the jets, spewing forth powerful blasts. Many of the jets go down.

EXT. GUARD CENTRAL COMMAND

The battle is over. Fires rage all over the place. The complex itself looks ready to collapse any minute...

BLACKOUT
END OF ACT ONE


ACT TWO

EXT. GUARD CENTRAL COMPLEX

The place is in ruins. Medvac cruisers fly around the place along with heavy duty Guard weaponry.

INT. HOSPITAL

It’s not as crazy as it was earlier, but it’s still bad. The dead have started piling up in a corner. The floor is slick with blood.

Dr. Arliss talks to two other doctors, obviously fresh to the scene.

DR. ARLISS
The ones not marked are the ones that need help immediately. Some of the wounded can’t be moved, and so you’ll have to bring in new equipment. And I need more blood. Fast.

A NURSE runs by, grabs Dr. Arliss.

NURSE
Doctor, we have a man going into some kind of cardiac arrest!

Dr. Arliss follows the nurse. One of the doctors begins to order supplies into his cell phone.

Nurse Cook tends to a young Guard, no more than seventeen. He has a large gash across his forhead, and she’s stitching it up. He takes a drink from a flask, obviously alcohol.

COOK
Sorry about the pain, but we’re out of anesthsia.

The Guard gives a slight smile, shrugs, and takes another drink from the glass.

INT. MESS HALL

A temporary quarters has been set up in here. General Snake stands in the middle at a large desk that has been set up with three monitors. He’s reading something on one of the screens.

People rush about, talking, arguing, crying. It’s a madhouse.

Sarge and Cleo enter, look around. Snake sees them, calls out.

SNAKE
Ladies, over here!

The two warriors move through the hustle and over to Snake’s side.

SNAKE
I’m General Snake. It’s a pleasure to finally meet you both. I’ve heard good things.

CLEO
Thanks.

SARGE
So, what’s the assessment?

SNAKE
Bad. Over 2,000 dead, and we haven’t reached the lower levels yet. Many wounded. The whole complex is running on generators supplied from support ships. Our medical facility is out of supplies, and a lot of good men and women are dying because of it.

CLEO
The Voice teams are bringing supplies in, General.

SNAKE
Thanks. If it weren’t for your courageous rescue, then we probably wouldn’t be standing here talking.

SARGE
We were just doing our job. Besides, we couldn’t stand by and let this happen.

CLEO
What happened to the person who contacted us?

SNAKE
She didn’t make it. Killed only a few seconds after transmitting.

CLEO
My god. How sad.

SNAKE
She will be remembered as a hero. Suzy Willis. A brave soul. Everyone here is.

Cleo looks up, and at that precise moment, Colt walks by. He has grime and dirt and blood all over him. His eyes portray a pain and understanding beyond his years. He looks at her, and they lock eyes.

(Note: P.O.D.’ Youth of the Nation begins playing”

P.O.D.: Call me blind, but I didn't see it coming
Everybody was running
But I couldn't hear nothing

The moment is over, and Colt disappears. Cleo turns her attention back to the conversation.

SNAKE
So far, we’re clueless as to who perpetrated this heinous act. They also attacked a mall, just a few miles from here. Killed just about everyone. Only a handful of survivors, and they’re all crazed.

P.O.D.: Except gun blasts, it happened so fast
I don't really know this kid
Even though I sit by him in class

SARGE
Is anything being done? I mean, our are forces being mobilized?

SNAKE
Yes. But most of the men in the Guard are trained for police duty, not heavy warfare. We never really assumed the need would arise, except for Bailey defense. I mean, we aren’t even producing any more war machines. No tanks, speeders. Nothing. We’ve been caught with our pants down.

SARGE
What about President Chung? Has she made any statements?

SNAKE
Yes. In fact, she’s supposed to issue a statement in a few moments. She’ll assemble the Shaft Alliance council, and get a vote to go to war.

P.O.D.: Maybe this kid was reaching out for love
Or maybe for a moment
He forgot who he was
Or maybe this kid just wanted to be hugged
Whatever it was
I know it's because

chorus:
We are, We are, the youth of the nation
We are, We are, the youth of the nation
We are, We are, the youth of the nation
We are, We are, the youth of the nation

INT. SHAFT ALLIANCE COUNCIL CHAMBERS

A grand room oval in shape, with over 100 seats for Council members. At the front of the room is a raised chair, surrounded on both sides by three more. In the center of the room is the Shaft Alliance seal: An olive branch with a shaft in the background.

All the seats are filled. The entire Council has been summoned. They’re all different. Man, woman, mutant, android. Tall, fat, skinny, black, white, green, purple.

OAKLEY, the Vice-President, walks into the chamber, looking as if he’s just been put through the wringer. And he has. His son died in the attack.

OAKLEY
All rise for Madam President!

The Council Members rise as President VICKI CHUNG walks into the room. She wears a simple, elegant black dress. She’s of Asian decent, with blue eyes and black hair tied in a bun. She wears no make-up. She has no need for it. She has a presence about her.

She walks quickly through the chamber to her raised chair. She sits down, and the Council members do, also. Oakley takes the chair to her immediate right.

VICKI
Members of this fine Council, I need not tell you what happened this morning. Guard central headquarters was brutally attacked by an unknown force. They were swift and deadly in their attack. It’s obvious that months of planning went into this. Many hardworking men and women lost their lives. Citizens, soldiers. Children. All in one fell swoop.

She takes a pause, letting it sink in.

VICKI
And we were defenseless against it. We’ve become lax. Yes, the Shaft Alliance is the strongest alliance put together in the history of the shafts, save for the builders themselves. But we have enemies. And today is a confirmation of that. And we must be ready for the next attack.

She looks at the Council members, and we see tears in her eyes.

VICKI
I was just told that I lost my husband in the battle, and Vice-President Oakley has lost a son. We have all lost someone. But we must press forward, onward. We will learn the identity of this enemy, and when we do, they will discover that they have awakened a sleeping giant. A force not to be reckoned with. I motion this Council to set into effect Clause 18: War. All agreed, say aye.

COUNCIL MEMBERS
(all of them)
Aye.

VICKI
Then it’s agreed. We’re at war, ladies and gentlemen. I do not promise a swift, decisive war with no casualties. It will be a long, painful war. But I know that we will come out of it stronger and better. Let everyone see that no one can tear this alliance to shreds.

INT. MESS HALL

The holo goes blank. Everyone had been still during the speech, but now they go back to work.

Sarge, Cleo, and General Snake go over a handout.

SNAKE
We’re not ready for a long-term war. We’ve been trained to fight the Bailies.

SARGE
This is like that. These guys are just as big of a threat as the Bailies are. But now, the threat is inside the shafts, not above.

A MESSENGER runs over to the group.

MESSENGER
Terrible news, General. Magistrate Maria is dead.

SNAKE
Excuse me?

MESSENGER
A bomb went off in her office. She never had a chance.

SNAKE
(quietly)
Thank you.

The Messenger nods, disappears into the crowd.

SARGE
She was a fine woman.

SNAKE
Yes, she was. But a lot of people lost their lives today. We’ll have time to grieve later.

CLEO
I’m gonna go see if I can help out there. I’m not really good with all this planning.

SARGE
Okay, Cleopatra. Be careful.

Cleo exits the mess hall.

INT. CORRIDOR

Cleopatra walks down the corridor, careful not to get hit by sparks jumping from disconnected wires. She walks by a large section of wall where there is no more wall.

A man, with blood dripping out of every limb, helps two others pick through the wreckage.

In front of her, a male Nurse exits from a room. A hover-gurney follows behind him. The body is covered, but you can see the blood stains.

Cleo sees more of this as she travels the halls. People dead, dying. People with serious injuries lending a helping hand where they can.

Cleo is overwhelmed by the images before her. She sinks against a wall, and begins to cry.

INT. LIBRARY

Nicole and Jake sit in front of the holo-monitor. President Chung’s speech has just ended. A REPORTER appears.

REPORTER
It’s a sad day for the Shaft Alliance. The first real test of its power.

Nicole wipes tears from her eyes. Jake sits there, rage boiling inside of him.

NICOLE
My God. I can’t believe it. I never thought something like this would happen...

JAKE
I’m gonna join.

NICOLE
Join? Join what?

JAKE
The Guard. They’re gonna need more men. And I wanna get the sumbags who did this.

NICOLE
Jake, you can’t! You could get killed!

JAKE
It’s a risk I’m willing to take.

NICOLE
But I’m not. I don’t want to lose you, Jake.

Jake wraps his arms around Nicole and kisses her. It’s a short kiss, but a passionate one.

JAKE
You won’t.

INT. HEL’S ROOM

Hel sits on her bed, eyes wide and face pale. She’s watching a holo-image of the attack at Guard Central Command. It is replaced by Sarge’s face.

SARGE
Cleo and I are in the temporary command post here at the Guard Central Command.

HEL
Any leads on who did it?

SARGE
Negative. Nobody has been able to ID the people. But Hel, it’s bad. Over 2,000 dead. And we’re not done.

Hel kicks one of her tables, knocking it over.

HEL
I can’t believe I’m stuck in here because of this stupid virus!

SARGE
Trust me, Hel. We’re doing everything we can. We’ll find who did this and we’ll make them pay. Trust me on that one.

EXT. SURFACE - AFTERNOON

It’s a beautiful day. Birds singing, a gentle breeze blowing across the open plains. But an evil presence shadows all of the natural beauty.

A very large battle carrier hovers above the ground, surrounded by the jets that attacked Guard Central Command. It resembles a carrier, but is larger, more sophisticated, and is all black.

INT. BRIDGE

The place is filled with evil. In more than one way. Soldiers man their stations in their black fatigues and animal helmets. The bridge itself is gargantuan. Lots of space in this puppy.

In the center of the bridge is a raised platform. On it sits TOMPKINS, leader of these criminals. A solider walks up to him.

SOLDIER
The President of the Shaft Alliance just announced war, sir.

TOMPKINS
Good. Things are getting very interesting. Soon, they will discover our impressive fleet on the surface, and will undoubetdly lanch an attack, hoping to catch us oof guard.

He lets out a chuckle, as if he finds something amusing about that scenario.

TOMPKINS
Then we will beat them back, and start our invasion of the shaft. It’s all so simple, really.

INT. VICKI’S OFFICE

A large, oval shaped office. President Vicki sits behind her desk. Her face is pale, her demeanor cold. She has been crying for a long time.

Sarge, Cleo, Snake, and three other GENERALS stand before her.

VICKI
So you’re telling me that the people who attacked us are on the Surface? They’re not even trying to hide from our sensors?

SNAKE
That’s correct, Madam President.

GENERAL 1
Maybe they don’t believe we have the technology to detect them.

SARGE
No, that’s not it. Their technology really isn’t more advanced than ours. I mean, when we came in with the Shaft Racers, we were blowing up ships left and right. It was the element of surprise that hit us hard. They want us to see them.

VICKI
So what do you propose? Should we attack them?

GENERAL 2
Yes. It’s a prime oppurtunity. Send all of our forces against them.

SNAKE
That’s inadvisable. It could be a diversion. If we launch all our forces, which have been weakened, they could send another force to attack the underground.

GENERAL 3
We can tell that that is their mothership. It’s sending signals to the jets. Some of the signals we can’t trace. It controls it all.

SARGE
So if we can stop the signal, we could sever the link to the rest of the forces.

SNAKE
Then swoop down on them and take them all out.

VICKI
But how are we supposed to do that?

CLEO
We get a team on that ship.

GENERAL 2
How do we do that?

CLEO
By giving them what they want. We send a force to engage the mothership, and during the battle, send in the team.

SARGE
That’s a good plan, Cleopatra.

Cleo smiles.

SNAKE
But who would be in the force?

SARGE
I’ll go.

CLEO
No.

Sarge looks at her.

CLEO
You have to stay here, direct the Voice resistance. I can’t, neither can Hel. I’ll go on the team.

Sarge looks like she’s about to argue, but stops. She places a hand on Cleo’s shoulder.

SARGE
Okay.

VICKI
There’s one. Who else?

SNAKE
I’ll go. I have the most combat experience since I fought in the Grenada war.

VICKI
Okay. Assemble the rest of your team. I hope this works, gentleman. If it doesn’t, the Shaft Alliance will crumble.

INT. HIVE COMMAND

Most of the Bailies are in their alcoves, rejuvinating. The lights are dim. Activity is at a stand-still.

But Tad, Marc, and Chuck are still at their worktable, chugging away. Tad is pulling off a side of Jerbo’s machine, his eye lids fluttering.

TAD
I think I’m almost done. It’s now or never.

MARC
I don’t know, Tad. Creegan will find out. We know he will.

CHUCK
But it’ll be a blow to the Bailies. Then we’ll be able to sleep.

TAD
Come on, Marc. We have to.

MARC
Tad, you’re begging to die, aren’t you?

Suddenly, a large whit light illuminates them from above. The three scientists glance up, and see Creegan, in his upgraded Bailey body, float down towards them.

BAILEY-CREEGAN
How are things going, my little scientists?

MARC
We’ve cracked it, Creegan.

Creegan lights up. Literally.

CREEGAN
You mean you can make more?

MARC
Yes.

TAD
Not yet. We still have a few more things to complete.

CREEGAN
Hurry. I want one hundred more of those machines made by the end of the month.

TAD
But that’s only two weeks!

CREEGAN
Better hurry, than.

MARC
(trying to be conversational)
Why are you in your Bailey body?

CREEGAN
Because it seems that an unknown force has attacked the underground. If that is true, then I want to have a front row seat to the end of the underground.

He takes off, disappearing into the top of the Hive.

Tad looks at Marc.

TAD
What’s your decision, Marc?

OFF

Marc’s expression, we--

CUT TO:

INT. LAB

Cleo is getting ready for the mission. She wears black, leather pants, a black shirt, plus a black duster. She shoves two weapons into the duster. She slips on a pair of gloves.

Sarge walks over to her, hands her a small gun.

SARGE
It’s called the Demonic. It may be small, but it packs a punch. Only fifty exist in all the underground.

CLEO
Thanks.

SARGE
Be careful, Cleo. This is going to be a dangerous mission.

CLEO
It can’t be worse than facing off against Creegan, the Bailies, Raina, Nathnaiel, the Bureau of Health, the Black Watch...

SARGE
I get it. We’ve faced our share of bad guys, but this is different.

CLEO
I understand. I’ll be careful. Besides, I’m going in with some of the best.

Sarge gives her a hug.

SARGE
Come back to us, Cleo.

EXT. SURFACE

The ground begins to open up, and three Shaft Racers fly out, followed by more. All over, more shaft entrances open, and more Shaft Racers take to the air. Guard speeders appear, along with souped up shuttles.

INT. SHUTTLE

The elite task force has been made. Cleo, Snake, Colt, plus three others. They are BLAKE, CARLA, and NITE.

Blake is twenty-five, with dark hair and blue eyes. He has a blank expression on his face, his mind off in another world. He lost his only family in the attack, and wants to get revenge.

Carla is a spunky red head, but also one very tough chick. She lives for action and for the thrill of firing a weapon.

Nite is African, with a tattoo of a fiery bird on his forearm. He has a very large gun strapped across his chest.

SNAKE
Okay, listen up. We have found a weak point on the mothership.

A hologram of the mothership pops up, and Snake points to a small section on the side.

SNAKE
There is a compartment here, unguarded. We are going to have to make this quick. The other ships will provide us with a distraction, but the longer we take, the more they die. Understood?

They all nod.

SNAKE
Now, from what we have been able to discern, there are vents all in the ship. We can use them to get to our target: the bridge. Once there, Carla will use her skills to hack into the mainframe, locate the other ships, and then shut off the signal. We will have two hours at the most.

PILOT
(from speaker)
We’re approaching the target.

SNAKE
This is it, ladies and gentlemen. Get ready.

EXT. SURFACE

The fleet of Racers and shuttles race towards the mothership, surrounded by the black jets like a swarm of angry bees.

BLACKOUT
END OF ACT TWO


ACT THREE

INT. MOTHERSHIP BRIDGE

Tompkins stares at the hologram of the approaching fleet.

TOMPKINS
Ha! I knew they would come. Get ready to engage the enemy.

EXT. SURFACE

The black jets slowly begin to spread out, forming into their defense patterns.

The Alliance ships spread out, each on his own.

The two fleets meet, and hell breaks out.

A wolf pack of jets swoop down on a shuttle, and fires. Their blasts tear the shuttle apart. But a shaft racer swoops down on them, firing. It takes two jets out.

A pack of racers head for the mothership, firing. The mothership’s defenses come on-line, firing at the enemy ships.

The shuttle carrying the elite team is proetcted by three shaft racers and two shuttles. It makes its way towards the entrance point.

A shaft racer opens fire on a passing jet, only to be slammed into behind by a kamikaze jet. Both explode.

Everywhere, jets and allied ships fight and die. The sky is littered with explosions. The shaft racers fare better because of their shields, but it is still not enough to protect them.

The shuttle with its escort approaches the entrance in the side of the mothership. The motherships’s defenses try and shoot the shuttle and its protectors, but they are in a blind spot.

The door of the shuttle opens, and Nite appears, holding a torch blower. He activates it, and begins to cut into the side of the ship.

INT. MOTHERSHIP BRIDGE

A soldier comes over to Tompkins.

TOMPKINS
Sir, it seems like some of our enemies are trying to cut into our ship. The ship’s defenses can’t hit them because they are in a blind spot.

TOMPKINS
Maybe they are trying to place a bomb inside. They will find that it is impossible. Send a squadron of jets to kill them.

EXT. SURFACE

Nite continues to cut into the side of the mothership. But it’s slow going...

Seven jets break away from the main battle and head for the small cluster of ships, firing away. A shaft racer jumps in front of the shuttle and takes the hits.

The other ships turn and start firing on the jets.

INT. SHUTTLE

SNAKE
(to Nite)
Nite! Hurry up! We don’t have a lot of time.

EXT. SURFACE

One of the jets missiles go stray and slam into the mothership, causing it to rock. Nite falls forward, slamming into the wall. The torch falls from his hands and tumbles to the ground below.

NITE
Crap!

CARLA
Good going! Now what do we do?

Cleo reaches into her duster and pulls out a small gun(but not the Demonic).

CLEO
Move.

She pushes Nite aside, aims the gun, and fires. The blasts tear into the already cut wall, and slowly it begins to crumble away.

Outside, one of the jets fire, and the missile streaks towards the shuttle.

Inside, Cleo stops firing, and kicks the wall. It falls down. Suddenly, the missile slams into the back of the shuttle, and stops.

BLAKE
Is it just me, or is that bad?

Snake slams his hand on the com unit.

SNAKE
Pilot, eject. There’s a missile in your ass.

He turns to the others.

SNAKE
Go!

Cleo is the first to jump in, followed by Colt. Carla jumps, but her bag gets snagged on one of the edges. She’s jerked back, and falls into ther shuttle.

INT. JET

The pilot sees that his missile has not exploded, and goes to hit the manual button.

INT. SHUTTLE

Snake helps get Carla untangled, and shoves Carla into the mothership. Nite follows. Snake jumps last. The shuttle explodes.

INT. MOTHERSHIP/HALLWAY

The team rests on the floor, a little shaken. Snake stands up and brushes himself off.

SNAKE
Let’s go. It won’t be long before they realize that we’re on board.

EXT. SURFACE

The battle continues to rage. Explosions fill the sky.

Off in the distance, Bailey-Creegan watches, amused.

INT. SHAFT RACER

Sarge is in control, dodging and firing.

LARA
(over intercom)
The team’s inside. I suggest pulling back our forces.

SARGE
Agreed.

She hits a button, sending out the call to retreat.

EXT. SURFACE

The Alliance ships break away, racing for the shaft entrances. The jets do not pursue.

INT. MOTHERSHIP BRIDGE

Tompkins grins.

SOLDIER
They are retreating.

TOMPKINS
I can see that. It’s exactly as I predicted. We have weakened them, and will soon be able to overtake the underground soon.

He stands, heads for the door.

TOMPKINS
Keep me updated.

INT. LAB

Sarge, Mauser, Lara, Porter, and Hel(via holo-image) talk.

SARGE
Our team may be inside, but it could fail. We need to know more about these people.

LARA
But how? Their ships have no markings. They wear masks, and no one has been able to capture them alive.

SARGE
There’s one person who might have answers.

HEL
You can’t mean--

SARGE
That’s right. I’m gonna go have a chat with my sister.

INT. BLACK WATCH HEADQUARTERS

The Watch members go about their daily routines. Then, without warning, the alarms go off.

Lily comes flying into the main room, looks about in anger.

LILY
What’s going on?

Suddenly, the lights go off.

LILY
Someone better answer me right now or I start shooting!

From the computer terminal situated in a computer, the technician turns around.

TECHNICIAN
It’s a total blackout.

LILY
Well, fix it!

Suddenly, a lithe figure jumps into the room from the wall door. The person lands in a crouch, and we see that it is Sarge, wearing a black jumpsuit with a mask. She holds a small gun in one hand, her gauntlet aimed and ready in the other.

She fires, taking out two Watch members. She jumps up, slams her foot into a nasty looking guy, turns, slams her fist into a guy’s face.

She spots Lily, and rushes over to her, blasts slamming all around her. Sarge flips, lands behind Lily, wraps one arm around her neck, and places the pistol on the side of Lily’s face.

SARGE
No one move!

Lily smiles.

LILY
Hello, dear sister. What do I owe the honor?

SARGE
Just decided to catch up. It’s been a while. You’ve been keeping a low profile.

LILY
Doesn’t mean I don’t have a few cards up my sleeve.

In a fast move, Sarge removes the mask from her face. The pistol is back on Lily’s face in seconds.

LILY
Nice.

SARGE
I thought so.

LILY
I bet I know why you are here.

SARGE
Oh, yeah?

LILY
You’re here because of the attack on the Guard Command Center thingie.

SARGE
That’s right.

LILY
Well, I don’t know what to tell you. I have no clue who did it.

SARGE
Don’t give me that. The Watch has ties everywhere. I know. You have at least some idea as to who pulled this off.

LILY
I really don’t see why I should tell you anything, Rose.

SARGE
Because I have a gun to your head.

LILY
Shoot me and your as good as dead.

SARGE
I have a few cards up my sleeve.

Lily sighs.

LILY
This is getting us nowhere. Tell you what. You answer my question, I’ll answer yours.

SARGE
Okay.

LILY
How did you find this place?

HEL
(from earpiece)
Give her a vague answer, Sarge.

So Sarge is being monitored. The calvary is probably close.

SARGE
Bribe a few people, beat a few people up. You eventually get answers.

LILY
Hmm. I’ll have to take care of that.

SARGE
Now answer my question. Who attacked the Guard?

LILY
A man by the name of Tompkins. He’s calling most of the shots.

SARGE
What organization? Why?

LILY
That’s two additional questions. I have one. How did you hack into my security system and break in here?

SARGE
I think that’s two questions.

HEL
(from earpiece)
Don’t answer, Sarge. We might have to hack back into it one day. It’s not worth it.

Sarge deliberates, not sure if she should answer.

LILY
Tick-tock, Sarge. Time’s running out.

SARGE
We used a program called Antona. It attacks several key systems at once, but then sneaks in the back way and inserts a virus that gives us complete control. We set your alarms to go off at the same moment I used a bomb to destroy your locking mechanism.

HEL
(from earpiece)
Damn you, Sarge.

LILY
Okay. To answer your question, he’s part of a corporation that has no name. In reality, it doesn’t exist. It’s simply one man with a lot of power over different organizations. Why? Because he can.

SARGE
Who is he?

LILY
I’m sorry, sister. I’m out of questions.

SARGE
But I’m not.

LILY
Sorry. But those were the terms.

SARGE
Then you die.

LILY
You can’t kill me. For you see, dear sister, I have placed a special device inside myself. If I die, for whatever reason, bombs go off all over the shafts, in populated civilian areas.

Sarge is shocked, not sure how to respond. Lily cackles.

Sarge squeezes the trigger, then at the last second, points the pistol at Lily’s foot and fires. Lily screams in pain, and whirls tohit Sarge. But she’s no longer there. She’s gone.

LILY
Dammit!

INT. VENTALTION SHAFT

The team crawls through the shaft, Snake at the lead.

CARLA
How much farther?

COLT
Still a ways to go? Getting tired?

CARLA
No. I just want to kick some ass.

NITE
Amen to that. Make these mothers pay for what they did.

BLAKE
I’m gonna kill as many of these a-holes as I can.

Cleo remains silent.

INT. CUBE ROOM

A simple room with no decorations. It’s walls are black and red. Lights shine from above. Tompkins, dressed in a soldier’s uniform, stands there.

But his uniform is different. It has a red chestplate, with a cape flowing behind it. The markings of a leader.

Suddenly, three men materialize. They attack Tompkins. He leaps into the air, scissor kicks two of them, then brings the heel of his boot down onto the third.

He lands, then launches his attack. He slams his fist into the first man’s face, breaking his nose. Blood gushes out. Tompkins spins, lashes out with his left foot. The second man’s ribs crack. He groans. Tompkins headbutts him, and he falls to the ground. The third man rushes him. Tompkins pulls a silver knife from his pocket. It’s carved in the shape of an S. He throws it. The S weapon(we will call it a cutter) spins through the air, slices the man’s neck, then flies back to Tompkins.

The three men vanish, and Tompkins smiles. But his victory is short lived.

SOLDIER
(from intercom)
Sir, we have a problem.

TOMPKINS
What is it?

SOLDIER
We have detected uninvited guests.

TOMPKINS
So that’s what the shuttle was doing. Assemble the troops. We’re going hunting.

INT. VENTILATION SHAFT

Colt is looking at a holographic image of a corridor. He sees the soldiers come running down it.

COLT
Guys? I think we’re about to have company.

SNAKE
What do you mean?

COLT
Well, the micro-drones show that a lot of soldiers are headed in our direction.

CARLA
Looks like our free ride is over.

SNAKE
How close are we to the bridge?

COLT
It’s still a few levels up.

SNAKE
(sighs)
Okay, people. Looks like we’re going to have to fight our way to the bridge.

BLAKE
(smiles)
Music to my ears.

SNAKE
Lock and load. Get ready for one hell of a battle.

Cleo activates her gauntlet and shields. She’s ready.

CLEO
(quietly)
Let’s do this.

Snake kicks out a panel, and drops down. The others soon follow. Into the mouth of hell they rode.

BLACKOUT
END OF ACT THREE



ACT FOUR

INT. CORRIDOR

The team drops down from the ceiling. They get ready. In the distance, they hear the sound of feet marching.

NITE
Sounds like a lot of them.

BLAKE
The more to kill.

SNAKE
Remember, people. We want to get out of this alive. So no stupid ass moves.

That’s when the first of the soldiers appear. Snake takes aim, and fires.

CLEO
We might want to a find a place that’s bigger. This hallway doesn’t offer much protection or room to fight.

NITE
Listen to the pampered ho. Everyone knows that you don’t do any real fighting.

COLT
Hey! Not now, Nite.

Thoom! A shot flies past the group. Soldiers are rounding the bend, firing. The team fires back. Cleo aims with precision at the ranks of soldiers rushing them. Each shot finds its mark, and takes down someone who is close to the team.

INT. MOTHERSHIP BRIDGE

Tompkins is back in his chair, watching the battle on his holo-screen.

TOMPKINS
Do they really believe that they can do any real damage? Even if they have explosives, they can’t harm our ship too much.

SOLDIER
(on the verge of scared)
Sir, you have an incoming message.

TOMPKINS
Do I detect a note of fear in your voice, soldier?

SOLDIER
It’s Mr. Black.

Tompkins sits up even straighter, if that’s possible. But otherwise shows no reaction to Mr. Black’s incoming message.

TOMPKINS
Well, put him on.

The holo-screen changes to darkness. At first, we think that it’s not working. But then we see the red end of a cigar, and smoke curling up into the air. A shape leans forward, and we can feel his eyes boring into Tompkins.

MR. BLACK
I’ve just recieved a distressing report, Tompkins.

Mr. Black’s voice sounds digitized, more evil.

TOMPKINS
(cooly)
What is that, sir?

MR. BLACK
Don’t play dumb with me. You have a team of insurrectionists on your ship. On my ship.

TOMPKINS
It’s a team made up of six people. This ship has over five thousand men on it. They won’t last long.

MR. BLACK
I see that you have not committed all those forces.

TOMPKINS
There is no need. They will be dealt with swiftly.

MR. BLACK
I have faith in you, Tompkins. That’s why I put you in charge. You’re like a son to me. But fail me, and I will have to punish you. It’s what all good parents do.

The holo-screen goes blank.

TOMPKINS
Have the intruders been dealt with yet?

SOLDIER 2
Not yet, sir. They’re putting up a good resistance.

TOMPKINS
Alert the entire ship. I want them dead.

INT. CORRIDOR

The team progresses, firing at soldiers all the way. Snake comes to a crossroads in the hallway. He leaps out, followed by Carla and Blake. They all point in different directions, and let loose a barrage of weapons fire. The soldiers in the corridors fall dead. Colt, Cleo, and Nite mop up with the soldiers behind them.

SNAKE
Which way, Colt?

Colt taps his wrist-com, and a holo pops up.

COLT
(points)
That way.

Suddenly, an alarm begins reading. Doors up and down the corridors begin to open, soldiers in and out of uniform running out into the hallway, ready for battle.

SNAKE
Hell! People, shades.

They all know what to do. They whip out their dark glasses and out them on. Snake grabs a small hand-held device and presses a button.

It emits a distortion pattern. It’s a handheld concussion device. The soldiers in the hallway fall to their knees, dizzy and disoriented.

The team opens fire, taking them down. They proceed down the hallway, the concussion device still active.

A cluster of soldiers come running down the hallway, but the concussion device drops them.

INT. MOTHERSHIP BRIDGE

Tompkins growls in rage.

TOMPKINS
I’m through playing with them. Activate ship defenses, and tell all squadrons to activate their blocking devices.

INT. CORRIDOR

A large blaster appears out of the ceiling, unnoticed by the team. It fires, slamming into Cleo’s shield. She turns, the duster swirling around her. Cleo fires her gauntlet, and the blaster is no more.

But more are appearing in the hallway, firing. The team takes cover, but the blasters are everywhere. They open fire, destroying many of the blasters. But more appear, taking their predeccesor’s place.

A contingent of soldiers comes running down the corridor. Snake aims the concussion device at them, but it is ineffective. A soldier fires, and the device blows up.

SNAKE
Retreat! Now!

But Blake, blind with rage, jumps up. He begins firing wildly. His tactice works at first. The soldiers who are not shot go scurrying to find cover, but Blake has left himself an easy target for the blasters.

CLEO
Blake!

She jumps, knocking him to the ground as three blasters open fire.

CARLA
General! What do we do?!

It’s confusion all around them. Blasters firing, soldiers racing towards them.

SLOW MOTION

A soldier takes aim and fires. The blast of blue energy leaves his rifle, and heads for the group. As blasts from the ship blasters slam into the ground and around the ball of energy, it continues on its trek. Then, without warning, it hits Carla.

END SLOW MOTION

Carla topples to the ground, dead.

SNAKE
Carla!

Nite, firing with his very large gun, is taking down soldiers and blasters with ease. Cleo covers him, making sure he’s protected at all times.

Colt, Blake, and Snake face in the opposite direction, firing.

Cleo blows up a blaster. In a second, the panel next to it opens and a blaster pops out. Its sleek, silver cylinder body fires, but the blast hits Cleo’s shield. Cleo destroys it.

Nite is the Grim Reaper. His powerful gun is like an advance machine gun. Blasts are fires out in quick succession, never needing to be re-loaded. Soldiers are cut down with ease in front of him. But the odds are not good.

More and more soldiers are rushing the hallway, and Nite’s machine gun is running out of energy. Cleo reaches into her duster and pulls out a small grenade. She thumbs the blue button on the top and throws it at the oncoming horde of soldiers.

It lands in their midst and explodes. Soldiers go flying in every direction. Nite grins.

NITE
Forget what I said about your fighting skills. You’re one tough bitch.

Cleo grins, fires at another blaster.

Meanwhile, the three men behind them are having a tough time dealing with the number of soldiers rushing them.

BLAKE
General, we have to do something! There’s simply too many of them!

Snake doesn’t pause in his firing. He continues to shoot down the soldiers, while also dodging their return blasts.

SNAKE
There was a back-up plan. In my bag I have a large bomb that will blow a hole the size of seven shafts in this ship. We’re close enough to the bridge that it may disconnect the signal. We just have to find a quiet place to arm it.

BLAKE
Quiet?!

Colt taps his wrist-com, and checks the holo-map.

COLT
Just ahead in this corridor is the engine room. Perfect place to set a bomb.

Snake turns towards Cleo and Nite.

SNAKE
Cleo! Do you have another grenade?

Cleo reaches into her duster and throws a grenade to the general.

SNAKE
When this thing explodes, run like hell this way! Understand?!

Nite and Cleo nod. Cleo goes back to firing.

NITE
You and I both know we’ll be cut down if we retreat. So you run and I’ll hold them off.

CLEO
No, Nite. You’re almost on empty. You run, and I’ll stay.

NITE
Don’t screw with me, little girl.

BOOM!

The grenade explodes. But Cleo has no intention of running. So Nite turns, punches her, and pushes her back.

NITE
Go!

He turns back around and continues firing. Cleo yells in anger, but turns and follows after the others. She rounds the corner and sees Colt disappear into a room. She heads in.

INT. ENGINE ROOM

A few soldiers man the stations, but are quickly dispatched by Snake and Blake. Colt works on the door, and gets it to lock.

COLT
That should buy us some time.

SNAKE
Where’s Nite?

INT. CORRIDOR

Nite continues firing, but the LED display on his machine gun shows that he has 15% energy left. 14%, 13%, 12%...

But he continues firing, determined to take down as many soldiers as he can. Then, his machine gun is empty. He throws it down and jumps into the thick of the oncoming enemy.

He throws a hard left hook, followed by a kick to the groin. He spins, grabs a soldier’s weapon and uses it to shoot another soldier. A blast heads for him. He grabs a soldier and uses him as a shield. Even though he fights valiantly, the forces against him are too overwhelming. Within seconds, he is dead.

INT.MOTHERSHIP BRIDGE

Tompkins stares at the screen displaying Nite’s death.

TOMPKINS
Status report.

SOLDIER 1
Two of the intruders are dead. The rest are holed up in the engine room.

TOMPKINS
I want them dead now!

SOLDIER 2
Sir, I have just recieved a message from the Council. They say we need to proceed with the invasion.

TOMPKINS
Launch the ships. Keep us behind them. They probably have some ground based weapons ready for us. If they hit a critical area, power to the entire fleet could be shut off.

INT. LAB

The gang is gathered around a monitor. President Vicki’s image is on it.

VICKI
The fleet is on the move. We must assume that our team failed.

This sends a dagger into the hearts of everyone assembled. They silently cry for Cleopatra.

VICKI
I need an assesment of our weapon and defense capabilities.

MAUSER
Thanks to Marcus and Cleo, we were able to reconstruct a few of the Shaft Cannons using the information they received from a cannon’s port. We have them positioned at various shaft entrances. Our fleet is ready to mobolize.

VICKI
What if thet get into the shafts?

LARA
We’ve already started evacuating the levels closet to the entrances.

SARGE
We have set traps in the entrances. If they try to enter, they will lose many of their men. We have battalions set up at juctions in the first levels, with a few of the drones we picked up from Brock as back-up.

VICKI
What are our chances at repelling the invasion? Give me an honest answer.

SARGE
Bad, Madam. We’ll be able to stop the first wave, but the second wave will probably destroy us.

The mood is grim.

INT. ENGINE ROOM

Snake and Blake are working to set up the bomb. It’s a long, rectangular piece of hardware with very few buttons and levers on it.

We hear soldiers pounding and firing at the doors, but they hold.

COLT
It seems like they reinforced the doors big time. I guess they were afraid that someone could get inside.

CLEO
Well, it’s our advantage now.

SNAKE
We’re almost done setting the bomb. Then we can get out of here using the ventilation ducts.

BLAKE
No, sir, we can’t. They would get in here too fast and deactivate the bomb. Then they could pick up off at leisure.

SNAKE
Dammit! Well, I’m not sacrificng all of us. Cleo, Colt, I want you guys to get out of here.

CLEO
No. I’m going to see this mission through to the end.

COLT
Me too, sir.

SNAKE
Listen to me. If those soldiers get in here, and overpower Blake and me--which they will--then I’ll need you two outside coming up with another plan to take this ship down.

Cleo and Colt don’t like it, but they can’t argue with logic. They head for the vent ducts.

SNAKE
Give em hell.

Cleo nods, then crawls up. Colt follows her.

BLAKE
Do you think this will work?

Snake sighs, sits down.

SNAKE
I don’t know. For all we know, the signals could just be a way of communicating with the jets. Blowing up this ship might not have any effect.

The door begins to give, ever so slightly. Snake stands, picks up his gun.

SNAKE
Arm that thing and let’s take positions.

They head to opposite sides of the room, and wait for the soldiers to come.

INT. VENTILATION DUCT

Cleo and Colt crawl in silence. Then, Cleo stops. She turns to look at Colt.

CLEO
How close are we to the bridge?

COLT
I don’t know. Close. Why?

CLEO
You and I both know that the bomb will probably be de-activated or not do enough damage. We have to head for the bridge and finish what we came here to started.

COLT
It’s going to be dangerous.

CLEO
Wouldn’t be fun if it wasn’t.

COLT
You’re my type of woman.

They crawl on.

INT. MOTHERSHIP BRIDGE

Tompkins turns to one of the soldiers.

TOMPKINS
Report.

SOLDIER 3
We have taken the engine room back. The bomb was deactivated and two of the intruders killed.

TOMPKINS
What about the last two?

SOLDIER 3
I’ll check internal sensors.

TOMPKINS
(sarcastic)
Good idea.

The soldier goes to work as Tompkins smiles.

EXT. SURFACE

The large invasion fleet is nearing a shaft entrance. Three Shaft Cannons come on-line, ready for battle.

INT. MOTHERSHIP BRIDGE

The soldier is perplexed by the readings he has received.

SOLDIER 3
Sir, the internal sensors are down.

Tompkins turns to face him.

TOMPKINS
How can that be?

SOLDIER 3
I’mnot sure.

TOMPKINS
I want it fixed, and I want it fixed now!

EXT. SURFACE

The Shaft cannons open fire. Their might blasts tear into the fleet of jets. Three go down in an instant. The Shaft cannons continue firing, taking down more and more jets.

A squadron of jets swoop down, firing.

But the Shaft Cannons are protected by shields that absorb the blasts. They wreack damage on the fleet.

INT. MOTHERSHIP BRIDGE

Tompkins stares at the holo-image of the small skirmish taking place on the surface. He smiles as one of the Shaft Cannons explodes.

But his victory is short-lived as the ceiling above his head explodes, and Cleo and Colt land in the middle of the bridge.

Colt takes down the closet of the soldiers. Cleo fires her gauntlet, but its energy is drained. Then she remembers the gun Sarge gave her.

She whips out the Demonic and fires. The blast is powerful. It lifts Cleo off of her feet. But it also sends the soldier flying backwards.

Cleo gets control of her backward flight, slams into a console, propels herself forward, and fires again. Another soldier goes down.

She lands, and comes face to face with Tompkins.

TOMPKINS
You have made me look like a fool.

He slaps her across the face, then kicks her in the shin. He spins, kicks with his left leg, knocking the Demonic out of Cleo’s hand.

Cleo attacks with a roundkick, knocking Tompkins back. He answers with a left-right combo, then head-butts Cleopatra.

She tries to slam a knee into his midsection but Tompkins blocks that, countering with an inward
crescent kick. He then grabs Cleo’s arm and swings her into the wall.

She kicks backwards with her right leg, knocking him back. She turns, slams her fist into his face with such ferocity that he’s taken aback.

This momentary distraction gives Cleo all the time she needs. She lands a kick to his gut, which doubles him over. She brings her knee up into his face.

Tompkins grabs Cleo and throws her across the room. She lands on a console. She sits up, smiles.

CLEO
Is that all you got?

Tompkins charges her. At the last second, Cleo lets loose with her leg, catching Tompkins right square in the face. He flies backwards, lands in a crumpled heap.

Meanwhile, Colt has finished the final soldier. He races over to a console and begins typing.

Tompkins stands up, moves towards Cleo. She walks towards him, until they’re very close to each other. Cleo faces him just in time to block a backhand fist but Tompkins grabs that arm and sends his other fist into Cleo's side, then up in a backhand to her face, in quick succession. Then he swings her across the bridge slamming her face first into the wall by the holo-emitter. Trying to recover, Cleo raises a knee to stop Tompkin's mid-level roundkick, then grabs him by the shoulders.

Cleo smiles, and begins pounding on him. A left, a right, a quick jab to the gut again. She dodges one of his punches, then kicks him in the side of his head.

Tompkins catches her hand on the next punch, and its her with a hard front kick to the stomach. Cleo wrenches her hand free and snaps a backhand against his face. He shoves her backwards, and pulls out the Cutter.

He throws it, and it aims right for Cleo. She jumps to the side, and it flies by her. But it turns sharply, and heads straight for her again.

Cleo dodges, but it still manages to slice her on the arm. She glances about for a weapon, and sees the Demonic on the floor.

But Tompkins also sees it. He presses a button on his wrist, and a whip launches out of his armor sleeve and wraps around the Demonic. He jerks his hand, and the whip and Demonic fly back to him.

Tompkins smiles.

The Cutter comes around for another pass. Cleo waits, eyeing it. Then, she does a backhand spring, and the Cutter flies by within inches of her belly.

Cleo lands, shoulder rolls forward, springing to her feet in a few seconds. She glances behind her at Colt. He’s busy working on trying to tap into the mainframe. Tompkins also notices.

TOMPKINS
Don’t try hacking into the mainframe. It won’t work.

Colt continues typing feverishly.

The Cutter swings back around towards Cleo. She leaps to the side, lands hard on her shoulder. She groans in pain.

This time, the Cutter isn’t going to give her any time to rest. It zooms towards her at high speeds. Cleo does a roundhouse on the floor, deflecting the Cutter away from her internal organs. But it managed to slice through her boot and into her foot. Blood gushes out.

Cleo stands, wincing in pain. Tompkins laughs. When he does, he throws his head back. Cleo snatches a piece of broken ceiling and throws it at Tompkins. At the same time, she leaps, headed for the bad guy.

The piece of ceiling hits Tompkins in his exposed throat, catching him unawares. He drops the Demonic as both if his hands go to the small cut on his throat. Cleo, right behind the piece of ceiling, snatches the Demonic as it falls to the floor.

The Cutter races toward Cleo, who is still falling to the floor. She takes aim and fires. The blast tears into the Cutter, shattering it into millions of pieces.

She lands with a loud thump. But she isn’t done. She rolls over, takes aim at Tompkins. His eyes go wide.

CLEO
Kiss it good-bye.

She fires. The blast hits Tompkins, who flies into the wall. He falls forward, dead. Cleo stands, rushes over to Colt’s side, ignoring the pain shooting from her leg to the rest of her body.

CLEO
How we doing?

COLT
Not good. Nothing I try seems to work.

As if some devine God saw fit to answer his prayers, the mainframe opens before him. Cleo giggles in delight.

CLEO
You did it!

COLT
I’m not sure how.

Then he sees that the fleet is headed for the shafts.

COLT
We don’t have long. I’m cutting the signal...now.

EXT. SURFACE

The jets pour down upon the shaft entrance, firing at the five Shaft Cannons, which go out in a blaze of glory.

But then the jets simply stop. Stp firing, stop moving. They plummet to the ground.

INT. MOTHERSHIP BRIDGE

Cleo and Colt shout in joy.

CLEO
We did it!

COLT
Yes! Ha ha!

They continue to celebrate.

INT. LAB - LATER

Cleo and Mauser sit at the table. Cleo’s wounds are healed, and she’s back in her regular clothes. Sarge comes over, sits down.

SARGE
That was General Blankenship. He says that there was a fierce battle between the downed pilots and his men, but that they won. The mothership, after you two left, self-destructed.

CLEO
Huh. I wonder if someone set it t go off, or the signal stopping set it off.

MAUSER
We may never know. The signal had a bigger role than I thought. It seemed to be powering the jets. It’s a good idea, but a bad one. If any jet were to be downed and taken alive, then they could use the signal to self-destruct it. But if the signal was stopped, so were the jets.

CLEO
Which happened.

SARGE
You did good, Cleo. I know that it was hard in there. You had to see good people die. But I’m proud of you. You stopped the bad guys.

CLEO
It was hard. Very hard. They were everywhere. And the leader was so strong. I thought I was dead for sure.

SARGE
But you came through. I really regretted letting you go afterwards. I didn’t think you could handle it. You and violence haven’t always gone hand in hand.

CLEO
(nods, accepting the truth)
I know. After Sluggo’s training, I was a loose cannon. I was ready to take on the world. But I had a hard problem coping with killing. But I’m over that now. I’m perfecting my skills, and I know that sometimes you have to kill. It’s sad, but it’s true.

MAUSER
Our little Cleopatra, all grown up.

Cleo smiles, but it’s a weak one. For she has grown up, and she’s already missing her childhood.

(Note: Michelle Branch’s All You Wanted begins playing).

Michelle: I wanted to be like you
I wanted everything
So I tried to be like you
And I got swept away

Sarge stands up, pats Cleo on the back, and walks away.

INT. TRAINING FIELD/GUARD UNIVERSITY

A long line of recruits are dressed in Guard gear, getting yelled at by a drill instructor. Among them is Jake.

Michelle:I didn't know that it was so cold
And you needed someone to show you the way
So I took your hand and we figured out
That when the tide comes I'd take you away

INT. HIVE COMMAND

Creegan, in his Betrayer body, sits a console, scanning the shafts. Behind him stands VOX, a large Betrayer that has become Creegan’s second hand man.

VOX
Explain to me again why helping Cleopatra and the one named Colt on Mr. Black’s mothership was a good idea. If you hadn’t shut off the internal sensors, they would have been found and shot. If you hadn’t unlocked the mainframe for them, Mr. Black’s army would be in control of the shafts right now.

CREEGAN
Which would have been bad. Mr. Black’s organization is far more powerful than the Shaft Alliance. I simply let them have their display of power to injure my enemies. Plus, it showed me just what kind of defenses they were capable of putting up.

VOX
So this was a test to see how the Alliance would respond?

CREEGAN
Yes. I now know that they have created more Shaft Cannons, have booby-trapped several shaft entrances, and are capable of putting up a good defense. I will use all of this against them now. If I had let the soldiers take it over, I would have a hardertime invading the shafts. Trust in me, Vox. I know what I’m doing. It will soon be time to launch the invasion.

INT. LIBRARY

Nicole sits at a table, crying. She is looking at a holo-photo of Jake.

Michelle: If you want to
I can save you
I can take you away from here
So lonely inside
So busy out there
And all you wanted was somebody who cares

INT. HEL’S ROOM

Hel sits on her bed, looking weak. And she is. The injections take a lot out of her. She’s watching scenes of the battle Sarge described on her holo-emitter. She looks devastated.

Michelle:I'm sinking slowly
So hurry hold me
Your hand is all I have to keep me hanging on
Please can you tell me
So I can finally see
Where you go when you're gone

FADE OUT
END OF ACT FOUR

Executive Producers
Davin Nation
&
Cody Steinman