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3.13

Written By: Cody Steinman

CAST
Gina Torres
Victoria Pratt
and Jennifer Sky as Cleopatra
with Patrick Kake
Joey Tobeck
and Elizabeth Hawthorne

GUEST CAST
Raina: Danielle Cormack
Nathaniel: Ryan Merriman
Lily: Shirley Manson
Dr. Ramsey: Anthony Hopkins
Kilgannon: Peter Feeny
Nova: Courney Cox-Arquette
Gem: Alysson Hannigan
Nancy: Tara Reid

TEASER

EXT. SURFACE - DAY

It’s a beautiful day. Birds sing in the background. The sun shines down on a small lake, its surface rippling as a family of ducks swim lazily.

But this scene of beauty and tranquility is shattered when a manhole cover is moved from its location, all sorts of plants and bug life living on it.

Hel pops out, looks around.

HEL
It’s safe.

She crawls out, and then lends a hand to Cleo who crawls out with joy. She’s wearing a red mini-skirt with a purple tank top.

CLEO
It’s so good to be out of that musty old underground.

Sarge is the last one to crawl out. She looks a little worse for wear. She reaches back down and pulls out a large box.

HEL
Voice, we’re there.

VOICE
Good. You should set up the console twenty meters from your current location.

HEL
Understood.

The team begins to move out.

HEL
Voice, we still need to have that talk.

VOICE
I know, Hel. And we will. But now is not the time.

HEL
You always say that.

VOICE
I know, Hel. I promise that we will talk.

Hel moves on. Cleo is lagging behind, taking in the sights.

CLEO
No matter what, this place is my home.

SARGE
Hopefully, it’ll be all of our homes soon enough.

HEL
If this new device of Mauser’s works, then we’ll be able to track Bailey movement from anywhere in the underground. It’ll give us the one up on Creegan.

CLEO
That’s always a good thing. Creegan has been doing too many bad things lately.

SARGE
Well, we’ll soon put a stop to him.

The team reaches their destination. Hel motions for Sarge to put the box down. She does. Hel pops the box open and pulls out a rectangular box.

She sets it under a tree and touches it. The thing begins to shimmer, and suddenly the black surface comes to life with blinking lights and other buttons.

SARGE
Well, it works.

HEL
All I have to do is tune into the Bailey frequency, and we’ll have unlimited access.

INT. LAB

Mauser and Bill, the Voice mechanic first seen in Legacy Part 1, are scanning a computer, downloading all the information.

BILL
This is a treasure chest, Mauser! You’ve outdone yourself this time.

MAUSER
I try. We will benefit greatly from this new technology.

BILL
Oh, yeah. The Voice resistance might actually have a chance after this.

EXT. SURFACE

HEL
Okay, I’ve tuned in.

They all look at the monitor, waiting for the screen to pop up and show them. And it does. It shows them a Bailey, weapons at the ready.

CLEO
Huh. Wonder where that is.

A shadow falls over the group.

SARGE
You just had to ask, didn’t you?

The Bailey behind them fires.

END OF TEASER


ACT ONE

EXT. SURFACE

Where we left off.

The Bailey fires. All three women roll out of the way. But the tree and tracking device are obliterated.

HEL
Shields!

The three female warriors hit their gauntlets, and the shields shimmer to life. The Bailey opens fire as our team takes off running.

HEL
Voice! We need a shaft, and fast!

VOICE
I’m scanning now, Hel.

SARGE
Look out!

Another Bailey appears in front of them, firing all its weapons. The team does a double take, and head off into the woods.

The Bailies follow, firing. The trees are cut down before them.

HEL
Voice! Hurry!

VOICE
There’s a shaft opening to the west, about seventy feet or so.

The team once again change directions, hurrying. The Bailey fire is getting closer. A blast hits a tree, sending its remnants flying through air.

One sharp branch flies into Sarge’s shoulder. She cries out in pain and drops to her knees. The Bailies close in, their weapons ready.

Suddenly, a woman dives out from the woodworks, and tackles Sarge to the ground, seconds before the Bailies open fire.

Two other women appear, firing their gauntlets.

Hel and Cleo turn, aid the two mysterious women in keeping the Bailies at bay. The first woman appears with Sarge.

WOMAN
This way!

The woman leads the group away from Voice’s destination, heading towards a dark spot in the forest.

The Bailies are on their tail, clearing away even more forest.

The woman comes upon a shaft entrance, throws it open, and shoves Sarge into it. The others are soon to follow. The woman jumps in last, shooting her webbing, closing the entrance behind her.

INT. ABANDONED ROOM

The room is oval, with a faded eagle emblem on the floor.

Both groups of women stare at each other. The first woman is NOVA. She’s tall, purple hair, wearing a leather catsuit that pays tribute to all her curves.

The next woman is NANCY. She’s average height, with black curly hair and a killer smile. She’s dressed in sexy army fatigues.

The last is GEM, a young, innocent eyed girl. Her pink hair is done up in spikes. She wears pink gloves, yellow leather pants, and a red top.

HEL
Thanks for the help.

NOVA
Always glad to help out a fellow Voice team.

This takes our team by surprise.

SARGE
You guys are a Voice team?

GEM
Don’t look so surprised.

HEL
I thought I knew almost every Voice team there was.

NANCY
You probably wouldn’t know us. We were covert Ops. Plus, we were reported dead during the Surface Battle.

NOVA
The battle didn’t kill us, but it did leave me in a pretty bad condition. My Voice receptor freaked out, so I had to remove it.

HEL
Voice?

VOICE
It’s possible, Hel. Contact was lost with a lot of teams after the battle.

NOVA
(surprised)
Voice? I thought she was dead.

HEL
So did I. Long story.

INT. LAB

The two teams enter. Bill has left. Mauser is pacing anxiously. When he sees the team, he smiles. But the smile is meant for Sarge. She gives him a quick smile.

MAUSER
I’m glad all of you are okay.

HEL
So are we. Mauser, I’d like you to meet Nova, Nancy, and Gem. They’re the team that rescued us.

MAUSER
It’s a pleasure to meet you all.

NOVA
Same here.

Gem is looking wide-eyed at the lab.

GEM
Man, our lab was never this fancy.

CLEO
It’s our home.

Nancy glances at some of the weaponry that is collected on a wall. A lot of the weapons are from medieval times. Something out of Xena. Sarge walks over to her.

SARGE
You noticed it, huh?

NANCY
Its is an impressive display of weaponry. Where is it from?

SARGE
Lots of places. I decided to start collecting the weapons of my enemies. A trophy wall, I guess.

NANCY
I like it.

Nova, Hel, and Mauser are perusing through the data Mauser collected.

MAUSER
It’s unfortunate that the locator was destroyed. But in the small amount of time it was operating, I was able to collect valuable information.

HEL
Anything new about the Bailies?

Mauser skims through.

MAUSER
Curious.

NOVA
What?

MAUSER
It seems that the Bailies are no longer being produced with human tissue.

HEL
What? Why not?

MAUSER
I’m not sure. The data stops there. But it is intriguing information.

NOVA
If the Bailies no longer rely on humans for reproduction--

HEL
Then it means they no longer have a reason for keeping us alive.

INT. BLACK WATCH HQ/CONTROL ROOM

Lily (now played by Shirley Manson), enters, decked out in black leather. She walks past most of her technicians, and sits down in front of a console. She hits a button. Creegan’s Bailey visage pops up.

CREEGAN
(seductive)
Hello, Lily.

LILY
(no interest)
Creegan.

CREEGAN
I must commend you for your warning about Hel’s latest plan. How ever did you know?

LILY
I never reveal my sources.

CREEGAN
Too bad.

LILY
Anything else?

CREEGAN
Yes. I’m worried about how things are going in the underground.

LILY
Meaning?

CREEGAN
You haven’t done a single thing for a few weeks. I’m worried that Voice and the Guard are growing too strong.

LILY
And you want me to plan an attack, just to keep them on their toes?

CREEGAN
Pretty much.

LILY
Sorry. No can do.

CREEGAN
(furious)
What? You little bitch. I can crush you and your pathetic organization in a moment.

LILY
Creegan, our partnership is very limited. Slade liked you, I don’t. I will help you, but I can’t right now. So, why don’t you just have your stupid little Betrayers do the dirty work?

CREEGAN
Because I’m preparing for something. Something major. I’ll let you have this one. I’ll chalk it up to PMS. But next time, little girl, your ass is mine.

And the hologram goes off. Lily smiles.

LILY
I’ll show you PMS. Just wait and see.

INT. LAB

Both teams sit at the table, drinking what appears to be beer and talking.

NOVA
So I’m in a bind. The Negarian has all five hands armed with lasers. The Betrayer isn’t sure which one of us to shoot first. I think I’m all but dead when Gem bursts in wanting to know why the water’s off!

The teams burst out laughing.

NOVA
Suffice it to say, the Negarian and Betrayer didn’t last long after that.

HEL
You sure have had a lot of adventures.

NANCY
But so have you. I mean, you guys are the famous Voice team. You’ve fought Creegan, Raina, Nathaniel.

CLEO
We have, haven’t we?

SARGE
We’ve been through a lot. I’m surprised we’re still here.

HEL
I still remember the first time we met Cleo.

FLASHBACK

INT. HOSPITAL(SORT OF)

The lasers are hard at work repairing Sarge and patching her up. The platform moves out.

Hel grabs the platform and pulls it out farther. Sarge wakes up and begins to sit up groaning. On the other side of the room, Cleopatra begins to wake up!

Hel comes over to Sarge.

HEL
You'll be sore for a while.

SARGE
Yeah, no pain, no gain.

Hel laughs. Sarge sits up. They see Cleopatra waking up.

CLEOPATRA
Where am I?

She sits up a little bit, squinting to see Hel and Sarge.

CLEOPATRA
Are you doctors?

Hel and Sarge share a look. Cleo turns her attention away from them and to her breasts. She cups them in her hands.

CLEOPATRA
Hmm. Good Work.

She groans as she sits up.

SARGE
What are we gonna do?

Cleo listens.

SARGE
We can't leave her with these ghouls. Better off just killing her now. Put her out of her misery.

Cleo gets scared.

HEL
Good point.

Cleo sees the Bailey arm and grabs it, and jumps off of the platform bed and points the arm at Hel and Sarge.

CLEOPATRA
Freeze! Move and I'll waste you.

HEL
Just relax.

CLEOPATRA
No, no you relax! I just heard shorty there talking about killing me!

SARGE
Shorty?

CLEOPATRA
(melodramatically)
Go on, make my day.

Sarge looks at Hel.

SARGE
What?

CLEOPATRA
I know what you two are asking yourselves. Does she know that weapon well enough to take us both? Well...do you feel lucky? Huh?

HEL
Who are you?

CLEOPATRA
008. Code Name: Cleopatra. If you two don't cooperate, I'll have to finish you right here.

They hear strange noises and foot steps. Cleo turns around. The door opens and Horse comes in. Cleo get really scared. She gets down on the floor, almost fainting. Hel and Sarge have their gauntlets ready. Cleo starts screaming as she sees the big hole in Horst’s stomach.

END FLASHBACK

INT. LAB

Everyone shares a laugh, except Cleo.

CLEO
Huh, yeah. Real funny.

HEL
Lighten up, Cleo. It was pretty funny.

CLEO
I guess. But remember the time when Raina turned you and Sarge against each other?

FLASHBACK

INT. BAR

Sarge has her gauntlet trained on Hel.

HEL
Put..the weapon..down, Sarge.

SARGE
BACK OFF!

Cleo jumps.

SARGE
It all makes sense now. The disappearance of Voice, the secret meeting with a stranger. You were going to eliminate us both, but you didn't count on me figuring it out did you, Betrayer?

CLEOPATRA
Sarge, it's Hel! Are you crazy?!

Sarge aims another weapon to Cleo.

CLEOPATRA
Not that I have a problem with that.

Cleo inches over to Hel.

SARGE
What so now you're on her side?

CLEOPATRA
Uh-huh. I mean no, no. I'm with you both. We're a team remember? Can't we all just get along?

SARGE
With a Betrayer? Never!

She shoots. Hel dodges. Sarge keeps firing, Cleo and Hel duck for cover.

HEL
Raina's gotten to Sarge!

Hel puts her shield over her and Cleo. Sarge continues to fire and break things.

She charges at Hel. Hel throws her over. They get up. Sarge charges at Hel and they fall over a table. They wrestle as Cleo watches. During the rolling wrestle, Hel's gauntlet is damaged and the shields fail.

Sarge has Hel pinned. Cleo comes over to them.

CLEOPATRA
Sarge, if you hurt Hel you're gonna regret it!

SARGE
The shields are gone, Betrayer.

Hel flips Sarge over her. Sarge lands on her feet and turns back around. She starts throwing things at Hel.

Sarge charges at Hel. They block each others kicks and punches. Hel flips high in the air and lands on the bar. She jumps down just in time to dodge Sarge's blast.

She sees that Cleo is already down there. Hel gets ready to shoot.

CLEOPATRA
Wait, Wait! I know that Sarge has totally lost it, but it's still Sarge!

HEL
It's either this or we let her pick us off one at a time!

A blast nearly hits Cleo.

CLEOPATRA
Okay, fire at will!

RAINA (VO)
Come on, Sarge. It's either you, or Hel. Who's in gonna be?

Sarge lifts her weapon and prepares to fire.

END FLASHBACK

INT. LAB

NOVA
Wow. Close call.

SARGE
Yeah, it was. Good thing Cleo kept her wits and stopped Raina.

CLEO
Aw...

HEL
I still can’t believe that Raina has helped us on so many missions.

NANCY
She’s actually helped you?

CLEO
She’s not so bad once you get to know her. Still creepy, but not as bad.

SARGE
What’s happened to her, anyways. It’s been a while since she’s stopped in.

HEL
I’m not sure.

INT. CELL

Raina stands in the cell, wearing a hospital gown. The door opens and Dr. Ramsey enters.

DR. RAMSEY
Hello, Raina.

RAINA
Hi, Doctor. On time, as usual.

DR. RAMSEY
I never miss an appointment.

RAINA
How nice.

She sits down on her cot. Dr. Ramsey sits down in a chair opposite her.

DR. RAMSEY
I just don’t understand, Raina. Your brother went through re-education so fast. He’s back to being a good little operative. But you, you’re trickier.

RAINA
Thank you.
(thought)
You little liar. I know exactly what you’re doing to Nathaniel.

DR. RAMSEY
And every time I try and probe your mind, I’m blocked. I don’t know if I’m getting weaker, or if you’re getting stronger.

RAINA
(smiles)
Both.

DR. RAMSEY
Mr. Black does not like the results I’ve given him so far. He could care less about your brother. You’re the real diamond. If only I knew your secrets.

RAINA
You never will.

DR. RAMSEY
Don’t be so sure. I have ways of making people talk.

RAINA
Not me. I’m special.

DR. RAMSEY
Special, yes. But you won’t have any secrets for long. I’ll make sure of that.

RAINA
Why, dear Doctor, do you keep coming everyday if it never produces any results?

DR. RAMSEY
This is the last day, Raina. I have a plan that will make you talk. Make you reveal your plans.

RAINA
Good luck.

She smiles. Dr. Ramsey stands up and walks out.

RAINA
Thank God. I don’t think I could have lasted much longer.

Then, in one blinding moment, Raina splits in two! There is now another, identical Raina standing in the room.

RAINA 1
We can’t keep this up forever.

RAINA 2
I know that. We just have to hope that everything will go as we planned.

RAINA 1
And if it doesn’t?

RAINA 2
Then we’ll have no choice but to kill ourselves.

END OF ACT ONE


ACT TWO


INT. CELL 2

This cell is bigger than Raina’s. But for a reason. A table is set up in here, along with instruments of all kind.

The door slides open and Dr. Ramsey enters. Strapped on the table is Nathaniel, wearing a hospital gown identical to Raina’s.

DR. RAMSEY
Hello, Nathaniel. Feeling better?

Nathaniel says nothing.

In a fit of rage, Dr. Ramsey punches Nathaniel across the face, hard.

Nathaniel already has large bruises on his face, and cuts on his arms, chests, and legs. One eye is swollen shut.

DR. RAMSEY
Why do you refuse to give in? Why? Do you think I enjoy seeing you suffer? I don’t. I really don’t.

He moves over to a table, picks up a needle.

DR. RAMSEY
This here is a drug called crypt. It’s a pain reliever. It works in three seconds. All you have to do is tell me what I want to know, and I’ll give it to you.

Nathaniel remains quiet.

DR. RAMSEY
You know what I want. It’s very simple. After you tell me, the pain goes away. For good.

No response. Dr. Ramsey sets the needle down.

DR. RAMSEY
Fine. Have it your way. I have other ways of making you talk.

He holds up his cyber arm. The finger tips open to reveal five claws. Dr. Ramsey smiles. He brings the claws down.

INT. HALLWAY

Nathaniel’s screams echo throughout the base.

INT. HEL’S ROOM

Hel is looking at a computer read-out. There’s a slight rapping at the door. Hel looks up to see Nova. She smiles.

HEL
Hi.

NOVA
Hey. I just wanted to thank you for letting us stay here for a while.

HEL
It’s no problem. I know what’s it like to be lab-less.

NOVA
You’re a good leader. I can understand why Voice picked you to be her heir apparent. If anyone could hold all of us together, it would be you.

HEL
(smiles)
Looks like I won’t have to now.

Nova sits down next to Hel. She brushes a lock of hair behind her ear.

NOVA
But how do you feel? Here you were, ready to take over, and the woman you believed to be dead just pops back up?

HEL
Well, it was...strange. I had just learned so many things about her. What she was like as a kid, what she loved, what she did in her free time. She was--is a great woman.

Hel sighs.

HEL
After I learned all that about her, I realized that she made many sacrifices in the war against the Bailies. She left behind a family just so that she could save billions.

NOVA
She sounds great.

HEL
She is, but then I remember some of the other stuff she did. The experiments on people, lying to me. I just can’t figure her out. And this master plan she has--what is it? Why did she have to fake her death?

NOVA
Maybe it was a test. To see if the Voice teams could survive without her.

HEL
Maybe, but I’m not sure. I just can’t believe she would put us through all that just because of some silly test.

NOVA
What do your instincts say?

HEL
They say...they’re totally clueless.

Nova permits a small laugh to escape her lips.

NOVA
Hel, you don’t always have to have all the answers. That’s not what being a leader means. It means guiding your team as best as you can. Making sure that they don’t die. Of course there will be mistakes. We all make mistakes. It’s learning from those mistakes and getting your team out of tough situations.

HEL
I’m glad you’re here.

Nova smiles.

INT. CLEO’S ROOM

Cleo and Gem are having what appears to be a slumber party. They’re dressed in their pajamas, and are doing their nails. A bag of chips and a few cokes are sprawled on the bed.

CLEO
I just love your hair. I wish mine would do that.

GEM
Oh, it’s easy. If you want, I’ll show you how to in the morning.

CLEO
Cool! And your wardrobe totally kicks! Around here, we pretty much wear the same thing. It gets boring.

GEM
Trust me, I know the feeling. I just made this.

CLEO
You made it?

GEM
Uh-huh. I can show you how to do that too.

CLEO
I swear, I love having you here.

GEM
Thanks. You’re cool, too. It’s nice to have someone my own age to talk to.

CLEO
Yeah. Hel and Sarge are the best, but sometimes they just don’t understand about love and stuff like that.

INT. SARGE’S ROOM

Sarge sits in front of her mirror, brushing her hair. The door opens and Mauser walks in.

MAUSER
Hello, Sarge.

SARGE
Mauser, what are you doing? If you get caught in here--

MAUSER
(holding up gauntlet)
I’ll say that I’m here asking you questions about your gauntlet acting up.

SARGE
I’m still not sure that’s it’s safe.

Mauser takes her by the hand and sits her down on the bed.

MAUSER
Sarge, we need to discuss our feelings. Or, your feelings.

SARGE
You had it right the first time. I know we can make this work. I felt something for you long before Creegan put that potion thing in us. I know you did too.

MAUSER
But think of everything that is against us. I’m just a robot. A Betrayer. I’m not sure if I’m capable of love. Everything that I feel is just data inside. Just programming.

SARGE
Mauser, we can overcome this. If we have love, anything is possible.

MAUSER
But I don’t have love. Anyways, even if we did...start dating, it would interfere with everything. The fight against Creegan, Hel and Cleo. I don’t think I would be the perfect lover.

SARGE
You don’t have to be. Relationships aren’t meant to be perfect. They’re meant to be full of bumps and shaft falls. It’s the journey that makes it worthwhile.

Sarge sighs. She glances at Mauser’s large hands in hers. She rubs them, feels the warmth. But she knows that the warmth is generated by a component in his body.

MAUSER
Sarge, I--

Sarge leans in and kisses him. Mauser breaks away.

MAUSER
Sarge...

SARGE
Did that mean anything to you? Did it create a spark?

MAUSER
(shakes his head)
Sarge, I’m sorry.

Sarge just stares at him. She can’t believe he just did that. Tears well up in her eyes.

SARGE
Just go.

Mauser doesn’t move. He looks at Sarge with his innocent eyes.

SARGE
Please.

Mauser stands up and moves to the door. He glances back at Sarge. She turns away. Mauser leaves. Sarge buries her face in her hands and begins to cry.

FLASHBACK

INT. BETRAYER FACTORY

Hel and Sarge are fighting Betrayers. Meanwhile, Cleo and Lily’s Betrayer duplicates are beginning to wake up.

Hel runs over and shoots Cleo's Betrayer Duplicate. Cleo starts to get her energy back. She runs to Cleo.

HEL
You all right?

She frees her from her restraints.

CLEOPATRA
I feel like my brain's been sucked into an unstoppable killing machine...and a little dry mouth.

Sarge goes over to Lily.

SARGE
Wake up!

She back hands her.

LILY
You came to save me?

Sarge aims her weapon at her.

SARGE
Shut up!

HEL
Sarge!

LILY
I'm sorry. Everything you said was true. I know I was wrong! Please, Rose, I just wanted to be with Mother and Father. I didn't want to be alone. Please forgive me, I'm so sorry.

SARGE
Stop.

LILY
I'm sorry.

Sarge lowers her weapon, and frees Lily from her restraints.

END FLASHBACK

INT. LILY’S BEDROOM

Lily sits up in bed, sweat rolling down her forehead. She kicks the covers off and goes over to her bathroom. She flicks on the light, turns on the water, and splashes her face.

LILY
Get a grip, girl. Just a dream.

EXT. SHAFT

Lily goes flying down the shaft on her speeder.

INT. BLACK WATCH HQ

DIRK, a man in his forties with greying hair and a goatee watches on a monitor as Lily goes for a joy ride.

DIRK
It’s just as you predicted. She can’t handle all the power.

A full body hologram of Creegan appears behind Dirk.

CREEGAN
This is what I feared. A loose cannon in control of the Watch.

DIRK
She can still prove to be useful. She has a lot of...spunk.

CREEGAN
That she does. I just hope that she can put it to good use. I have too much riding on the Watch’s participation to let one little girl ruin it for me.

DIRK
I should have been put in charge of the Watch. I was Slade’s trusted assistant, not that wench.

CREEGAN
Don’t be jealous that she’s better at your job. Besides, you’re my assistant now. And that position has more power than the head of the Watch. Remember, I always reward those that are loyal to me.

The hologram clicks off. Dirk reaches into his boot and pulls out a small gun.

DIRK
Or, I could just kill Lily and be promoted as leader of the Watch, and be your assistant. Now, that’s a lot of power.

He chuckles.

INT. DR. RAMSEY’S LABORATORY

Not what we expect from a mad scientist. It’s painted in bright colors with a plethora of flowers. Dr. Ramsey enters and walks over to his flowers. He smells them and smiles.

DR. RAMSEY
Ah, still so sweet smelling. I just love flowers.

He sits down in a chair and grabs a book from off his desk. He opens it and begins reading.

INT. TECHNO BAR

Lily enters and makes her way to the bar. A green and blue mutant with three horns on his head and a long, pointed turn stands behind the bar. This is NACK.

NACK
What can I get you?

LILY
A Tamborian.

NACK
Coming up.

Lily turns to the crowd, her elbows resting on the bar. She scans the mass of people and mutants, co-existing. Laughing, talking, dancing. Having an all around good time.

MAN
Penny for your thought?

Lily turns, broken out of her reverie. She turns to face an attractive man. Dark haired, smooth skinned, and built. He smiles. He goes by Zeke.

LILY
Excuse me?

ZEKE
I said, “Penny for your thoughts?”

LILY
Sorry, I don’t sell my thoughts.

ZEKE
Too bad. You look like you have a great mind.

LILY
(smiling)
I bet I do. I’m Lily.

She offers her hand. Zeke takes it.

ZEKE
I’m Zeke.

He kisses her hand.

LILY
Ah, a gentleman. You don’t find many of those anymore.

ZEKE
I’m a dying breed.

Nack appears and puts Lily’s drink on the bar.

NACK
There you go.

LILY
Thank you.

She takes a sip of her drink.

ZEKE
So, you new around here?

LILY
Why do you say that?

ZEKE
Because I visit this bar often, and I’ve never seen you before.

LILY
What can I say? I move around a lot.

ZEKE
That’s too bad. I would love to form a relationship with you.

LILY
You might be able to convince me to stay around.

He smiles.

INT. BACKROOM

Filled with cases of alcohol, a card table, and a small faucet. The place reeks of beer and throw up, and stains line the wall.

Sara stands in the room, holding a laser pistol in her hands. Nack enters, gives her a nod.

NACK
She’s out there. I slipped her a drug that should slow her down.

SARA
Good. Lily must pay for her crimes against humanity.

NACK
I’m honored to be the one chosen to do so.

Sara hands him the pistol.

SARA
Make us proud.

INT. BAR

Nack emerges from the backroom and walks over to Lily. He aims the pistol at the back of her head.

Suddenly, Lily spins around, and slams her open palm into Nack’s nose, causing it to bleed. He stumbles back.

Zeke’s eyes go wide.

Lily jumps off the stool, takes a fighting stance. Nack charges right through the bar, aiming the pistol at Lily.

She spins, delivering a high kick to Nack’s face. She then quickly follows with two jabs to his stomach.

Nack swings his massive arms down, knocking Lily to the floor. He slams his foot down on her back and aims the pistol at the back of her head.

Zeke comes running up, slamming his stool into the Nack’s back. He grunts and turns around. He grabs Zeke by the throat and throws him across the bar.

This has given Lily time to extract a knife from her boot. She slams it into Nack’s leg. He screams and releases Lily.

She jumps up and punches Nack in the face. She slams her foot into his knee, shattering it. He falls to the ground. Lily slams her knee in his face, making him sprawl backwards.

She picks up the fallen pistol and aims it at him. She fires.

CLOSE ON:

The backroom. Sara has been watching the fight. She sighs and reaches into her pocket, puling out a vid-phone.

SARA
Phase One is completed. The drug has been delivered. But Nack was killed.

On the other end, Kilgannon has a somber face.

KILGANNON
He was a brave soul. He shall be remembered for his heroics.

SARA
If I had intervened, I could have saved him.

KILGANNON
You were following my orders. You did what was expected of you.

SARA
Still...

KILGANNON
Sara, I know it’s hard. But there will be casualties in the war on Voice and our enemies. We both knew that. Don’t worry. Nack will be honored.

Meanwhile, Lily looks around at the party-goers, all staring at her in shock. Lily turns and runs. Zeke lays unconscious on the floor.

INT. LILY’S ROOM

Lily runs inside, panting. She notices that she has Nack’s blood on her. She lets out a sob. Quickly, she peels off the blood stained shirt and throws it to the ground. Standing in her black bra, her ample breasts out for anyone to see, she makes her way to the shower.

INT. SHOWER

Lily stands underneath the faucet, letting the warm water soak her. She is crying.

INT. DIRK’S ROOM

Dirk sits in the dark, the only illumination coming from the hologram he’s watching. It’s of Lily showering. He smiles. In his hand is the pistol. He’s tapping it against the desk.

END OF ACT TWO

ACT THREE

INT. LILY’S ROOM

Lily comes out of the bathroom, wearing a robe, and drying her hair with a towel.

The door opens and Dirk enters. Lily glares at him. It’s obvious she hates this man.

LILY
Don’t you knock?

DIRK
Slade never made me.

LILY
I’m not Slade.

DIRK
So I’ve noticed.

LILY
What is that supposed to mean?

DIRK
Slade had passion. You did, but now--nothing. The Watch hasn’t made any kind of trouble in the underground ever since the Guard defeated us.

LILY
Well, they did kick our asses. I’m waiting for the right moment.

DIRK
If you don’t pay attention, that moment will pass you by.

LILY
Are you telling me how to do my job?

DIRK
Yes. Because I’ve been a Watch member for a lot longer than you have. I know what I’m talking about.

LILY
But you have the brain of a gnat. Leave the planning to me.

Dirk reaches out and grabs Lily’s arm.

DIRK
Listen, little girl, don’t cross me. You’re not exactly popular with anyone here. I could have you killed in a second. Think about it.

He tosses Lily onto the bed and walks out. Lily simply stares after him.

LILY
Why does everyone want to piss me off?

INT. HEL’S ROOM

It’s dark. Suddenly, Hel starts moaning. She yells out in pain and falls to the floor.

HEL
(gasping)
L-Lights.

The lights turn on. Hel is on the floor on her hands and knees, gasping in pain. Her skin is writhing, actually moving. It looks like hundreds of small insects are crawling beneath her skin. She cries out, and a black something falls out of her mouth.

INT. LAB

The gang(minus Hel) sit around the table, eating breakfast.

NOVA
So, where’s Hel?

SARGE
Don’t know. She should be up by now.

CLEO
Probably just tired after all that happened yesterday. Hel has been running herself ragged lately.

NANCY
I know that feeling. With Bailies and other criminals on your tail, you rarely have time for anything.

GEM
Hey, Cleo, want me to do your hair now?

CLEO
Sure!

The two get up and race for Cleo’s bedroom, passing Hel on their way.

HEL
Woah! Slow down.

CLEO
Sorry!

Hel smiles and slides into a seat next to Nova. She seems perfectly fine.

HEL
Sorry. I guess I’m just a little tired.

NOVA
It’s alright. Leaders need the rest just as much as everyone else.

SARGE
Yeah. Just take it easy. There’s no trouble. Everything’s pretty much quiet on all fronts.

INT. RAINA’S CELL

Raina(now one person) lays down on her cot, sleeping. The door’s thrown open, and two men enter, Dr. Ramsey close behind.

The two men grab Raina and haul her out of the cell. Dr. Ramsey smiles the entire time.

INT. OPERATING ROOM

The men throw Raina down onto a table and strap her down. She struggles, hell-bent on getting loose.

RAINA
Let me go! Let me go!

Dr. Ramsey enters, donning scrubs. He grabs a lethal looking bone cutter from off of a table. He runs his finger up and down it.

RAINA
What are you doing?

DR. RAMSEY
I told you I had a way of learning your secrets. I’m gonna cut your brain open. Gentlemen?

The two men now have two very large needles in their hands, and are approaching Raina. She screams in fury.

She concentrates on one of the men. Suddenly, the needle goes flying from his hand and pierces the other man’s neck. That man’s needle goes flying and strikes the other man.

Suddenly, Raina’s straps undo themselves rather quickly, and Raina bolts from the table. She grabs a scalpel from a nearby table and holds it out in front of her.

DR. RAMSEY
(laughing)
I knew it!

Raina is taken aback by his laughter. It’s the last thing she expected.

RAINA
What?

DR. RAMSEY
I never had any intention of cutting you open. I merely wanted to get you angry, heighten your fury, so that your powers would manifest themselves. I knew you never really lost them. So, tell me your secrets.

RAINA
You seem to know them already.

DR. RAMSEY
I can guess. When you used your powers against the Bailies, you didn’t really use them up. You simply said you did so that Hel and her team would trust you.

RAINA
You’re half-right. But I didn’t lose my powers.

RAINA 2
I did.

She suddenly appears behind Dr. Ramsey and knocks the bone saw out of his hands. He gasps.

DR. RAMSEY
I never saw this coming.

RAINA 2
Pretty whacked, huh?

DR. RAMSEY
How did this happen?

RAINA
Long story. But we have the time.

RAINA 2
See, Raina and I are two halves of the cosmic spectrum. She’s relatively good, and I’m relatively bad.

RAINA
Together, we make on hell of a bitch.

RAINA 2
Everything was fine until Voice came in and started tampering. See, we didn’t start out like this. We were twins. But Voice and Creegan had their own ideas. Back then, Voice had a wild side. Creegan had convinced her to perform a new test. Make soldiers twice as strong.

Raina moves over to a table and picks up a laser scalpel.

RAINA
So, of course, we were the guinea pigs. But something went horribly wrong. It did make us twice as strong, but only when we were together.

DR. RAMSEY
It’s scientifically impossible! There is no way you two can become one person.

The Rainas sigh. They move together, and push against each other. There’s a blinding light, and then...only one Raina.

RAINA
See? It’s possible. We--I can’t survive separated for a long time. Two weeks, at the most.

She closes her eyes, and splits back into two people.

RAINA 2
Now, you know our secret.

RAINA
Granted, probably not what you expected, but you don’t always get what you want.

Raina 2 shoves Dr. Ramsey onto the table. She straps him in. She grabs the bone saw from off the floor.

RAINA 2
Maybe we should cut into your skull.

DR. RAMSEY
Answer me one thing, first.

RAINA
Why not?

DR. RAMSEY
If only one of you lost your powers, how were you able to block my mind scans?

RAINA 2
The loss of my psychic powers were only temporary. They have been returning to me slowly.

DR. RAMSEY
Hmmm.

As Raina 2 goes in for the kill, the bone saw flies from her hands. Dr. Ramsey laughs.

DR. RAMSEY
You may be able to evade my scans, but I can still perform many tricks.

He quickly undoes the straps and jumps off of the table. He holds up his arm, and the five claws pop out. He takes a swing at Raina, but she ducks, grabs the table, and swings it into his back.

Dr. Ramsey looks at his tray of medical equipment. A large hammer type instrument flies into his flesh hand. He hits a button, and the hammer glows to life. He aims it at Raina, and fires. She jumps out of the way as the blast obliterates part of the wall.

Raina 2 sneaks up behind him, but Dr. Ramsey turns and slams the hammer into the side of her head.

Raina grabs the laser scalpel and turns it on. A red beam of energy sparks out. She slams it into Ramsey’s back.

He screams and falls to the floor.

The door opens and a CUTE SOLDIER enters, reaching for his weapon at his hip.

RAINA 2
Hey there, cutie.

She flings the hammer at him, knocking him to
the floor.

RAINA 2
Come on!

The two Rainas run out of the room, jumping over the downed soldier. Dr. Ramsey grabs the scalpel and pulls it out.

He turns to the soldier, who is getting up off the floor, enraged.

DR. RAMSEY
You let them escape!

He runs over to the guard and throws him into the room. He slams a button on the wall. A SIREN echoes throughout the base.

INT. HALLWAY

The two Rainas run at full pace as the KLAXONS continue to blare. We hear several doors in the distance swish open, and footsteps slapping the steel floor.

RAINA 2
We have to get out of here!

RAINA
Not without Nat!

RAINA 2
Where is he?!

RAINA
Follow me!

She takes off down the corridor.

EXT. NATHANIEL’S CELL

A platoon of soldiers has planted themselves in front of it. Raina and Raina 2 come around the bend, and the soldiers open fire. The two Rainas duck back into the corridor.

RAINA 2
Now what!

The soldiers continue firing, hitting all around the two defenseless females.

RAINA
Don’t worry.

She closes her eyes and begins to concentrate.

RAINA
(v.o.)
Why are you firing at two helpless women? The real enemies are right beside you. They’re the ones who are going to kill you. So why not kill them first?

Suddenly, the firing stops. Then, it starts again. But not aimed at the Rainas. Aimed at each other. Very quickly, there’s not a soldier left standing.

RAINA 2
Nice.

RAINA
Thanks. Let’s go.

INT. NATHANIEL’S CELL

The two Rainas enter, and gasps at what they see.

RAINA 2
My God.

Raina rushes over to Nathaniel and begins unhooking him from all the machines. Raina 2 picks up a rifle blaster and keeps guard.

RAINA
(to Nathaniel)
Can you walk?

He mumbles something. Raina sighs. She gently caresses his hair.

RAINA
Poor baby brother.

RAINA 2
Could you hurry? More soldiers are coming.

As if it was choreographed, several blasts hit the door frame. Raina 2 returns fire.

Raina helps Nathaniel up off the table. He places on foot on the floor, then the other. He collapses. Raina kneels down and notices long, sharp cuts on his right ankle. They’re healing, but slowly.

RAINA
He’s not gonna be able to walk.

RAINA 2
None of us are gonna be able to walk if we don’t get out of here.

She fires, and we hear a soldier scream in pain. She smiles.

Raina looks up at the ceiling, and notices an air vent. She grins, looks over at Raina 2. Suddenly, Raina 2 moves back a few inches, and the door closes. Some of the machines move and block it.

RAINA
We’re getting out of here.

INT. CORRIDOR

The soldiers are beating down the door. Dr. Ramsey, followed by five more soldiers, approach. His claws are still out. A LT. BRAN approaches him.

LT. BRAN
They’re holed up inside, sir.

DR. RAMSEY
How did they get inside in the first place?

LT. BRAN
I’m not sure, sir. But we’ll have them in custody in a few moments.

Dr. Ramsey just growls.

At the door, the soldiers finally break in. The door gives, and the machines are scattered across the floor. Some fall and break, spewing glass and fluid inside.

The soldiers rush inside, only to see the place empty. They look down and see Raina 2’s abandoned weapon. It’s beeping.

Bye-bye soldiers. The room blows up.

Dr. Ramsey roars in frustration. Lt. Bran turns to him, about to offer an explanation. Dr. Ramsey brings up his claw hand, and swipes Bran’s neck. Blood pours out, and Lt. Bran falls to the floor, dead.

INT. CORRIDOR

Dr. Ramsey marches down the corridor, pissed. The Cute Soldier who let the Raina escape is marching towards Dr. Ramsey. He goes to pass, but Dr. Ramsey throws his arm out and grabs the Cutie by his throat. He lifts him off the floor, and together, they make it back to Dr. Ramsey’s laboratory.

INT. DR. RAMSEY’S LABORATORY

Dr. Ramsey throws the Cute Soldier onto the floor. He stands up, afraid. With very good reason.

CUTE SOLDIER
Please, Doctor, it was an accident.

DR. RAMSEY
I don’t like accidents.

He grabs the Cute Soldier and straps him into a chair.

DR. RAMSEY
Because you let them escape, I have no one to operate on. So, I guess you just volunteered.

CUTE SOLDIER
(almost to tears)
Please, no...

DR. RAMSEY
I’m sorry.

He grabs a drill and goes to work.

INT. LAB

Nova, Gem, and Nancy are alone. They sit around the table, talking.

GEM
This is so easy. I have Cleopatra eating out of my hand.

NANCY
I actually like Sarge. She’s a worthy opponent. When do we get to have our fun?

NOVA
It won’t be much longer now. I’m almost done collecting information.

GEM
I’m so glad Kilgannon hired us. This has been one of the best assignments we’ve had in a while.

NOVA
It has, hasn’t it? I’m thinking of keeping this lab. It’s cozy.

NANCY
We could always reprogram the robot. A servant would be faboo.

NOVA
Let’s just stick to the plan for now. We were hired to infiltrate their lab. We have. I’ve collected all the data that Kilgannon wanted. Now, the fun part. We get to kill Hel, Sarge, and Cleo.

INT. CLEO’S ROOM - LATER

Cleo and Gem sit on the bed, talking. Cleo has spiked her hair like Gem, and is wearing an outfit similar to Gem’s.

CLEO
Can I tell you something, Gem?

GEM
Of course.

CLEO
Have you ever killed someone before?

This gives Gem pause. She’s dumbfounded.

GEM
Wha-What do you mean?

CLEO
In battle? Have you ever killed someone?

Gem begins to answer, then stops herself. She gives a lop-sided smile.

GEM
A few times. I don’t take pride in it. Why?

CLEO
Because I’ve killed. I was held prisoner by Sluggo, and he had my friends. He made me fight. Said if I didn’t, then he would kill Hel and Sarge. So I did. I fought and killed.

GEM
Honey, it’s okay. You had to.

CLEO
I enjoyed it. I enjoyed the killing. It became a part of me.
(pauses)
When I was there, I fell in love. His name was Josh, and I could envision spending the rest of my life with him. But then he was killed, and I wanted revenge. And I took it, too.

FLASHBACK

INT. TRAINING ROOM

Cleo, blindfolded, stands in the center of a circle of men. Sluggo’s face is on a hovering screen.

SLUGGO
You must rely on your other senses to defeat your enemies. Begin!

A man rushes Cleo from behind, grabs her. Cleo grabs his arm and flips him over onto the ground. Another man rushes her and punches her, then moves away as Cleo takes a swing. She turns, punching and kicking, but is so far off target its laughable.

Two more men rush her, taking her down to the ground.

Cleo turns away from an attacker, and starts doing jujitsu like moves at air.

INT. CLEO’S ROOM

A very plush room. A huge bed, fireplace, screen, computer terminal. The works.

The door slides open and Cleo enters, exhausted. She has bruises all over her body. She slumps down onto her bed. Groans. Sits up.

CLEO
Oh, that was brutal.

A knock sounds at her door. Cleo looks up, startled. She isn’t expecting any company. There’s another knock.

CLEO
Come in.

The door opens and Josh enters, carrying a tray with a lid on it.

JOSH
Dinner is served.

CLEO
Thank God. Thought you were coming here to kick my ass.

JOSH
(smiles)
No. I leave that to the professionals.

He sets the tray down on a table and sits next to Cleo.

JOSH
(offering hand)
I’m Josh.

Cleo looks at it warily. She doesn’t trust anybody here. Josh senses this, and gives a smile.

JOSH
Don’t worry. I don’t bite.

Cleo looks at him, his warm smile and handsome face, and takes the hand.

CLEO
Nice to meet you.

INT. SHOOTING RANGE

Cleo, gauntlet on hand, stands in a shooting range, with a dummy about 50 feet in front of her. A door opens and Cleo sees Josh enter.

Cleo raises the gauntlet and fires. She misses.

JOSH
We’re gonna be here a long time.

CLEO
Well, just show me how to use this stupid thing.

Josh stands next to her, raises his gauntlet and fires. He knocks the dummy’s head off. The hologram fazes out, then re-appears with a new head.

CLEO
That was good.

JOSH
It’s all in the stance.

He reaches down and spreads her feet apart.

CLEO
Hey there, buddy.

JOSH
Just relax.

He gets behind Cleo, puts his arm on her, and raises it. He moves his head very close to hers.

JOSH
Now, look at the exact place you want to hit. You see it?

CLEO
(shaky)
Yeah.

JOSH
Now, slowly activate the gauntlet. Feel the power surging within. You feel it?

CLEO
Y-yeah.

JOSH
Good. Now fire.

Cleo does, and hits the dummy in the chest.

JOSH
Very good.

CLEO
That wasn’t all that hard.

JOSH
Now, for something harder.

Cleo groans.

The dummy suddenly takes on the form of a man, and he begins firing. Cleo screams!

JOSH
Relax. It’s only a hologram. This tests how well you do against a moving, firing target.

The dummy executes a series of flips, kicks, punches, and shots.

CLEO
So, what now, boss?

JOSH
You have to anticipate your enemy’s next move. Think ahead. What would you do?

Cleo takes aim, fires. The shot grazes the hologram’s arm.

CLEO
Ohh. I suck.

JOSH
No you don’t. You hit him. In his gauntlet arm. That would have incapacitated him, and left him open for the kill shot.

CLEO
You’re a very good instructor.

JOSH
You’re a very good student.

They are facing each other, and are mere inches apart.

CLEO
I bet you could teach me a lot of things.

JOSH
I bet you could, miss Cleopatra.

CLEO
Has anybody ever told you you have the prettiest eyes? And nose? Ears. Hair. Lips. Pretty much entire face.

JOSH
I don’t believe they have.

And he grabs her, pulls her toward him, and they share a passionate kiss. Their hands roam each other’s body, feeling, groping.

INT. CLEO’S ROOM

Cleo is fumbling with Josh’s pants while he’s trying to undo her top. Suddenly, the door opens and Tox and three guards come in.

JOSH
What the...?

TOX
Sorry to interrupt, but Sluggo no longer requires your services.

JOSH
What’s going on?

TOX
You did your job well, Josh, but it’s over with.

Cleo looks at Josh, hate in her eyes.

CLEO
This was all a set-up?

JOSH
No. I swear! I don’t know what he’s talking about.

CLEO
Like I’m gonna believe you.

TOX
Oh, I would. He was an unknowing puppet in all this.

CLEO
If you really think I’m just gonna let you take me...

She grabs her gauntlet from off of the floor and fires, but nothing happens. Tox smiles.

TOX
It’s our gauntlet, remember? We de-activated it.

JOSH
Why you...

He propels himself off of the bed, aiming at Tox. But he doesn’t make it. A blast from one of the guards hits him full in the chest, and he falls to the ground.

CLEO
Josh!!

She jumps off the bed and cradles his head in her arms.

CLEO
Don’t worry, Josh. It’s gonna be okay.

JOSH
I love you, Cleopatra.

With that final breath, Josh dies. Tears stream down Cleo’s face as Tox grabs her and pulls her up.

END FLASHBACK

INT. CLEO’S ROOM

The memory has brought tears to Cleo’s eyes.

GEM
Cleo, I’m so sorry.

She embraces Cleo, holding her tight.

GEM
What happened after that?

CLEO
Well, Sluggo and Tox didn’t live long after that. Ever since then, death has been an abstract notion to me. I killed, and killed. But recently, I learned that there’s a time to kill, and a time to show restraint.

GEM
Yeah. But sometimes it’s hard to tell when those times are.

CLEO
Yeah. But I try. I try so hard to impress Hel and Sarge.

GEM
You shouldn’t. I mean, they love you for you. They don’t want you to change just to fit in.

CLEO
Talk about an after school special...

GEM
Cleo, listen to me. You are a unique, trust-worthy individual. Anyone who meets you is extremely lucky to know you.

CLEO
Thanks.

GEM
De Nada. Hey, I have something to show you.

CLEO
What?

GEM
It’s not here. I’ll take you to it.

CLEO
Let’s go.

INT. WHITE ROOM

Sarge and Nancy are inside, sitting on the floor. From the sweat on their faces, it seems they have just finished a vigorous exercise.

NANCY
This room is fantastic. I wish we had something like this.

SARGE
We can probably have Mauser fix you guys up with one in your new lab, as soon as Hel and Nova find one.

NANCY
That would be great. I’ve got to tell you, that Mauser is one hot bot.

Sarge gets uncomfortable. She stands up.

SARGE
Yeah, I guess. You hungry? I’m starved.

NANCY
Sure.

The two exit the room.

INT. LAB

Sarge walks over to a wall and pushes a button. A panel slides away, revealing a few trays of food. Sarge grabs two sandwhiches and tosses one to Nancy. They sit down at the table.

NANCY
You guys have a sweet set-up. Better than what we’ve had.

SARGE
It hasn’t always been like this. We’ve had two labs blown up on us. One, we had to destroy because a Betrayer found the location, and the other one Mauser set a bomb in.

NANCY
Mauser?

SARGE
He was turned bad by Nathaniel, Raina’s little brother.

Nancy just stares at her.

SARGE
Long story.

NANCY
I can tell. So, tell me, what’s up with you and Mauser?

Sarge almost chokes on her food.

SARGE
(coughing)
What?

NANCY
Don’t try and hide it. I’ve seen the way you two look at each other. The way he caresses your hand when you’re both at the console. It’s obvious.

SARGE
I didn’t think it was.

NANCY
Only to the trained eye. So, tell.

SARGE
I love him, but he’s a Betrayer. I mean, I’m not even sure if what he’s feeling is real. I mean, is it a real emotion, or just something programmed into him? He did get...upset when his wife was killed, but I’m still not sure. Mauser has changed a lot over the past few months. He told me that he didn’t feel anything, but I’m not sure I believe him.

NANCY
I can tell. But what do you feel?

SARGE
I love him, I really do. But I’m not sure it would work out. We can’t have kids. Even though I’m not sure if he wants kids.

NANCY
Everything will work out in the end, I promise.

INT. RAINA’S APARTMENT

Raina 2 is rummaging through the mess Dr. Ramsey and his men made. Raina comes out of the bedroom, where she just left Nathaniel.

RAINA
What are you looking for?

RAINA 2
(pulling out a small device)
This!

The device is very small. It fits into the palm of your hand. She smiles.

RAINA 2
We can use this to stop this entire mess from happening.

RAINA
No.

RAINA 2
Why not?

RAINA
Because it’s energy was sucked dry the last time I had to use it.

FLASHBACK

INT. LAB

The gang lounges around, not doing anything. Sarge is checking out a few gauntlets, Hel is going through a martial arts routine, and Cleo just lounges on a couch, Mr. Pants sitting next to her.

CLEO
Okay, I hate to say this, but ever since the Bailies stopped their attacks, life has been dull.

SARGE
Appreciate it while you can, Cleo. They’re just getting ready for a major assault.

HEL
Making me a little nervous. I wonder what Creegan’s up to right now?

SARGE
Who knows? Who cares?

CLEO
Guys, why don’t we go shaft falling? You know, for fun? It’s been a while.

HEL
That’s not a bad idea.

RAINA
(vo)
Mind if I come?

Raina steps into the lab. She looks around.

RAINA
Really like the new place. Bigger, better. And yet, no Mauser. How sad.

HEL
Mauser’s here, somewhere.

RAINA
Hmm. So, Hel, how goes the Voice training?

HEL
I really don’t want to talk about it.

RAINA
Why not? Afraid you can’t live up to Voice’s legacy? Afraid you’ll lose against the Bailies?

SARGE
What are you getting at, Raina?

RAINA
Oh, Sarge. The little killer. You were born and bred a killer. You’ll die a killer. Face it. When you go up against impossible odds, you love it. Having the power to take another person’s life. It’s an adrenaline rush for you.

CLEO
Raina, you’re scaring me.

RAINA
Shut up, nitwit!

She raises her gauntlet, fires. The blast scorches the couch. Cleo jumps behind it.

SARGE
I knew she shouldn’t be trusted!

Hel and Sarge arm their gauntlets, but then...stop. Nothing moves. Except Raina.

RAINA
No!!!!!! I was having fun!

She turns, and faces RAINA! But this one has a softer, more gentler look.

RAINA 2
I knew this experiment would fail. You’re too uncontrollable.

RAINA
It was going along fine until you showed up!

RAINA 2
You were about to fry the people we need.

RAINA
We don’t need them!

RAINA 2
Yes, we do. You know it, I know it. Now, rejoin.

RAINA
No! I won’t!

RAINA 2
Don’t force me.

A tense moment. Then Raina slowly moves over to Raina 2.

RAINA
What about them?

RAINA 2
They won’t remember a thing.

With that, she grabs Raina, and pulls her close. The two start melting together, a mix of colors and goop. Finally, only one Raina is left standing.

RAINA
What a rush.

END FLASHBACK

INT. RAINA’S APARTMENT

Raina 2 looks at the device.

RAINA
See, if you hadn’t tried to blow up Hel and the others, that thing would still work, and we could fix this mess.

RAINA 2
So it’s busted. So we can’t go back and change time.

RAINA
No! All because you have a temper and can’t control it. You’ve ruined so many of Voice’s neat little toys.

RAINA 2
Me?

RAINA
Yes, you!

RAINA 2
Hey, you’ve destroyed some cool toys, too. Remember when you used the transporter to escape the prison cell to help Hel and the others overcome their bouts of amnesia when their past lives took over?

RAINA
Okay, how was I supposed to know that when I came back to get you, the thing would short-circuit?!

RAINA 2
Do you know how long I was working on that thing in here? Weeks. Then you go, save our “friends” and then you break it!

RAINA
Okay, okay, okay! Both of us have screwed up! Right now, we have to find a new place to hide. Mr. Black will send more competent men after us, and we won’t be so lucky this time.

RAINA 2
I think I have a place.

INT. LILY’S BEDROOM

Lily is talking to MARK, a rough, gruff man in his thirties. His face and arms are covered in tatoos.

MARK
So, Dirk is planning to overthrow you, huh?

LILY
Yes. And I need to know who’s on my side, and who’s on his.

MARK
Easy enough. We’re not the brightest bunch, and most of the guys have already voiced their opinions. I can have a list ready by the end of the day.

LILY
Good. It means I can put Operation: Cold Fire into action sooner than expected.

MARK
What’s Operation: Cold Fire?

LILY
You’ll see soon enough. Just get me that list.

MARK
Yes, ma’am.

He gets up and exits.

INT. CORRIDOR

Mark walks down the corridor. Dirk appears and stops him.

DIRK
Well?

MARK
She wants me to get her a list of people who side with you, and who side with her.

DIRK
Get it. But make me a copy as well. I’m curious, too.

He lets Mark go. Dirk smiles to himself. He has it all under control.

INT. SHAFT

Cleo and Gem free-fall down the shaft. Gem fires her webbing, and Cleo mimics her. The two land in a deserted shaft.

GEM
Here we are.

CLEO
Where’s here?

GEM
Here is the place where you die.

She knocks Cleo on her ass and aims her gauntlet at her.

END OF ACT THREE


ACT FOUR


GEM
Bye.

CLEO
I think not.

She kicks out, hitting Gem’s gauntlet. The shot goes wide. Cleo jumps to her feet, and executes a spinning heel kick to Gem’s head. Gem goes tumbling to the ground, but recovers and does a cartwheel.

She lands on her feet and assumes a battle stance.

CLEO
Why?

GEM
Why? Because I was hired to. I’m a bounty hunter, Cleopatra. I get paid to kill people. And I’m gonna get paid to kill you.

CLEO
So everything was a ruse? Pretending to be my friend, pretending to care, it was all a lie?

GEM
Yeah. Pretty much.

She punches Cleo in the face, then kicks her in the shin. Cleo does a backflip, hitting Gem in the chin. Cleo delivers two solid punches to Gem’s stomach, knocking the breath out of her.

Gem retaliates with a hard kick in the side. She then slams the sole of her boot into Cleo’s face. Blood pours out of Cleo’s nose.

Cleo takes a swing, but Gem blocks it and punches Cleo in the gut. Cleo doubles over, and Gem flips onto Cleo’s back, knocking her to the ground.

GEM
This was too easy. I thought you would have been more of a challenge.

Cleo pushes herself off of the floor, sending Gem tumbling to the ground. Cleo kicks her hard in the side, flipping her up into a support beam.

Cleo marches over, grabs Gem by her hair, and throws her across the room. She cartwheels over there, and begins whaling on Gem. Punch after punch.But Gem manages to get the upper hand and throws Cleo across the room. She aims her gauntlet.

Suddenly, a figure in black appears and shoves Gem back across the room. She hits the wall and slides down.

Gem looks up at the imposing figure of Blade, holding a very large blaster, pointed straight at her.

GEM
Uh-oh.

She fires her webbing at the ceiling, and she goes plummeting through it.

Cleo walks over to Blade and gives him a stern look.

BLADE
What?

CLEO
Okay, this routine is getting old. Waiting till the last minute to rescue me, or Sarge, then expecting us to be grateful or something.

BLADE
Well, I did just save you.

CLEO
At the last minute! Besides, I had a plan to get rid of her.

BLADE
Not exactly the welcome I was wanting.

CLEO
Well, you could have saved me a whole lot of pain and anguish if you had just shown up at my doorstep and said, “The people inside are bounty hunters and want to kill you.”

BLADE
I can’t do that.

CLEO
Why not?

BLADE
I can’t tell you.

CLEO
Of course not! You know, the whole mystery man thing is old!

BLADE
I’m sorry. But I am here to help.

CLEO
You just did, so leave.

BLADE
I mean, I’m gonna help stop the other bounty hunters.

CLEO
Others?

BLADE
Nova and Nancy.

CLEO
Oh my God.

BLADE
What?

CLEO
Sarge is all alone with Nancy!

BLADE
We need to hurry.

INT. LAB

Nancy is at the weapons wall, admiring some of them.

NANCY
You’re lucky, you know?

SARGE
Why do you say that?

NACNY
You have a large lab, great friends, lots of weapons.

SARGE
Trust me, it took me a while to get here. I’ve had lots of bumps and bruises along the way.

Nancy selects a deadly looking sword from the wall of weapons. She traces its edge with her fingers. She licks it.

NANCY
You’re about to get one more.

SARGE
Hmm?

Nancy flips over to the table, about to cut Sarge’s head off. Sarge ducks, kicks the table over, and aims her gauntlet at Nancy.

NANCY
It won’t work. I have a dampening field in place. I wanted this to be a close-up battle.

SARGE
What are you doing?

NANCY
I’m a bounty hunter. I was hired by the Anti-Voice team to kill you and collect data. Nova and Gem also share my mission. I suspect your friends are dead by now.

NANCY
I’m a bounty hunter. I was hired by the Anti-Voice team to kill you and collect data. Nova and Gem also share my mission. I suspect your friends are dead by now.

Sarge backflips over to the wall of weapons, and selects a blood red sword. She takes a battle stance.

SARGE
Bring it on.

Nancy thrusts at Sarge, who deftly blocks it. Nancy swings at Sarge’s head. She ducks, bringing her blade up to meet with Nancy’s. The two swords clang. The two warriors glare at each other.

Sarge jumps in the air, kicks Nancy in the face. Nancy does a backflip, landing on her feet. Then the two skilled warriors are at it.

Their blades meet time and again. Parrying and thrusting. Jabbing and dodging. The blades fly in a spectacular display. Sarge gets a blow in, cutting Nancy’s shirt. Nacny growls, and presses the attack.

Nancy backs Sarge up against a console. Sarge kicks out, knocking the sword from Nancy’s hands. She flips over the console, lands with a flourish. She begins typing on the console.

NANCY
You won’t be able to track the source of the dampening field.

She’s picked up her sword. Sarge hits a button, and moves out into the midle of the floor again. Nancy swings in a wide arc, but Sarge leans backwards, and the deadly blade misses her throat by mere inches.

Sarge leaps into the air, and in an unbelievable move, actuall straightens herself out in the air, as if she’s lying on her stomach.

She swings down with the sword, pressing Nancy hard, who can’t believe what Sarge is doing. She goes into a crouch, and jumps up. She goes up, far. It’s as if she’s floating in the air.

NANCY
So you lowered the gravity field, huh? Nice move.

Nancy floats over to a wall, and kicks off ofit. She goes flying right at Sarge. Nancy swings her sword at the same time Sarge does, and they hit. And break. Both swords are cut in half.

The momentum of the break causes both combatants to hurl at separate walls. Nancy lands on the wall of weapons. She grabs a spear and throws it at Sarge.

Sarge pushes off the wall, turns in mid-air, and grabs the spear as it flies by. She floats down, kicks a couch, and goes flying back up.

Nancy grabs a chakram and flings it at Sarge. Sarge swings the spear, hitting the chakram with its tip. The chakram goes flying around the wall, bouncing off of everything.

Nancy grabs an axe and leaps into the air, somersaulting all the way. She reaches Sarge and swings. The axe cuts the spear in two.

Sarge uses both halves of the spear to clobber Nancy. She swings one into her head, while she slams the other one into her knee, trying to shatter it.

Nancy grabs Sarge by the hair, plants her foot on Sarge’s chest, and kicks. Nancy goes backwards. She aims the axe and lets it fly.

Sarge sees it coming and tucks into a ball. She flips, and the axe buries itself into a wall. Sarge comes out of the ball, and throws the spear at Nancy. She easily dodges.

Sarge lands on the ground. She looks around and sees a chair. She grabs it and throws it. The chair hurtles through the lab, smacking Nancy in the face.

Nancy lets out a deep growl, and grabs a staff from off the wall. She leaps at Sarge, slamming the staff into Sarge’s stomach. She then slaps it across Sarge’s face, hard. She kicks out, slamming her foot into Sarge’s stomach.

Nancy whirls around, beginning to float, and slams the staff into Sarge’s back. Sarge groans and falls to her knees. Nancy grins in triumph.

But Sarge isn’t beaten yet. She grabs a cutting tool, and pushes herself off. She activates the tool, and a small beam of blue energy crackles out.

Sarge spins right by Nancy, and lashes out with the tool. It cuts right through the staff, and also catches it on fire. Nancy smiles.

She twirls the two flaming halves like batons. She goes after Sarge. Sarge sees her mistake and propels herself to the wall of weapons.

She glances about. She’s running out of non-blasting weapons. She snatches a crossbow and a few bolts and loads one. She fires at Nancy.

The bolt glances Nancy’s thigh, spilling a small stream of blood. Nancy cries out in rage more than pain, and propels herself at Sarge, the flaming batons deadly in her hands.

Sarge quickly loads another bolt and fires. But Nancy is ready this time. She uses a baton to smack the bolt away. The chakram flies over her head.

Sarge throws the crossbow down, and grabs two daggers. She turns to meet Nancy’s attack.

Nancy swings a fiery baton at Sarge’s head. Sarge blocks with a dagger, the fire mere inches from her head. She can feel the heat begin to burn her soft, pink skin.

Nancy swings with the other baton of burning death. Sarge again blocks with her dagger, but she now has two fire sticks pressed against her body.

Sarge is pinned against the wall, with Nancy pressing with all her might. Sarge’s muscles are beginning to feel the strain. They cry out with agony, wanting nothing more than sweet release.

But that release doesn’t look like it’s going to come at any point in the near future. Suddenly, the computer console beeps. Nancy’s attention goes to it for a second, but that’s all the time Sarge needs.

Summoning strength from somewhere within her, she yells and pushes Nancy back. All the way back. Sarge shoots out her webbing, and uses it to move at a vry fast speed to the console. She reaches down and hits a button.

Sarge then propels herself back to the wall, and grabs a gun that resembles a revolver. Sarge fires, and a bullet tears out of the chamber.

It flies faster than normal, and pierces Nancy’s right leg. Nancy screams, as blood floats out of her body. She reaches into her boot and produces a laser pistol. She fires.

The blast travels very fast, and Sarge has only a second to jump out of the way before it strikes the wall and destroys most of the cache.

Sarge activates her gauntlet and fires. Nancy fires, too. Blasts from both weapons pierce the air as both women use the gravity to their advantage. Bouncing off of wall, floor, and celing, they execute moves that no ordinary human could execute.

Before long, the lab is scorched beyond recognition. Even the red couch that Cleo has sat on faithfully is on fire.

Mr. Pants cowers in a corner, whimpering.

The chakram is still bouncing around. Both women rest on a wall, panting from the exertion their fight has placed on them.

NANCY
(panting)
You’re a good fighter.

SARGE
Same to you.

NANCY
I must say, no fight has entertained me the way this one has.

SARGE
That’s good, I guess. But I really don’t see this coming to an end any time soon.

NANCY
I do. My comrades will come bursting through that door and rescue me.

SARGE
Maybe. Maybe not. I have a pretty good view of the door. If they do happen to enter, I can kill them from here.

NANCY
They are smarter than you think.

SARGE
I doubt that.

The two women go quiet. There’s nothing left to say. Everything is up in the air at this point. After a minute, the wall begins to bubble and ripple. Someone’s coming.

Sarge readies her gauntlet. Nancy readies her pistol, waiting to fire at Sarge. Both women are exhausted, but are willing to carry this fight out to its bloody end.

Two shapes emerge from the wall, and Sarge opens fire.

Cleo screams and rolls out of the way. Blade launches himself back, and is surprised to find that he’s floating.

SARGE
Thank god.

NANCY
No-o-o-o-o-o-o-o!

She launches herself down at Cleo, pistol firing all the way. Blade reaches into his coat and pulls out a gun that resembles a MACH. He takes aim and fires. The blast hits Nancy in the chest, and she goes flying backwards, slamming into a wall. Blood trickles out of her mouth.

SARGE
Thanks.

She floats over to the console and hits a button. Regular gravity is restored. Nancy’s body falls to the floor. Sarge lands gracefully, as does Blade. Cleo lands in a heap.

Blade walks over and helps Cleo up. The chakram flies at his head.

CLEO
Look--

Blade reaches up and snatches the chakram in a very Xena-like way. He tosses it to the floor.

BLADE
Thanks for the heads up.

SARGE
Man, am I glad to see you guys. I’ve been fighting with Nancy for the longest time. I was beginning to think what she said was true.

CLEO
What was that?

SARGE
That you and Hel were...dead.

The realization hits her and Cleo at the same time. Cleo’s eyes go wide.

CLEO
Hel! We have to help her!

HEL
(off screen)
No need.

The three turn to see Hel and Mauser enter the lab. Hel is bruised, but nothing serious.

HEL
I already discovered Nova’s little secret. She tried to kill me and Mauser, but we kicked her ass. Gem showed up, and the two ran off.

She notices Nancy’s corpse on the floor.

HEL
Looks like you took care of Nancy.

She then sees the destruction to the lab. It’s almost complete. Consoles are completely destroyed. The couch and table are obliterated. The food panels have been blasted to hell. Doors have been blown off their hinges.

Wires and conduits hang down from the ceiling. Hel sighs.

HEL
Nice job, Sarge. Really.

SARGE
Hey, the place needed to be redecorated anyways.

Hel then notices Blade.

HEL
What’s he doing here?

CLEO
Mystery man showed up to help. He did save me.

HEL
Hmmm. I guess that means I say thank you.

BLADE
No need. I did what I had to do.

CLEO
Speaking of which, what do we do now? I mean, Kilgannon seems set on killing us.

HEL
We just have to wait and see, Cleo.

On that dreary note, we--

CUT TO:

INT. BLACK WATCH HQ - TRAINING ROOM

Dirk and his followers have assembled inside. Mark is no where to be seen.

DIRK
I have called this secret meeting because you are true Black Watch members. The bitch Lily has taken over. She has made the Watch into a name that people laugh at. They no longer fear us. They mock us. But no longer. Lily and her followers will be crushed!

The followers cheer.

DIRK
So pick up your weapons, and prepare to overthrow the evil regime!

The followers do grab their weapons, but suddenly Lily’s holographic image appears, hovering above Dirk.

LILY
Fellow traitors, did you really believe I wouldn’t find out about this meeting? You see, Mark was a double agent working for me. Thanks to him, I now hold the upper hand. I have safely evacuated all of my loyal warriors to a new base, and have planted bombs in this one. Have a happy three second life.

The hologram disappears. Dirk begins to curse Lily’s name, but a bright white light overtakes him and everything else.

INT. NEW BLACK WATCH HQ

This place is more posh. Better decorated. The main room looks like a dance club. It probably used to be. A pool table sits in the center, now with electronic equipment resting on it.

Up on the balcony, Black Watch members perform fighting excercises. All about, the Watch members go about their regular routines.

Only Lily, up on the stage, staring at a hologram of the destruction, is behaving differently. Reflected in her eyes is the fire, and it makes her look pure evil.

On another hologram, Creegan simply stares, impassively. Lily turns to him.

LILY
See, Creegan? I can take action. Maybe not the kind you wanted, but this was just the beginning. Operation: Cold Fire was a success. Now Operation: Burn begins. I hope you enjoy.

She cuts the hologram off.

INT. SARGE’S ROOM

Sarge sits on the bed, getting ready to hit the hay. The door opens and Mauser enters.

SARGE
Hello. Blade left?

MAUSER
Yes. But he said he would return.

SARGE
I am gonna find out the truth about him, even if it kills me.

MAUSER
I hope that it doesn’t.

SARGE
What do you care? You’re just an unfeeling robot.

MAUSER
I was thinking about that, and a lot of other things.

He pauses. Sarge looks at him, hope in her eyes.

MAUSER
I want the bumps. I want the hardships. And I want to experience them with you.

SARGE
Are you sure?

Mauser sits down and wraps Sarge in his arms. His body warms hers.

MAUSER
I am. I may not be able to give you children, but I can give you warmth.

They sit there, sharing each other’s warmth, well into the night.

FADE TO BLACK

END

Executive Producers
Davin Nation
&
Cody Steinman

Next Week

THE MEMORIES OF HER DARK PAST HAVE NEVER LEFT HER...
Woman: Please don't kill me!
(Sarge shoots the woman. Slade comes up to her and kisses her on the forehead.)
ON AN ALL-NEW CLEOPATRA 2525, SARGE MAKES A MISTAKE...
(Sarge accidently fires at a man after killing a Betrayer.)
Cleopatra: No!
(Sarge talks with Hel in the lab.)
Sarge: I didn't mean for that man to die.
Hel: I know
AND SHE FEELS THERE'S ONLY ONE WAY TO MAKE UP FOR THE CRIMES OF PAST AND PRESENT.
(Sarge gets locked up in a cell.)
Cleopatra: Sarge turned herself in, she's in prison.
Hel: We have to go get her.
BUT A MISSION TO RESCUE HER WILL COST ONE OF THEM THEIR LIFE!
Sarge: No!!!!!!!!!
CLEOPATRA 2525!
COMING NEXT WEEK!