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                                "THE LONG KISS GOODNIGHT"

                                            by

                                       Shane Black

                                      REVISED DRAFT

                                    February 24, 1995

                

               A WINDOWPANE

               Assaulted from without by SNOWFLAKES. Wind tossed.

               INSIDE, a bed, dappled with moon shadow. A LITTLE GIRL, fast 
               asleep. The wind whistles and sighs outside. She DREAMS... 
               Eyelids closed, eyes roving beneath... then suddenly they 
               SNAP open. A stifled cry. She thrashes for her STUFFED BEAR, 
               as a soft voice says:

                                     VOICE
                         Shhhhh.

               And there's MOM, kneeling beside her. Vague shape in the 
               dimness. The full moon throws light across one sparkling 
               eye.

                                     LITTLE GIRL
                         Mommy, the men on the mountain...!

                                     MOM
                         Shhhh. Gone, all gone now.
                              (strokes her hair)
                         I'm here. Mommy's always here and no 
                         one can ever hurt you. Safe now... 
                         safe and warm... snug as a bug in a 
                         rug.
                              (beat)
                         I'll sit with you, think you can 
                         sleep?

                                     LITTLE GIRL
                         Turn on the nightlight.

               The mother nods. Passes her left hand gently over the girl's 
               forehead.

                                     MOM
                         Close your eyes now. I love you.

               The child subsides, breathing steady. Eyes closed. The mother 
               rises. Regards her through the dimness. Slowly turns, heads 
               for the door. Flicks on a Winnie the Pooh NIGHTLIGHT --

               Her entire right forearm is slicked with blood. More blood 
               on her Czech-made MP-5 machine gun.

               She staggers just a little... barely noticeable. Passes out 
               on the light. Into darkness. Sits beside her daughter's bed. 
               The child sleeps peacefully. Outside snow slithers at the 
               glass.

               FADE OUT. Pause. Blackness.

               FADE IN:

               It's snowing in southwestern Ohio. Before us, nestled in the 
               rolling hills: a postcard slice of suburbia. SUPER the legend:

                                  UPPER SANDUSKY, OHIO.
                                   Three Weeks Earlier.

               Peaceful. Serene. It's the town in the glass bubble, the one 
               God shakes to watch it snow...

               EXT. SUBURBAN STREET - DAY

               CHILDREN, dozens of them, bursting from houses. Slapping of 
               screen doors. A HORSE-DRIVEN SLEIGH is rattling down Main 
               Street. Flanked by kids. Christmas carols, droning from 
               loudspeakers.

               HAPPY, LAUGHING SANTA waves howdy, chortling his "Ho's" in 
               groups of three, meanwhile he's really a grizzled old fire 
               marshall named EARL, freezing his nuts off.

               Beside him sits MRS. CLAUS, about whom we notice two things: 
               First, she's the June in this June/December pair -- and 
               second, she's to kill for, an effortlessly beautiful woman. 
               For the record, meet SAMANTHA CAINE.

                                     SAMANTHA
                         How you holdin' up?

                                     EARL
                         Freezing my nuts off.

               Santa produces a bottle of Seagrams. Starts to open it.

                                     SAMANTHA
                         *Put that away*.

               Earl complies, grumbling. Some teenage burnouts howl from a 
               street corner:

                                     BURNOUT
                         Ow! Mrs. Claus is HOT!

               Samantha squirms in her seat, scowling.

                                     SAMANTHA
                         I can't take it, Earl, this dumb 
                         costume is giving me a wedgie. Driving 
                         me crazy, but there's these *kids* 
                         here --

                                     EARL
                         Right, you don't wanna be rootin' --

                                     SAMANTHA
                         In front of little Billy, age four, 
                         yeah. "Look, Mommy, Mrs. Claus chooses 
                         to go butt-mining."

                                     EARL
                         This is little Billy talking?

                                     SAMANTHA
                         Age four, kid's unbelievable.
                              (sighs)
                         I'm too old for this, Earl.

                                     EARL
                         Yeah, yeah. Spare me, I got a prostate 
                         the size of a melon.

               Samantha stares at him.

                                     EARL
                         Seriously, half my life's a doctor's 
                         hand up my ass, I should marry the 
                         fucker.

                                     SAMANTHA
                         Say that a little louder, there's a 
                         kid in back didn't catch it.

                                     EARL
                         It's not that fucking little Billy 
                         again, is it?

               SERIES OF SHOTS:

               Throughout the following NARRATION, we watch Sam: 1) Rallying 
               the varsity CHEERLEADERS; 2) Showing off a GERBIL to her 
               seventh graders; 3) Kneeling in church with her HUSBAND, 
               blessing herself; 4) Absently fingering a silver KEY which 
               she wears round her neck; and finally 5) Probing at a tiny 
               ridged SCAR under her hairline.

                                     SAMANTHA (V.O.)
                         Eight years. I keep hiring detectives, 
                         but they never find anything.
                              (beat)
                         I was born 3000 days ago on the beach 
                         in New Jersey. I entered the world 
                         fully grown, wearing clothes I don't 
                         remember buying. Nothing in the 
                         pockets but a single key, filed 
                         smooth.
                              (beat)
                         I'm married now. Nice guy, early 
                         forties. I stand naked in the mirror 
                         and try to guess my age. Thirty-five, 
                         maybe. I have lots of scars.

               EXT. SNOWY SUBURBAN STREET - AFTERNOON

               Samantha walks with her husband HAL. Late thirties. Balding. 
               Coming out of St. Paul's Episcopal Church.

                                     SAMANTHA
                         Hal, I gotta tell you, of all the 
                         Christmas pageants I've seen, this 
                         was by far the most recent.

                                     HAL
                         Aw, honey, I had teenage girls playing 
                         the wise men, what'd you expect?

                                     SAMANTHA
                         Teenage boys?

                                     HAL
                         Well, I thought they did fine.

                                     SAMANTHA
                         Just fine? Come on, it was ground 
                         breaking stuff. The first Nativity 
                         where Joseph stares at the wise men's 
                         tits all night.

               She hugs him good-naturedly. As they near their house, an 
               eight year-old GIRL drops from a TREEHOUSE and comes running, 
               leaps into Mommy's arms --

                                     SAMANTHA
                         Hey, you!

               The kid leaps into her arms, as we HEAR:

                                     SAMANTHA (V.O.)
                         Her name is Caitlin. She's my daughter 
                         and when I woke up on that long-ago 
                         day, she was two months grown in my 
                         belly. I don't know who put her there. 
                         I may never. I just know she's mine, 
                         and she's about to turn eight.

               The family troops up the driveway to their SUBURBAN HOME. 
               Chipper little A-frame. Christmas lights abound. Behind the 
               house, a vast frozen POND. It is idyllic.

               INT. ELEMENTARY SCHOOL - NIGHT

               PARTY in progress. Laughter. Mingling. In the corner, CAITLIN 
               puts pipe cleaner antlers on the gerbil. Samantha shepherds 
               her home room class past the punchbowl. She is radiant. EARL 
               surreptitiously nips from a silver flask.

                                     SAMANTHA (V.O.)
                         3000 days. I teach now, fifth grade. 
                         I have the key, I wear it around my 
                         neck for luck. Except for that, and 
                         my name, all traces of my prior life 
                         are lost.
                              (beat)
                         Was I in love ever...? Did someone 
                         look in my eyes, did I say, "Darling, 
                         I'll never forget you...?"
                              (beat)
                         Because fuck me, darling, I managed.

               ACROSS THE ROOM -- Her daughter CAITLIN hangs with two young 
               girls. Shows off a plush TEDDY BEAR, says:

                                     CAITLIN
                         His name is Mr. Perkins, my Mom named 
                         him for me.

               GIRL #1 points, whispers excitedly:

                                     GIRL #1
                         That's her?

               Caitlin nods. Kid #2:

                                     GIRL #2
                         That's who?

                                     GIRL #1
                              (excitedly)
                         Her Mom, she's got amnesia.

                                     GIRL #2
                         Swear?

                                     CAITLIN
                         Swear.

                                     GIRL #2
                         Too weird.

               A voice interrupts their reverie:

                                     SAMANTHA
                         Excuse me.

               The girls whirl around, startled -- Samantha is leaning on 
               the desk behind them. Busted. She smiles amiably:

                                     SAMANTHA
                         Hello, girls. Caitlin, I'm going to 
                         help Dad with the refreshments.
                              (leans in, whispers)
                         Which one's Dad? I forget.

               The girls look at her like she's grown a tail.

                                     SAMANTHA
                         *Kidding*.

                                                                    CUT TO:

               A DOOR KICKED OPEN, WHAM-! Splintered. Lock shattered.

               INT. MOTEL ROOM - AKRON, OHIO - NIGHT

               A NUDE COUPLE on the bed. They look up, startled -- as three 
               men burst through the door. The LEADER: a haggard-looking 
               man sporting a soup-stain on his tie, whoops, that's the 
               design, sorry. MITCH HENESSEY, private investigator and con 
               man extraordinaire. He flashes a phony badge:

                                     YOUNG MAN
                         POLICE. DON'T MOVE.

                                     MAN ON BED
                         What the hell is this...?!!

                                     YOUNG MAN
                         Don't give me an attitude, sir. You're 
                         assuming I won't shoot your sorry 
                         ass, and everyone knows when you 
                         make an assumption, you make an ass 
                         out of u and mption. I'm Sergeant 
                         Madigan, Vice, and if you cop a 'tude, 
                         jerkoff, I will see to it you spend 
                         the next ten years in prison getting 
                         ass-fucked, and if the case is thrown 
                         out because my arrest is too violent, 
                         then I will personally HIRE men to 
                         ass-fuck you for ten years. So if 
                         you're an ass-fucking fan, go ahead 
                         and mouth off, but meanwhile you're 
                         under arrest for the crime of 
                         prostitution, now shut the fuck up 
                         before I cut out your kneecaps and 
                         use 'em as ashtrays.
                              (beat)
                         Officer Donleavy, read him his rights.

               Donleavy looks pale, pasty. He stutters a few words. Loses 
               interest. Wanders away across the room.

                                     MAN ON BED
                              (a trifle confused)
                         Please, this is my first, I... I've 
                         never done this before, I'll do 
                         anything...!

                                     YOUNG MAN
                         Sir, listen to me. I understand you're 
                         not a wealthy man, but in light of 
                         the damage this arrest will cause 
                         you, we might be able to make an 
                         arrangement --

               Donleavy plops in a chair. Belches. Grins foolishly. The man 
               in bed points to him:

                                     MAN IN BED
                         Is he all right...?

               THE REMAINING COP is swaying on his feet. Like a tree in a 
               hurricane. Donleavy pukes all over the floor. We CUT TO:

               INT. BARREN GREY OFFICE - NIGHT

               THERE'S THE GIRL. The one in bed moments ago. She and Henessey 
               are dividing a wad of bills.

                                     GIRL
                         We gotta stop using bums.

                                     MITCH
                              (lights a smoke)
                         Forget it. They looked like cops. We 
                         pulled it off, didn't we?

                                     GIRL
                         It was embarrassing.

                                     MITCH
                         You want I should hire actors, for 
                         Chrissake? These guys are cheap, 
                         they work for food.

                                     GIRL
                         Uh-huh. So, when they puke all over 
                         you is that, like, a refund?

                                     MITCH
                         Trin, I'm pissin' myself over here, 
                         you're so funny. What's this?

               He indicates an envelope earmarked for him. Labeled in magic 
               marker: SAMANTHA CAINE.

                                     TRIN
                         New case, honest to God chick with 
                         amnesia. You want the job?

               Henessey opens the envelope. Extracts a black and white HEAD 
               SHOT of Samantha, says immediately:

                                     HENESSEY
                         Yep. Yep, yep, yep.

               Stares, mesmerized. Trin peers over his shoulder:

                                     TRIN
                         Wasn't there a lady on TV named 
                         Samantha? Had a magic nose or 
                         something.

                                     HENESSEY
                         'Bewitched', yeah. Good show. Chick 
                         lived with a faggy guy, then in the 
                         last season it was a different faggy 
                         guy. Okay. Here's what we do; get on 
                         the horn to amnesia chick, tell her 
                         yes. Then tell her in 1967 she 
                         promised to give me a blow job. Worth 
                         a try, right?

               EXT. ELEMENTARY SCHOOL - NIGHT

               SAMANTHA and HAL bid goodnight to their friends and neighbors. 
               Hal steers her away from a middle-aged teacher.

                                     HAL
                         Christ, guy's all over you like a 
                         cheap suit.

                                     SAMANTHA
                         That's funny, there's a cheap suit 
                         all over him like a cheap suit.

               She notices EARL sitting in the bushes by the side of the 
               building. He is speaking intently to the gerbil.

                                     HAL
                         Oh, boy. Someone's gotta take my 
                         father home. I'm plowed.

               Samantha takes the keys from him. Breathes deeply of the 
               chill night air. Smiling. Surveys the scene... their friends. 
               The neighborhood. Sighs:

                                     SAMANTHA
                         This is all I ever wanted.

               At which point, young Caitlin says:

                                     CAITLIN
                         How would you know?

               ESTABLISHING SHOT - STATE PRISON - OHIO - NIGHTTIME

               Switch gears: A grim, grey building. Guarded. Patrolled.

               INT. PRISON - TELEVISION VIEWING ROOM - EVENING

               A tired TV set drones to an audience of one. Let's call him 
               ONE-EYED JACK. In fact, let's give him one eye, the other 
               replaced by a PATCH. He smokes cigarettes, stubs them out on 
               the chair's armrest. Throws offhand glances at the TV screen.

                                     NEWS ANCHOR (ON T.V.)
                         ...So much for the flame-swallowing  
                         Santa of Boone County. Meanwhile, 
                         KTVA news journeyed to Upper Sandusky, 
                         where Santa's own *Mrs*. Kringle 
                         turned out to celebrate her hubby's 
                         worldwide tour. After one look at 
                         her, I'm thinking Santa got what he 
                         wanted this Christmas.

               The happy news chatter continues. Jack isn't listening. Jack 
               isn't talking or breathing either. He's simply STARING at 
               the TV screen, jaw slack...

                                     ONE-EYED JACK
                         Gotta be fuckin' kidding. No. No 
                         way. SHIIIT!!

               He SCREAMS as we CUT TO:

               EXT. WOODLANDS - WITH SAMANTHA - DRIVING

               If you had to pick a night to die horribly, you'd be hard 
               pressed to find a nicer one. A country highway. Bathed in 
               moonlight. Crusted with snow. Pontiac Sunbird, wending its 
               way through the wooded slopes.

               INT. SUNBIRD - SAME TIME

               SAMANTHA drives while Earl (the SANTA we saw earlier) 
               reclines, still drunk.

                                     EARL
                         You're married what now, five 
                         years...?

               He makes a thumb circle. Jabs his finger in and out of it:

                                     EARL
                         You and Hal, how often you two...?

                                     SAMANTHA
                         Stick our fingers in out hands and 
                         pull them out again? Every chance we 
                         get. Shut your piehole.

                                     EARL
                         Don't get all snippy...

                                     SAMANTHA
                         Earl, do me a favor. Every few words 
                         say "hic" and have bubbles come out 
                         your mouth, okay?

                                     EARL
                         Goddamnit, I'm not drunk. Would a 
                         drunk man have this much raw talent?

               He starts playing the Hawaiian nose harp. In Sam's ear, she 
               can't help it, snorts laughter --

               THE ADULT DEER appears perfectly framed in the Sunbird's 
               headlights. Dead ahead. Sam looks up, face etched in sudden 
               TERROR. *No time to think*. SWERVES, no dice...! BROADSIDES 
               the animal --

               And it comes THROUGH THE WINDSHIELD. All two hundred and 
               fifteen pounds of it. Fucks up their night altogether. 
               Actually, it only makes it *halfway* through --

               But the damn thing is ALIVE. More than alive. KICKING. 
               Thrashing. Squawling with pain and rage. A FLAILING HOOF 
               takes out Earl. Kills him in less than a second. Collapses 
               his skull.

               Sam rides the wheel, screaming. An antler gouges her chest. 
               Rips. Draws blood. She SWERVES, madly -- Hits the tree doing 
               50.

               ANOTHER ANGLE

               Sam goes airborne. Explodes through the windshield, outward 
               bound. Shower of glass, spritz of blood... And then she's 
               flying. Slow motion, end over end... We lose all SOUND. 
               Silence as she tumbles. Below and behind her, the Sunbird 
               noiselessly ERUPTS. Fireball, sky high --

               Sam floating. Describes a lazy arc in mid-air... Whoomph-! 
               Disappears into the snow. Swallows her, leaves a silhouette. 
               Around her, trees catch fire. Burn. She lies in her impromptu 
               sarcophagus. Out of sight.

               THE FLAMING DEER totters from the wreck, thrashing. Scene 
               from a nightmare. Nightmare part two: from the snow, from 
               the human-shaped divot -- arises a woman of blood.

               She stumbles from the drift. Toward the wreck. And though 
               it's clearly Sam Caine under all that crimson, there's 
               something wrong about her *eyes*.

               En route to the car, she kneels beside the suffering deer, 
               its flesh scorched and torn -- and KILLS it. Puts it away 
               with a sharp CRACK-!ing blow to the head. Stands, eyes 
               squirming with madness...

               The car's an inferno. Earl is dead. She turns away, wiping 
               blood from her eyes -- Comes face to face with a SNOWMAN.

               A jolly white fellow. Charcoal briquettes for eyes. She 
               watches, fascinated, as he MELTS in the blast furnace heat -- 
               With warning, she *screams*. Crumples to the ground.

               The snowman's eyes fall out. He melts away and away...

                                                               DISSOLVE TO:

               EXT. SUBURBAN HOUSE - AKRON, OHIO - TWILIGHT

               Elsewhere. Tract housing, late-model cars. MITCH HENESSEY 
               delivers a Christmas gift to his nine year-old son TODD: not 
               just any gift, the *Midtown Saturn Orbiting Precinct*, with 
               action figures. Henessey points to the box, engrossed:

                                     HENESSEY
                         ...and here's the jail here, see...? 
                         Escape chute for the Borian, he's a 
                         dinosaur guy, Moves quick, don't 
                         take no shit neither. See, you can 
                         make him shoot the guard -- ah, hell, 
                         look, I played with it a little 
                         myself, I'm sorry.

               VOICE interrupts them:

                                     VOICE (O.S.)
                         TODD, TIME FOR DINNER. NOW.

               An awkward pause. Henessey scowls.

                                     HENESSEY
                         Hey, you go ahead, um... hope you 
                         like the present.

                                     TODD
                         It's awesome, Dad. Mom, though, she...
                              (sighs)
                         She gets weird. On my birthday, when 
                         you gave me the Schwinn... she called 
                         bicycle stores to see if there'd 
                         been any robberies.

               Henessey manages to control his face. Says tightly:

                                     HENESSEY
                         Tell her I don't steal them locally.

               He watches, forlorn, as his son vanishes inside the house. 
               Christmas lights, blinking feebly. We HEAR, supered:

                                     HENESSEY (V.O.)
                         Dear Ma: Filled out the child support 
                         stuff last week. Office got pissed, 
                         under ex-spouse I put "Spawn of Satan, 
                         Dweller in Eternal Dark." Just being 
                         honest, Ma, lady wants me to die.

               As he reaches his car, his BEEPER goes off.

               EXT. PHONE BOOTH - MINUTES LATER

               Henessey on the phone. Dials. Waits. We HEAR:

                                     HENESSEY (V.O.)
                         I'd go without a ripple, that's the 
                         truth. Ex-con. Ex-husband. Expired. 
                         Thanks, Ma, for hiding the truth 
                         from me for so long. Or maybe you 
                         believed in me. I miss you. I hope 
                         you believed, even for a day. No one 
                         did, Ma. No one at all. It's cold 
                         here. I'm sorry you're dead. Your 
                         son, Mitch.

               The phone picks up. He says:

                                     HENESSEY
                         Me. What's up?

                                     TRIN (O.S.)
                         Mitch, we got a bite on amnesia 
                         chick's photo. Found a guy remembers 
                         seeing her, fall of '87. He wants 
                         cash, should I grease him?

                                     HENESSEY
                         Hell, no! Use your head, girl. Let 
                         the fucker squeeze the Charmin.

                                     TRIN
                         You kidding? Guy's hideous. I'll do 
                         it, but we're talking time and a 
                         half. Plus a night on the town when 
                         I get back, and *no cockfights this 
                         time*.

               INT. SAMANTHA'S HOSPITAL ROOM - TWO DAYS LATER

               Samantha, having survived. Laid up now in an austere hospital 
               room. Listening to silence. Stares out the window at a sunlit 
               tree. Head bandaged. Frowns:

                                     SAMANTHA
                         I want a cigarette, why do I want a 
                         cigarette...?

               Outside, snow slithers... Her eyelids, slowly closing. Slides 
               off the edge of consciousness...

               IN THE DREAM: She stands on a windswept cliff, before an 
               incongruous FULL-LENGTH MIRROR. Staring at her reflection -- 
               it's bleeding from a scalp wound.

               She probes her head... frowns. Nothing. Nothing but the tiny 
               RIDGED SCAR she's had for as long as she can remember.

                                     SAMANTHA
                         What... what do you want...?

               The reflection eyes her grimly. Haggard. Tired.

                                     REFLECTION
                         I want a cigarette.

                                     SAMANTHA
                         I don't smoke.

                                     REFLECTION
                              (chuckles)
                         You used to.

               Samantha is suddenly holding a cigarette. She raises it to 
               her lips. Her reflection MIRRORS her precisely. Except 
               Samantha COUGHS, chokes on the smoke -- While her bloody 
               reflection takes a long, satisfying drag.

                                     REFLECTION
                         Relax, you can drop the act. Nice 
                         and smooth, take another hit. There 
                         you go. See how easy it comes back?

               They are now in perfect synchronicity. Sam inhales easily.

                                     REFLECTION
                         *I'm* coming back. You know that, 
                         don't you? Name's Charly, by the 
                         way. You're gonna love me.

               The reflection grins. There's blood on its TEETH.

               INT. SAMANTHA'S HOME - DAY

               Back at home, business as usual, pre-Christmas. A COMMOTION 
               has arisen: Gingerly, bones still aching, Samantha moves 
               toward the KITCHEN. HAL and CAITLIN trail behind.

                                     HAL
                         Honey, you can't cook, I'm not wrong 
                         about this.

                                     SAMANTHA
                         I'm *remembering*, Hal. Things are 
                         coming back. Trust me, I'm a chef, I 
                         know it.

                                     CAITLIN
                         Daddy, make her stop!

                                     SAMANTHA
                         Hush. Go to the garage and get me 
                         something, anything. A veggie, go, 
                         man, go! I'm hot to trot.

               INT. KITCHEN/GARAGE - SAME

               Hal worriedly exits to the garage. Plucks a tomato from the 
               fridge, tosses it to Caitlin, who stands in the door.

                                     HAL
                         Tomato.

               Caitlin turns, tosses it to Sam --

                                     CAITLIN
                         Tomato.

               Who catches it, plops it on the cutting board and proceeds 
               to DICE it to SIMTHEREENS. Razor-thin slices. Knife a blur. 
               Missing her fingers by millimeters, never faltering, like a 
               mad mumblety-pegger --

                                     HAL
                         Onion, flying in.

               Sam catches it. Knife flurries. Pieces, flying up.

                                     SAMANTHA
                         More. Faster.

               And it becomes a bucket brigade. Hal heaves veggies to Caitlin 
               who spins and relays to Mom who slices, dices, purees, and 
               even makes curly fries. Veggies, incoming. HAL starts to 
               lose it, starts lobbing them at Caitlin, one after another, 
               she giggles, starts throwing them overhand --

                                     CAITLIN
                         Tomato. Tomato. Tomato.

               And now it's a food fight, PELTING Mom, and the floor is 
               COVERED with food as Hal stumbles in laughing, scoops up 
               Caitlin --

               Samantha shakes her head, grinning, dices to pieces a last, 
               lovely radish. Ends with a flourish, TA-DAH-! Doesn't think: 
               Flips the knife point up on ONE FINGER. Tips it for balance. 
               Lobs a tomato. Slings the knife without looking, pins it to 
               the wall, KA-CHUK--!

               Everyone goes silent. The knife, quivering. Caitlin and Hal 
               turn as one, gaping at her. She shrugs numbly. Blinks.

                                     SAMANTHA
                         Uh... chefs do that.

               INT. BOILER ROOM - DAY OR NIGHT, IMPOSSIBLE TO TELL

               Underground. Water GURGLES through overhead pipes. Furnaces 
               hum and tick in the sweaty gloom.

               A SHIRTLESS MAN is tied to a chair. Weeping. Before him, 
               what looks like a young GQ model. Blonde. Gorgeous. Impeccably 
               attired. For the record, TIMOTHY. He looks his captive in 
               the eye as the guy blubbers:

                                     MAN
                         Please, man... I don't know why you 
                         gotta kill me... But use the gun, 
                         not the knife. Please. As a fucking 
                         favor, I'm begging you...

                                     TIMOTHY
                         It'll be over soon.

                                     MAN
                         Jesus, man... I... I'm scared of the 
                         knife... Shit, I can't handle getting 
                         shots at the doctors, man, PLEASE...!

                                     TIMOTHY
                         Last chance. What do you know about 
                         a town called Santa Claus?

                                     MAN
                         What is this, *what the fuck is 
                         this*?? I'm FBI, for Chrissake, you 
                         can't do this to me. I don't know 
                         ANYTHING.

               Timothy stares him full in the face, eyes narrowed... as 
               though seeing into his brain. He nods, satisfied.

                                     TIMOTHY
                         No. You don't.
                              (beat)
                         I can always tell, you know... If 
                         someone's lying to me. A little skill 
                         of mine, something to trot out at 
                         parties.

               He slams home the knife. We don't see it, but we FEEL the 
               impact. The FBI man's face contorts in SHOCK. Twisted. Inches 
               away from Timothy, their eyes lock...

               A CELLULAR PHONE BEEPS. Timothy reacts, annoyed. Plucks it 
               from his belt and flips it open:

                                     TIMOTHY
                         Timothy.

                                     VOICE (O.S.)
                         Message from Mr. Daedalus.

                                     TIMOTHY
                         I'm listening.

               He shrugs at his captive. Rolls his eyes. The guy's still 
               dying, still on the KNIFE.

                                     VOICE (O.S.)
                         He says he's sorry, but he needs you 
                         right away. Something's come up.

                                     TIMOTHY
                         Nix. I'm just finishing up here. 
                         Then I'm going bunjee jumping.

                                     VOICE (O.S.)
                         He's aware of your weekend plans, 
                         and he apologizes.

                                     TIMOTHY
                         All right, what's so fucking 
                         important?

                                     VOICE (O.S.)
                         Your old colleague, One-Eyed Jack...? 
                         Recently escaped from a high-security 
                         prison, as you're aware. But listen 
                         to this: prior to his escape, seems 
                         he saw something on TV that disturbed 
                         him. So much he had to be sedated.

                                     TIMOTHY
                         I saw it, too. It's called "Empty 
                         Nest." How the fuck is it my business?

                                     VOICE (O.S.)
                         The man was overheard talking to 
                         himself under sedation.
                              (beat)
                         He said Charly Baltimore's alive, 
                         sir.

               Timothy is silent.

                                     SUIT
                         I know it's incredible, sir, but... 
                         if she were alive, I'm thinking she 
                         might be in contact with the old man 
                         in Pennsylvania. Should I --

                                     TIMOTHY
                         Tap his phone, yes. And tell Daedalus 
                         I'm on my way. Timothy out.

               He clicks off, face troubled. Withdraws the knife. Checks 
               his clothing. Not one speck of blood.

               INT. SUPERMARKET - CHECKOUT STAND - AFTERNOON

               A CARTON OF MARLBORO REDS hits the stack of groceries. HAL 
               looks at his wife, bewildered.

                                     SAMANTHA
                         They were on sale.

               At the next register over, a duo of Canadians throw looks 
               her way. Confer in rapid-fire French, subtitled for us:

                                     CANADIAN #1
                         Ooh, j'aimerais la baiser. (Subtitle: 
                         I'd like to fuck her.)

               The checker looks up, smiles:

                                     CHECKER
                         Don't you love hearing people speak 
                         French?

                                     CANADIAN #2
                         Oui, j'veux etirer celle-la autour 
                         d'une chaise. Comme je le vois, une 
                         femme c'est comme Gumby avec des 
                         seins. (Subtitle: I'll stretch her 
                         over a chair, women are merely Gumbys 
                         with tits.)

                                     HAL
                         Beautiful language.

               He turns to Samantha -- except Sam isn't there. Her arm shoots 
               out-! CLAMPS on one of the men. By the throat. Catches him 
               like a fucking VICE. Her voice a sibilant hiss:

                                     SAMANTHA
                         *Allez, Gumby etiriait le cou, fils 
                         de pute*.

               Subtitle: "Gumby's gonna stretch your neck, motherfucker." 
               Accent flawless. Eyes like steel. The man will go on to start 
               a profitable construction business with the bricks he shits.

                                                               SLAM CUT TO:

               SAMANTHA - ON THE PHONE TO HER SHRINK - INTERCUT

               Jubilant, can't contain herself:

                                     SAMANTHA
                         I speak French.

                                     PSYCHIATRIST
                         You do.

                                     SAMANTHA
                         You bet your life, fluent French, 
                         whatever the fuck that means.
                              (chortles)
                         Quand j'étais a l'ecole, Jai eu un 
                         professeur qui s'est fabriqué du 
                         dentifrice!

                                     PSYCHIATRIST
                         You just said when you were in school, 
                         your teacher was made of toothpaste.

                                     SAMANTHA
                         Right, he was, you got a problem 
                         with that? Pasty Joe, we called him. 
                         Look, the accent's perfect, so piss 
                         off. I'M A FRENCH CHEF, YA-HOO.

               EXT. SUBURBAN STREET - DAY

               Samantha and daughter CAITLIN sing a hearty chorus of "Frere 
               Jaques." Sam giggles , Caitlin looks nervous; astride her 
               new two-wheeler BICYCLE while Sam finishes removing the 
               training wheels. Caitlin points to her stuffed TEDDY BEAR.

                                     CAITLIN
                         Put Perkins in the basket. He's luck.

                                     SAMANTHA
                         Mr. Perkins, going in the basket.

                                     CAITLIN
                         Are the training wheels off?

                                     SAMANTHA
                         Just pretend they're still there. 
                         Piece of cake. You can do it.

                                     CAITLIN
                         Wait...! I'm scared.

                                     SAMANTHA
                         Shhh. Nothing to be scared of. Pretend 
                         you're one of the X-men, you're tough. 
                         Let's go, now. Three, two, one...

                                     CAITLIN
                         Mom, I can't do it, swear --

               Samantha sets her sailing. Laughs excitedly. The bike weaves, 
               side to side... hits the curb and topples with a CRASH. Spills 
               Caitlin to the pavement. Now's she's CRYING.

                                     CAITLIN
                         Ouch--! I can't do it, it HURTS-!

               Samantha walks over briskly. Face set in determined lines.

                                     SAMANTHA
                         Nonsense. You can do it. You don't 
                         want to, but you can.

                                     CAITLIN
                         My arm hurts, please take me home...!

                                     SAMANTHA
                         You can go home, Caitlin. You can 
                         ride there.

               An unpleasant note is edging into her voice. The louder the 
               kid cries, the more Samantha starts to SIMMER.

                                     CAITLIN
                         Mom, no...!

                                     SAMANTHA
                         Look, I know you're afraid, that's 
                         the whole *point*, can you see that? 
                         Now stop being a little baby and get 
                         on the damn bike.

               She hoists her onto the seat. Caitlin cries and hollers.

                                     SAMANTHA
                         You gonna be afraid of things all 
                         your life? Huh? That what you want?

                                     CAITLIN
                         My wrist hurts...!

               *Snap*. Something lets go. Suddenly Samantha's right in her 
               face:

                                     SAMANTHA
                         Life is pain. Get used to it. See, 
                         you *will* ride this bike home, 
                         princess. You will ride it and you 
                         will not fall again, *is that 
                         understood*...?

               Eyes cold and lifeless. She is not herself. CUT TO:

               INT. SAMANTHA'S HOUSE - TWILIGHT

               CAITLIN huddles on the steps, itching at her brand new WRIST 
               CAST. Eavesdropping on her parents. In the kitchen a counter-
               top TV is on, the Three Stooges. Samantha is on the phone, 
               saying:

                                     SAMANTHA
                         Yes, I'm three blocks past the gas 
                         station... Right. Thank you Mr. 
                         Henessey, I'll see you shortly.

               She hangs up as HAL ENTERS behind her... She doesn't turn 
               around. Samples the topping of a cream pie. Stares at the 
               linoleum floor. He regards her with angry, vindictive eyes:

                                     HAL
                         She rode all the way home. She didn't 
                         fall, not once. She didn't cry.
                              (beat)
                         You're good. You should work with 
                         kids, you know that?

                                     SAMANTHA
                         She said her wrist hurt. I didn't 
                         know it was broken, God. I can't 
                         even remember what I said to her...!

               Hal takes a breath, composes himself.

                                     HAL
                         We can still make six o'clock mass, 
                         you coming?

               Sam surveys her perfect kitchen. Runs her hand over a hanging 
               pot. Looks sadly at her husband. Whispers:

                                     SAMANTHA
                         A private detective's coming by, 
                         he... he's found something.
                              (beat)
                         I may have to go away. For a bit. 
                         Now please leave me alone.

                                     HAL
                         Go away. With a detective. Jesus, 
                         it's the holidays, Sam --

                                     SAMANTHA
                         Are you deaf? I said leave me alone. 
                         Go to church. Drink blood. Drink 
                         some for me.

               They stand in tableau. An electric silence... Broken quite 
               suddenly by the sound of SINGING. CHRISTMAS CAROLERS. Outside 
               the front door. The sweet strains of "God Rest Ye Merry, 
               Gentlemen" wafts in through the window.

               Except the sweet strains ain't so sweet. These carolers are 
               TERRIBLE. Missing by a country octave. Sam and Hal look at 
               each other, what the hell...?

               EXT. THE FRONT PORCH - JUST OUTSIDE THE DOOR - NIGHT

               THE CAROLERS continue their interesting rendition. Snowflakes 
               fall. All is quiet. All is bright. Especially bright is the 
               SHOTGUN BARREL pressed to the throat of the lead soprano. HE-
               109. Over and under combo. Shotgun on top. HE cannon on 
               bottom. You'd sing shitty too.

               INT. HOUSE - SAME

               Samantha hurries to the door. Carrying a bowl of festive 
               M&M's. Just as she gets to the door, the singing STOPS. 
               Footfalls running away, that's odd... She opens the door. 
               Carolers, gone. She's eye to eye with ONE-EYED JACK.

                                     ONE-EYED JACK
                         Evening Charly. Long time.

               He swings the big GUN. Slams the barrel into her. Glass 
               shatters, M&M's everywhere. She gapes at him, dumbstruck, 
               unable to THINK... Hurry it up, lady, we need a decision, 
               live or *die* --

               SHE GRABS THE GUN BARREL. Wrenches the gun...! On the steps 
               CAITLIN howls, eyes like saucers --

                                     CAITLIN
                         Mommy...!

                                     SAMANTHA
                         GET OUUTTTTT!!!!

               Sam's cry is a veritable shriek. HAL LAUNCHES himself from 
               the kitchen doorway. Pounces on Jack, snarling -- brave, 
               useless. For his trouble, gets three broken ribs and a trip 
               to the fireplace, airborne. Comes down. Catches fire. ROLLS, 
               over and over on broken ribs --

               JACK kicks Samantha in the gut. She collapses onto the stairs. 
               Splinters the banister. That's when he sees CAITLIN. Top of 
               the stairs, paralyzed.

                                     SAMANTHA
                         NO!!!!

               Jack is already moving forward. SPIN-COCKS the shotgun, draws 
               a bead -- Promptly slips on festive M&M's. Goes down. Gun 
               goes off, WHAM-! A flat concussion. The banister EXPLODES. A 
               storm of wood chips, as SAMANTHA surges up the stairs, toward 
               her daughter --

               JACK. On the ground. Fires, *wham*--! The wall DISAPPEARS 
               three inches from Caitlin's head. Blown to shreds, you can 
               see outdoors. Samantha doesn't miss a beat. Grabs her daughter -- 
               flings her OUTSIDE. Through the hole in the wall. Takes her 
               by the belt and fucking HURLS her out into space...!

               EXT. SIDE OF HOUSE - SAME TIME

               Two stories up. The kid is ejected, flailing. Floats in SLOW 
               MOTION. Across a ten foot gap -- INTO THE TREEHOUSE. Sails 
               head over heels into the place. Hits with a CRASH. Alive and 
               unhurt.

               BACK INSIDE THE HOUSE

               Samantha didn't even look. Didn't need to. Here comes JACK. 
               Up the staircase. Reloading. Samantha launches herself down 
               the stairs. COLLIDES, head on -- Down they go. Jack, rolls 
               to his feet. Propels her into the KITCHEN.

               INT. KITCHEN - SAME TIME

               She hits, spray of cat food. SKIDS. Across the linoleum, 
               slams to a stop. Hard. Cupboard pops open, out comes the 
               IRONING BOARD. Falls into place, SNAP--!

               A GUN BLAST disintegrates it. Reveals Sam, cowering behind.

                                     ONE-EYED JACK
                         I want my eye back, bitch.

               Samantha struggles to her feet. Dazed. Jack abandons the 
               shotgun. Takes the IRON down from its spot on the shelf -- 
               Slams it against her head.

                                     ONE-EYED JACK
                         Goddamn you. Fight me. What's wrong 
                         with you, *fight* me!

               CLOSE ON TV: Stooge Joe Besser mugs wildly, takes a pie in 
               the face.

               Jack raises his arm for the killing stroke -- Samantha takes 
               Hal's cream pie from the counter and shatters every bone in 
               his face.

               Comes from nowhere. Back foot planted, body twisting, entire 
               organism focused into the outstretched arm, WHACK-! We have 
               never seen anyone move this fast. Samantha RECOILS. Startled 
               by what she's done --

               The glass dish is SPLINTERED into his head. It STICKS there. 
               He topples. Hits the linoleum. She straddles him, breathing 
               hard. Winded.

               The barking dog "Jingle Bells" plays inanely in the 
               background. Samantha stares. Trembling. Pokes the body. 
               Nothing. Pokes it again. Still nothing. She leans forward. 
               Grips the neck and wrenches, CRACK-! Just making sure.

               She out of it. In shock. Glaring at her own hands as if 
               demanding an excuse for their behavior. There is pie filling 
               on her fingers. She kneels beside the corpse, catatonic. 
               Stares. Absent-mindedly licks the bloodied cream.

               HAL is standing in the doorway. Wide-eyed. He has seen 
               Samantha break the man's neck. She looks at him, frowns.

                                     SAMANTHA
                         It took me three seconds. That's... 
                         that's good, huh...?

               He stares, dumbstruck. She blinks. *Snaps out of it*.

                                     SAMANTHA
                         Caitlin. We gotta find Caitlin.

               She gets up. We RUN with her to the front door -- she flings 
               it open and collides with MITCHELL HENESSEY. Private dick. 
               Runs right into him.

                                     HENESSEY
                         Hey--! Slow down. The kid's okay, 
                         she's in my car, what the hell is 
                         going on?

               Henessey spins, as FOUR POLICE CRUISERS pull up. Vomit up a 
               bevy of COPS, swarming toward the house. He spins back to 
               Samantha -- As she collapses to the floor.

                                                                  FADE OUT:

               Pause. FADE IN. Super the legend: ONE WEEK LATER.

               ESTABLISHING - SAMANTHA'S HOUSE - MORNING

               Early morning quiet. HENESSEY and SAMANTHA are throwing 
               suitcases into the back of his battered Chrysler.

               INT. HOUSE - LATER - EVERYTHING'S PACKED

               Sam's looked better. Kneels beside Caitlin, says softly:

                                     SAMANTHA
                         That man who tried to hurt us...? If 
                         I stay here... other people will 
                         come. I have to leave. Just for a 
                         little while.

               Caitlin looks at the floor. Doesn't respond. Samantha reaches 
               in a cupboard. Produces a box of CANDLES. Lights a match, 
               touches flame to one of them.

                                     SAMANTHA
                         I want you to light a candle and 
                         keep it in the kitchen window. And 
                         never, *ever* let it go out, because 
                         as long as it burns...? It means 
                         you're thinking of me. And if I'm 
                         alone... if it's dark and I'm lost... 
                         It's how I'll find my way home.

               She touches Caitlin's wrist cast. Pain in her features. She 
               grabs a marker pen and writes a TELEPHONE NUMBER on it.

                                     SAMANTHA
                         That's for a portable phone. I keep 
                         it with me, you call me anytime, you 
                         don't worry about the bill. And last 
                         but not least --

               She reaches behind her head. Unhooks the KEY, the one she 
               wears around her neck.

                                     SAMANTHA
                         For luck.

               Slips it over her daughter's head. Looks up at HAL, eyes 
               brimming. He whispers:

                                     HAL
                         No matter what you find, I'm not 
                         scared. Not of you. Not ever...

               SERIES OF SHOTS: EXT. SUBURBAN TOWN

               As it fades behind Henessey's Chrysler. Leaving behind porch-
               bound elders, dimestore clerks. Grinning children, hair like 
               spun straw. All fading... DISSOLVE TO:

               INT. HENESSEY'S PLYMOUTH - THE OPEN ROAD - DAY

               Henessey sings with the radio. Loudly. He's got the lyrics 
               wrong: "I'm not talking 'bout the linen... And I don't wanna 
               change your life..."

               Samantha endures as much as she can. Speaks up:

                                     SAMANTHA
                         "Movin' in."

                                     HENESSEY
                         Hah?

                                     SAMANTHA
                         It's not linen. The song's not about 
                         linen.

                                     HENESSEY
                         Whatever. You cold?

                                     SAMANTHA
                              (shivers)
                         I'm freezing.

                                     HENESSEY
                         Turn on the heater. It doesn't work, 
                         but it makes a very annoying noise 
                         which distracts from the cold.

                                     SAMANTHA
                         I'll pass.
                              (clears her throat)
                         So, you're a former cop. Atlanta, 
                         was it...? Stop me if I'm out of 
                         line, but I'm curious. How did you... 
                         well, succeed? I mean, where six 
                         other detectives failed?

                                     HENESSEY
                         You kidding? Pure luck. Plus my 
                         secretary used her feminine wiles. 
                         She's got two, one wile per side. 
                         Huge. No kidding, you can see 'em 
                         coming around a corner, you got time 
                         to comb your hair. Nice kid, you'd 
                         dig her.
                              (beat)
                         Ah. Here we are.

               EXT. STORAGE RENTAL PLACE - DAY

               As they clamber from the car, Henessey shoves his sunglasses 
               into his sportcoat. SINGS:

                                     HENESSEY
                         Putting my glasses in my cooooat..."

               Samantha looks at him like he's sprouted wings.

                                     HENESSEY
                         I sing what I do so I'll remember 
                         it. "Turning off the downstairs 
                         liiiight..." You know?

               Samantha smiles thinly. The man's a lunatic.

               INT. STORAGE FACILITY - DAY

               An old, walrus-mustached IRISHMAN ushers them down a concrete 
               hallway. The old man hangs back with Henessey. Whispers:

                                     WALRUS MAN
                         The elder Trelawney rented to her in 
                         '87, aye. Ne'er could bring himself 
                         to dispose of her things. I'faith, 
                         she's welcome to whatsoe'er she 
                         wishes, for ne'er has trod these 
                         walls a lass so easy on the eye, 
                         divil take me if I'm lyin'.

               Henessey lights a cigarette, says:

                                     HENESSEY
                         Do me a favor. Say, "Always after me 
                         Lucky Charms."

                                     ANGUS
                         "Always after me Lucky Charms."

                                     HENESSEY
                         Thanks. Just needed to hear that.

               INT. STORAGE ROOM - MOMENTS LATER

               Drab, musty. Filled with disused tables, lamps, farm 
               implements... Jimmy Hoffa watches TV in the corner.

                                     HENESSEY
                         See anything you recognize?

                                     SAMANTHA
                         Yeah, this dirt used to be outside 
                         my window, shut up and let me look.
                              (sighs)
                         I'm sorry, Mr. Henessey, I'm a little 
                         on edge.

               She pauses. Surveys the musty compartment, faraway look in 
               her eye... says softly:

                                     SAMANTHA
                         I can feel her. Like a ghost.
                              (beat)
                         We could walk away, you know. There's 
                         still time, we could just... leave 
                         her dead.

               She hefts a SUITCASE onto a bench. OPENS it -- Draws a sharp 
               breath:

                                     SAMANTHA
                         Ay-i-yi!

               Clothes to kill for. Smooth velvet. Creamy silk. The finest, 
               the best. The sexiest. Sam peeks at the tags:

                                     SAMANTHA
                         Size four, no way. You know how long 
                         it's been since I could wear a size 
                         four?
                              (beat)
                         Can't be mine. Can they...?

               She checks the case for INITIALS -- C.E.B. Who...?

               Henessey grunts. In his book, well dressed is clean underwear. 
               Holds up a small manila envelope.

                                     HENESSEY
                         Unmailed envelope. Addressed to a 
                         guy.

                                     SAMANTHA
                         What's in it?

                                     HENESSEY
                         Another guy's address. Two addresses, 
                         is basically what I'm saying.

               Meanwhile, her hands, still pawing through the suitcase... A 
               SHAPE. She feels it. At the bottom of the case. Lifts up the 
               mound of fabric -- HKM-40 sniper rifle. Disassembled. Sam 
               looks like she just took a stomach punch.

               Up until now, it could've been adrenaline. She could still 
               be just a schoolteacher. A rifle, that changes everything. 
               She plunks the clothing back in place. Hides it.

                                     HENESSEY
                         Anything else in there?

                                     SAMANTHA
                         Hmm...? Uh, no. Just... more clothes.

                                     HENESSEY
                         Yeah, well take a look at this.

               He holds up the envelope: addresses to one *Nathan Windeman*. 
               Fishes in his coat, brings out Samantha's CHECK. Written to 
               him, earlier that day... identical handwriting. CUT TO:

               INT. COLONIAL STYLE HOME - LATE AFTERNOON

               NATHAN WINDEMAN is in a bad mood. A frail-looking man, mid-
               seventies. Tiredly spooning a bowl of soup. His sister ALICE 
               watches TV nearby. In her lap, a Pomeranian cleans itself. 
               Windeman scowls:

                                     NATHAN
                         Alice, please...?

               Alice stares at him. Uncomprehending.

                                     NATHAN
                         Your dog, Alice. It and my appetite 
                         are mutually exclusive.

                                     ALICE
                         What's wrong with the dog?

                                     NATHAN
                         It's simple. He's been licking his 
                         asshole for three straight hours. I 
                         submit to you that there's nothing 
                         there worth more than an hour's 
                         attention, and I should think whatever 
                         he's attempting to dislodge is either 
                         gone for good or there to stay. 
                         *Wouldn't you agree*?

               Theatrical? Nah. The old bat scoops up her pooch and beats 
               feet for the door. THE PHONE RINGS. Nathan snatches it up:

                                     NATHAN
                         Hello?

               The voice is soft. Controlled:

                                     SAMANTHA (O.S.)
                         Hello, Mr. Windeman, I got this number 
                         from a realtor in Pennsylvania. I'd 
                         like to speak with you.

                                     NATHAN
                         Who... who is this?

                                     SAMANTHA
                         You tell me, Mr. Windeman.

               Nathan pales. Blinks once. Twice. Manages:

                                     NATHAN
                         ...Charly...?

                                     SAMANTHA (O.S.)
                         My full name, please.

                                     NATHAN
                         God, it really is you...!? Chapter, 
                         they think you're dead, *everyone* 
                         thinks --

                                     SAMANTHA
                         *My full name*. Please...!

               A pause. Then:

                                     NATHAN
                         You don't know your name.

               He chews his lower lip, mind racing. Jesus, no joke, this is 
               *her*... He fights to control his voice:

                                     NATHAN
                         Your full name... is Charlene 
                         Elizabeth Baltimore.

               INT. SURVEILLANCE VAN - SAME TIME

               A MAN in shirtsleeves flips a switch. Speaks into a headset:

                                     MAN
                         Signal Daedalus. We just got her, 
                         she made contact. Initiating phone 
                         trace.

               INT. HOUSE - BACK WITH NATHAN

                                     NATHAN
                         Charly, don't talk, just listen: We 
                         have to meet, understand? We have to 
                         meet *right away*.

                                     SAMANTHA (O.S.)
                         Meet me off I-79. Highmile exit, 
                         Salt & Pepper Lounge. Eleven a.m.

               She hangs up. Nathan stares, trembling. Turns to ALICE, 
               standing in the doorway. Swallows hard, says:

                                     NATHAN
                         A former student... is in trouble.

               INT. RESTAURANT BATHROOM - WITH CHARLY

               She hangs up the telephone in the ladies' room. Stands, alone 
               in the stillness. Hands to her head, mind churning...

               Turns, checks to make sure the door is locked. Props her 
               SUITCASE on the sink and opens it. Flips back the mound of 
               clothing --

               And there it is. The pieces, disassembled, of an M-40 sniper 
               rifle. Her trembling hands find the parts, seemingly of their 
               own volition... Hefting them. Gauging their feel. And then, 
               slowly... terrifyingly...

               Knowing how they go together. She SNAPS the barrel in place, 
               *click*-! The sound breaks her reverie. She drops the thing 
               like it's alive. Looks down, trembling...

               ALSO in the case: a wicked looking HUNTING KNIFE. She picks 
               it up gingerly. Shiny, brand new. Turns it over in her hand, 
               fascinated by the play of light off the blade...

               Looks up. Her REFLECTION, in the mirror. Staring back. She 
               frowns -- It frowns. She turns away --

               THE REFLECTION DOESN'T. It stays right fucking put, except 
               now it's *smiling*. Malignant. Deadly. Sam feels something 
               wrong. Spins back toward the mirror --

               Her reflected arm comes through the looking glass. Reaches 
               into Sam's world and SLICES FOR HER THROAT.

               EXT. COUNTRY ROAD - DRIVING - LATE AFTERNOON

               Samantha JERKS, comes awake in the passenger seat of 
               Henessey's Plymouth. Bad dream. Looks over to see if he 
               noticed -- he's honking his horn at a TRAFFIC JAM. Sea of 
               taillights, dead ahead.

                                     SAMANTHA
                         What's this? What the hell is this...? 
                         We don't have time for this, of all 
                         the cocksucking bullshit --

                                     HENESSEY
                         Whoa. Ms. Class, drive a little truck 
                         on the side, do you?

                                     SAMANTHA
                         What are you, a Mormon?

                                     HENESSEY
                         No, ma'am, it's just that... well, 
                         when we met you're all, "Oh, fooey, 
                         I burned the darn cupcakes." Now, 
                         you go into a bar, ten minutes later 
                         sailors come running out, they can't 
                         take it.

               Just then, THREE POLICE CRUISERS blow by, sirens screaming. 
               Henessey frowns, puzzled.

                                     HENESSEY
                         What the hell...? Lemme check the 
                         scanner.

               He switches on a police band radio. Listens, hears:

                                     VOICE (O.S.)
                         ...without endangering the hostages, 
                         over... ...Roger that two-niner. PCP 
                         confirmed, he's on a fuse, please 
                         provide backup, over... ...Conneaut, 
                         I'm waiting on Special Weapons, sorry, 
                         over...

               EXT. ROADSIDE DINER - CONNEAUT LAKE, PA. - SAME

               POLICE FLASHERS, spinning. Cop cars, incoming. SLAMMING to a 
               halt. Disgorging uniformed cops. THE DINER is rapidly 
               surrounded. Its a cheery decor, the giant roofbound Santa, 
               all in stark contrast -- To the SCREAMING we hear, dimly, 
               from within.

               INT. DINER - SAME

               Hostage drama, unfolding. The perp's a big ugly meatloaf 
               with his mitts on a waitress. She's sixteen, she's a baby. 
               She's sucking the barrel of his shotgun. His finger on the 
               trigger. From outside, we hear the COPS:

                                     COP VOICE (O.S.)
                         GIVE YOURSELF UP AT ONCE. LEAVE THE 
                         BUILDING, HANDS ON HEAD. DROP THE 
                         WEAPON, REPEAT, DROP THE WEAPON.

               Mr. Shotgun snorts laughter. Does a little dance, yells:

                                     MR. SHOTGUN
                         I'm the man! I'm the man! I elicit 
                         the explicit!

               EXT. DINER - SAME TIME

               The police are just starting to re-route traffic. A highway 
               cop signals to HENESSEY, "Turn around, go back."

               INT. CAR - SAME TIME

               Henessey swears. Swings wide, when suddenly a HAND clutches 
               his arm. He looks over and suppresses a shiver -- Samantha's 
               eyes have gone dead and cold. She lights a cigarette, shakes 
               out the match and says:

                                     SAMANTHA
                         Go up this hill.

                                     HENESSEY
                         Why?

                                     SAMANTHA
                         *Drive up the fucking hill*.

               Now Henessey shivers. Cranks the wheel as we CUT TO:

               EXT. HILLTOP - OVERLOOKING TOWN - NIGHT

               SAMANTHA flops on the frozen ground in a stand of pine trees.

                                     HENESSEY
                         Where the shit did you get that?

               No answer. She deftly assembles the SNIPER RIFLE. Rests the 
               rifle barrel on a dead branch. Flicks on the starlight scope.

                                     HENESSEY
                         Sam, Goddammit, you're gonna kill 
                         someone! Hey!

               She ignores him. Focuses through the scope. POV SAMANTHA: 
               Framed in spectral GREEN, the diner's interior. Hostages. 
               Crying mothers. Children, catatonic.

               Through a tiny window -- a limited view of the KITCHEN. He's 
               in there. Girl, eating both barrels. Samantha's jaw tightens.

                                     HENESSEY
                         The diner...? That's half a mile 
                         away, are you fucking crazy?

                                     SAMANTHA
                         HK M-40 assault rifle. At three 
                         hundred yards, vertical drop six 
                         inches.

               Mr. Shotgun leans in. WHISPERS something to the waitress.

                                     SAMANTHA
                         Shit. He's gonna do the girl.

                                     HENESSEY
                         How the fuck can you tell?

               She steadies the rifle. Takes aim.

                                     SAMANTHA
                         I read lips.

               She fires. Splintered CRACK-!

               INT. DINER

               Mr. Shotgun dies on his feet. Outgoing matter. Flung. 
               Spattered on the grill where it sizzles along with burnt 
               hamburger. He drops. Screams. Pandemonium.

               EXT. HILLTOP - MOMENTS LATER

               Samantha slams the trunk of the Chrysler. Gets in the 
               passenger side without a word. Henessey pulls away.

               INT. CAR - DRIVING - SAME

               Samantha stares straight ahead. Gives a high, brittle laugh.

                                     SAMANTHA
                         See? Took care of it. Knew I could.

               She laughs again. Henessey favors her with a look reserved 
               for people with major deformities. Suddenly she says:

                                     SAMANTHA
                         Pull over.

               He stops the car. She gets out. Stumbles across the shoulder. 
               Kneels. Throws up. Henessey watches. Lights a smoke with 
               trembling hands.

                                     SAMANTHA
                         Had to, he... he would've killed 
                         her... Had to... Oh God I took him, 
                         such a good shot... I felt proud of 
                         it, such a shot, Jesus, *how could I 
                         be proud*...?
                              (sobs)
                         I'm scared... I want to go home...

               Henessey kneels beside her awkwardly. She clutches his 
               shoulder. Presses her head to his chest. Cries.

               EXT. THE WHITE HOUSE - ESTABLISHING - NIGHT

               Yes, it certainly is. CUT TO:

               INT. SITUATION BRIEFING ROOM - SAME TIME

               Three stories below the White House proper. THE PRESIDENT is 
               seated in his robe and slippers. Before him sits a panel of 
               three: National Security Adviser; Deputy Director of the 
               CIA; and ANOTHER MAN in his sixties, sporting a distinguished 
               mane of silver hair. The President addresses him:

                                     PRESIDENT
                         *Mister Perkins*.
                              (frowns)
                         Please, say it again, I'm a little 
                         slow. Better yet, I'll try it. You 
                         lost an operative, a trained 
                         counterassassin, and you just saw 
                         her on TV in a Christmas parade.

               The silver-haired man appears unperturbed. And no, by the 
               way, it didn't escape us that he shares his surname with 
               Caitlin's TEDDY BEAR, the one Mom named -- He nods, says:

                                     SILVER-HAIRED MAN
                         On TV, that's correct. It's two weeks 
                         old, intelligence just caught it.

                                     PRESIDENT
                         You recruited this woman in the late 
                         seventies?

                                     SILVER-HAIRED MAN
                         For Chapter, yes. I was a friend of 
                         her father's, you see, and... I took 
                         her in.

                                     PRESIDENT
                         Well, it looks like she returned the 
                         favor, now doesn't it?
                              (throws up his hands)
                         Unbelievable. You people, you dump 
                         this on me, then next week you're 
                         screaming, "Where's our funding?" 
                         Shit. I'll tell you where it is, can 
                         you say health care?

               The head of the CIA pipes up:

                                     CIA DIRECTOR
                         Mr. President, please calm down. The 
                         CIA bears no responsibility for this 
                         problem.

                                     PRESIDENT
                         Thanks for sharing, Kent. How many 
                         double agents you got on the payroll, 
                         last count...?

                                     CIA DIRECTOR
                         Sir! That controversy has been 
                         thoroughly dealt with, and if there 
                         still exists a leak, perhaps this... 
                         woman agent of his --

                                     SILVER-HAIRED MAN
                         If I may, sir, Colonel Baltimore 
                         hasn't had classified access since 
                         1987.
                              (beat)
                         But thank you, Kent, for trying to 
                         fuck me in the ass.

               He directs his baleful gaze at the President. Lights a pipe.

                                     SILVER-HAIRED MAN
                         I'm afraid rooting out double agents 
                         may have to wait. The primary threat 
                         is the woman. Her specialty is 
                         counterassassination, a horseshit 
                         turn of phrase which implies the 
                         other fellow shot first, but in point 
                         of fact she's a takeout artist of 
                         the first order. Nearly disposed of 
                         our friend the Beard down in Cuba a 
                         few years back. Specializes in long 
                         rifles, accurate to a mile and a 
                         half. Presumed dead; now, after eight 
                         years, back in the field, agenda 
                         unknown. She knows enough to hurt 
                         us. I'm frightened. Understand?

                                     PRESIDENT
                         Yes, yes. I believe you. Just one 
                         question:
                              (beat)
                         *What in pluperfect hell is she doing 
                         in a Christmas parade*???

               INT. ROADSIDE GAS STATION - NIGHTTIME

               Henessey is on the phone to his ex-wife. Glowering.

                                     HENESSEY
                         Aw, cut me a break, Fran. I been out 
                         eight months, I'm back doing skip 
                         traces, now you got me stealing 
                         fuckin' bicycles?

                                     EX-WIFE (O.S.)
                         I don't want you around Todd, hear 
                         me? Shrink told me what those men 
                         did to you in prison. This is a 
                         Christian household, my son's not 
                         gonna develop any... tendencies. 
                         Understand?

               For a moment her ignorance is so stunning he's speechless. 
               Then he slams down the phone. Cracks it. Returns to the pumps, 
               where SAMANTHA leans against his car, still dazed. Looks up 
               at him, says:

                                     SAMANTHA
                         I still can't believe it. You're 
                         saying my hands didn't even shake...?

               Henessey doesn't look at her. Puts the nozzle back in the 
               pump. Crosses to the driver side without a word.

                                     SAMANTHA
                         What's the matter with you?

                                     HENESSEY
                         You. You're the matter. Look, you 
                         wanna keep going, good luck. I'm 
                         driving back to Ohio. You're free to 
                         come with me.

                                     SAMANTHA
                         What... what are you telling me?

               He gets into the car. Starts the engine. Samantha reacts, 
               distraught. Leans in, kills the ignition. Pulls him out of 
               the car.

                                     HENESSEY
                         Goddammit, lady, I'm taking you 
                         *home*.

               She slaps him. HARD. He falls back, stunned.

                                     SAMANTHA
                         I'll spell it out for you, ready? I 
                         have no future, *I can't go home*. 
                         Until I know what's happening, I'm 
                         in *prison*, you know how that 
                         feels...?

                                     HENESSEY
                         Yeah, matter of fact. Four years 
                         inside. Marion, Illinois, real 
                         shithole. Get in the car.

                                     SAMANTHA
                         I'm sorry.
                              (clears her throat)
                         Um... what did you...?

                                     HENESSEY
                         Seven years ago, Atlanta PD. Me and 
                         my partner, we handled a lot of 
                         impounded shit. Fucker hated me, 
                         boy. One weekend, when he was 
                         conveniently gone...? Some bearer 
                         bonds disappeared from his office. 
                         And lo and behold, when the police 
                         responded to an anonymous tip, you'll 
                         never guess what just happened to be 
                         sitting in my closet.

                                     SAMANTHA
                         The bonds. Your partner put them 
                         there?

                                     HENESSEY
                              (laughs)
                         Hell no, I did, I stole the fucking 
                         things.

               He serious. Samantha frowns, a little thrown -- Then she 
               snorts, loses it. They both lean against his Chrysler.

                                     HENESSEY
                         Now every dollar I hand my kid, he 
                         asks his mother did I steal it.

               He smiles ruefully. Spits. A pause, then:

                                     HENESSEY
                         No more killing.

               Samantha's voice is cool and level:

                                     SAMANTHA
                         No more killing.

               She blows her nose.

                                     SAMANTHA
                         It was a helluva shot, wasn't it..."

                                                              DISSOLVES TO:

               ESTABLISHING - SALT & PEPPER LOUNGE - MORNING

               A gunmetal grey sky looms overhead. The aforementioned LOUNGE 
               is a faded old roadhouse, gravel parking lot strewn with mud-
               covered trucks. The kind that get a man laid in these parts. 
               HENESSEY'S PLYMOUTH pulls into the lot, rolls to a halt. 
               He'll never get any.

               INT. SALT & PEPPER LOUNGE - DAY

               Honky-tonk. SAMANTHA and HENESSEY enter, blinking in the 
               dimness. Around them, drunk mid-day cowboys. Stringy-haired 
               girls in their ample laps. SAMANTHA consults her watch:

                                     SAMANTHA
                         Quarter til. Any time now.

               They sit at the counter. Henessey flags the bartender. Signals 
               for a beer. Lights a cigarette, blows smoke:

                                     HENESSEY
                         Nice crowd.

                                     SAMANTHA
                         You're just jealous of their 
                         girlfriends.

                                     HENESSEY
                         Who wouldn't be? Corner booth, there's 
                         a beaut. While you're doing her doggie-
                         style you can pop the zits on her 
                         back.

               Samantha shoots him a look. ON A TV above the bar, a British-
               sounding CNN announcer is saying:

                                     CNN COMMENTATOR (V.O.)
                         Violence in Northern Ireland continues 
                         today, despite a plea by British 
                         prime minister John Major --

               Samantha sits up straight. Draws a sharp breath. He shoots 
               her a questioning look --

                                     SAMANTHA
                         I just... got a flash of something, 
                         I...
                              (blinks)
                         I hurt my father.

                                     HENESSEY
                         Whoa. You remember your father?

                                     SAMANTHA
                         No... that's what's strange.
                              (shakes her head)
                         If I saw him on the street, I... I 
                         wouldn't... oh.

               She rubs her eyes. Her voice breaks. She's utterly miserable. 
               Henessey leans in, says softly:

                                     HENESSEY
                         Ms. Caine, last week at a party I 
                         ran into a girl I knew from college 
                         and we chatted for a few minutes. 
                         And it wasn't til I was driving home 
                         on the freeway that I remembered 
                         that I'd screwed her in the back of 
                         a car once.
                              (beat)
                         Everyone forgets.

               He pats her arm. Smiles reassuringly. A pause. She stares.

                                     SAMANTHA
                         That's it? That's your helpful story? 
                         Jesus Christ!

                                     HENESSEY
                         No, see, all's I'm saying is you're 
                         not alone.

                                     SAMANTHA
                         Oh, shut up.

                                     HENESSEY
                         Fine. I gotta use the head.

               He stands, heads off. Samantha nervously lights a cigarette. 
               The bartender suddenly puts a BEER in front of her. She 
               reaches for her purse. He waves it away, points beside her. 
               She turns...

               The assassin called TIMOTHY sits down two stools away.

                                     TIMOTHY
                         For you. Another in a long line of 
                         bad investments.

                                     SAMANTHA
                         Excuse me?

                                     TIMOTHY
                         Just saw the ring on your finger.

               He reveals a surprisingly WINNING smile, says:

                                     TIMOTHY
                         Do I know you from somewhere...?

               Grimaces:

                                     TIMOTHY
                         Whoa. Back up. Total pickup line, 
                         let's forget I said that.

               Still staring in her eyes. Noting absolutely NO RECOGNITION 
               on her features. She gives him a cursory smile.

                                     SAMANTHA
                         Thanks for the drink. But no. I don't 
                         know you.

               Timothy nods slowly.

                                     TIMOTHY
                         No, you don't, do you...? I'd know 
                         if you did. I can tell if someone's 
                         lying.
                              (smiles)
                         Sorry to bother you.

               He takes his own drink and crosses to a back booth. Sits, a 
               very puzzled look on his face. Adjusts his coat collar, 
               whispers into a concealed transmitter:

                                     TIMOTHY
                         Okay, people, I got what I needed. 
                         Wait until she comes out. Then do 
                         them both.
                              (beat)
                         Walk soft, we got local law.

               He sits back as TWO SHERIFF'S DEPUTIES suddenly enter, doffing 
               their stetsons. Cross to the bar. HENESSEY, coming out of 
               the bathroom. Sees the deputies. Grabs SAMANTHA by the elbow. 
               Tosses down a fin, steers her toward the door.

                                     SAMANTHA
                              (sotto)
                         What are you doing?

                                     HENESSEY
                         Pork. On your nine.

                                     SAMANTHA
                         So?

                                     HENESSEY
                         So you shot a guy in the head 
                         yesterday. We wait outside.

                                     SAMANTHA
                         It's freezing.

                                     HENESSEY
                         Too bad. People shouldn't shoot other 
                         people in the head. Just themselves. 
                         During that show with the little 
                         girl who's a robot.

               EXT. SALT & PEPPER LOUNGE - SAME TIME

               They emerge into the chill air. Breath pluming from their 
               mouths. Samantha surveys the parking lot. Grabs Henessey, 
               points --

               A LATE-MODEL CAR pulls into the gravel lot. Stops.

                                     SAMANTHA
                         Bingo. That's an old guy's car.

                                     HENESSEY
                         How do you know?

                                     SAMANTHA
                         Because there's an old guy in it. 
                         Come on.

               They cross toward the car. She frowns, points to his coat.

                                     SAMANTHA
                         Gun bulge.

                                     HENESSEY
                         You think I'm gonna shove it down my 
                         pants? Shoot my damn dick off.

                                     SAMANTHA
                         So now you're a sharpshooter?

                                     HENESSEY
                         Ho, ho.

               As they approach the other car, the engine stops. The door 
               opens and a middle aged man emerges -- IT AIN'T NATHAN. He 
               pauses, lighting a cigarette.

                                     SAMANTHA
                         Mr. Windeman...?

               She strides right up, Henessey in tow. Flashes a dazzling 
               smile -- *Slow motion*. The guy DROPS HIS LIGHTER, darts a 
               hand inside his coat with practiced ease... Pulls out a 
               SILENCED PISTOL.

                                     SAMANTHA
                         Oh, SHIT!

               *Slow motion*. Samantha tackles Henessey. Hurls them both to 
               the ground... During their fall, STUFF HAPPENS:

               She clutches his sportcoat -- Grips his .38 special THROUGH 
               THE FABRIC and squeezes... A sharp report, BAM-! Another, 
               BAM-! The jacket, shredded. HITMAN just caught two in the 
               chest. He goes over backwards, gun spitting --

               Sam and Henessey hit the ground. *Back to regular speed*. 
               Henessey rolls over, stunned. Samantha's staring at her hand, 
               wondering how in the hell it just did that.

                                     HENESSEY
                         *Jesus wept*...!

               They scamper to their feet. Running hellbent for leather 
               toward the Plymouth... They never make it.

               ANOTHER HITMAN steps calmly from the trees. Stands at the 
               shoulder of the highway, full view of the parking lot... 
               Adopts a two-fisted stance. Draws a bead, locks on target --

               Leaves his feet.

               Takes to the air as a BLACK LE SABRE swerves off the highway 
               with no advance warning and DEMOLISHES the bastard, wham--!

               The car roars across the lot, NATHAN WINDEMAN at the wheel.

               INT. BARROOM - SAME TIME

               The snapped-in-two hitman announces Nathan's arrival by FLYING 
               THROUGH THE WINDOW in an explosion of glass. Caroms off a 
               table and bounces head over heels. Hits, dead.

               TIMOTHY swears. Leaps up and bolts for the door, right behind 
               the SHERIFF'S DEPUTIES, as

               EXT. BUILDING - SAME TIME

               The black Le Sabre SLEWS to a stop, showering gravel -- NATHAN 
               shouts at Sam and Henessey:

                                     NATHAN
                         Get in! Both of you, NOW!

               They pile into the backseat. Nathan floors it. PEELS OUT, 
               bouncing  onto the highway -- and meanwhile here comes 
               TIMOTHY. On the run. Barks into his transmitter:

                                     TIMOTHY
                         East, they're going east. *Head them 
                         off*.

               He begins to run: we have never seen anyone run this fast.

               INT. NATHAN'S CAR - DRIVING

               NATHAN kicks in the afterburners. Squinting, can't see... 
               WIPERS, squeaking to and fro. Erasing the hitman's blood.

               Henessey is trembling; Samantha comatose. Nathan steals a 
               look in the rear view mirror. Gets his first good view of 
               Samantha. Reacts, stunned:

                                     NATHAN
                         Charly. Jesus Christ, I don't believe 
                         what I'm seeing, you're so *fat*.

               This is not what she expected to hear.

                                     SAMANTHA
                         I'm... um, I mean... what?

                                     NATHAN
                         What in God's hell have you been 
                         *eating*, you look positively bovine! 
                         Hang on.

               50 yards down the highway. Beside a parked car, a guy with 
               an ELEPHANT GUN.

                                     SAMANTHA
                         Oh, God, no more--!

               The big rifle BUCKS concussively. The car window SPLINTERS...! 
               Does not break.

                                     NATHAN
                         Bulletproof. Put it in myself.

               Almost as an afterthought, he swerves slightly. CRUNCHES the 
               gunman against the parked car. Shatters him. His SCREAMING 
               VISAGE goes by an inch from Samantha, he coughs blood onto 
               her window...

               EXT. FROZEN WOODSCAPE - SAME TIME

               Timothy, on the move. RUNS, breakneck through the woods. 
               Jumps fallen logs. Ducking, swerving. In and out through the 
               trees, as

               INT. NATHAN'S CAR - DRIVING

               Scenery whips past. In the backseat, Henessey is trembling; 
               Samantha comatose. Nathan snaps his fingers sharply:

                                     NATHAN
                         Charlene, darling --

                                     SAMANTHA
                         My name is Caine. Samantha Caine.

                                     NATHAN
                              (exasperated)
                         Yes, yes, you said that on the phone. 
                         *Must* I point out to you that the 
                         letters in the name SAM CAINE, when 
                         rearranged, spell out AMNESIAC? Your 
                         mind was missing a name, so it simple 
                         invented one that was an anagram of 
                         your current condition.

               Samantha reacts, floored.

                                     NATHAN
                         Dammit, Charly. The schoolteacher, 
                         that was your cover! Your memory was 
                         gone, you got confused and you BOUGHT 
                         YOUR OWN COVER. This ridiculous Ohio 
                         housewife business, it's a fantasy, 
                         you *wrote* the bloody thing!

                                     SAMANTHA
                         It's not a fantasy, *I'm in the 
                         fucking PTA*.

                                     NATHAN
                         Then quit. You're an assassin for 
                         the United States government.
                              (beat)
                         I ought to know, I trained you.

               Henessey is so shocked he's LAUGHING:

                                     HENESSEY
                         Beautiful. Fuckin' beautiful.

               EXT. SHEER EMBANKMENT - OVERLOOKING HIGHWAY - SAME TIME

               A forty foot embankment, damn near vertical. Plunging to the 
               road below. Topped by a chain-link FENCE.

               Timothy hits the fence at a dead run. Up and over. Pitches 
               head over heels down the embankment, BOUNCING. Hits bottom 
               in a shower of dirt, rolls, comes up... .357 AMP in a two-
               fisted grip, and *there's Nathan's car*. Blows by, doing 90.

               Timothy swivels calmly, BLASTS AN ENTIRE CLIP at the 
               retreating car. Shot after shot, like a machine --

               INT. NATHAN'S CAR - SAME TIME

               Sam SCREAMS as the side windows COLLAPSE INWARD. Nathan rides 
               the wheel, swerving.

                                     HENESSEY
                         *What happened to bulletproof*?

                                     NATHAN
                         *The side windows were next, I swear*.

               BACK WITH TIMOTHY

               Watching them go. Oh, well. He tried, right...? Did his best, 
               tomorrow's another day --

               Without missing a beat, Timothy walks out in the middle of 
               the road. ANOTHER CAR, coming. Sports car. He snaps in a 
               fresh clip. Raises his fist and PUMPS ONE through the fast-
               approaching windshield. Kills the driver.

               The car throws a skid. Slewing SIDEWAYS at him. Onrushing 
               juggernaut, immense...!

               He vaults the hood without breaking stride. Catches the drive-
               side doorhandle, jerks -- then he's in, and out comes the 
               corpse and the car *never stops moving*.

               Completes an out-of-control 360, showering muddy water... 
               and then he's stomping the gas. Utterly relentless. Leaving 
               behind a wet and very surprised-looking corpse.

               INT. STOLEN CAR

               Timothy GUNS IT, eyes locked dead ahead on the Le Sabre -- 
               Hears a SCREECH. Whips his eyes to the rearview mirror: POLICE 
               CRUISER. Fishtailing onto the road behind him. Falls in 
               behind, SIREN wailing. One of the deputies from the bar.

               INT. NATHAN'S CAR - DRIVING - SAME TIME

               Nathan fishes a gun from his coat. Hands it to Samantha.

                                     NATHAN
                         Here, you might as well have one 
                         too.

                                     SAMANTHA
                         My God. How many do you carry?

                                     NATHAN
                         Three. One shoulder, one hip, and 
                         one right next to Mr. Wally --
                              (pats his groin)
                         Where most patdowns never reveal it, 
                         as an agent is often reluctant to 
                         feel up another man's groin.

               Henessey looks out the back windshield, says:

                                     HENESSEY
                         Got a tail.

               Nathan looks, SWEARS. The chase car's gaining on them.

                                     NATHAN
                         Lucky bastard found the only cool 
                         car in the fucking midwest.

               He accelerates into a curve. Rockets past a connecting road, 
               as, without warning -- ANOTHER COP CAR skids out of the side 
               road, after him. The other deputy...

               TIMOTHY, boxed. Going too fast, swerves...! PLOWS into the 
               deputy headlong. BROADSIDES him. Glass flies. The cop car's 
               TIRES blow out as it's SPUN 180 degrees... Timothy's car 
               careens into a GULLEY --

               BAM-! Hits a dead stop. Hood shears off, goes flying. Back 
               end sticking up, tires spinning... The horn blares 
               continuously.

               UP ABOVE: The other cop arrives, brakes to a halt -- Door 
               opens and out he comes. Helps Deputy #2 clamber from his 
               crippled black-and-white.

               Together they leap down into the gulley, guns drawn. Cringing 
               as the long HOOOOOOOONNNNNK continues unabated. Approaching 
               the crashed car. Walking up, guns at their sides... TWO SHOTS. 
               They jitter and twitch. Topple over dead, slide to the bottom 
               of the gulley.

               INSIDE THE CAR, we see that a very annoyed Timothy is also 
               very conscious. Splayed against the driver's side door. 
               Holding one hand down on the horn, HOOOOOOOONNK... He releases 
               it. Horn stops. On the radio Conway Twitty is singing. He 
               puts a shot through the radio. Silences it.

               Climbs from the car and stares off down the road. Of Nathan 
               and his companions, there is neither whisper nor breath...

               EXT. ROADSIDE - LATE AFTERNOON

               Nathan has pulled over in a grove of pine trees. The car is 
               covered with branches. He watches through a gap as two police 
               cars go by on the distant highway.

                                     NATHAN
                         Your father was in the British SIS, 
                         assigned to the Irish situation. 
                         After he was murdered in 1971, his 
                         friend Perkins recruited you for 
                         Chapter, a black bag operation working 
                         out of the U.S. State Department.

               Charly is overloaded. Trying to keep up, not wanting to:

                                     NATHAN
                         Fall, 1987: Presidential orders come 
                         down. You're to flush out a terrorist 
                         by the name of Daedalus. You never 
                         complete the mission, electing instead 
                         to die, of all things, despite clear 
                         orders to the contrary. And dead you 
                         remain until, without preamble, you 
                         re-emerge, eight years later and 
                         fifteen pounds heavier.

                                     SAMANTHA
                         Would you lay off the weight?

                                     NATHAN
                         I think we can safely assume Daedalus 
                         is aware of your resurrection and is 
                         attempting to reverse it. *Damn*, I 
                         can't drive around in this thing.
                              (beat)
                         Any idea where we can go to stash 
                         this car?

               IN SAMANTHA'S LAP

               Her fingers unconsciously fiddle with something. Damp, 
               crumpled. The ENVELOPE. One address left.

                                     SAMANTHA
                         This address...? I... I recognize it 
                         now. I think it belongs to a friend.

               Henessey stares at her. As Nathan reaches for the envelope, 
               his coat falls open and Samantha GASPS; his left side is 
               soaked with blood.

                                     NATHAN
                         Perhaps you'd best drive.

               EXT. HOUSE IN THE COUNTRY - DAY

               The house is actually an old converted MILL. Beyond it, frozen 
               landscape stretches to the lakeshore. In the BARNYARD, a 
               scruffy looking COWBOY TYPE is splitting logs on a tree stump. 
               Drops the axe. Scoops up an armload of firewood. Comes around 
               the corner --

               Drops the logs, startled. AN UNLIKELY TRIO approaches. NATHAN, 
               sweating. Pasty. Levels a revolver. Samantha says:

                                     SAMANTHA
                         Don't be afraid, we don't want to 
                         hurt you.
                              (beat)
                         I just want to know who you are.

               Seeing her, his eyes go wide -- He locks her in a whooping 
               BEAR HUG, shouts:

                                     MAN
                         CHARLY, BABY!!

               Picks her up, SPINS HER around, laughing... Henessey and 
               Nathan stare. Befuddled.

               TIME CUT - MINUTES LATER

               The strange man (let's call him LUKE) stands awkwardly in 
               the dooryard. Shifting from foot to foot. NATHAN watches him 
               dispassionately from the tree stump. Gun on his knee.

                                     LUKE
                              (sighs)
                         Look, is this America's Funniest 
                         Practical Videos or something?

               The DOOR bangs open and Samantha comes out of the house. 
               Carrying bandages. Alcohol. Crosses to the tree stump, kneels 
               before Nathan. His voice is a harsh rasp:

                                     NATHAN
                         Let me do it.

               He bats her away, administers his own first aid. LUKE pipes 
               up, exasperated:

                                     LUKE
                         I can't believe you don't remember 
                         dating me. Charly, please, you pursued 
                         me for months.

                                     SAMANTHA
                         Yeah, well. I caught you and forgot 
                         you. Sorry.

                                     LUKE
                         It's December, you'll remember. 
                         Right...?

               He chuckles. Looks at her face. Stops chuckling, takes a 
               sudden interest in the ground. Sam crosses to HENESSEY, 
               standing nearby. Takes him aside, whispers:

                                     SAMANTHA
                              (sotto)
                         This is ridiculous. What do we do 
                         with this guy?

                                     HENESSEY
                         Don't ask me, I just work here. Did 
                         you bump pelvises with him or not?

                                     SAMANTHA
                         It's possible.

                                     HENESSEY
                         And you kid, Cathead --

                                     SAMANTHA
                         Caitlin.

                                     HENESSEY
                         Yeah, whatever. Um, could he be 
                         the...?

                                     SAMANTHA
                         I don't know.
                              (beat)
                         It's coming back, though. All these... 
                         little details about him.

               She studies Luke. Frowning. Concentrating.

                                     SAMANTHA
                         I know he's got a pin in his leg, 
                         car accident. I know he cuts his own 
                         hair... thinks Rush Limbaugh's an 
                         ass. I know he sits down when he 
                         pees. I know --

                                     HENESSEY
                         Enough. You're giving me a stiffy.

               Just then NATHAN is hit with a dreadful-sounding cough. It 
               wracks him. Doubles him up. LUKE blurts out:

                                     LUKE
                         Goddammit, he's *dying*. Let me call 
                         the poor bastard an ambulance!

               Nathan grits his teeth:

                                     NATHAN
                         *No ambulance*. The car I ordered 
                         will be here soon.

                                     SAMANTHA
                         Mr. Windeman, please let him help 
                         you. I know this man, I... I'm pretty 
                         sure I slept with him.

               Nathan presses a bandage to his side.

                                     NATHAN
                         I'm about to faint... And if you 
                         call an ambulance, I will fucking 
                         kill you.

               He pitches forward into Henessey's arms.

               EXT. SHADED PORCH - MID-AFTERNOON

               Beside the lakeshore LUKE AND SAMANTHA walk side by side. 
               RACK FOCUS to the porch: NATHAN is laid out on a chaise 
               lounge. Henessey beside him, applying cold compresses. The 
               older man stirs, coming awake... Tries to sit up, Henessey 
               nudges him flat again.

                                     NATHAN
                         Where's Charly...?

                                     HENESSEY
                         Relax. She's with Luke. That's his 
                         name, Luke.

                                     NATHAN
                         Goddammit, I told you --

                                     HENESSEY
                         Yeah, yeah, we weren't real big on 
                         what you told us. I had him call you 
                         an ambulance, so shoot me. Should be 
                         here within fifteen minutes.

               Nathan groans. Henessey presses a cloth to the man's head.

                                     HENESSEY
                         The guy's story checks out. Sam knows 
                         things about him. Stuff only a lover 
                         would know.

                                     NATHAN
                         Sod that... just watch them.

                                     HENESSEY
                         Don't worry about it. Chick signs my 
                         checks, I'm gonna watch her get aced? 
                         Lie back down.

               Nathan swallows. Grimaces. Lies back down.

                                     NATHAN
                         Checks. You're not fooling anyone, 
                         dear boy.
                              (bemused)
                         You'd wash her feet and drink the 
                         water... wouldn't you?

                                     HENESSEY
                         Cut me a break, nimrod. She's married 
                         with a kid.

               Busted. Nathan coughs. Speaks, eyes faraway:

                                     NATHAN
                         My star pupil...
                              (smiles thinly)
                         That man in Pennsylvania yesterday... 
                         The one at the diner, that was hers, 
                         wasn't it...?

                                     HENESSEY
                         How'd you know?

                                     NATHAN
                              (nods)
                         I saw the news report, they found a 
                         shell casing a thousand yards away, 
                         helluva shot.

                                     HENESSEY
                         Tell me about Daedalus, what's his 
                         story?

                                     NATHAN
                         Arms broker, man without a face. 
                         Veteran of Baader-Meinhoff and the 
                         Red Brigades. He's rumored to be 
                         based in the U.S. Doesn't travel 
                         much, they say. Too afraid of metal 
                         detectors, the poor sod's got a foot-
                         long piece of steel in his leg.

               At which point, Henessey stops. Frowns.

                                     HENESSEY
                         Come again?

                                     NATHAN
                         A pin, Mr. Henessey. A surgical pin.

               He scuffs his shoe in the porch dust. Eyes narrowed:

                                     HENESSEY
                         Where the hell...? I know I just 
                         heard that somewhere, something about 
                         a...

               His eyes widen:

                                     HENESSEY
                         Oh, fuck.

               Points to the lake:

                                     HENESSEY
                         Nathan, that son of a bitch has one 
                         in *his* leg.

               Nathan freezes, thoughts racing... swears violently:

                                     NATHAN
                         You blithering idiot, the son of a 
                         bitch wasn't her lover, he was her 
                         target, he's Daedalus!

                                     HENESSEY
                         Oh, Jesus...! That's how she knew 
                         all that shit, not from *dating* him -- 
                         she *studied* the fucker to take him 
                         out!

               He takes off for the lake at a dead run. Behind him, the 
               bloodied Nathan DRAGS himself to his feet and lurches off 
               the porch, stumbling. Weaving. Refusing to go down.

               AT THE LAKESIDE -- Luke walks behind Samantha. Talking softly 
               in her ear, smiling... She hears something. A RATCHETING 
               noise, drawing closer, hmmm...? Looks up. Wishes she hadn't -- 
               A BELL RANGER HELICOPTER is descending over the lake. Inside, 
               TIMOTHY shoulders a bolt action rifle, coolly professional.

               FIRES, kicks up dirt at Henessey's feet. Stops the fucker 
               cold. On the shore, LUKE smiles at Samantha, says:

                                     LUKE
                         Sure don't look like an ambulance, 
                         does it?

               SLUGS HER IN THE FACE. Drops her to the ice like a broken 
               doll.

                                                              CUT TO BLACK:

               Black indeed. Deep. Empty. Out of the darkness, we hear a 
               NEWS COMMENTATOR. Voice scratchy. Indistinct. Far away or 
               long ago...

               A TELEVISION IMAGE fills the screen. Black and white. Grainy. 
               The legend: BELFAST, NORTHERN IRELAND, over footage of a 
               sidewalk bombing. We're back in time, the year 1971. A crisp-
               looking BRIGADIER is speaking to the off-camera reporter:

                                     BRIGADIER
                         ...the bombing has been linked to 
                         the Ulster Volunteer Force, which, 
                         as you know, is the counterpart of 
                         the provisional IRA and the most 
                         violent of the Protestant Paramilitary 
                         groups.

               An ANNOUNCER's face replaces him:

                                     ANNOUNCER
                         Despite threats of reprisals, 
                         Brigadier Baltimore repeats that he 
                         will seek to cut UVF supply lines, 
                         especially from Tripoli, Lybia. U.S. 
                         President Nixon concurs that...

               PULL BACK TO REVEAL

               A battered TV, volume turned low. Snoozing in a chair, a 
               rumpled older man -- It's the BRIGADIER, the one we just saw 
               speaking on TV. A CALENDAR on the table identifies the date 
               as June 23, 1971.

               IN THE NEXT ROOM

               Girlish decor. Pinups of rock stars. A YOUNG GIRL is awake, 
               dressed and currently stuffing two pillows under a blanket. 
               She inspects her handiwork. Human-looking lump. Turns, 
               satisfied.

               One last look at the WOODEN JESUS on the wall -- Creeps from 
               the room. Past the sleeping Brigadier. To the front door. 
               She checks over her shoulder, nervous. Taps out five digits. 
               Shuts off the alarm. Unlocks the door and slips out.

               EXT. STREET - BELFAST - NIGHT

               The boy's name is GREGORY. Sixteen, with a quick, easy grin. 
               Huddled beneath a tree with him, the girl is gelatin.

                                     GREGORY
                         You've never made it with a boy, 
                         then?

                                     GIRL
                         There's nothing odd about it. I'm 
                         only sixteen.

                                     GREGORY
                         Rubbish.

                                     GIRL
                         What?

                                     GREGORY
                         You're fourteen and not a day more. 
                         Here now, I'm right, you're blushing.

                                     GIRL
                         Look, what if I'm ignorant? It's my 
                         father, we never stay in one place, 
                         I never meet bloody anyone.

                                     GREGORY
                         Saw him on the telly. Think he'd 
                         kill me? I'm a nasty one, I am.

               He slides a hand under her sweater. She stiffens, terrified 
               and exhilarated, as he gently strokes her nipple with a thumb.

                                     GREGORY
                         You know what, I'll bet you've never 
                         even kissed a boy... now, have you?
                              (beat)
                         Aye, but you want to...

               He leans in. She leans forward. A jerky, tentative duckling 
               on the road to swan-dom. Their lips touch.

               Across the road, THE WINDOWS BLOW OUT in her father's flat. 
               She spins, scream caught in her throat -- as ARMED MEN rush 
               from the house. Through the door, the one she left unlocked. 
               Stutter of SMALL ARMS FIRE. She whirls on Gregory, realizes 
               only then that the guy is LAUGHING.

                                     GREGORY
                         Thanks for shutting off the alarm, 
                         you bloody Papist bitch.

               He slaps her full across the face.

                                     GREGORY
                         Tell the press the Ulster Force claims 
                         full credit.

               He spins and flees.

               INT. BRIGADIER'S FLAT - MOMENTS LATER

               Girl, moving. Walls racing past, shot to PIECES, run run run 
               into her bedroom and LURCHES to a stop, screaming:

                                     GIRL
                         *DA*!

               Propped against the wall. By the bed. He's still alive. 
               Incredibly. The man has DRAGGED himself in here. He refused 
               to die, simply couldn't, you see... Not until he reached his 
               daughter.

               ANGLE ON BED

               Two pillows, jammed beneath a blanket. The Brigadier just 
               stares at them. His face slack. White and gastly. Shifts his 
               gaze to his daughter. Tears running from his dulled eyes.

                                     BRIGADIER
                         How much...

               He raises the pistol to his head.

                                     BRIGADIER
                         ...did they pay you...?

               He fires. On a young girl's dissolve into insanity we FADE 
               OUT... Sound, echoing away. Blackness, total.

               FADE IN:

               INT. BASEMENT OF OLD MILL - NIGHT

               Waking is slow.

               Samantha opens her eyes. Blinks. Hazy, out of focus. Tries 
               to rub her eyes, can't. Hands. Something's wrong, what the 
               hell'd she do with her hands...? Ah. They're stretched over 
               her head. BOUND WITH CORD. Suddenly she's very awake.

               ANOTHER ANGLE

               The basement of the old converted mill. A drafty, windswept 
               place full of old, broken timbers. A river runs through it. 
               A stream, at any rate. The waters are still and frozen now. 
               Above the stream -- A GREAT WOODEN WHEEL. Smaller corollary 
               of the wheel outside. Mounted on the same axis.

               SAMANTHA is tied to that wheel. Lashed to its SIDE, affixed 
               to it like a goddess to a Greek sailing ship. Now the bad 
               news, the ice has been chopped away so the wheel can TURN... 
               And it will plunge Samantha UNDER THE FREEZING WATER. Beneath 
               the ice. Bound hand and foot. Strapped to the wheel, wearing 
               only a nightgown, she is utterly helpless.

               THE MAN KNOWN AS DAEDALUS (AKA Luke) stands before her, giving 
               instructions to the ubiquitous TIMOTHY. He looks up at 
               Samantha. Seeing her eyelids flutter, he tosses her a cherry 
               wave. Gone is the gee-whiz country boy schtick; in its place, 
               a frightening arrogance. He tosses her his cheeriest wave:

                                     DAEDALUS
                         Well, good afternoon. If it isn't 
                         the forgetful spy. How you feeling?

                                     SAMANTHA
                         Not-so fresh.

               Samantha struggles against her bonds. No dice. Subsides. 
               Takes a look around at her predicament. TIMOTHY stands at 
               the edge of the ice. Watching her intently. Smiles thinly:

                                     SAMANTHA
                         You... you're... the man from the 
                         bar...?

                                     TIMOTHY
                         Look at her. She's not faking it, 
                         she doesn't know me from Adam.

               Daedalus shakes his head, frowning:

                                     DAEDALUS
                         It's not that I don't trust my 
                         compatriot, Colonel Baltimore. In 
                         fact, I had every confidence that 
                         your amnesia was genuine -- until 
                         you showed up *here*. You follow?
                              (beat)
                         Meanwhile, I just got around to 
                         reading the papers, there's the small 
                         matter of an incident upstate. Long 
                         range rifle shot, blew a man out of 
                         his socks.
                              (coldly)
                         You can see where I'm coming from. 
                         I'm trying to pull of the biggest 
                         job of my career. I have to know. 
                         How much you really remember... and 
                         who you've told.

                                     SAMANTHA
                         I didn't tell a soul, I swear.

                                     DAEDALUS
                         We'll soon know.

               He crosses toward a large RED BUTTON. Set into a wooden beam. 
               Samantha thrashes at the bindings. Looks down at the water 
               where it intercepts the mammoth wheel. Fighting panic:

                                     SAMANTHA
                         Is... is this a torture thing...?

                                     DAEDALUS
                         Torture, yes. The torturing of 
                         beautiful women, albeit politically 
                         incorrect, is an addiction with me.
                              (beat)
                         A woman never looks quite so beautiful 
                         as when her face is distended in 
                         pain. Witness the beauty of 
                         childbirth.

                                     SAMANTHA
                         Please, I'm getting all misty. Look, 
                         untie me, I'll make any face you 
                         want.

                                     DAEDALUS
                         Let's not, and say we did. Do you 
                         smoke?

                                     SAMANTHA
                         Smoke...? Um, no. Not... not really.

                                     DAEDALUS
                         Good. You'll last longer. Now hush 
                         yourself, and take a deep breath. 
                         We're gonna do the torture thing.

               He hits the button. An electric WHINE -- THE BIG WHEEL TURNS. 
               Feet first into the water. Struggling. Arms stretched above 
               her head. She plunges below the surface. A new dimension in 
               PAIN. Frozen, mind-numbing.

               She WRITHES against the wheel. It's like a crushing VICE is 
               ripping her limb from limb. She opens her eyes, briefly. 
               Discovers she's not alone -- A mere foot from her face, THE 
               BLOATED CORPSE of the drowned NATHAN. Staring away and away. 
               Blue with cyanosis.

               Meanwhile, back ON THE SURFACE: Daedalus turns to his right-
               hand man, who says:

                                     TIMOTHY
                         We're running on schedule, I just 
                         secured the tanker. We're borrowing 
                         it from Carbide in South Carolina. 
                         Cargo listed as fire retardant.

                                     DAEDALUS
                              (nods)
                         Juice up the bird, we head out soon 
                         as I'm done here.

               He turns. Hits the red button again. THE WHEEL reverses 
               itself. Creaks and moans, turning --

               SAMANTHA BREAKS THE SURFACE. Gasping for air. Wheezing. 
               Choking. The FREEZING WIND plasters the nightgown to her.

                                     DAEDALUS
                         Take all the air you can, that's 
                         right. If you need to vomit, do it 
                         now.

               Samantha, face twisted. Coughs. Wheezes. TIMOTHY looks her 
               in the eye... shakes his head:

                                     TIMOTHY
                         You don't remember *at all*...? The 
                         greatest night of your life, shit, 
                         drown this ungrateful wench.

               He exits. Daedalus, alone with his captive. On her features, 
               unbridled HATRED. He chuckles:

                                     DAEDALUS
                         Talk to me Colonel. Is my identity 
                         safe...? The truth, and I'll shoot 
                         you in the head. Nice and quick. 
                         Otherwise, you're in for a long night. 
                         *Who did you talk to*?

                                     SAMANTHA
                         ...Nobody... fuck you...

               He shakes his head, makes a "tsk tsk" gesture. Smiles grimly 
               as he turns his attention to the red switch.

                                     DAEDALUS
                         Hate to see you like this, Charly. I 
                         heard you were a helluva spy once.

               Without warning, her head snaps upward -- Eyes cold. Voice, 
               not her own:

                                     SAMANTHA
                         Watch your back. I'm not done yet.

                                     DAEDALUS
                         That's a very funny joke. You're an 
                         entertaining woman. Good night.

               He hits the button. She plunges beneath the surface. Daedalus 
               walks over to one corner. Sits down. Takes out a pipe. Lights 
               it. Picks up a book. Reads. And reads.

               UNDERWATER -- Sam THRASHES and jerks, to and fro. Dead Nathan, 
               mocking her. There, under the water, the memories come... In 
               a flood. Stark and vivid.

               MEMORY FLASH - THE YEAR

               THE TRUNK OF A CAR opens, revealing a patch of night sky. 
               Mostly obscured by two familiar individuals --

               There's ONE-EYED JACK, remember him? Few years younger. One 
               eyeball heavier. The other man is TIMOTHY. He looks in the 
               trunk. Nods.

                                     TIMOTHY
                         Okay, I'll signal Daedalus. Your 
                         money will be waiting, and Jack...? 
                         Do yourself a favor, do her and dump 
                         her, I'm serious. Don't get cute, 
                         try to play doctor first. I made 
                         that mistake.

               The lid SLAMS SHUT.

               BACK UNDER THE WATER

               The world of rushing MADNESS, memories unspooling now, faster 
               and faster --

               MEMORY FLASH: A CLIFF overlooking the ocean. Darkness. 
               Sheeting rain. Our heroine (for it is unquestionably SAMANTHA) 
               is lying unconscious atop a rocky bluff. Drenched.

               ONE-EYED JACK produces a SYRINGE from a leather case. Rolls 
               up her sleeve. Starts to administer the injection. Stops. He 
               can't resist... Can't help LOOSENING the buttons on her shirt.

               Her eyes snap open. And before it even registers, she's 
               grabbed the hypodermic and plunged it deep INTO HIS EYE --

               Then she's up and running. Along the cliff, toward the car... 
               Jack, HOWLING in pain, stumbling... Draws his gun and shoots 
               her. In the head.

               She pitches backward. Tumbles from the cliff...! Rushes 
               headlong toward the waters below, getting smaller --

               INT. BASEMENT OF OLD MILL - THE PRESENT

               Here. Now. She breaks the surface. Gasping for breath. 
               SHRIEKS, a sound ripped from her by the PAIN, the COLD --

               By her ruptured sanity. She hangs there. Drenched. Half 
               frozen.

               DAEDALUS can't help it. A chill dances up his spine, 
               watching... She is not afraid. She is not whimpering. She is 
               looking directly AT HIM. With a sick smile.

                                     CHARLY
                         Daedalus... Make you a deal... Let 
                         me go now...? I'll leave you the use 
                         of your legs... Bargain, trust me...

               Daedalus struggles to recover his poise.

                                     DAEDALUS
                         How did you find me? Who knows about 
                         this place, WHO HAVE YOU TOLD?

               Charly's eyes bore into his:

                                     CHARLY
                         I let you touch me, cowboy... I think 
                         I need a bath.

               Daedalus stabs the red button. THE BIG WHEEL TURNS... Into 
               the water goes Charly. Going down for the third time.

               UNDER THE WATER - HELL - SAME

               Here we are again, in the world of silence and blinding PAIN. 
               Despair and madness but now there's something else -- Now 
               there's RAGE.

               It takes losing most of the FLESH from her right wrist... 
               But she frees the hand. WRENCHES it loose. The water turns 
               soupy red around it. GROPES, blindly. Fingers NUMB, so fucking 
               cold -- Breath, running out. No air. NO TIME.

               She darts her right hand forward. Toward the obscenely bobbing 
               CORPSE of Nathan. Does something grotesque, jams her hand 
               DOWN THE CORPSE'S PANTS --

               Hideaway gun, it's right where he said, right beside Mr. 
               Wally. PSP-25. Semi-auto, steel jackets. She waits. Rage 
               inside her. Death in her hands.

               MEANWHILE, BACK ON THE SURFACE

               The wheel CREAKS. Groans. The terrorist in the western boots 
               watches her emerge, face first -- She comes up firing.

               The first slug takes him in the knee. Blows it to scraps. He 
               collapses, howling. She shifts aim. THE RED BUTTON. No 
               hesitation. BLAM-! Hits it DEAD ON. Stops the wheel. 
               Incredible.

               Doesn't blink. Unties her captive hand. BLOWS TO SPLINTERS 
               the wood surrounding her feet. Leaps to solid ground, as

               ANOTHER ANGLE

               Daedalus looks up from his prone position. In agony. A vision 
               from Hell approaches: A fiendish blue-skinned woman in a 
               sodden nightgown. Blood leaking from one wrist. She has risen, 
               REBORN, from the icy waters.

                                     DAEDALUS
                         Samantha... Please...!

                                     CHARLY
                         Who's Samantha?

               She shoots him in the other knee. He HOWLS. Gun, empty. She 
               tosses it aside. In a nearby crate: ASSAULT RIFLES. Snatches 
               up a Kalashnikov and clip. Kneels and says:

                                     CHARLY
                         You see in the movies, badguy says, 
                         "Talk to me and I'll let you live." 
                         We're gonna run a variation, it goes 
                         like this: Talk to me...? I'll let 
                         you die.

               She fires again.

                                     CHARLY
                         Where's Henessey...?

               INT. ROOT CELLAR - WITH HENESSEY

               The detective lies naked, bound hand and foot. Beaten. 
               FREEZING. A single ray of LIGHT through a tiny crack.

               He hears a SPLINTERING noise, as if a door's been ripped 
               from its hinges. Pause -- A FUSILLADE of gunfire. Shouts, 
               cries. A heavy weight SLAMS to the floorboards above him. 
               Through a crack comes a tiny stream of BLOOD, dribbling onto 
               him, as --

               EXT. OLD MILL - SAME TIME

               TIMOTHY bolts from the house, clutching a bleeding hand. 
               Running hellbent for leather. Reaches a parked car. Leaps in 
               and kicks over the engine as, behind him --

               MORE MEN come piling out of the house, shouting. Running for 
               their cars -- never make it. CUT DOWN IN THEIR TRACKS. Wracked 
               by gunfire, bodies twitching...

               And as Timothy PEELS OUT, spraying mud, we pull UP, UP, AND 
               AWAY... Into the sky, moving ever higher, gunfire fading... 
               Until now we're WAY UP, we can see Timothy's car... the OLD 
               MILL, ever so tiny below us...

               It blows to pieces. Sends flaming boards flying STRAIGHT UP 
               AT US.

               INT. VICTORIAN BUILDING - CHAPTER HQ - NIGHTTIME

               The door bursts open as PERKINS stalks in, shedding his coat. 
               His aide -- let's call him HARRY -- looks up nervously.

                                     PERKINS
                         This can't happen, Harry. The 
                         President's already up at night, 
                         prowling his sock drawer for double 
                         agents, and now we've got a fucking 
                         rogue on our hands.

                                     HARRY
                         Sir, there's someone in the conference 
                         room to see you.

                                     PERKINS
                         Oh, for the love of Christ, who can 
                         be so fucking important?

               He throws open a door off the passage: THERE'S TIMOTHY. 
               Perched on the edge of a conference table, tamping a pack of 
               smokes. Perkins reacts, stunned.

                                     TIMOTHY
                         It's me, your poor black cousin. The 
                         one you can't be seen with.

                                     PERKINS
                         *You*...! Are you crazy, coming here??

                                     TIMOTHY
                              (Lights a cigarette)
                         My boss is dead.

                                     PERKINS
                         What...?

                                     TIMOTHY
                         Your rogue bitch just took him out. 
                         Probably went shopping in his weapons 
                         storage too.

               He blows smoke. Trains his eyes on the older man. Piercing.

                                     TIMOTHY
                         We're still on, Perkins. I've got 
                         the tanker, the chemist, all ready 
                         to go... but you gotta contain her, 
                         man. We gotta step on her hard and 
                         fast.

               An agent on the SWITCHBOARD calls out:

                                     SWITCHBOARD
                         You have a call on line three, sir.

                                     PERKINS
                         Who is it?

                                     SWITCHBOARD
                         Charly Baltimore, sir.

               Perkins stops dead. Lunges for the phone, nearly drops it:

                                     PERKINS
                         Perkins.

               INTERCUT - OUR HEROINE AT PAY PHONE

               We only see her mouth. Set in hard, grim lines. She says:

                                     CHARLY
                         It's cold, I want to come in.

                                     PERKINS
                         Charly...? Oh, my God, what the hell 
                         are you *doing*? Listen to me, I'm 
                         going to direct you to a safe house, 
                         get you on a plane --

                                     CHARLY
                         Can the bullshit, I'm not telling 
                         you where I am. I'll come in for a 
                         full debriefing, but we do it my 
                         way.

                                     PERKINS
                         Charly, you're being paranoid. It's 
                         not like it used to be, you're eight 
                         years out of date.

                                     CHARLY
                         Do tell.

                                     PERKINS
                         Congress won't authorize a dime, 
                         Charly. Chapter's on the way out, 
                         we've been reduced to a records-
                         keeping agency, we *don't have enough 
                         money to kill you*, understand...?

                                     CHARLY
                         Fuck you, Perkins. If you want me 
                         dead, you'll pass a hat in the typing 
                         pool to buy bullets. We do things my 
                         way.

                                     PERKINS
                         Your way, I see. And if I say go to 
                         hell?

                                     CHARLY
                         From where I stand, it ain't much of 
                         a commute. You'll hear from me.

               She clicks off. Perkins darts a look at the techie -- guy 
               shakes his head, no go on the trace. Perkins swears.

                                     PERKINS
                         She mustn't threaten our success. 
                         Contain her, whatever it takes. But 
                         be *careful*. If it gets out you're 
                         working for me... we'll both be 
                         grabbing our ankles on the White 
                         House lawn.

               ESTABLISHING SHOT - ATLANTIC CITY, NEW JERSEY - NIGHT

               There. Thank you, New Jersey, that'll be all. You can go 
               now. Um, please.

               INT. HOTEL SUITE - ATLANTIC CITY - NIGHT

               Waking is slow for Mitch Henessey. He swallows dryly. Eyes 
               creak open, struggle to focus... Hears WATER running. A 
               shower. Squints at his watch. He's not wearing a watch, he 
               knew that... In BED, naked. Chest swathed in bandages, what 
               the hell...? He pokes them. Jerks his head, hissing in pain.

               EXT. LIVING ROOM OF SUITE - WITH HENESSEY - NIGHT

               Henessey lights a smoke at the bar. Flicks the match in a 
               trashcan. Starts to go, stops... Reaches into the can. Plucks 
               out a tiny scrap: PHOTOGRAPH, ripped in two.

               A photo of Hal and Caitlin.

               He pockets it, disturbed. Crosses to the bathroom door. The 
               shower has stopped. Raises a tentative hand, starts to 
               knock... It OPENS. There, in a thin silk robe, is a WOMAN, 
               swabbing at her hair.

               She breezes out of the bathroom all chipper, like nothing's 
               unusual. Notices Henessey cursorily. Raises a finger: "one 
               sec." Lowers her head and shakes it like a terrier, spraying 
               him.

               He cannot stop staring. It's Samantha, it *has* to be...

               Now she's BLONDE, though. Hair clipped short. Bobbed. Blood-
               red fingernails. Red cotton shift, legs for days.

               Then, she *smiles* at him -- and it's not her, not Samantha.

               Amnesia's over, folks, because we're clearly looking at a 
               changed woman: This one's name is CHARLY BALTIMORE, and she 
               hasn't seen the light of day in eight years.

                                     CHARLY
                         Hey, Mitch. Glad you're awake. Uh-
                         oh, you're seeping.

               She grabs a washcloth. Frowns, says:

                                     CHARLY
                         Here, look at this.

               With that, she opens her robe and exposes her breasts. 
               Henessey perks up considerably -- then SCREAMS as she RIPS 
               the gauze from his chest. She clinchs the robe again.

                                     HENESSEY
                         Ah, that hurt like shit!!

                                     CHARLY
                         That's why I distracted you first.
                              (dabs at his wounds)
                         Same principle as breaking in virgins.

                                     HENESSEY
                         Same as -- virgins, *what*...?

                                     CHARLY
                         Saw it in a Harold Robbins book. Guy 
                         bites her on the ear as he goes in. 
                         Distracts from the pain. You ever 
                         try that?

                                     HENESSEY
                         No, I slug 'em in the jaw and yell 
                         "pop goes the weasel," what the fuck 
                         are you talking about? Who are you??

                                     CHARLY
                         Name's Charly. The spy. Nice to 
                         meet'cha. Drink?

               INT. CASINO BAR - EVENING

               Henessey watches, fascinated. All the little mannerisms, the 
               differences. Shaking out a match, running a hand through her 
               hair... And never missing a thing, eyes constantly roving, 
               scanning. Guard never down. She plucks a drink from a nearby 
               table, steals it outright.

                                     CHARLY
                         See? Sit next to the dance floor, 
                         every drink's free. People finish 
                         dancing, they think the waiter lifted 
                         'em.

               Henessey grimaces. Clears his throat, says:

                                     HENESSEY
                         I'm confused. Gimme a minute.

                                     CHARLY
                         Take two, they're small.

               She knocks back her drink. No hesitation. Henessey shifts 
               uncomfortably, lights a smoke.

                                     HENESSEY
                         Okay. Let's say I buy it. You're 
                         actually a trained killer, Jesus, I 
                         can't even say it with a straight 
                         face.
                              (frowns)
                         So then... Samantha, she...

                                     CHARLY
                         Never really existed. Like Nathan 
                         said, she was a total fabrication, I 
                         made her up.

                                     HENESSEY
                         Fabrication. And now she's just... 
                         gone? Forever and ever?

                                     CHARLY
                         Thank God. Look at my inordinately 
                         large ass, look what she did to me.

               Henessey squirms, this one's gonna take some time to digest.

                                     HENESSEY
                         Pretty convincing act.

                                     CHARLY
                         Guess so.

                                     HENESSEY
                         I mean, her personality, it had to 
                         come from *somewhere* --

                                     CHARLY
                         Change the subject. Better yet, steal 
                         me another drink.

               Henessey sighs. Next to him a couple get up to dance. He 
               reaches over and lifts their beers.

                                     HENESSEY
                         Drink up. What's next?

                                     CHARLY
                         I called Chapter. I'm trying to bring 
                         us in from the field alive...

                                     HENESSEY
                         Chapter. Can you trust them?

                                     CHARLY
                         Not sure. Until I know, you might 
                         wanna stay away from curbs.

               He looks at her, confused:

                                     CHARLY
                         They like to push people in front of 
                         buses.

               Didn't need to know that. A DANCING SANTA goes by:

                                     SANTA CLAUS
                              (bad Caribbean accent)
                         Hey, lady, Santa want to dance the 
                         lambada wit'choo. *Come this way, 
                         everybody*!

               He shimmies away. Charly grins at Henessey:

                                     CHARLY
                         If I could come that way I wouldn't 
                         need to dance the lambada. Follow 
                         me, I need you to do something.

               EXT. DANCE CLUB - PAY PHONE - NIGHTTIME

               Henessey hunches forward, speaks rapidly into the phone:

                                     HENESSEY
                         ...The lady's whacked, Trin, she's 
                         lost it and I want fucking out, now 
                         *call the Feds*. She's moving us 
                         tonight, I'll sneak out to this phone, 
                         call you back at midnight with the 
                         details.

               He hangs up quickly. Turns -- reveal CHARLY, lounging a foot 
               away, watching him.

                                     HENESSEY
                         All right, Charly. What did that 
                         accomplish?

                                     CHARLY
                         I'm testing our boy Perkins. I figure 
                         he's gotta be tapping your office. 
                         Got a light...?

                                     HENESSEY
                              (pause, then:)
                         Oh, no. He just traced that call?

               She swipes matches from his pocket. Nods.

                                     CHARLY
                         Come midnight, you hang by the phone. 
                         Nobody shows, we think about trusting 
                         him. He tries to kidnap and torture 
                         you, well, there it is.

                                     HENESSEY
                         Whoa, time out.

                                     CHARLY
                         Oh, don't be such a baby.
                              (lights her cigarette)
                         Ten o'clock, we got two hours to 
                         kill. I'm a woman, feed me.

               EXT. ATLANTIC CITY BOARDWALK - NIGHTTIME

               CARNIVAL RIDES, dead for the winter. Henessey and Charly 
               stroll beneath them. He smokes. She eats Chinese.

                                     CHARLY
                         Ugh. God I'm full, I'm gonna have a 
                         food baby.

               He takes a good long look at her, still can't fathom it.

                                     HENESSEY
                         "Charly." fucking unbelievable.
                              (beat)
                         Shame about the fat ass. I bet you 
                         were really attractive once.

                                     CHARLY
                         Oh, I was. Check this out. One time? 
                         A guy said he'd fuck me.

                                     HENESSEY
                         No.

                                     CHARLY
                         Swear to God.

                                     HENESSEY
                         Did he make good?

                                     CHARLY
                         Absolutely. Oh, and afterwards? Oh 
                         my God, afterwards I said the most 
                         funny thing, you know what I said...?
                              (beat)
                         I said, "Go back to your room. Dad..."

               She laughs through a swig of beer. MEMORY FLASH: Charly's 
               bedroom as DAD puts the gun to his head and fires, CRACK...

                                     CHARLY
                         It's why he thought I had him killed.

               Henessey huddles, watching her closely.

                                     HENESSEY
                         Your father was murdered.

               She nods, gazes out over the icy waters. Speaks, her voice 
               faraway and gone:

                                     CHARLY
                         When Da died, I went to his funeral. 
                         12 years old, today I wouldn't. And 
                         I overheard a woman, she was 
                         praying... She was thanking God -- 
                         sounded so happy -- thanking Him it 
                         hadn't been *her* father who was 
                         killed. See... she didn't really 
                         care that God had let someone die... 
                         just so long as it missed *her*.
                              (beat)
                         ...and she bought her cross at the 
                         same store as mine, see, that's what 
                         we do, we all pray to the same cross 
                         on a hundred different walls, and 
                         sit back and wait to see who gets 
                         hit and who gets missed.

               Anger flares in her eye. Like a stirring of mud at the bottom 
               of a deep, deep, pond.

                                     CHARLY
                         Fuck the waiting. Fuck being afraid. 
                         I determine who gets hit, and how 
                         hard. And I thank no one. It's 
                         pathetic to thank someone who spares 
                         you -- when they're just taking 
                         someone else.
                              (beat)
                         Walk me upstairs?

               INT. HOTEL SUITE - BEDROOM - NIGHTTIME

               They enter the suite. She drops her purse, sways toward him. 
               Presses him against the wall, framed there in the doorway.

                                     CHARLY
                         This is my first date in eight years, 
                         Mitch. Is this a fun date...?

               Quite suddenly, Charly leans over and kisses him on the lips. 
               He reacts, startled. Stares at her.

                                     HENESSEY
                         Okay, what's going on?

                                     CHARLY
                         True love, shut the fuck up.

                                     HENESSEY
                         You kidding me? I'm an ex-con, lady. 
                         I wear a shiny suit, my tie's crooked, 
                         and the last time I got blown candy 
                         bars cost a nickel. Plus I'm ugly, 
                         so what's up?

                                     CHARLY
                         Chemistry. Be quiet.

               She nibbles his ear. Pulls back, smiling -- and Henessey's 
               holding the picture of HAL and CAITLIN. The one he found 
               torn in two. He looks her full in the face:

                                     HENESSEY
                         Chemistry my ass. Know what I think? 
                         I think this is why you'd fuck me.
                              (beat)
                         To kill a schoolteacher. Bury any 
                         trace of her.

               He pushes her away.

                                     HENESSEY
                         Sorry, I liked the schoolteacher. 
                         When she comes back, give me a call.

               Charly jerks backward. Angry. Henessey heads for the bathroom.

                                     HENESSEY
                         Oh, and call your fuckin' kid, will 
                         ya'? It's two days to Christmas, and 
                         she's under the mistaken impression 
                         that Mommy gives a shit.

               Charly snatches up her purse, eyes burning:

                                     CHARLY
                         I didn't ask for the kid, Mitch. 
                         Samantha had the kid, not me, NOBODY 
                         ASKED ME.

               She storms out. CUT TO:

               EXT. CITY STREET - NIGHTTIME

               Charly stalks the city streets. A quartet sings, "God Rest 
               Ye Merry," ostensibly about joy, oddly the most depressing 
               tune ever written. On a crowded street, she is alone. Total 
               misfit. Searches her own haggard features in a shop window. 
               Swallows hard, whispers:

                                     CHARLY
                         Easy, baby. She ain't coming back, 
                         no way. Bitch is dead.

               She bustles down a sidestreet, hands jammed in her pockets. 
               That's when a tall BEARDED MAN crosses the street and falls 
               in alongside.

                                     BEARDED MAN
                         Good evening.

                                     CHARLY
                         Fuck off.

                                     BEARDED MAN
                         I see me a good-looking lady, all 
                         upset, I wonder if she doesn't need 
                         some male company.

                                     CHARLY
                         Forget it. I'm saving myself 'til I 
                         get raped.

               His hand edges out of his windbreaker with a snubnosed .38.

                                     BEARDED MAN
                         Step into the alley, honey. I ain't 
                         asking, I'm telling.

               Charly stops walking. Regards him the way you or I might 
               look at a telephone cord. Groans:

                                     CHARLY
                         Oh, don't tell me. You're early, 
                         Goddammit, you're supposed to be at 
                         the pay phone. Go away and come back 
                         at midnight. I'm not ready yet. Got 
                         a light?

               The guy stares, mouth working.

                                     BEARDED MAN
                         Lady, I have a gun!

               Which is precisely when a much larger Smith and Wesson COCKS 
               next to his ear:

                                     VOICE (V.O.)
                         This ain't no ham on rye, pal.

               HENESSEY holds the gun rock steady in his big fist. Charly 
               spins on him, eyes flashing:

                                     CHARLY
                         What the hell are you doing here?

                                     HENESSEY
                         Saving your life. Woulda got here 
                         sooner but I was thinking up the 
                         sandwich line.

                                     CHARLY
                         You think I couldn't take him? 
                         *Idiot*, you probably scared the 
                         other guy away --

                                     HENESSEY
                         What other guy -- ?

                                     CHARLY
                         Headhunters, nimrod, they go in pairs, 
                         were you always this stupid or did 
                         you take lessons?

                                     HENESSEY
                         I TOOK LESSONS.

               The hitman watches, bewildered. Considers waving to get their 
               attention. Finally he can't stand it. Blurts out:

                                     BEARDED MAN
                         Hey!

               Charly snaps her head toward him:

                                     CHARLY
                         *What*?

                                     BEARDED MAN
                         I still got this fucking gun!

               She smiles sweetly.

                                     CHARLY
                         No, you don't.

               Takes it off him. Just like that. He stares dumbly at his 
               empty hand. Half of his trigger finger is missing.

                                     BEARDED MAN
                         SHIIIIT!!

               Charly flips the gun into the air. Launches a SPIN KICK. 
               Shatters his jaw. Catapults him backwards.

               Completes her spin, catlike -- Catches the .38 on its way 
               down. DOESN'T STOP THERE. Arm out, gun cocked -- FIRES. 
               Straight at Henessey, what...? He dives aside --

               BEHIND HIM, a second HITMAN. Blown to tatters. The KNIFE 
               meant for Henessey arcs through the air...

               Imbeds itself in the ground an inch from the prone detective. 
               He stares at it with shocked eyes. The killer hits, dead. 
               Twitches. CHARLY. Lowers her arm slowly. Gun barrel smoking.

                                     CHARLY
                         Fuck you. Just fuck all of you.

               EXT. ATLANTIC CITY STREET - NIGHTTIME

               A BRONCO ROARS UP out of a parking garage. Swerves and plunges 
               into the maze of streets that inspired the world's most 
               popular board game.

               INT. BRONCO - SAME

               Charly drives, possessed. Henessey drinks. Hands shaking.

                                     CHARLY
                         Dammit. I knew I couldn't trust that 
                         prick.

               She throws a shrieking skid. Henessey clutches for the 
               dashboard, swearing.

                                     CHARLY
                         Easy, Spike. I got myself out of 
                         Beirut once, I think I can get us 
                         out of New Jersey.

                                     HENESSEY
                         Don't be so sure, others have tried. 
                         The entire population, in fact.
                              (beat)
                         Look, about me...? I mean, what's 
                         up, you're this hot survival chick, 
                         I'm getting the feeling you don't 
                         need me anymore.

               Charly reaches over. Yanks the doorhandle.

                                     CHARLY
                         Good point.

               She kicks him out of the moving car.

               EXT. HIGHWAY - SAME TIME

               He bounces off the highway. Rolls. Over and over, shudders 
               to a stop. Pause... The wind blows. He groans. Looks up, 
               spits gravel. Stands. Dusts himself off. Watches the Bronco 
               go far away.

               TIME CUT - EXT. HIGHWAY - NIGHT

               As Henessey trudges wearily down the highway we HEAR:

                                     HENESSEY (V.O.)
                         Dear Mom: I was tortured, now I'm in 
                         Atlantic City. The girl of my dreams 
                         just threw me out of a speeding car. 
                         Now more people will come an shoot 
                         me in the head. On the plus side, I 
                         won two bucks at video poker.

               A SCREECH of tires, he turns, startled -- here comes the 
               Bronco. Skids onto the highway and races back toward him. 
               Pulls up alongside. CHARLY throws open the door, says:

                                     CHARLY
                         Get in.

               He does. Without a word. Closes the door, they drive off. He 
               lights a cigarette like nothing happened. Shakes out the 
               match, speaks without looking at her:

                                     HENESSEY
                         Found a use for me.

                                     CHARLY
                         Yep.
                              (beat)
                         I gotta vanish, Mitch. I need money, 
                         a whole bunch.

                                     HENESSEY
                         Why didn't you say so? Gimme a second 
                         while I pull it out of my ass.

               She turns to him, a gleam in her eye. Speaks softly:

                                     CHARLY
                         The key, Mitch. The one I keep around 
                         my neck.

                                     HENESSEY
                         What about it?

                                     CHARLY
                         What if I told you it's the key to 
                         Box 406 at Pittsburgh International 
                         Airport?

                                     HENESSEY
                         How would you know? Someone filed 
                         off the numbers.

                                     CHARLY
                         Not someone. Me. I filed them off.
                              (beat)
                         There's a briefcase in Box 406, Mitch.

                                     HENESSEY
                         What's in it?

                                     CHARLY
                         $200,000.

               Henessey does a spit-take, sprays whiskey.

                                     CHARLY
                         Payment for my last assignment. I 
                         need you to retrieve it for me.

                                     HENESSEY
                         Why me?

                                     CHARLY
                         Don't be stupid, they might have the 
                         place covered. I don't want to get 
                         shot to pieces.

                                     HENESSEY
                         Shoulda known.
                              (sighs)
                         Gimme the key.

                                     CHARLY
                         I'd love to. I left it with Caitlin 
                         back in Ohio.

               EXT. COUNTRYSIDE - NIGHT

               The BRONCO races on into the night...

               INT. BRONCO - SAME TIME

               Late, very late now. Henessey, driving. Beside him, Charly 
               reclines, lost in reverie. Features bathed in passing 
               roadlights. Henessey grinds out a butt:

                                     HENESSEY
                         Humor me: you're a paid assassin, 
                         then you fall off a cliff. Sink under 
                         the ocean, and when you come out 
                         you're a fucking schoolmarm, wanna 
                         tell me what happened?

                                     CHARLY
                         I fell into a school of fish, they 
                         elected me principal. Shut the fuck 
                         up.

                                     HENESSEY
                         Mmmm. Personally...? I'm thinking 
                         maybe Samantha Caine wasn't an act. 
                         Maybe you forgot to hate yourself 
                         for eight years, ever think of 
                         that...?

                                     CHARLY
                         Shut. The. Fuck. Up. Hmmm... Nope, 
                         seems clear enough to me. Hate myself, 
                         Christ almighty. What are you, my 
                         shrink?

                                     HENESSEY
                         No, just some loser thought he could 
                         maybe understand, fuck it. I been 
                         there, you know. I'd kill for fucking 
                         amnesia. I'm with my boy and all I 
                         can think is I got reamed in the ass 
                         by three guys. Merry Christmas, son, 
                         here's a ball glove, did you know 
                         Daddy screamed when they carved the 
                         name in his back...? Mary, by the 
                         way. I pushed for Cindy, but hell. 
                         God, I'm tired.
                              (beat)
                         I never did one thing right, you 
                         know it, not one fucking thing. Not 
                         even accidental, that takes skill.

               He looks over. She's asleep, hasn't heard a word. Face slack, 
               lips slightly parted. The toughness banished from her 
               features. In its place, a lingering sadness. CUT TO:

               EXT. SUBURBAN STREET - DAWN BREAKING

               The Bronco glides along. Charly in the passenger seat, eyes 
               roving like a hawk's. THE CAINE HOUSE is peaceful and quiet. 
               Christmas lights, still burning dimly.

                                     CHARLY
                         Drive past, don't slow down.
                              (points)
                         Park under those trees, honk if 
                         there's trouble.

                                     HENESSEY
                              (bad Rochester)
                         Yas, massah, I be slowin' de caw 
                         down fo' you.

               She stuffs a .45 automatic in her waistband. Cradles an MP-5 
               beneath her coat. Rolls out of the still-moving truck. Makes 
               her way through back yards. Silent as a cat. She went to 
               cookouts here. Bridge parties. Now she prowls, a grim 
               assassin.

               Leaps a fence, drops behind a woodpile -- Comes face to face 
               with RAYMOND, a fifth grade student we saw earlier. Secreted 
               behind the woodpile, SMOKING. His eyes pop as he spies good 
               ol' Ms. Caine, sporting blonde hair and an assault weapon. 
               Charly doesn't miss a beat:

                                     CHARLY
                         Good morning, Raymond.

                                     RAYMOND
                         Um... morning, Ms. Caine.

                                     CHARLY
                         What did we learn about the dangers 
                         of smoking...? Give it here.

               A wet stain appears at his crotch. He hands her the cigarette 
               with nerveless fingers. Charly accepts it. Takes a long, 
               satisfying drag. Passes it back.

                                     CHARLY
                         Thanks. Tell anyone you saw me I'll 
                         blow your fucking head off.

               Moves off through the bushes. Out of sight.

               EXT. CAINE BACK YARD - MOMENTS LATER

               Charly kicks aside a pair of abandoned ice skates. Crouches, 
               face pressed to the glass door. Looking in. The house is 
               silent and empty. Nobody home. The Christmas tree winks off 
               and on. The tree she helped decorate. She opens the door and 
               slips inside. CUT TO:

               INT. GOVERNMENT ISSUE SEDAN - DRIVING - SAME TIME

               Three GOVERNMENT AGENTS. Faces drawn, haggard. Pit-stained 
               shirts, day old sandwiches. Carrying photographs of Charly 
               and Henessey. Agent #1 sighs, examining her figure.

                                     AGENT #1
                         Man, I'd eat a mile of her shit just 
                         to follow it back to the ass it came 
                         from.

                                     AGENT #2
                         Christ, I'm trying to have breakfast.

               A RADIO MIC on the dash squawks, a voice says:

                                     VOICE (O.S.)
                         Unit 2 to Red Dog, give us one more 
                         pass, let's make sure the house is 
                         secure.

               EXT. CAITLIN'S BEDROOM - SAME TIME

               Charly enters. All business. Begins to systematically rifle 
               the drawers. Her daughter's precious things. Sweeps everything 
               onto the floor. Utter disregard, it's a bit startling.

               Crosses to the bed, throws back the covers -- MR. PERKINS 
               (the stuffed bear) has the chain around his neck.

               We hear it, then. Ghosting on the still air, barely audible, 
               the sound of SINGING... Children's voices waft across the 
               frozen pond from St. Paul's Episcopal CHURCH. Charly frowns. 
               Crosses to the window, lifts the sash.

               Pause. Charly chews her lip. Unlimbers the MP-5. Hefts the 
               wicked-looking thing. Not to fire it... but to use the SCOPE. 
               Adjusts focus. Practiced movements. Deft. Sure. Sights down 
               the weapon. Scans though the gunsights...

               POV CHARLY: Hal's CHRISTMAS PAGEANT. There's Hal. Cast in 
               spectral GREEN. Laughing and serving breakfast. On the church 
               lawn, a NATIVITY scene. Teenage girls as the wise men. Choir 
               of children, singing... CAITLIN among them.

               Charly is sweating. She lowers the scope. Squeezes her eyes 
               shut. Something in her, threatening to WRENCH LOOSE...

               EXT. FRONT OF CAINE HOUSE - SAME TIME

               Henessey, slouched behind the wheel. Starts to light a 
               cigarette. Stops, the match halfway to his face. Eyes riveted 
               on the rearview mirror as a GOVERNMENT SEDAN turns the corner 
               behind him...

               BACK WITH CHARLY - INSIDE

               Watching her family, far away. Fighting emotion. That's when 
               she hears A HORN HONKING. Her head whips around, toward the 
               front of the house. The honk is followed by three GUNSHOTS 
               in rapid succession.

               She's up and moving. All else forgotten.

               EXT. FRONT OF CAINE HOUSE - SAME TIME

               Henessey PEELS OUT, tires smoking. Careens forward, government 
               SEDAN close behind --

               The upstairs window EXPLODES outward. Charly, hurtles through. 
               Freefalls to the porch roof. Glass, showering down. Hits, 
               rolls. Surfaces in a combat crouch, FIRES.

               Government sedan, KILLS THE PASSENGER. Collapses him over 
               the doorframe. Gun clatters to the street, car speeds off --

               INT. GOVERNMENT SEDAN - DRIVING

               The driver looks over, incredulous.

                                     DRIVER
                         He's dead. Goddammit, how did that 
                         happen??

                                     BACKSEAT
                         *Go bulletproof, now*!

               The driver hits a button and up go the windows. All, that 
               is, except the passenger side window -- Because the dead 
               guy's bald HEAD blocks it. Becomes WEDGED there. Bald pate 
               exposed to the world.

               BACK WITH CHARLY - FRONT OF HOUSE

               Charly watches the two vehicles rocketing away down the 
               street. Out of range. Lowers the smoking .45. SWEARS. Takes 
               off around the house at a dead run.

               INT. ST. PAUL'S - SAME TIME

               Switch scenery: the Christmas Pageant, CAITLIN and fellow 
               angels traipse into the church vestibule... Caitlin looks up 
               just in time to see TIMOTHY apply the chloroform.

               Two seconds, she's out like a light. Next case. Up and moving, 
               child tucked neatly under his arm. A NEARBY MOTHER OF THREE 
               has seen it happen. Opens her mouth to scream -- He palms a 
               KNIFE. Puts it to her youngest son's kidney:

                                     TIMOTHY
                         Wanna be a statistic, lady? You're 
                         about to have 2.4 children.

               Freezes her. Petrified.

                                     TIMOTHY
                         I know where you live. Close your 
                         mouth, you look like a fish. Merry 
                         Christmas.

               He exits into the vestibule. Quick. Professional.

               MEANWHILE, BACK AT THE RANCH:

               High speed chase, in progress. The driver dogs Henessey, 
               jockeys for position. Barks into a radio mic:

                                     DRIVER
                         Target two, acquired! Red Dog in 
                         pursuit, backup requested.
                              (over his shoulder)
                         You got him?

                                     BACKSEAT
                         I got him.

               The backseat agent hefts an AK-47 assault rifle.

               WITH HENESSEY - DRIVING

               Henessey checks the rear view mirror -- just in time to see 
               a circular portion of glass POP from the chase car's window. 
               Out comes a gun muzzle.

                                     HENESSEY
                         Jesus wept.

               The guy opens up on full auto. Rakes the Bronco, STRAFES it. 
               Henessey swerves madly -- no go. Death run. He's not coming 
               home, not this time.

               EXT. FROZEN POND - SAME TIME

               CHARLY BALTIMORE hurtles forward, SPEED SKATING across the 
               frozen pond toward the chase vehicles. Long, coltish legs, 
               to die for.

                                     CHARLY
                         This is gross, this is gonna be so 
                         Goddamn gross...

               She goes SIDESLIPPING at superhuman speed. Tacks alongside 
               the government sedan. Targets the bald guy's head. Raises 
               the .45 and FIRES. Not to be graphic, but the car's driver 
               receives the bulk of the mess. SPRAYED.

               Across the eyes. He loses control, SKIDS OUT. Catapults off 
               the road, onto the ice. Slides right toward Charly, *still 
               doing fifty*...

               She doesn't miss a beat. LAUNCHES herself, twisting in 
               midair... Up OVER THE HOOD of the sedan, it blows by 
               underneath her as

               ANOTHER ANGLE

               The incredible part. In slow motion, she does a DOUBLE AXEL 
               PIRHOUETTE. Above the hood. Mid-spin, she blows THREE SHOTS 
               through the windshield. Kills everyone. Keeps going. The car 
               spins twice around. PLOWS to a halt -- Charly hits a picture 
               perfect landing.

               On the shore, HENESSEY watches, thunderstruck. Charly skates 
               by the icebound sedan. Flashes a grin at the dying driver:

                                     DRIVER
                         Shit... it really... *is* you...

                                     CHARLY
                         Phil...? Phil Krauss? I don't believe 
                         it, they moved you from cyphers. 
                         Long time, man, I figured you were 
                         dead by now.

               She delivers a blow to the neck. Kills him. CUT TO:

               EXT. HIGHWAY - DRIVING - DAYTIME

               Henessey and Charly, driving a new vehicle: late model 
               Cadillac. Charly driver. Henessey rifles the glove 
               compartment.

                                     CHARLY
                         So, Mitch. Still think I'm warm and 
                         fuzzy?

                                     HENESSEY
                         Sure. It's not your fault the gun 
                         accidentally went off in mid-air as 
                         you tripped and flew over the car.

                                     CHARLY
                         Exactly. What's in the glove box?

                                     HENESSEY
                         Phone bill, Christmas card... Five 
                         buck, swell. You didn't have to kill 
                         him, you know.

                                     CHARLY
                         Back off, man. Do I tell you how to 
                         snap photos of extramarital blowjobs? 
                         No.

               There is a short, CHIRPING sound. Seemingly from nowhere. 
               They exchange puzzled looks, what the hell...? Charly abruptly 
               realizes it's coming from her purse. She reaches in, scoops 
               up the CELLULAR PHONE, the one she told Caitlin to call. 
               Thumbs the button. Says cautiously:

                                     CHARLY
                         Hello?

               A voice, then... Clipped tones, TIMOTHY'S voice:

                                     TIMOTHY (O.S.)
                         It's me, I got your kid. Give your 
                         location, we gotta lose the cellular.

               Charly. Hand gripped tight on the phone. Pause, then:

                                     CHARLY
                         State Road 80, 15 minutes west of 
                         Harrison.

                                     TIMOTHY
                         Okay, here's how we do it. Drive to 
                         Harrison, find their main bus stop. 
                         Pay phone, fifteen minutes. Better 
                         drive fast, after five rings I hang 
                         up.

               Click.

                                     HENESSEY
                         What the hell was that?

                                     CHARLY
                         He's got the kid. Doesn't want to 
                         talk on the airwaves, he's routing 
                         me to a land line. A pay phone.

                                     HENESSEY
                         Which phone? Where?

               The detective's mind, racing... suddenly it hits him:

                                     HENESSEY
                         Shit. Service centers...! They list 
                         'em on the back of phone bills, right?

                                     CHARLY
                         Excuse me?

                                     HENESSEY
                         Shut up and find me a gun. HK, MP-5.

               As he rips open the bill we CUT TO:

               A neutral background, as Charly's HEAD enters frame, we're 
               very tight on her FACE... Tense, thin-lipped. A PHONE RINGS, 
               deafening. Click -- Charly speaks tersely:

                                     CHARLY
                         Verify you have her.

                                     TIMOTHY (O.S.)
                         I got your cellular number off a 
                         cast on her right wrist. Right below 
                         Mommy loves you... Picture of a panda. 
                         Dog, panda, it's got funky ears.

               CLOSE ON CHARLY: Dead still. Made of glass.

                                     TIMOTHY (O.S.)
                         I want money, Charly. I know you've 
                         got numbered accounts, we all do. 
                         I'll let you know where and when. 
                         Fuck with me...? I'll blind the kid 
                         and shoot out her knees.

                                     CHARLY
                         You're dead, motherfucker. We don't 
                         involve families. It's not the way 
                         it's done, *we don't take families*.

                                     TIMOTHY
                         I'll be in touch.

               He hangs up. Dead silence. HOLD on Charly's face... until 
               slowly, ever so slowly, the camera pulls back to REVEAL:

               The .45 automatic -- Pointed at the head of an AT&T operator. 
               THE PHONE COMPANY, they've taken it over. Employees CRINGE 
               on the floor. Henessey, MP-5 slung on his shoulder, leveled. 
               Charly points to the switchboard:

                                     CHARLY
                         Give me an ANI trace. Do it.

               EXT. PINE-COVERED MOUNTIANS - UPSTATE NEW YORK - MORNING

               Set back from the mountain road, a lonely MOTEL. A neon sign: 
               *Deer Lick Motel*, No vacancies. The sign sits atop a rusty 
               pole. Blinks forlornly.

               INT. MOTEL ROOM - SAME TIME

               TIMOTHY hangs up and turns to MR. PERKINS, seated across the 
               room:

                                     TIMOTHY
                         It's done, she hooked. All I gotta 
                         do is set the ransom meet.

                                     PERKINS
                         She mustn't suspect a trap.

                                     TIMOTHY
                         No way. She thinks I'm acting alone, 
                         remember? Say the word, I'll hand 
                         her to you on a plate.

               Perkins crosses to the bed. Rubs tired eyes. Gazes down at 
               Caitlin. Asleep, a syringe on the nightstand beside her. 
               Next to a brown paper bag.

                                     PERKINS
                         God. We're monsters, aren't we...?
                              (pause, then:)
                         Forget Charly. Talk to me about 
                         tonight.

                                     TIMOTHY
                         The tanker's on its way from 
                         Charleston, ETA 1:00 a.m. One 
                         terrorist on ice, waiting to play 
                         patsy.
                              (points)
                         What's in the sack?

               Perkins follows his gaze: the brown paper bag. Smiles thinly.

                                     PERKINS
                         That...? Something to prove that I'm 
                         not a complete ogre.

               He reaches into the paper bag and brings out a BABY DOLL. 
               Sweet, innocent. Frilly with lace. A bright red bow.

                                     PERKINS
                         See? The young one will have a doll 
                         to play with on Christmas. Very 
                         popular item. It... well, it pees. 
                         You put water in it and... oh, fuck 
                         you.

               INT. ROADSIDE RESTAURANT - NEW YORK STATE - TWILIGHT

               Charly and Henessey, eating at HARDEE'S. Seated across from 
               each other at an orange plastic table, scarfing Christmas 
               burgers. Outside, a billboard reads: WELCOME TO SANTA CLAUS! 
               *Where it's Christmas all year long*!

                                     HENESSEY
                         Almost dark now.

                                     CHARLY
                         Another ten minutes. You want my 
                         Crazy Meal action figure?

                                     HENESSEY
                         Pass. Listen, you sure we're doing 
                         the right thing? We've got money, we 
                         could negotiate...

                                     CHARLY
                         *I'll get the damn kid*, okay? God, 
                         I hope he doesn't shoot her up. Kid's 
                         dead weight if she's sedated.

                                     HENESSEY
                         Not so emotional, I'm getting 
                         embarrassed with these outbursts 
                         here.

                                     CHARLY
                         Oh, balls. Want me to cry on cue? I 
                         can. This is an extraction, nimrod, 
                         and she's the target, that's how to 
                         play it, the only way to beat this 
                         guy.

                                     HENESSEY
                         Yeah? How come you know so much about 
                         this fucking guy?

                                     CHARLY
                         Don't go there, Mitch, you don't 
                         want to know.

                                     HENESSEY
                         I'm here. Suppose you tell me.

                                     CHARLY
                         Fine, you asked. I bumped pelvises 
                         with this guy. In Paris, back in 
                         1987.

               She knows she's shocking him, rubs it in:

                                     CHARLY
                         I'd been assigned to kill his boss, 
                         remember...? Needed him out of the 
                         way. So I let him seduce me. Had a 
                         steel needle under the pillow, figured 
                         to stick him *en flagrante*, that 
                         means while we were screwing. But he 
                         was too slick. Bashed me in the head, 
                         finished, then threw me in the trunk 
                         of a car. Still think I'm a girl 
                         scout, Mitch...?

               The look in her eyes is feral.

                                     CHARLY
                         It's almost dark. Let's get it done.

               EXT. MOUNTAIN ROAD - NIGHTTIME

               Full dark now, the fun begins... A TANKER TRUCK rumbles up 
               the mountain road. Pulls up before the Deer Lick Motel. MEN 
               IN SUITS wield flashlights, motioning the truck forward into 
               a cavernous GARAGE. Inside, men in BLUE JUMPSUITS operate 
               cranes, maneuver a FILL TANK into place above the truck.

               EXT. SURROUNDING MOUNTAINSIDE - SAME TIME

               In the distance, as the tanker enters the garage -- CHARLY 
               BALTIMORE drops into frame. Lands and rolls, cat-quick. Comes 
               up behind a scrawny pine. Scans through a pair of Zeiss 
               Nightvision binoculars.

               Welcome to the extraction. No more fun and games, tonight 
               it's a survival-zero operation. HENESSEY appears at her elbow. 
               Lugging the ordnance bag. He sees Charly lower the binoculars, 
               head in hands.

                                     HENESSEY
                         What's the matter?

                                     CHARLY
                         They're here.

                                     HENESSEY
                         Who?

                                     CHARLY
                         Fucking Chapter, that's who. Timothy 
                         acting alone, Caitlin had a chance. 
                         Now...? She's dead meat.

               INT. BUNKER - SAME TIME

               As the tanker snorts to a halt, TIMOTHY pulls up, driving a 
               bright red Jaguar. Gets out as a blue-suit trots up:

                                     BLUE-SUIT
                         1800 hours. We're still trying to 
                         clean the tanker --

                                     TIMOTHY
                              (scowls annoyance)
                         Fuck the cleaning, just drain it and 
                         reload. Chop-chop, I'm going bunjee 
                         jumping after this.

               EXT. MOUNTAINSIDE - SAME TIME

               Charly and Henessey. Kneeling. He speaks tersely:

                                     HENESSEY
                         Let me go in.

                                     CHARLY
                         Negative. You stomp around like a 
                         forties drunk and you're a lousy 
                         shot.

                                     HENESSEY
                         I get by.

                                     CHARLY
                         You couldn't hit a lake if you were 
                         standing on the bottom, now shut the 
                         fuck up.

               Charly studies the encampment. Armed men. Impossible odds. 
               Draws a long ragged breath and flops on the ground. Props 
               her back against a tree. Staring. Lights a cigarette:

                                     CHARLY
                         I saw a little girl.

                                     HENESSEY
                              (frowns)
                         Come again?

                                     CHARLY
                         That's what happened under the water. 
                         That night, eight years ago.

               She looks up at the sky. Face troubled.

                                     CHARLY
                         At the end... there she was, this 
                         pretty little girl at the bottom of 
                         the ocean, smiling at me. Three years 
                         old, didn't know Daddies hid in 
                         closets, not yet. Stared up at me in 
                         the strangest way... saying how'd it 
                         come to this, we were so pretty and 
                         perfect, now look at us, sinking 
                         with our head all open... Said when 
                         she grew up she was gonna teach 
                         school. She couldn't wait.

               She heaves a sigh. Threads a silencer on a baretta.

                                     CHARLY
                         Guards are on 27-1 megahertz, meet 
                         me at 26-9, you need to talk. As 
                         soon as you spot me with the kid, 
                         start blowing the charges.

               Henessey nods. Pause -- she does something unexpected. Leans 
               over and kisses him hard on the lips. He reacts, startled. 
               She pulls back, the oddest look on her face.

                                     CHARLY
                         They're gonna blow my head off, you 
                         know.
                              (softly:)
                         This is the last time I'll ever be 
                         pretty.

               She kisses him again. Softly. Tenderly. Pulls back, turns 
               without a word.

                                     CHARLY
                         Time now. What I do next, they tell 
                         me it... looks like a machine or 
                         something. You don't like it, don't 
                         look.

               She moves off toward the trees. Henessey shifts from foot to 
               foot, awkwardly. Opens his mouth --

                                     CHARLY
                         Don't say it.

                                     HENESSEY
                         I was gonna say enjoy life, eat out 
                         more often.

                                     CHARLY
                         Gotta go.
                              (beat)
                         If she's alive, she's coming out of 
                         there, Mitch. If she's not... they'll 
                         know we stopped by.

               She's gone, like a wraith. CUT TO:

               SERIES OF SHOTS: Charly, on the prowl. In and out of the 
               trees... BURYING C-4 CHARGES. In bushes. In snowdrifts. She 
               crawls to woods' edge, peers out -- The motel stands solemn 
               and bedraggled. Draws a sharp breath -- !

               There's a LIT CANDLE in the window of 17. CUT TO:

               EXT. MOTEL GROUNDS - SAME TIME

               A gray-suited SENTRY. Poised on a wooded slope. He puts a 
               walkie-talkie to his lips and says:

                                     SENTRY
                         All clear.

               CHARLY, out of nowhere. Lightning fast. Hand, clamped on 
               mouth. In goes the knife. Deep. He burbles blood. Drops. 
               Before he hits, Charly's already switched from knife to gun 
               and moved on.

               EXT. UNIT 17 - SAME TIME

               Charly appears from the shadows. Ghosts up to the window of 
               #17 and peers in. Scans. Misses nothing. Crosses to the door, 
               taps lightly. Watches the PEEPHOLE, a tiny pinprick of light. 
               Abruptly darkened by a human eye --

               She presses the silenced Beretta to the hole and fires. Sputs 
               of splinters. From behind the door, a muffled thud. She goes 
               to work on the lock.

               BACK WITH HENESSEY - MINUTES HAVE PASSED

               Henessey lies prone, binoculars trained on the motel.

                                     HENESSEY
                         Christ, lady, what are you doing in 
                         there, playing fucking mah-jongg? 
                         *Move*.

               Behind him, a tiny, sharp click--! TIMOTHY has a Skorpion 
               machine pistol aimed at his head.

               The killer speaks into a radio unit, a single word --

                                     TIMOTHY
                         Bogey.

               POP-! go the Kleig lights. BRILLIANCE, blinding -- CATCHES 
               CHARLY coming out of 17. Pins her dead to rights. Unconscious 
               DAUGHTER cradled in her arms. Tiny DOLL cradled in the kid's. 
               Charly runs, as the ground around her erupts like a 
               SHELLBURST.

               TIMOTHY, MEANWHILE, shouting into his walkie-talkie, saying:

                                     TIMOTHY
                         Take her alive, Perkins wants her!

               Henessey watches, helpless and PANICKED, as Charly tumbles 
               BACKWARD. Crashes through a CELLAR ACCESS, it splinters 
               beneath her...! Plunges into blackness.

               INT. CELLAR - PITCH BLACK

               She hits, cushions the kid. Grunt of PAIN... THE DARKNESS 
               EXPLODES into kaleidoscopic FLASHES OF GUNFIRE, Charly strafe 
               it all. Blows through the clip, hits the lights:

               She's killed household items. BRICK WALLS, blasted. Rusty 
               tools, faded signs -- THREE TEN-GALLON GAS CANS which she's 
               managed to PERFORATE, good one, Charly... The gas comes 
               bubbling out on burps and splatters, drenching the floor.

               Charly casts about for an escape route. Set into the brick 
               wall, a huge steel DOOR. She flings it open -- MEAT LOCKER. 
               Nothing there, no help. Eyes darting. Possessed.

               A GRAVELY VOICE wafts down from above, then. Deadly serious:

                                     VOICE (O.S.)
                         I smell gasoline, you have a little 
                         accident...? I got plenty of matches 
                         up here. Bad way for a kid to go. 
                         Thirty seconds, think it over.

               CHARLY stands in place, mind racing... Caitlin's DOLL. Regards 
               her dully. Plastic smile like it knows a secret. CUT TO:

               INT. MOTEL - 2ND FLOOR - NIGHTTIME

               A MATCH FLARES as it descends into the bowl of a pipe... MR. 
               PERKINS puffs mightily. Turns and favors CHARLY and HENESSEY 
               with a thoughtful gaze, they're handcuffed to radiator... 
               TIMOTHY straddles a nearby chair. Smiles and says:

                                     TIMOTHY
                         Good to have you back again, Chuck.

                                     PERKINS
                         You know, Colonel, you ought really 
                         to have stayed dead. You don't know 
                         the rules of the game anymore.

                                     CHARLY
                         No shit. Eight years ago, you send 
                         me to kill Daedalus and this clown. 
                         Now you're working *with* him.

               He crosses to the fireplace, flips the match inside.

                                     PERKINS
                         Budget cuts, remember? Congress 
                         blinded us in Eastern Europe, Central 
                         America. Across the board, an 
                         intelligence blackout. We had to 
                         recruit any eyes and ears we could 
                         find, even if it meant going to former 
                         targets.

               Pause. Suddenly Charly's eyes go wide. She whispers:

                                     CHARLY
                         Budget cuts... oh, God. Is *that* 
                         what this is about...? The foot 
                         soldiers, the tanker truck... Fuck 
                         me, you're running a fundraiser!!

               Comprehension, dawning. She looks up in disbelief.

                                     CHARLY
                         You'll get all the money you want at 
                         the next budget hearing, won't you...? 
                         All you need is a major terrorist 
                         incident.

                                     PERKINS
                         Interesting theory.

                                     CHARLY
                         Theory, my ass. I think some 
                         terrorists were planning a strike. 
                         Bought supplies from Daedalus, that's 
                         how you knew they were coming...
                              (eyes widening)
                         No way. Don't tell me you're gonna 
                         sit there and let them go through 
                         with it, *just to get a budget 
                         increase*.

               Perkins shrugs philosophically.

                                     PERKINS
                         It's not without precedent. 1993, 
                         remember the World Trade Center 
                         bombing...? The CIA had advance 
                         knowledge, don't think they didn't. 
                         Worse, the diplomat who issued the 
                         terrorist's visa was CIA, they 
                         *facilitated* the bombing. Purely to 
                         justify a budget increase. Of course, 
                         they'd no way of knowing the 
                         terrorists would botch the job.

                                     CHARLY
                         That's not gonna happen this time...?

                                     PERKINS
                         No. This time, the terrorist event 
                         will come off precisely as planned. 
                         This time the terrorists can't muck 
                         it up... because we've killed them 
                         and taken over.

               Charly and Henessey react, startled...

               EXT. MOTEL GROUNDS - NIGHTTIME

               On the move. Our two heroes, shepherded across the compound. 
               Timothy's casualness is belied by the presence of two 
               dyspeptic GUARDS, each keeping a safe distance.

               A POCK-FACED AGENT approaches briskly, RIFLE across his 
               shoulder. Holds out his hand:

                                     POCK
                         Found these buried around the 
                         perimeter.

               Timothy studies it: C-4 CHARGE with remote detonation unit.

                                     TIMOTHY
                         Make sure you get all of them.

               The agent rushes off. Timothy looks at Charly reproachfully:

                                     TIMOTHY
                         Chuck, you give me the fuck of my 
                         life then try to stick me, come back 
                         from the dead, whack my boss... No 
                         sense lyin', I'm miffed.

               Moves like lightning. WHACK-! Kidney shot. Charly stumbles, 
               vision going black. Fights for balance. Henessey starts to 
               react but a GUN MUZZLE stops him. Charly straightens. Grits 
               her teeth, says:

                                     CHARLY
                         So what's the plan? What's going out 
                         in the tanker?

               Timothy and the guards exchange looks. Cracking up, they 
               can't believe it -- Charly's not laughing. Looks at Timothy 
               with hooded, lifeless eyes:

                                     CHARLY
                         What's the plan? I'm gonna die, I 
                         wanna know.

               Timothy lights a cigarette. Studies Charly.

                                     TIMOTHY
                         You wanna know the plan?

               He casually points to the neighboring valley, where Christmas 
               lights twinkle.

                                     TIMOTHY
                         Santa Claus -- small town U.S.A. 
                         personified. We drive the chemical 
                         tanker in tonight, park it. Add a 
                         catalyst, chain reaction, it goes 
                         hot. We evacuate. The mix heats 
                         overnight, goes critical at 312 
                         degrees Celsius. 8:00 Christmas 
                         morning... Main Street looks like a 
                         meteor strike.

                                     HENESSEY
                         Are you fucking insane? You're talking 
                         about 10,000 people!!

                                     CHARLY
                         Easy, Mitch.
                              (to Timothy)
                         How you gonna blame it on terrorists?

                                     TIMOTHY
                         Those roads are treacherous this 
                         time of year. When we dump a car to 
                         the bottom of a ravine, with the 
                         corpse of Imn Al Rahman in it... get 
                         the picture?

               Pause. Charly summons herself. Her voice a dull rasp:

                                     CHARLY
                         Listen to me, Timothy. Please. Let 
                         my kid go.

                                     TIMOTHY
                         Why? For old times' sake...?

               She shakes her head:

                                     CHARLY
                         Goddamn you, *look at her eyes*...

                                     TIMOTHY
                         And why exactly should I do that...?

                                     CHARLY
                              (spits blood)
                         Because they're yours, motherfucker.

               She stares Timothy full in the face.

                                     CHARLY
                         That night in Paris, I got pregnant. 
                         The little girl's your daughter.

               Dead silence. A pause... Then Timothy brays LAUGHTER.

                                     TIMOTHY
                         Priceless. Can't believe it...

               Hooting out loud. Tears, streaming... He manages to bring 
               himself under control. Stops, gestures to the CELLAR ACCESS, 
               the dark awaits...

                                     TIMOTHY
                         Kid's down there. What it is, Charly, 
                         they're gonna find you both frozen 
                         to death in the woods. Suicide pact.

               Charly fights to contain herself.

                                     CHARLY
                         She's no risk, Timothy, *let her 
                         go*.

                                     TIMOTHY
                         The freezer's downstairs, Charly. 
                         Let's get it done.

               Charly and Henessey are separated at gunpoint. A look passes 
               between them. Henessey swallows hard.

                                     HENESSEY
                         I'll wait for you to rescue me.

                                     CHARLY
                         Be just a minute.

               Charly goes through the opening.

               INT. CELLAR - SAME TIME

               The same CELLAR she occupied earlier. Timothy behind her, he 
               wrinkles his nose in distaste.

                                     TIMOTHY
                         Shit, this place is loaded with fumes, 
                         nobody light a fucking match. You 
                         check her for flammables?

                                     GUN GUARD
                              (shrugs)
                         Checked her for colon cancer.

               Caitlin is sitting in a chair.

               Bundled in flannel, clutching her baby doll, the one Perkins 
               bought for her. She looks up at Charly dully. Sucking her 
               thumb.

                                     CAITLIN
                         Mommy...

               Charly composes herself.

                                     CHARLY
                         Shhhhh. Mommy's here, it's okay. 
                         Safe and snug... what comes next, 
                         huh...? What's the next part?

                                     CAITLIN
                         ...bug in a rug... man with white 
                         hair... says the same thing you say...

               Charly licks her lips. Easy, Charly, keep cool, she mustn't 
               die afraid...

                                     CHARLY
                         We're going to take a nap together, 
                         Cate. You can have your dolly, and 
                         Mommy will be next to you, how's 
                         that? It'll be like bears in winter. 
                         When they get cold, see, they fall 
                         deep, deep asleep...

                                     TIMOTHY
                         Bears, yeah, yeah. Enough.

               He points to the STEEL DOOR of the meat freezer. The guard 
               opens it onto a gleaming silver CHAMBER. Timothy calmly 
               adjusts the thermostat. Sub zero. The guard reaches for 
               Caitlin's doll... Charly snatches it back. Face etched in 
               disgust.

                                     CHARLY
                         You're murdering us both, cocksucker, 
                         let the kid have her fucking dolly.

               He subsides, unable to meet her gaze. At which point, Timothy 
               tosses her the WOODEN BOX.

                                     TIMOTHY
                         Chuck, I'm not a total creep. I'll 
                         make you a deal, okay? There's a 
                         knife in that box. Now, you and the 
                         kid, you're going to freeze, *but* -- 
                         if you kill the kid *by your own 
                         hand*...? I won't kill your husband. 
                         Serious. We're gonna open that door 
                         and you'll both be frozen solid, but 
                         I wanna know that you've cut your 
                         own child's throat.

               You don't want to ever be on the receiving end of the LOOK 
               she gives him... Steps into the freezer, holding Caitlin. As 
               the door starts to swing shut, she says:

                                     CHARLY
                         It ain't over, motherfucker. You're 
                         gonna die screaming and I'm gonna 
                         watch. Am I telling the truth...?

               She flashes him her most DAZZLING smile -- The whole room 
               lights up. She can do that. As the door erases her from view, 
               a chill dances up Timothy's spine... because there was nothing 
               resembling doubt on her face.

               INT. CELLAR MEAT LOCKER - SAME TIME

               CHARLY crosses with Caitlin to the far corner.

                                     CAITLIN
                         Mom, it's cold in here-!

                                     CHARLY
                         Shhh. Just for a little bit. Polar 
                         bear, remember?

               Moves. Quick. Methodical. Breaks open the BOX: Sure enough, 
               a hunting knife. Without missing a beat, she crosses to the 
               STEEL DOOR. Kneels and begins DIGGING at the bottom edge. 
               CARVING into the brick, what the hell...?

               INT. UPSTAIRS INTERROGATION ROOM - SAME TIME

               Henessey, by the window. Tied to a chair. Timothy paces before 
               him, carrying three razor-keen SCALPELS. Pegs one into the 
               wall with deadly accuracy.

                                     TIMOTHY
                         Tell me where Charly keeps her money. 
                         She must have mentioned it.

                                     HENESSEY
                         Get fucked, you dumb bastard. Charly 
                         called Washington, by morning this 
                         whole place'll be crawling with Feds.

                                     TIMOTHY
                         We'll be gone by then, Mitch.

                                     HENESSEY
                         Yeah, well, that's what I'm saying, 
                         there's a couple Feds, they couldn't 
                         sleep, said they might come early. 
                         Fuck you, someone'll screw up. Just 
                         watch.

                                     TIMOTHY
                         Already did, Mitch, someone already 
                         did. Perkins got stuck with a double 
                         agent, someone trusted, highly placed.

                                     HENESSEY
                         Who?

                                     TIMOTHY
                         Me.
                              (chuckles)
                         Chinks are paying me to bring down 
                         Chapter.

               Henessey reacts, startled. Timothy chuckles:

                                     TIMOTHY
                         Truck goes, hundreds dead -- rescue 
                         teams within minutes, guess what 
                         they find...?

                                     HENESSEY
                         The patsy.

                                     TIMOTHY
                         Uh-uh. They find Chapter, caught 
                         with their pants down. See, Mitch, I 
                         dumped in a much faster chemical 
                         catalyst...
                              (beat)
                         The tanker's gonna blow *tonight*. 
                         In the center of town, thirty-five 
                         minutes from now.

               INT. CELLAR MEAT LOCKER - SAME TIME

               CHARLY, sweating at sub zero. Brushes hair from her eyes. 
               Blinks. Still jabbing with the knife, *why the hell is she 
               digging*? Gonna crawl under the damn door? She's gone loopy. 
               Lying flat, she appraises her work --

               A TINY NOTCH. Poked through to the other side. The actual 
               penetration to daylight: millimeters. Then, she does two 
               seemingly nonsensical things: Crosses to Caitlin -- gently 
               takes the doll from her, then:

                                     CHARLY
                         Open.

               Reaches in her mouth. Takes out her RETAINER.

               Must be the temperature. Crosses to the door again. Kneels 
               down. Calmly, with infinite care, takes the retainer...

               Inverts it, now it's *trough*-shaped. Holds it flush against 
               the tiny NOTCH she carved. BABY DOLL, now. Holds it directly 
               above the retainer. Depresses the KNOB in its back:

               It pees gasoline. Gas, trickling down the retainer, through 
               the brick -- into the other ROOM.

               Not much. Enough. She stands. DRAWS A TRAIL with the doll. 
               Crosses, dribbling, over to Caitlin. Hands the doll back to 
               her. What next..?

               She grabs the hunting knife, that's what. RAISES IT HIGH -- 
               One terrifying moment, is she gonna put it in the kid...? 
               Hardly. Brings it down on the floor. Slams it down.

                                     CHARLY
                         Gimme a spark... show me, show me...

               Tries again. And again. STRIKING, over and over. Floor RINGS 
               with the effort --

                                     CHARLY
                         Come on, come on... do it...!

               But in the end, it's just not gonna happen. *Won't work*. 
               Lets go a GROAN of despair:

                                     CHARLY
                         All this, just one fucking match, 
                         *Goddamit*...!

               She collapses forward. Cradles her head in frustration. 
               There's a tiny tap in her shoulder.

                                     CAITLIN
                         Mommy...?

               Charly looks up, face haggard and depleted... Caitlin's eyes, 
               alive again. No longer dulled. Kid reaches inside her CAST 
               and brings out a pack of matches.

                                     CAITLIN
                         Don't cry. I keep these here.
                              (beat)
                         For lighting your candle.

               Charly stares, dumbstruck, at the tiny gift.

               The bitterness, the self-hatred, all of it. Under innocent 
               eyes on Christmas Eve DETONATES, blown sky-high, and she 
               sweeps up her daughter and cradles her, tears streaming...

                                     CHARLY
                         I love you, Caitlin, oh God, do you 
                         know how much I love you...?

               Caitlin pulls back, looks flush in her mother's face.

                                     CAITLIN
                         Am I gonna die...?

               From a dark and cold place, Caitlin has led her home. Charly's 
               eyes, like steel. A harsh whisper:

                                     CHARLY
                         No, baby, you're not gonna die. They 
                         are.

               She strikes a match.

               INT. SECOND STORY INTERROGATION ROOM - SAME TIME

               Henessey, straining against his bonds. Sweating.

                                     TIMOTHY
                         Charly's stash. What's the number of 
                         the locker, Mitch...?

                                     HENESSEY
                         Fuck you.

               TIMOTHY across the room, a good forty feet.

                                     TIMOTHY
                         Left nut, five bucks I make it.

               Smiling, he raises a scalpel. Eyes dead like a rat's.

               INT. CELLAR MEAT LOCKER - SAME TIME

               The flame hovers above the gasoline trail.

                                     CHARLY
                         When I tell you, scream as loud as 
                         you can, or else your ears'll get 
                         hurt.

               A tiny nod. Charly calmly touches fire to the fuel. Cradles 
               Caitlin to her chest, gently strokes her hair...

                                     CHARLY
                         Hey, should we buy a dog...?

               The flame races across the room. Hits the steel door. And 
               zip! Vanishes through the NOTCH. A pause...

               THE BASEMENT BLOWS SKY-HIGH.

               Wooden walls, obliterated. Boards sheared. Atomized. THE 
               MEAT LOCKER DOOR blows inward like a cannon shot. Holds to 
               its hinges, buckled like JIFFY POP.

               INT. UPSTAIRS INTERROGATION ROOM

               TIMOTHY'S THROW is off target, sticks in Henessey's chair. 
               Between his legs. Inches. Then the assassin LEAVES HIS FEET, 
               look of comic surprise -- as the walls behind him disintegrate 
               in FLAME. Henessey cries out, blinded as

               EXT. MOTEL BUILDING

               He's blown backward OUT THE WINDOW. Chair and all, lofting 
               across the middle distance... blasts through the MOTEL SIGN. 
               Blows it to SPLINTERS. Tumbles, and over end... lands, WHAM. 
               Atop the garage's CORRUGATED ROOF. Chair flies to sticks.

               A BLUE SUIT spins, startled. Gun comes up -- Henessey doesn't 
               miss a beat. Reaches between his legs. Plucks the KNIFE from 
               the wood and slings it...! Guy takes it in the head, drops. 
               Some days you get lucky.

               He looks up in disbelief. FIREBALL, raging to Heaven.

                                     HENESSEY
                         You foxy bitch.

               EXT. BLAST SITE - SAME TIME

               TIMOTHY staggers from the smoke. Nicked and bloodied -- ALIVE. 
               Rushes into the cavernous GARAGE, where blue-suits scuttle 
               like ants. Points to the tanker, face crazed:

                                     TIMOTHY
                         Move it out of here, now!

               EXT. MOTEL GROUNDS - TRAVELING WITH CHARLY - SAME TIME

               Caitlin in tow, SMOKE everywhere. Running flat out across 
               the compound. Eyes ticking back and forth, missing nothing... 
               Sees a gun on the ground, scoops it up: promptly DROPS IT, 
               the fucking thing's red hot.

               That's when the POCK-FACED KILLER lurches out of the smoke, 
               blade arcing for her throat.

                                     CHARLY
                         *Run, Catey*.

               She goes under the blade. SLAMS him. Down they go, hit the 
               dirt -- CAITLIN beats feet, vanishes into the smoke.

               Charly, fighting for her life. Manages to KICK FREE. He rears 
               up. Poised to hurl the KNIFE. Charly, dives, rolls -- scoops 
               up the gun and SCREAMS as her flesh sizzles and it spurts 
               three times and blows him down.

               Doesn't stop. Rips the AUTOMATIC RIFLE from his shoulder. 
               Rummages in his coat -- Cube of C-4. Even better. Casts about, 
               searching the smoke... No sign of her daughter.

               EXT. WOODS - NIGHTTIME

               CAITLIN darts in and out of the trees. Frightened. In the 
               background, men rush back and forth. The MOTEL burns merrily. 
               Then, above the shouts, A RUMBLING noise, she darts a look -- 
               as THE TANKER comes trundling out of the garage.

               POV CAITLIN: Attached to the rear of the truck bed, a bright 
               yellow UTILITY BOX, roughly three by three. As the driver 
               idles, waiting for the road to clear -- Caitlin BREAKS COVER. 
               Runs and climbs inside the box, and meanwhile

               BACK WITH CHARLY - SAME TIME

               Her mother. Crouched behind Timothy's RED JAGUAR. Scans 
               through the rifle's Starlight Scope. Sweating. Intense. We 
               see the landscape, cast in ghostly GREEN.

                                     CHARLY
                         Where'd you go, baby... show Mommy...

               *There*. Bingo. Charly watches through the scope as a TINY 
               GREEN CAITLIN climbs into the box and shuts the lid. 
               Unfortunately, a nearby blue-suit has WITNESSED this. He 
               looks around, stabbing a finger at the box:

                                     NOSY BLUE-SUIT
                         Hey. Hey, you see that? A little kid --

               A bullet slams him backward in a cut-string sprawl.

               WITH CHARLY

               She lowers the rifle. Nods grimly:

                                     CHARLY
                         Smart girl, honey. Stay still. Don't 
                         make a sound. Snug as a bug in a 
                         rug...

               MEANWHILE, ELSEWHERE ON THE GROUNDS

               HENESSEY, on the move. Crouched low. Choking on woodsmoke, 
               eyes streaming. Up ahead, a splayed CORPSE -- He hunkers 
               over the poor schmuck, guy's good for a radio. Snatches up 
               the portable unit. Fumbles with the dial, searching for 26.9 
               megahertz...

               EXT. CLIFFSIDE - HIGH ABOVE MOTEL - SAME TIME

               CHARLY slews to a stop in the red Jag. Leaps out. Darts along 
               the cliff, throws herself flat. Peering down at the grounds, 
               sniper rifle positioned -- Babysitting the tanker.

               HEARS HENESSEY... Calling to her on the radio.

                                     HENESSEY (V.O.)
                         Charly, you there? Hello, Charly.

               Grabs the unit from her belt:

                                     CHARLY
                         Mitch! I don't believe it. Listen, 
                         if you say, "Are we having fun yet" 
                         I'll rip your nuts off. Where are 
                         you?

                                     HENESSEY
                         Behind the big garage. Is Caitlin 
                         with you?

                                     CHARLY
                         No, but she's safe for the moment, 
                         she stowed away on the tanker truck.

               Henessey draws a sharp breath. Swallows, says:

                                     HENESSEY
                         Charly, Timothy rigged the tanker to 
                         go off early. We got fifteen minutes. 
                         No more.

               On her reaction we CUT TO:

               EXT. MOUNTAIN ROADSIDE - WITH TANKER AND EN TOURAGE

               Beside the tanker, A PANEL TRUCK sits, engine idling. Phony 
               logo on its side -- *Little Debbie* snack cakes. A RAMP is 
               lowered, and a CAR begins backing up into the truckbed, facing 
               outwards.

               INSIDE THE TRUCKBED, harried blue-suits hurriedly unwrap the 
               frost-covered corpse of IMN AL RAHMAN -- and place him behind 
               the wheel.

               MEANWHILE, AT THE BACK OF THE TANKER

               A blue-suit puts a PADLOCK on the utility box as he passes. 
               SNAPS IT SHUT.

               BACK WITH HENESSEY - SAME TIME

               He hears two flat CRACK-!s on the still air.

                                     HENESSEY
                         Hello...! Charly...?

               Even over the receiver, her desperation's apparent:

                                     CHARLY
                         Tires won't pop, Mitch. Bastard just 
                         locked her in, she's stuck in there 
                         and they're leaving, *Goddammit*!

               Henessey rubs his eyes. Takes several deeps breaths, mind 
               turning it over. He looks up. Tired. Haunted.

                                     HENESSEY
                         All right, I'll go in and get her, 
                         you watch my back.

                                     CHARLY
                         No chance. I make it twelve, Mitch, 
                         automatic weapons.

                                     HENESSEY
                         So kill 'em for me, bitch, Christ, 
                         what are you good for?

               He stuffs a fresh clip in the gun. Wipes away sweat.

                                     HENESSEY
                              (to himself)
                         C'mon, buddy. Do one thing right, 
                         just this once... please...

               Closes his eyes. Gathers himself. Long pause...

                                     HENESSEY
                         Piece of cake.

               He leaps from the roof and makes a death run.

               Gun in one hand, radio in the other. Swerving and dodging 
               like a broken-field runner, CHARLY in his ear screaming:

                                     CHARLY (V.O.)
                         *Your nine, on your nine*!

               He spins, BLASTS AWAY, dead guy, pitching forward -- SMOKE, 
               billowing, making him COUGH...

                                     CHARLY (V.O.)
                         *30 degrees left, Mitch. Left*.
                              (beat)
                         *Your other left*.

               Stumbling, catching himself. Barreling forward.

                                     CHARLY (V.O.)
                         *Nix, nix, I can't see in there, 
                         don't do it, break right...*!

               He breaks right.

                                     CHARLY (V.O.)
                         *Fuck me, I was wrong, get outta 
                         threre*!

               He staggers out of the smoke: TWO MEN, MP-5 machine guns. 
               Trained on his chest. He struggles to aim, oh, shit -- Two 
               distant CRACKS. The bad men go away, catapulted backwards. 
               Henessey shouts into the radio:

                                     HENESSEY
                         Gracias.

                                     CHARLY (V.O.)
                         *De nada*.

               UP ABOVE, ON THE HILL

               CHARLY fires shot after shot. Every time she squeezes the 
               trigger, someone dies. No such thing as wounded, we're talking 
               St. Peter looks up from a magazine and says holy shit, it's 
               the lunch rush at Kate Mantilini's.

               BACK DOWN BELOW

               The smoke clears and Mitch sees the tanker. Right there, 
               thirty yards away. Yellow UTILITY BOX. No one in the way.

                                     CHARLY (V.O.)
                         *End run, Mitch, go wide*!

               He breaks for the truck.

                                     CHARLY (V.O.)
                         *No, Goddamn you, they got you 
                         flanked...*!

               Everybody fires a gun.

               MITCH GETS HIT

               Takes one high in the chest, SPINS him...!

               UP ON THE HILL

               CHARLY SPRAYS on full auto, DICES TO TATTERS the combat zone, 
               extinguishing the gunmen, too little too late because

               MITCH IS IN DEEP

               BAM--! bullet takes out his right arm, fuck *you*, buddy, 
               doesn't miss a beat, simply tosses the gun over to the other 
               hand and KEEPS SHOOTING, blows that fucker down and now he's 
               staggering into the trees, and collapses, and HITS... And 
               lies very still and bleeds. As ECHOES of gunfire die slowly, 
               we HEAR:

                                     HENESSEY (V.O.)
                         Dear Ma: I'm looking at the ants, 
                         they're pretty great. Some really 
                         funny ants here, Ma. All these funny 
                         ants, think I'll stay and watch 'em 
                         awhile...

               UP ON THE HILL

               Aftermath... Charly's out of ammo. Flings aside the rifle, 
               snarling in a helpless rage -- Something else, then. SOUND, 
               nearby. Building in pitch, reaching a crescendo --

               A SCREAMING CHOPPER RISES BEHIND HER.

               Crests the cliff and hovers like the SWORD OF DAMOCLES.

               INT. CHOPPER - SAME TIME

               MARKSMAN, riding shotgun. Scans the cliff below: Thick 
               evergreens. Charly, somewhere among them. He sights down his 
               rifle, takes careful aim -- BLOWS OUT TIRES on the Jaguar. 
               Cripples it. The chopper BANKS, heading away.

               BACK WITH CHARLY - SAME TIME

               In big trouble. MANY HEADLIGHTS, bouncing uphill toward her. 
               Cut off, they've cut her off -- The other direction ain't 
               much better: A 200 FOOT DROP. Straight down. Evergreen trees, 
               far below. Power lines. Highway.

               She hears the PHONE RINGING, then... inside the Jag. Crosses 
               slowly. Reaches in, lifts the receiver. It's TIMOTHY.

                                     TIMOTHY (V.O.)
                         I tried to give you a pretty death, 
                         baby. Did my best. Now you're fucked, 
                         now it's ground beef time.

                                     CHARLY
                         The truck. How long til it blows?

                                     TIMOTHY
                              (incredulous)
                         Sweet Loretta, you're another animal 
                         entirely. Let's see, 312 degrees... 
                         Make it ten minutes, give or take.

                                     CHARLY
                         Then I better hurry.

                                     TIMOTHY
                         Oh, spare me. You made a big noise 
                         and bought five more minutes on the 
                         planet. Give up. Die. I'll spit in 
                         what's left of your face.

               He clicks off. Charly drops the receiver. Turns, looks behind: 
               They're coming for her.

               Woods filled with headlights. Backlit FIGURES. Ducking in 
               and out of the trees, getting closer... The wind blows. Bitter 
               cold out here in the dark night of the soul. Nothing left. 
               No hope. No reason.

               Caitlin, dead.

               The rage explodes in the form of a kick which SHATTERS the 
               lock on the trunk. *Dammit*, she needs a fucking miracle.

               At that moment, the trunk lid slowly rises, CREAKING... 
               Revealing all of Timothy's BUNJEE JUMPING EQUIPMENT.

               EXT. MOUNTAIN ROAD - SAME TIME

               The TANKER is rolling. Out onto the road, snorting and 
               belching. Preceded by the Little Debbie PANEL TRUCK.

               INT. UTILITY BOX - ON TANKER - SAME TIME

               Poor little Caitlin huddles in the dark. All alone. ROARING 
               in her ears. Sort of like being underwater.

               EXT. TANKER TRUCK - CLOSE ON UNDERBELLY

               A silver device attached to the skin of the tank.

               WITH TIMOTHY - CROSSING THE SMOKE-FILLED GROUNDS

               He consults a tiny, liquid crystal display on his watch. Red 
               numerals. *178 degrees*.

               EXT. CLIFF'S EDGE - WITH CHARLY

               She won't quit. Busy now, deftly sticking the wad of C-4 
               EXPLOSIVE to the bottom of the Jaguar. Straightens. Turns 
               around --

               Stands dead calm as they all come out of the TREES, guns 
               drawn... Raises her hands, see, boys...? No bang-bang.

               Like backlit monsters, they approach, hulking. Matter of 
               yards, now... She flashes a naughty little smile --

               Goes backward off the cliff and rockets earthward.

               200 feet of open air, THE BUNJEE Cord pays out, fast...! 
               Whipsaws out the door of the Jaguar, hooked by carabiner to 
               the STEERING COLUMN and meanwhile

               THE CHAPTER AGENTS

               Rush forward, incredulous. Peer OVER THE EDGE: Below them, a 
               swan diver, BLACKNESS all around. She drops like a stone. 
               Vanishes into the fog, beautiful as a poem.

               INSIDE THE JAGUAR: The cord goes taut -- Now it starts to 
               stretch outward. DECELERATION kicking in, Charly can FEEL 
               it, still whistling through space...

               Hits a dead stop.

               This is it. Cord, stretched as far as it goes.

               She's still sixty feet above the highway.

               No hesitation whatsoever. She thumbs the DETONATOR in her 
               right fist --

               Blows the car.

               UP ABOVE - CLIFF'S EDGE

               The Jaguar goes up with a solid CRUMP--! Blown off the edge 
               of the cliff. Along with a half dozen screaming AGENTS.

               BACK WITH CHARLY - FALLING

               Lifeline cut. 60 feet above the road, no problem. She does 
               thirty feet in freefall. Raises her left hand --

               Slaps a carabiner on a passing POWER LINE. Hurtles downward 
               until suddenly, KA-CHUK--! She LURCHES to a stop.

               Doesn't miss a beat: Grips a rope and GLIDES the last thirty 
               feet, touches down lightly. Unhooks herself, turns as AN 
               ONCOMING CAR throws a fishtail SKID, just misses her. Driver 
               SWEARS.

               She raises her gun. Fires without blinking.

               Puts a hole in the passenger side windshield and the DRIVER 
               ain't sticking around, he's out the door and gone as

               CHARLY THE EXTERMINATOR

               Crosses to the car, face a stone mask. Behind her the FLAMING 
               JAGUAR SMASHES to the ground, raining fragments -- Followed 
               by BURNING CORPSES, smacking the pavement one after another. 
               She doesn't even look. Gets behind the wheel. Leaves most of 
               her tires on the road behind her.

               EXT. MAIN STREET - TOWN OF SANTA CLAUS - CHRISTMAS EVE

               Milling crowds. Music and laughter. SANTA heads up a TEEMING 
               PARADE down Main Street, atop a horse-drawn sleigh... Replay 
               of the film's opening, as

               EXT. STREET - SAME TIME

               The gleaming TANKER roars down a sidestreet. Riding point: 
               the innocuous PANEL TRUCK.

               The temperature gauge continues to RISE: *203 degrees*.

               EXT. MAIN STREET - EDGE OF TOWN - SAME TIME

               Charly runs a roadblock, doing fifty -- Someone put a PARADE 
               in front of her. Hits the BRAKES...! Fishtales into a mailbox. 
               Sends it flying through a plate glass window. Out of the 
               car, gun held low, and meanwhile --

               INT. CAR - DRIVING

               TIMOTHY barks orders into a mic:

                                     TIMOTHY
                         All units converge. Divert local 
                         law, this is a government matter. 
                         Brook no interference, I want the 
                         Baltimore woman eliminated. *Where's 
                         the fucking chopper*?

               Racing toward the edge of town and meanwhile

               ON THE PARADE ROUTE

               SANTA CLAUS himself perches atop his sleigh, feeling like a 
               rock star and wishing his groupies were legal... when suddenly 
               he's got company.

                                     CHARLY
                         I'm the Missus. Drive.

               The rogue colonel FIRES A SHOT in the air -- THE HORSES bolt. 
               Plunging off the parade route amid SCREAMS as

               INT. PLUSH LIMO - SAME TIME

               MR. PERKINS hunkers forward, face slack, as a tinny VOICE 
               issues from his headset mic:

                                     VOICE (O.S.)
                         ...yes, she's with Santa Claus, 
                         correct, er, excuse me, the individual 
                         *playing* Santa, er... they're 
                         pursuing the tanker truck, sir.

               Perkins stares straight ahead, speechless.

               EXT. HIGHWAY - HEADING OUT OF TOWN

               SIDE BY SIDE WITH THE TANKER. Horses at full gallop, hooves 
               in pounding frenzy. Charly tries to JUMP from one to the 
               other -- no go, the tanker pulls away, widening the distance, 
               and meanwhile

               TWO GOVERNMENT SEDANS

               Come whipping out of ALLEYS, fall in behind them. CRACK--! 
               Gunshots, shattering the stillness.

               EXT. TRUCK CHASSIS - SAME TIME

               A RICOCHET whines off a hydraulic cable. Spurt of fluid as 
               the BRAKES start to go, and meanwhile

               BACK ON THE SLEIGH

               CHARLY throws herself flat next to Santa.

                                     CHARLY
                         Sorry, man. Government agents, high 
                         level conspiracy.

                                     SANTA
                         Fuckin' government.

               The SEDANS jockey for position, try to pull ABREAST -- Charly 
               swerves the sleigh back and forth, won't let them through. 
               She hands the reigns to Santa.

                                     CHARLY
                         Veer left.

                                     SANTA
                         Away from the truck?

                                     CHARLY
                         Do it. In five seconds I'm gonna own 
                         that fucking truck.

               Santa complies. PEELS OFF to the left -- Opens a TWELVE FOOT 
               chasm between sleigh and tanker. Sure enough, one of the 
               government cars spurts forward to fill the gap, comes ABREAST 
               of them. It's what she wanted.

               *FIVE SECONDS*:

               Charly Baltimore LEAPS from the sleigh, lands atop the 
               government car. Skips lightly across it, casually BLOWS TWO 
               SHOTS through the ROOF. Down through the metal. Drilling 
               into their heads. Driver and passenger, killed instantly --

               As Charly hops nimbly from her 50 mile-an-hour STEPPING STONE. 
               Over to the tanker. Dump-stuffs a new clip, as

               THE CORPSE CAR

               Fades from the race, driverless. Whipping out of control. 
               FISHTAILS away behind them -- Takes out the SECOND CHASE 
               CAR, spray of metal.

               Three seconds, and Charly's taken out two pursuers.

               INT. CAB OF TANKER TRUCK - SAME TIME

               The door files open and the DRIVER sees CHARLY. Bloody. 
               Demonic. Wisely leaps out, BOUNCES from view -- Charly snags 
               his hat as he goes by, plops it on her head. SWINGS UP into 
               the drivers' seat, double-clutches -- pours on the steam.

               Five seconds. She owns the tanker.

               BLASTS forward into the lead PANEL TRUCK. Slams the truck 
               from behind, BULLDOZES it -- Sends it THUNDERING into a park 
               bench. Glass sprays.

               She owns the road. On the seat beside her: an MP-5 machine 
               gun. She's set. Throws a NINETY DEGREE turn onto a sidestreet. 
               Donates most of her tires to New York.

               INT. SPEEDING TANKER TRUCK - SANTA CLAUS - NIGHT

               Charly's on fire. Senses heightened. Eyes tick back and forth 
               like a machine. Heading downhill, out of town...

                                     CHARLY
                         Hang on, Catey.

               She hits the brakes. A flash of SPARKS..! A ripping WHINE, 
               dies away -- The brake pedal is all play. Nothing. She's in 
               a runaway truck.

                                     CHARLY
                         *No, not fair, not fucking fair...*!

               Barreling onward. A lunging behemoth.

                                     CHARLY
                         Can't stop, Catey, can't...

               CHAIN-LINK FENCE, at road's end. Beyond it, a quarter-mile 
               plunge. Downhill over rocky terrain --

               To St. PETER'S SEMINARY. Looming stone structure. Closed 
               now. Vast empty PARKING LOT.

               Tears on her cheeks. Lights a cigarette. Takes a long drag, 
               exhales:

                                     CHARLY
                         Suck my dick, every one of you 
                         bastards...

               Blows through the chain-link fence.

               SHUDDERS AND LEAPS DOWNHILL. Mud blows skyward. Trees, blasted 
               to splinters.

               CAITLIN

               Buffeted inside the UTILITY BOX. Cries out as

               IN THE CAB

               Charly fights to contain the beast. "Fuck you," slyly retorts 
               the beast. She BOUNCES and caroms off the sides like a mad 
               pinball --

               THE TRUCK SMASHES DOWN

               And all the windows BLOW OUT concussively and the front tires 
               go with a volcano CRACK-! as the beast goes canting to one 
               side, ponderous, MASSIVE...

               It keels over on its side. Still doing fifty.

               TRAVERSES THE PARKING LOT.

               Slows itself by TAKING OUT LIGHT POLES, shears them off like 
               saplings.

               Whacks the side of the chapel. IMPACT. Keeps going...

               Charly is EJECTED from the cab. Pinwheels through space like 
               a broken doll, bursts through a STAINED GLASS WINDOW.

               INT. CHAPEL

               The glass ruptures as she catapults through. Hits on her 
               stomach, bounces. Slides to a stop, rolls over --

               FLINGS herself aside just in time, as a towering ST. PETER 
               SMASHES to earth an inch from her head, showers marble...!

               Concussion dies away. Silence. Echoes.

               EXT. SEMINARY GROUNDS - SAME TIME

               The tanker slides, DETONATING planters one by one... Comes 
               to rest in a central COURTYARD. Lies there, a hissing 
               dinosaur.

               TIMOTHY'S TEMPERATURE GAUGE is still affixed to the truck's 
               underbelly: *280 degrees*.

               INT. CHAPEL - WITH CHARLY

               Charly, semi-conscious. Rolls onto her back, gasping. Stares 
               at the gathered saints. Swallows hard. Sucking it up, 
               preparing. Rolls to one knee, plants her foot...

               She's got to make that truck.

               On her feet now. Stumbling forward. One arm hugging her guts. 
               Cross-eyed, so hard to focus... left foot, right foot, get 
               it done, bitch, yes it's *supposed* to hurt that much, flings 
               open the door and she's so brave that for a second we think 
               she might make it.

               Timothy kicks her in the head.

               Charly flies back. Hits and SLIDES. Fetches up against a 
               bannister, WHAM--! Timothy calmly shuts the door behind him. 
               Consults his tiny gauge -- *297 degrees*.

                                     TIMOTHY
                         Call it four minutes to detonation. 
                         I got a chopper on the way, lots of 
                         time.

               He sheds his coat. Stows his gun. Removes a SWITCHBLADE. 
               Drapes the coat on the bannister. Flicks open the knife.

                                     CHARLY
                         Oh, honey. Only four inches...?

                                     TIMOTHY
                         You'll feel me.

               He approaches, almost casually. Charly staggers erect. Adopts 
               a killing stance. Instinct. She can barely stand.

               INT. PERKINS' LIMOUSINE - SAME TIME

               PERKINS hears a garbled, pained voice over his headset:

                                     VOICE (O.S.)
                         Point team leader, reporting... 
                         She's... incapacitated the truck... 
                         I'm damaged, sir, I believe I'm 
                         dying... Instructions...?

                                     PERKINS
                         Continue dying. Out.

               He leans back. Stares sightlessly. Loosens his tie, hits the 
               intercom and says:

                                     PERKINS
                         Anthony, get me the President...

               He takes out a bottle of Scotch. CUT TO:

               INT. CHAPEL - SAME TIME

               Charly and Timothy. They circle, two pros.

                                     TIMOTHY
                         You've lost a step, Chuck. Muscles 
                         never recovered from C-section, I'll 
                         bet. Am I right?

               Never watching the eyes, the eyes are liars, they watch the 
               HANDS... The gathered saints look on, neutral.

                                     CHARLY
                         Please, man... She's only... eight... 
                         she's a beautiful little girl...

               His concentration never falters as he says:

                                     TIMOTHY
                         She's a worthless bitch. I know it 
                         'cause she came out of me.

               He LUNGES with the knife, she spins away -- He gets hold of 
               one arm and FLINGS her, up and over...! She SAILS through 
               space. Twists in mid-air. Lands like a cat. Almost. Staggers 
               forward. They circle...

                                     TIMOTHY
                         It's called shock, Charly... Your 
                         body wants to go into shock...

                                     CHARLY
                         Fuck you, your breathing's lousy...

               Charly LAUNCHES herself. Avoids a stab at her throat, eats 
               that for breakfast, spins, slams the knuckles of her right 
               hand into Timothy's ribs. Busts one. He snarls, TRAPS her 
               wrist: CRACK! Wrist, broken. She HISSES in pain, falls back 
               GASPING.

               Circling again. Charly cannot walk a straight line.

                                     TIMOTHY
                         Look at you. You're out of your 
                         motherfucking league, dearie.

               CLOSE ON CHARLY

               She looks up at him from sunken eyes shot through with red, 
               and in those eyes we glimpse it; the DEMON, laughing... as 
               Charly whispers:

                                     CHARLY
                         ...You want a piece...? Take my 
                         shoulder.

               He lunges with the knife...! She ducks, trips on purpose and 
               HANDS HIM HER SHOULDER, all that's missing is the plate --

               And WHAM. In goes the knife, cuts deep and Charly looks him 
               in the eye and GRINS because sure enough, there's the 
               bastard's KNEE, wide open...

               Boot-strikes, BAM--! Shears the knee, and Timothy HOWLS in 
               agony. Stumbles backward into the bannister --

               Grabs his coat. Brings out the gun, it GOES OFF--!

               Charly dives for cover. Rips the knife from her own shoulder 
               and flings it.

               Takes him in the shoulder. Topples him back. BANNISTER. Up 
               and over, flailing...! Drops from sight.

               Charly falls back. Pause. Sucking air. Sits down hard. Legs 
               splayed. Looks down at herself, oh, God...

               There's a hole in her chest.

               EXT. SEMINARY - NIGHTTIME

               The doors burst open and here she comes. Trauma, severe. 
               Shock, blood loss -- She makes for the tanker. For her kid. 
               Hitches. Staggers. Going on sheer guts.

               THE HELICOPTER ROARS OVERHEAD

               The PILOT brandishes his radio mic:

                                     PILOT
                         Got her. Heading for the tanker, 
                         thirty yards out. She's all over the 
                         place, something's wrong with her.

               WITH CHARLY

               Left foot, right foot, she's not running, she's falling in a 
               straight line -- Reaches the tanker. Staggers against the 
               inverted chassis. UTILITY BOX. Above her.

                                     CHARLY
                         *Cover your ears*.

               She raises her gun. Fires. BAM-! Lock springs to pieces. 
               CAITLIN tumbles to the pavement, dazed and confused. Casts 
               about --

                                     CAITLIN
                         MOMMY...!

               She springs to her feet. Comes running and flings both arms 
               around her mother. HUGS HER -- That one puts Charly out for 
               a few seconds. PAIN, excruciating. Comes to her senses, 
               swaying like a clothesline in a high wind...

                                     CHARLY
                         Run... get out...

                                     CAITLIN
                         Don't go away again, Please...!

               Charly grabs Caitlin's head. Turns it. Facing the TEMPERATURE 
               GAUGE. Red numerals: *301 degrees*.

                                     CHARLY
                         The truck's a bomb... gonna blow up, 
                         RUN... I'm right behind you, go...

               Caitlin hovers, torn. Charly summons a gutteral CROAK:

                                     CHARLY
                         ...*Go and don't look back*...

               In the end, Caitlin relents. RUNS, toward the surrounding 
               woods... Charly watches her go. Nods, satisfied -- Collapses. 
               Hits the tarmac and splays in a heap. Breath wheezing in and 
               out. Already the pavement is staining red.

               WITH CAITLIN

               As, within ten seconds of the command, she promptly DISOBEYS 
               her mother, looks back -- Stops dead.

               There's a corpse underneath the truck.

               It isn't moving. It isn't breathing. It isn't laughing or 
               crying...

               Or hurting, not anymore.

                                     CAITLIN
                         *Mommy, no...*!

               Bomb forgotten. Danger forgotten. Her tiny arms pumping, 
               feet slapping pavement -- She returns to her mother. Grabs 
               one knife-bloodied shoulder, oblivious of the wound. Jerks 
               back and forth. Frenzied.

                                     CAITLIN
                         It's okay. I'm sorry I left, please 
                         wake up, come on please...

               CHARLY. Cheek against the pavement. One lifeless eye STARES. 
               Bloodshot and sightless.

               ANOTHER ANGLE

               Government vehicles, pulling up now. At the edge of the 
               parking lot. 100 yards away, give or take. Numerous SEDANS. 
               The Little Debbie panel truck. AGENTS crouch behind cars. 
               Weapons trained on the wounded behemoth.

               EXT. SEMINARY - SAME TIME

               The side door BURSTS OUTWARD and a limping figure emerges, 
               frantically signaling for the chopper: TIMOTHY'S got murder 
               in his eye. THE CHOPPER banks, coming in low as he hauls 
               himself aboard.

                                     PILOT
                         Sir, your shoulder --

                                     TIMOTHY
                         Fuck the shoulder, knee's worse. 
                         Just bring me around and hold her 
                         steady. I'm not leaving until I know 
                         the bitch is dead.

               He grabs an automatic rifle.

               BACK WITH CAITLIN - UNDERNEATH THE TANKER

               She adheres to Charly's motionless form. Looking small and 
               terrified. Whispers in her mother's ear. Soft and low:

                                     CAITLIN
                         Mommy, get up now. You just stop it, 
                         Mommy, you stop being a little baby. 
                         Stop it, you're not dead, I know 
                         you're not dead so you get up now.

               Face contorted, she strikes out. Flails. HITS Charly.

                                     CAITLIN
                         *Don't you die*, you get up now, 
                         Goddammit...! Life is pain, you just 
                         get used to it, and stand up *right 
                         this minute*, Mommy. Life is pain, 
                         do it, you bitch. *Do it*.

               Tears coursing in rivulets. Little fists clenched. Then -- 
               It might be a trick of the wind. Tiny aspiration, not enough 
               breath to fog a mirror...

                                     CHARLY
                         ...mommy... here...

               A solitary tear appears in the wide-open staring eye. One 
               fingernail, then. Scratches feebly. Toes, shifting. Seeking 
               purchase. A HAND, planting itself... TEETH BARED, a rictus 
               of pain... Rising up...

               *Standing*. Full height now, flexing one deadly arm. She 
               hugs her daughter and says:

                                     CHARLY
                         ...You're grounded...

               Overhead, the HOWLING of rotor blades. Charly gasps for 
               breath. Cracks open the GUN... no bullets. Swell. Scans the 
               pavement... There. THE MP-5 machine gun lies twenty feet 
               from her. Twenty miles, same difference. Across the pavement, 
               even farther away: Timothy's car.

               *305 degrees*. Charly swallows hard:

                                     CHARLY
                         I'm gonna get the gun, you run for 
                         that car. We go on three, okay? One... 
                         Two... *Three*.

               They break cover. Into the open. A WITHERING FIRE ERUPTS. 
               Right at their feet...! Geysers of asphalt, shot skyward --

               TIMOTHY sprays the blacktop from above. Ruthless. Charly 
               goes insane. Lurches, crazed, to the cab of the truck. Thumbs 
               the mike and says:

                                     CHARLY
                         Somebody get that motherfucker off 
                         me! I got a kid here, I got my eight 
                         year-old daughter, *Jesus Christ*...! 
                         It's Christmas Eve, who are you 
                         *people*, fucking pull him off! Do 
                         you hear me...?

                                                                    CUT TO:

               EYES SNAP OPEN IN DARKNESS. We don't know whose they are. We 
               don't know where we are.

               BACK WITH CHARLY - SAME TIME

               The temperature gauge: *308 degrees*. She clutches Caitlin. 
               Shouting into the mic:

                                     CHARLY
                         Distract him, for God's sake give me 
                         ten seconds, please, I'm begging 
                         somebody, anybody, *she's my 
                         daughter*...!

               EXT. EDGE OF PARKING LOT

               A sour-looking CHAPTER AGENT stands before a row of cars and 
               the Little Debbie panel truck. Expressionless beaurocrat. 
               Lifts the mic to his lips and says:

                                     CHAPTER BEAUROCRAT
                         Negative, ma'am, we understand your 
                         request, but we've decided to go 
                         ahead and let this play out...

               Behind him, the back of the panel truck EXPLODES. A car 
               CATAPULTS outward into space -- SMASHES DOWN atop two sedans. 
               Blows out their windshields. Flings itself to the pavement 
               and RICOCHETS forward, zero to sixty.

               MITCH HENESSEY

               At the wheel. Making a suicide run. Face a FRIGHT MASK of 
               deadly purpose. We have no idea why someone who looks like 
               him is alive.

               INT. HELICOPTER - SAME TIME

               *Distraction*, just enough: The pilot banks toward the CAR.

                                     TIMOTHY
                         Where are *you* going??

               Timothy grabs the stick -- THAT'S WHEN CHARLY BREAKS COVER. 
               Does a MAD STAGGER across the blacktop. Goes for the GUN.

               TIMOTHY CHANGES DIRECTION. Chopper again, SCREAMING in low 
               and fast --

               CHARLY dives, rolls -- Comes up with the MACHINE GUN and 
               falls flat on her back, points it skyward:

                                     CHARLY
                         Suck on it.

               She fires. Blows the chopper's TAIL ROTOR. The craft pitches 
               to the side -- Dumps Timothy out the door. Flailing.

               Head over heels, he FALLS -- Lands atop the TANKER, right on 
               the silver tank and *burns*. Actually SIZZLES at 310 degrees 
               Celsius, steam pouring off him like a vampire in daylight, 
               SHRIEKING--!

                                     CHARLY
                         Die screaming, motherfucker.

               She watches as he slips from sight... off the tanker. SIRENS 
               now, approaching. Wind, biting cold. Ground black and bloody 
               in the moonlight...

               HERE COMES HENESSEY, powers across the lot, pedal to the 
               metal. Followed at a distance of fifty yards by half a dozen 
               squawling GOVERNMENT VEHICLES, flashers turning.

               Henessey stomps the brake. SLEWS to a stop, tires cooking...! 
               KICKS open the passenger door as Charly collapses into the 
               car, CAITLIN in her arms. The kid says:

                                     CAITLIN
                         Hurry! The truck is a bomb!

                                     HENESSEY
                         Yeah, yeah. What else, we got a 
                         fucking lightning rod on the roof...? 
                         No, Caitlin, *don't check*.

               He PEELS OUT.

                                     CHARLY
                         Hey... you're bleeding...

                                     HENESSEY
                         I think that's yours...

                                     CHARLY
                         Right, sorry...

               He inadvertently smacks a light pole. SPARKS fly.

                                     CAITLIN
                         *You're a bad driver! Who said you 
                         could drive*?

               EXT. PARKING LOT - BESIDE THE TANKER - SAME TIME

               They have to drag Timothy inside the car. The engine ROARS 
               as it leaps forward, trailing the other FIVE -- Scarred and 
               hideous, he stares after Charly, screaming:

                                     TIMOTHY
                         *Somebody do her, somebody kill that 
                         fucking whore, kill her*!

               That's when the helicopter crashes. The pilot does everything 
               but flap his arms -- Forget it. IT KEELS OVER. Rotor touches 
               pavement -- Blows to pieces. They ALL go. Snapped off. Blown 
               like rockets in every direction.

               TIMOTHY LOOKS UP as a rotor blade whistles right through the 
               windshield of his car. Shears off his HEAD. Blows out the 
               BACK in a shower of glass and hurtles onward, SPINNING out 
               of control...

               Strikes the tanker. Boom.

               Imagine God in Monte Carlo. Tossing dice the length of a 
               craps table. Now, imagine the dice are BURNING CARS.

               EXT. EDGE OF PARKING LOT - SAME TIME

               Henessey flies out of the parking lot and INTO the WOODS as 
               the firestorm RAGES TO HEAVEN behind him. Cars, heading his 
               way -- AIRBORNE. Fights the wheel, swerving through the woods 
               as all around him, FLAMING CARS crash down. BOUNCING into 
               and out of the trees, peekaboo...

               Some go flying past OVERHEAD. Striking in front like meteors, 
               GOUGING the earth. Caitlin screams:

                                     CAITLIN
                         Don't hit the cars!

               Henessey favors her with a foul look. CHARLY looks up and 
               sees ANGELS flying overhead, trailing concrete...

               Then they're OUT OF THE WOODS. Car slingshots onto the highway 
               and races forward, SAFE. Behind it, the sky is aglow, SNOWING 
               fiery traces... Bits of earth, trees, pavement.

               OVERHEAD VIEW: As they roar out of town, we see burning woods 
               and a CRATER approximately 150 yards in diameter -- St. 
               Peter's Seminary no longer exists... CUT TO:

               EXT. ROADSIDE - OUTSIDE OF TOWN - NIGHTTIME

               Henessey coasts to the side of the road and stops. He lays 
               his head on the steering wheel, sucking air. Looks at Charly:

                                     HENESSEY
                         Sorry, can't drive... Are you okay...?

                                     CHARLY
                              (grimaces)
                         ...Are you... stupid...?

                                     HENESSEY
                         ...funny thing...? You aren't going 
                         to die... I am...

               Charly offers him that soft, sad little smile.

                                     CHARLY
                         I know.

               Henessey starts to fade... breathing labored... Reaches up... 
               strokes Caitlin's hair. Smiles at her:

                                     HENESSEY
                         Hey, gorgeous... know something... 
                         you got your mother's eyes... don't 
                         let... nobody tell you different...

               Slumps back in the seat. Gazing at Charly. A single tear 
               runs from one bloodshot eye. He whispers:

                                     HENESSEY
                         Scared... to be nobody... without a 
                         ripple... please... remember me...
                              (beat)
                         ...Love you...

               Dies.

               Charly leans on the dash. Cries for awhile. For herself... 
               for Henessey... for this Godawful planet, and everything 
               else. DISSOLVE TO:

               INT. FARMHOUSE - SAME TIME

               A MOTHER SITS in the glow of a Winnie the Pooh nightlight. 
               Next to her sleeping daughter's bed -- back to the very 
               beginning of the film, it's been a long kiss goodnight.

               An elderly FARMER pokes his head in. She doesn't look up.

                                     DOCTOR
                         Um, Ma'am...? Ambulance is here. 
                         They'll be right in.

               The shadowy figure nods... Remains seated. Stays awhile in 
               the dark. Keeping vigil. Snow slithers against the glass.

                                                          SLOW DISSOLVE TO:

               EXT. PALATIAL GEORGETOWN ESTATE - EARLY MORNING

               MR. PERKINS emerges from a guest cottage, flanked by his 
               aide Harry.

                                     AIDE
                         ...They'll push for dismantlement of 
                         our apparatus in Chile, but we've 
                         got a degree of plausible 
                         deniability...

               Harry's FOOT comes down on a circular slab of STONE -- and a 
               voice from the grave says:

                                     VOICE (O.S.)
                         Stay very still.

               Stops him in his tracks, stops him dead --

               As CHARLY BALTIMORE steps from the nearby trees. Stands, 
               twenty yards downrange. Beretta leveled at both of them.

               Two months, you barely notice the limp. She stands there in 
               sleeveless top and short skirt and looks like a million. 
               Thumbs a metal box, click-! A red ARMING LIGHT blinks on.

                                     CHARLY
                         Good morning, I'm Charly. The slab 
                         you're standing on is actually a 
                         land mine. Keep your foot on the 
                         pressure plate, nothing happens. 
                         Step off the stone, we'll all be 
                         wearing you.

               PERKINS steps forward. The gun shifts. Targets him.

                                     PERKINS
                         Charly, I know we've treated you 
                         poorly, please, it was just business --

               She reaches in a pocket. Tosses him a cellular phone -- He 
               catches it as though it were a live snake.

                                     CHARLY
                         My terms are these. Call State and 
                         order full disclosure on your personal 
                         correspondence. Then disband Chapter, 
                         effective immediately. In exchange...? 
                         I won't shoot you, and I won't make 
                         you stand on that mine. I won't touch 
                         you. I won't touch you. I promise.

                                     PERKINS
                         You... you promise.

               He swallows hard. Looks to his aide... back to her... DIALS.

               Charly takes a deep breath. Scans the flowers, face placid. 
               It's really quite lovely today. Maybe she'll start a garden.

               Perkins clicks off. Look at Charly:

                                     PERKINS
                         It's done. Now, you promise... you 
                         won't shoot me... won't make me get 
                         on the mine...?

                                     CHARLY
                         I promise.

               She smiles. Shifts her aim and shoots the other guy.

               Perkins' eyes WIDEN in sudden realization. He LUNGES forward, 
               grabs the aide, holding him up... desperately propping his 
               dead weight atop the land mine...

                                     PERKINS
                         Goddamn you, I can't hold him... You 
                         bitch... YOU FUCKING BITCH...!

               EXT. GEORGETOWN AVENUE - DAYTIME

               Henessey's CHRYSLER CONVERTIBLE has been restored to a cherry 
               red. It purrs along the boulevard, Charly at the wheel. Hair 
               blowing. She talks on the cellular phone:

                                     CHARLY
                         Yes, Mr. President, you have my 
                         assurance that Perkins' latest 
                         operation has been rendered beyond 
                         salvage.

               Behind her a GOUT OF EARTH blows skyward. Showers the road a 
               ways back.

                                     CHARLY
                         He's not in the greatest shape either.

               INTERCUT - PRESIDENT OF THE UNITED STATES

               He speaks from the oval office, face grave:

                                     PRESIDENT
                         I owe you an astounding debt of 
                         thanks, Colonel. Would it be 
                         impertinent to ask if you'd consider 
                         working for State again? The moneys 
                         involved would be substantial.

                                     CHARLY
                         Out of the question. I've got a stack 
                         of papers to grade. Listen, before I 
                         go, I need a small favor...

               EXT. SUBURBAN HOME - AKRON, OHIO - DAY

               Henessey's EX-WIFE stands in the open doorway, flanked by 
               her son TODD. Two uniformed COPS speak solemnly:

                                     UNIFORM COP #1
                         ...As I say, we can only apologize 
                         for the system, Ma'am, but it's 
                         confirmed that your husband is 
                         innocent of the crime for which he 
                         was imprisoned. This is a photograph 
                         of the actual criminal...

               He shows her a mug shot of TIMOTHY.

                                     UNIFORM COP #1
                         A petty thief, now deceased. I'll 
                         respect your wishes should you choose 
                         to file charges against the State 
                         Attorney...

               In the eyes of a young boy, Henessey finds redemption.

               EXT. HOUSE - EDGE OF WHEATFIELD - TWILIGHT

               Sun, passing into mystery. Wheatfield, rippling. Caitlin is 
               in the yard, chasing a big floppy-eared Labrador.

               On the porch, a CRICKET chirps. HAL comes out, sits beside 
               his wife CHARLY as she finishes eating. Says softly:

                                     HAL
                         Just talked to Dr. Sullivan, she's 
                         gonna need the full braces. Even 
                         with your teaching, insurance won't 
                         cover it... I don't know what to do.

               Pause. Charly says nothing. The dog parades up to Caitlin 
               with a stick in its jaws. A farm truck goes by, a faraway 
               speck.

               Charly absent-mindedly rolls a steak knife in her fingers. 
               Eyes far away.

               It never occurs to her what she's done until the chirping 
               stops.

               Ten feet away, the knife quivers.

               FADE OUT. ROLL END CREDITS.

                                         THE END

Long Kiss Goodnight, The



Writers :   Shane Black
Genres :   Action  Thriller  Drama


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