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"GHOSTMAN" (earlier version)
by Josh Barbee (jershblergee@yahoo.com)

Rated: PG-13   Genre: Action/Adventure   User Review:
NOT YET
RATED

A teenager is possessed by the ghost of a superhero, granting him super powers. Now he must defeat Prominance City's most dangerous villain, and the hero's killer, The Terror.


This screenplay is copyrighted to its author. All rights reserved. This screenplay may not be used or reproduced without the express written permission of the author.



EXT. PROMINANCE CITY - DAY
                                                            
Prominance City, with its multitudes of skyscrapers, closely
resembles that of New York City.

A recent snowfall has blanketed the city white.

A news chopper circles overhead.

A complicated, cubed machine rests in the middle of a paved
4-way intersection.

Vehicles, some wrecked, most of them simply abandoned,
surround the area.

In the center of the machine, a sphere spins at an
incredible rate, generating a white, electrical energy field
that forms an orb around the machine.

The machine stands about a foot over the MYSTERIOUS MAN
standing in front of it.

The man is well dressed in winter attire: coat, scarf,
gloves. His hair is neatly combed and his face clean shaven.
At first glance, he looks harmless as a puppy. However, his
eerie gaze and sinister smile make it clear as to why the
citizens of Prominance City call him THE TERROR.

The Terror looks up as SOMETHING bolts across the sky
towards him. He holds a walkie-talkie to his chapped lips.
                                                            
                       TERROR
Release the hounds.
                                                            
The Terror carelessly allows the walkie-talkie to fall from
his hand to the street as the thing from the sky comes into
view:

A MAN, flying unaided through the air.

The flying man lands on his feet a few yards in front of
Terror. He wears a costume that looks like he ordered it
straight from the superhero catalogue, complete with gloves,
boots, tights and cape.

This "superman" also wears a small mask that covers a
limited area around his eyes; he is THE WORLD HERO.
                                                            
                       TERROR
Hello, Hero.
                                                            

2.

                       HERO
Terror. I'd be lying if I said
it's nice to see you again.
                                                            
                       TERROR
Spare me the bullshit comic book
dialogue. Didn't I see something
on the news about a pet shop fire?
Maybe you should go tend to that.
                                                            
                       HERO
Fire department is all over it.
                                                            
                       TERROR
Surely there are some other "Acts
of Terror" that need your
attention.
                                                            
                       HERO
Is that what you're calling your
little group?
                                                            
                       TERROR
What, you don't like the name? Too
obvious?
                                                            
                       HERO
Your friends are being handled.
Prominance City P.D. is rounding
them up as we speak.
                                                            
                       TERROR
Oh, no. Not my friends. Guess I'll
have to find someone new to play
with. Starting with YOU!
                                                            
The Terror reaches into his coat and draws a revolver on The
World Hero; dried blood already stains the barrel.

He pulls the trigger...

The FIRED bullet travels from the gun towards Hero's head.

Hero effortlessly snatches the bullet out of the air in his
hand and discards it like a cigarette butt, flicking it
away. He looks curiously at The Terror.
                                                            
                       HERO
Been a long time since you pulled
a gun on me.
                                                            
                       TERROR
Thought today I might get lucky.
                                                            

3.

Terror puts the gun into his coat pocket.
                                                            
                       TERROR
Can we get on with this? I have
other plans.
                                                            
                       HERO
Seeing as how there aren't any
innocent bystanders around to blow
up, I'd say your plans have been
canceled. Shut off the bomb.
                                                            
The Terror looks over his shoulder, purposely ignoring the
large machine behind him.
                                                            
                       TERROR
Bomb?
                                                            
                       HERO
I know you were behind the fire,
and your band of thugs doesn't
make a move these days without
your say. What's your game,
Terror?
                                                            
The Terror shrugs, continuing to play dumb as he looks
around at everything BUT the machine.
                                                            
                       TERROR
Still not seeing this "bomb"
you're referring to.
                                                            
                       HERO
It doesn't look very stable, and
from where you're standing, you'd
be getting the brunt of the blast.
So again I ask, what is your game?
                                                            
                       TERROR
Oh, you mean this?
                                                            
The Terror steps aside to allow Hero a better view of the
machine.
                                                            
                       TERROR
This isn't a bomb. This is better.
                                                            
                       HERO
Whatever it is, you know I won't
allow you to hurt anybody.
                                                            
                       TERROR
I really wasn't asking permission.
                                                            

4.

From behind Hero, a FIGURE resembling a man comes CRASHING
down, causing snow and debris to rise up from the fresh
crater under its feet.

Hero turns around, standing tall as a few feet ahead, a
"man" dressed exactly like him rises up.
                                                            
                       TERROR
Wow, we didn't even plan that!
                                                            
The Terror can barely contain his excitement.
                                                            
INT. HATFIELD HOUSEHOLD - FRONT DOOR/LIVING ROOM
                                                            
The front door opens. ELIZA HATFIELD and her eight year-old
daughter CANDACE enter the home.

Candace runs to the living room, where she switches on the
television, while Eliza sets shopping bags down on the
nearby dining room table.
                                                            
                       ELIZA
You want to help me wrap Daddy's
presents before he gets home?
                                                            
                       CANDACE
Okay.
                                                            
                       ELIZA
Stay there. I'll come to you.
                                                            
Eliza separates one of the shopping bags from the rest and
takes it with her to the living room. She plops down on the
couch next to Candace.

Candace holds the television remote, flipping through
channels until she finds something she likes.

Eliza pulls Scotch tape and wrapping paper from the bag
between her feet and sets the items down on an ottoman in
front of her.
                                                            
EXT. PROMINANCE CITY - 4-WAY INTERSECTION
                                                            
Hero stares curiously at the DOPPELGANGER World Hero, whom
stares back with a blank expression.
                                                            
                       HERO
      (to Doppelganger)
Who are you?
                                                            
                       TERROR
It's not much for talking.
                                                            

5.

                       HERO
What is it?
                                                            
                       TERROR
It's you, stupid. Do you like it?
                                                            
                       HERO
You built a robot?
                                                            
                       TERROR
Merry Christmas! Technically,
though, it's a cyborg, and
technically-er, I STOLE it.
There's evil genius and then
there's just plain evil. I tend to
lean more towards the latter.
You'd know that about me if we
talked more. But our conversations
always have to end in a fight.
                                                            
Hero moves towards the CYBORG HERO.
                                                            
                       TERROR
Wait 'til you see what it can do.
                                                            
Hero reaches the cyborg and throws a single punch at it.

Cyborg Hero's whole body is knocked so far down the street,
all that can be seen of it is the rubble it creates at the
end of the block.

Hero looks back at The Terror, who shakes his head,
befuddled.
                                                            
                       TERROR
That's not...hold on.
                                                            
The Terror pulls a tiny gizmo covered in buttons and
switches from his coat pocket and examines it. He flips a
switch and places the device back inside his coat.

From behind Hero, the cyborg speeds at him so quickly he
barely has time to react.

Cyborg Hero's fist connects with Hero's chest.

Hero is sent flying backwards through the white energy orb,
barely missing the frame of the machine itself, and crashing
through the wall of an abandoned apartment building on the
corner of the intersection.
                                                            

6.

                       TERROR
      (to Hero)
It was on standby. I fixed it
though, so, we're good.
                                                            
The Terror gives a big thumbs up to the apartment building's
new entrance.
                                                            
INT. HATFIELD HOUSEHOLD - LIVING ROOM
                                                            
Eliza helps Candace wrap a framed portrait.

The portrait itself is of Candace posing in a
Christmas-themed setting.
                                                            
                       ELIZA
Try not to get tape on the glass.
                                                            
                       CANDACE
I know.
                                                            
                       ELIZA
Okay, sorry.
                                                            
Candace lifts a hand to show Eliza that her fingers are
bound together with tape.
                                                            
                       CANDACE
Little help please.
                                                            
Eliza smiles as she unwinds the tape from Candace's fingers.
                                                            
EXT. PROMINANCE CITY - 4-WAY INTERSECTION
                                                            
The Terror watches the dust from the apartment building
settle.
                                                            
                       TERROR
      (to Cyborg Hero)
Sick 'im.
                                                            
Cyborg Hero walks through the dust from Hero's crash.

Hero steps from the debris. Blood seeps from scrapes and
cuts that cover his face and hands.

He wipes the blood away...

His injuries heal almost instantly.
                                                            

7.

                       TERROR
I didn't know you were capable of
bleeding. I thought you were the
"Man of Steel"?
                                                            
The Terror reaches for a raised lever at the back of the
machine and pulls it down.

His gloved hand moves to a dial next to the lever and turns
it.

The sphere's rotation accelerates; the generated orb of
energy expands, capturing The Terror in its translucent
light.
                                                            
                       TERROR (cont'd)
Or am I thinking of someone else?
                                                            
Without missing another beat, Hero grabs Cyborg Hero's shin
with one hand and its corresponding shoulder with the other,
and in one fluid motion, rips his doppelganger's torso from
its legs.

He drops the two motionless pieces of cyborg anatomy and
continues on pace towards The Terror.

The Terror steps away from the machine and walks towards
Hero.

Hero grabs The Terror's shirt and single-handedly lifts him
off the ground.
                                                            
                       TERROR
Careful, Hero. Don't stretch the
threads. I wore them for a special
occasion.
                                                            
                       HERO
Your next trip to the psych ward?
                                                            
The machine's sphere generates at a speed of rate which
causes hot sparks to shoot from the gears.
                                                            
                       TERROR
No. Your funeral.
                                                            
The white light bursts from the machine in all directions...
                                                            
EXT. ABOVE PROMINANCE CITY
                                                            
The white light spreads fast, engulfing the entire city...
                                                            
INT. HATFIELD HOUSEHOLD - LIVING ROOM
                                                            

8.

Eliza and Candace continue to wrap Christmas gifts on the
couch as the white light engulfs the world outside their
windows.

Candace looks up in surprise as rays of white light shine
bright into their home.

Eliza stands, concerned, and quickly goes to the nearest
window. She pulls the blinds up.

The blinding light forces her to shade her eyes with her
hand.

Standing on the couch, Candace looks past her mother to the
open window through squinted eyes as if staring into the
sun.
                                                            
EXT. PROMINANCE CITY - 4-WAY INTERSECTION
                                                            
Hero continues to hold The Terror up with one hand, though
his eyes are focused now on the light that bathes he, The
Terror and the city.

Veins in Hero's face come to the surface and beads of sweat
break through his skin. He enlists the use of his other hand
to keep The Terror elevated.
                                                            
                       TERROR
Don't strain yourself. Wouldn't
want you to pull a muscle.
                                                            
The Terror removes the revolver from his coat pocket and
presses the tip of the gun against Hero's left hip and
FIRES.

The bullet rips right through Hero's flesh as it would an
ordinary man.

Hero CRIES OUT and falls to one knee, dropping Terror back
to his feet. He holds a hand over his bleeding wound.
                                                            
                       TERROR
I never thought in my lifetime,
I'd be witness to the fall of the
almighty World Hero, let alone be
the one to do the actual tripping.
                                                            
Unfazed by the energy around him, Terror steps up to Hero,
and kicks him hard in the face.

Hero falls. His face hits the snow.

The white snow turns dark red as it absorbs the blood

9.

running from Hero's mouth and nose.

The Terror grabs Hero's arm and drags him closer to the
machine. He drops the gun in the snow and uses his free hand
to remove the scarf from around his neck. Using the scarf,
The Terror ties Hero's wrist to the machine's steel frame
before giving him a good punch to the side of the face.

Hero's half-open eyes reflect the last thread of
consciousness he hangs on to.
                                                            
                       TERROR
Want to know how it works?
                                                            
The Terror puts his hands on the machine, admiring it.
                                                            
                       TERROR
Too bad. I didn't build it. That
honor belongs to Dr. Seers. You
remember Eleanor Seers, don't you?
Used to make all those fancy
gadgets for your old pal The Code
back in the day. Boy, did she
outdo herself this time.
                                                            
The Terror looks over to the two halves of his cybernetic
henchman.
                                                            
                       TERROR
She built the tinman as well. I'm
guessing as a substitute in case
anything ever happened to you.
It's clearly not up to standards.
                                                            
Hero eyes the revolver lying in the snow.

It's almost close enough to reach.
                                                            
                       TERROR
Sure didn't take much to convince
her to turn them into weapons
against you.
                                                            
The Terror kneels down, getting face to bloodied face with
Hero.
                                                            
                       TERROR
But I guess seeing your husband
get his brains blown out all over
your refrigerator door makes the
decision less difficult.
                                                            

10.

The Terror pounds his fist on Hero's injured hip.

Hero clamps his teeth, fighting the urge to make another
whimper.

He uses his free hand to reach for the gun.

The Terror quickly picks up the firearm and tucks it into
the waistband of his pants.
                                                            
                       TERROR
Now that's just desperate. Capes
don't use guns. Isn't that what
makes you better than me?
                                                            
The Terror curiously examines Hero.
                                                            
                       TERROR
It hurts, doesn't it? You look
like you're in a lot of pain, but
that could simply be the result of
me kicking your ass.
                                                            
The Terror grabs the corner of Hero's mask and peels it off
his face. He stands, turning his back to Hero as he lifts
the mask to show the "eye in the sky".
                                                            
                       TERROR
Ratings, ratings, ratings!
                                                            
THROUGH CAMERA LENS
                                                            
The circling news helicopter focuses its shot over The
Terror's shoulder, tightening its lens on Hero's true face.
                                                            
BACK TO SCENE
                                                            
Hero fights to move, and manages to force himself back up to
one knee.

The Terror looks back at Hero.
                                                            
                       TERROR
That's what I call persistence.
It's no wonder these people look
up to you.
                                                            
The Terror tosses the mask back at Hero.

Hero's mask hits his face and slides off in humiliating
fashion.
                                                            

11.

                       TERROR
I'm glad you and I could be alone.
Truth is, I set the fire, caused
the mayhem, exactly for that
purpose. So there'd be nobody here
to save you from me. Best laid
plans often go awry, Hero, but not
always. Certainly not today.
                                                            
An EXPLOSION erupts a few blocks over.
                                                            
                       TERROR
Oops. Guess there was a bomb after
all. Probably got a few innocent
bystanders with that one.
                                                            
A pillar of smoke rises from the center of the city.
                                                            
INT. HATFIELD HOUSEHOLD - LIVING ROOM
                                                            
Eliza has a worried look on her face as she stands in front
of the couch, aiming the remote at the TV.

The channels flip fast until it lands on a news report.
                                                            
ON SCREEN
                                                            
The news chopper feed circles The Terror and Hero like a
vulture, too far away now to see a clear image of Hero's
face.

A REPORTER can be seen slightly out of frame of the camera,
mic in hand.
                                                            
                       REPORTER
--I repeat, The Terror has
unmasked The World Hero. We're
circling back around to get
another look.
                                                            
BACK TO SCENE
                                                            
Eliza puts a hand to her mouth in shock and has to sit.
                                                            
                       ELIZA
No...
                                                            
Candace sits on the couch next to her, staring at the TV.
                                                            
                       CANDACE
What's going to happen to him?
                                                            
Eliza looks quickly to Candace, as if surprised to see her.
                                                            

12.

                       ELIZA
Candace, honey, go upstairs.
                                                            
                       CANDACE
I want to see how he gets out of
it.
                                                            
                       ELIZA
Now, please.
                                                            
Candace reluctantly gets down from the couch and walks
behind it to the back of the living room where a staircase
ascends.

Eliza's gaze instantly snaps back to the news.

Candace stands quietly on the bottom step, peeking sneakily
over the banister to the television.
                                                            
EXT. PROMINANCE CITY - 4-WAY INTERSECTION
                                                            
Terror unsheathes a knife from the inside of his coat.
                                                            
                       TERROR
If it makes a difference, I really
am going to miss you.
                                                            
Hero summons all of his strength into his untied hand and
takes a swing at Terror...

Terror easily grabs Hero's wrist with one hand, and with the
other, sinks the blade of the knife into Hero's chest...

Hero's face goes white.
                                                            
INT. HATFIELD HOUSEHOLD - LIVING ROOM/STAIRCASE
                                                            
ON TELEVISION SCREEN
                                                            
The Terror holds the knife in Hero's chest.
                                                            
BACK TO SCENE
                                                            
Eliza slides off the couch to the floor as she breaks down,
completely distraught.

From the foot of the stairs Candace's mouth is agape,
shocked at what she's witnessed on TV. Tears swell in her
eyes.
                                                            
                       CANDACE
Daddy?
                                                            

13.

Framed photos line the stairway wall. Each a family portrait
of Eliza, Candace and Candace's father, HARRY HATFIELD, aka,
The World Hero.
                                                            
 
INT. BOLTON HIGH - ROTOR'S CLASS - DAY
                                                            
CAPTION: EIGHT YEARS LATER
                                                            
The class is full of STUDENTS, a few with their hands
raised.

At the head of the class, the balding, aging, bearded,
spectacle-wearing PROFESSOR DUNCAN ROTOR leans against his
desk.

Behind Rotor, a projector projects the image of a comic book
cover on a white screen for the class to see.

The title of the comic as well as the names of the writer
and artist are BLACKED OUT, though the image on the comic
can be clearly seen:

A costumed man wearing black, vintage safety goggles is
drawn with careful detail and colored brightly.
                                                            
                       ROTOR
I'm hearing a lot of guesses
people. Did no one do the
assignment?
                                                            
Rotor looks around the classroom at the lack of hands
raised.
                                                            
                       ROTOR
Fine. We'll do it the easy way.
Mr. Adams, enlighten us.
                                                            
Rotor turns his attention to a student at the front of the
class, sixteen year-old ART ADAMS.

Art is nose deep in a comic book, not at all paying
attention.

Rotor approaches Art and pulls a second, hidden comic from
within the book still in Art's hands.

Art quickly sits up, looking at Rotor.

Rotor examines the confiscated book in his possession.
                                                            

14.

                       ROTOR
      (reading)
"Astonishing X-Men"?
      (to Art)
Art, do I need to remind you this
is a NON-fiction superhero class?
                                                            
                       ART
But they're astonishing. Besides,
there hasn't been a real-deal cape
in, what, eight years? What's the
difference anymore?
                                                            
Rotor tosses the X-Men comic onto his desk and closes the
book still laying in front of Art.

The cover shows a heroic rendering of The World Hero.
                                                            
                       ROTOR
Difference is, what I teach
actually happened. And don't call
them "capes". It's derogatory.
      (points to screen)
The world's first costumed
superhero, Mr. Adams.
                                                            
                       ART
The Code?
                                                            
                       ROTOR
Correct. And who is the artist
responsible for this cover?
                                                            
Art shrugs.
                                                            
                       ROTOR
Take a wild guess. First name that
comes to mind.
                                                            
                       ART
Walt Disney?
                                                            
Rotor hangs his head in disappointment.
                                                            
                       ROTOR
At least you didn't say "Hitler"
this time. People, the name I'm
looking for is "Art Adams".
                                                            
                       ART
Here.
                                                            

15.

                       ROTOR
I'm not doing roll call. Please
pay attention. Art Adams IS the
artist. How do you read comics
without being aware of the artist
whom you share a name with?
                                                            
                       ART
I'm really more into dialogue.
                                                            
                       ROTOR
      (to class)
Fine. I surrender. Obviously The
Code means nothing to you kids
anymore. I get it. The last time
he was seen, some of you hadn't
even been born yet. So, tell me.
Who would you LIKE to discuss?
Throw out some superhero names.
      (to Art)
REAL superheroes.
                                                            
                       STUDENT #1 (O.S.)
The Red Dress?
                                                            
                       STUDENT #2 (O.S.)
The World Hero!
                                                            
                       ROTOR
Good suggestions, but we've all
seen the "Behind the Cape"
specials.
                                                            
                       ART
Were they derogatory?
                                                            
Rotor shoots Art a look.

Art grins through shame.
                                                            
                       ROTOR
Let's go with someone lesser
known.
                                                            
                       VOICE (O.S.)
Vigilanteen.
                                                            
Rotor's eyes pop at the name. His gaze moves to a rather
large student sitting in the back.

This student looks just a bit older than the others, with
what appears to be a permanent scowl on his face.

16.


His name is WALLY BRADOCK.
                                                            
                       ROTOR
Excellent choice, Mr. Bradock.
                                                            
                       ART
Vigilanteen? That guy sucked. Not
only did he have what is arguably
the worst moniker in superhero
history, but he took on The Terror
first opportunity he got and
became very dead for it.
                                                            
Wally stares at Art with such hatred, even Rotor looks
scared.
                                                            
                       ROTOR
Let's keep the personal attacks to
a minimum. The Vigilanteen was a
student of mine.
                                                            
                       ART
I'm guessing he failed?
                                                            
The class LAUGHS, all except for Wally.

Wally SLAPS a heavy textbook down onto his desk.

The class is HUSHED.
                                                            
                       WALLY
The Vigilanteen's real name was
Buster Bradock. He was my brother.
                                                            
Art is speechless; the fear in his eyes speaks for him.

The bell RINGS.

Wally gathers his things and leaves before the rest of the
class.

Art remains seated even after the last student has left.
                                                            
                       ART
Professor Rotor? Can you possibly
escort me home?
                                                            
                       ROTOR
No.
                                                            
Rotor turns his back to Art and walks to the projector,
shutting it off.

17.


Art drops his head down on his desk with a THUD.
                                                            
 
EXT. BOLTON HIGH - SCHOOL GROUNDS - DAY
                                                            
Art carries a book bag as he walks across the grass of the
three-story Bolton High amongst the other exiting students.

He is shoved hard on the back.

Art falls face first, ripping patches of grass from the
soft, dark brown soil with his cheek.

His book bag falls off his shoulder; literature books
scatter.

Art stammers to his feet, his face scraped and muddied.

As he stands, the students crowding around him start to HOOT
and HOLLER.

Art turns around to find two giant hands high-five him in
the chest with great force.

Wally's hands.

Art is launched backwards, hitting the ground hard.
                                                            
                       WALLY
Hey, geek!
                                                            
Art rolls onto his chest; winces in pain.
                                                            
                       ART
      (to nearby STUDENT)
He's probably talking to me.
                                                            
Wally looks up to see Rotor in his classroom, looking
disapprovingly at Wally from the window. Wally reluctantly
backs away from Art.
                                                            
                       WALLY
Catch you next time.
                                                            
                       ART
      (sits up)
Absolutely. Looking forward to it.
                                                            
Wally breaks through the crowd in anger and walks away.

The disappointed crowd starts to disperse as Art brushes
blades of grass and dirt off his pant legs.

18.


He looks up and catches the eye of a beautiful sixteen year
old girl in the dwindling crowd. The girl: Candace Hatfield.

Art forces a smirk and waves nonchalantly.

Candace turns away from him and walks off.
                                                            
                       ART
She probably didn't see me.
                                                            
Art gathers his books back into his bag and gets to his
feet.
                                                            
 
EXT. FAIR GROUNDS - NIGHT
                                                            
The fair is shut down for the night: dark and abandoned.

Two THUGS jump a fence, landing onto the fair grounds.

One of the thugs holds on tight to a handbag.

The pair slouch against the fence, in hiding.
                                                            
                       THUG #1
How much we get?
                                                            
Thug #2 digs through the bag and removes a wad of cash. He
hands the money to his partner. Thug #2 pulls jewelry out of
the bag next.
                                                            
                       THUG #2
Plenty. And to think, I almost
doubted you.
                                                            
                       THUG #1
I've been doing this a long time.
Stop sounding so shocked.
                                                            
From out of the darkness, a flying disc soars at Thug #2.

The disc clings to the thug's face like a sticker.

Thug #1 leans away from him.
                                                            
                       THUG #1
What the--?
                                                            
A VOLT OF ELECTRICITY surges through the disc, shocking Thug
#2 until he falls over, unconcsious.

Thug #1 GASPS in fear and takes off running through the

19.

carnival attractions, stuffing the cash into his pockets.

FOOTSTEPS approach quickly from behind him.

Thug #1 is pushed hard from behind. He stumbles forward,
landing at the base of a "Test Your Strength" game.

He retrieves the mallet leaning against the meter and jumps
to his feet. Thug #1 turns around...

A costumed man stares back at him.

The man wears a mask that covers the entirety of his face,
with the exception of his eyes. A metal cuff encircles each
of his wrists. This MYSTERY HERO steps up to the thug.

Thug #1 swings the mallet hard at the Mystery Hero,
connecting with his shoulder.

The Mystery Hero falls to his side with a GRUNT.

Thug #1 stands over him, LAUGHING.
                                                            
                       THUG #1
What is this, your first night?
                                                            
Mystery Hero flips a switch on the inside of one of his
cuffs.

A blue laser light extends from the middle finger of one
glove. He aims it at the mallet.

Thug #1 watches the blue dot move across the mallet's metal
handle.
                                                            
                       MYSTERY HERO
      (deep, gravely
       voice)
No...
                                                            
The mallet is pulled magnetically from the thug's grip.

Mystery Hero catches the mallet by the handle and hops onto
his feet. He swings the mallet, colliding the head of it
against the thug's chest.

Thug #1 flies back, hitting the "Test Your Strength" meter
and falls unconscious.
                                                            
                       MYSTERY HERO (cont'd)
My second.
                                                            
Mystery Hero drops the mallet to the ground.
                                                            
 

20.

INT. ADAMS HOUSEHOLD - LIVING ROOM - NIGHT
                                                            
Art sits on the couch with a bowl of cereal, watching TV.
                                                            
ON SCREEN
                                                            
A 80s era cartoon featuring The Code plays.
                                                            
BACK TO SCENE
                                                            
A door OPENS and CLOSES from elsewhere in the house.

A woman in a dress suit enters the living room.

The gold-plated nametag pinned above her breast pocket
reads: "BRICK LANTERN HOTEL MANAGER: ANNETTE".

This is ANNETTE ADAMS, Art's mother.
                                                            
                       ART
You're home late.
                                                            
                       ANNETTE
Someone let slip that Drakes of
Wrath are staying at the Brick
Lantern while they're in town for
a concert.
                                                            
                       ART
The boy band?
                                                            
Annette removes her earrings as she kicks off her shoes. She
takes a seat on the couch next to Art.
                                                            
                       ANNETTE
It was a madhouse. I've never
heard so many screaming tweens.
                                                            
                       ART
Not true. Remember when I did that
talent show in sixth grade?
                                                            
                       ANNETTE
You mean the magic act where you
released a snake into the crowd? I
think those girls were screaming
for a different reason. They
weren't exactly throwing their
bras at you.
                                                            
                       ART
To be fair, most of them didn't
even WEAR bras yet.
                                                            

21.

Annette is sucked in to what is on TV.
                                                            
                       ANNETTE
What is this?
                                                            
                       ART
The Code cartoon. You can change
it. I've seen this one.
                                                            
Annette grabs the remote from near Art and changes it to
some random channel.
                                                            
                       ANNETTE
How was school?
                                                            
                       ART
Uneventful.
                                                            
Annette looks over at Art, noticing the scrapes on his face.
                                                            
                       ANNETTE
What happened to your face?
                                                            
                       ART
Did I say "UNeventful"? I meant
the exact opposite of that.
                                                            
Annette switches off the television and stands up off the
couch.
                                                            
                       ANNETTE
Come on. You can tell me all about
it over dinner.
                                                            
Art looks down at the bowl in his hands.
                                                            
                       ART
I don't know. I'm pretty full.
This is like my fourth bowl.
                                                            
                       ANNETTE
We haven't had dinner together in
over a month. Come on, it'll be
fun.
                                                            
Art scoops one more spoonful into his mouth.
                                                            
 
INT. ROSE PEDAL'S FANCY DINING - NIGHT
                                                            
Art sits across from Annette at a small table, reading a
menu.


22.

The surrounding tables consist of well-dressed COUPLES out
on romantic evenings.

Annette, who wears a sweater and pajama pants, scans a menu
of her own.
                                                            
                       ANNETTE
You know what you want?
                                                            
                       ART
You think To-Not-Be-On-A-Date-
With-My-Mom is considered an
entree? Because I'm not seeing it
under "appetizers".
                                                            
Annette smiles sadly at her son.
                                                            
                       ANNETTE
Sorry. Guess this wasn't the best
dining choice. I just haven't been
here in forever. Sort of missed
the place.
                                                            
Art thinks something over in his head.

The WAITRESS approaches their table.
                                                            
                       WAITRESS
How are we doing this evening?
                                                            
                       ANNETTE
      (to Waitress)
I'm sorry, but I think we're
actually just going to leave--
                                                            
                       ART
      (to Waitress)
Excuse me, what's the date today?
                                                            
                       WAITRESS
The twenty-fifth, I believe.
                                                            
By the look on Art's face, this date means something to him.
                                                            
                       ART
I think we're ready to order.
                                                            
Annette's sad smile turns grateful as she fights back tears.

Art smiles back and looks again at his menu.
                                                            

23.

INT. ROSE PEDAL'S FANCY DINING - LATER
                                                            
Art stares at a half eaten saucer of pizza.

Annette takes a bite out of a scoop of ice cream.
                                                            
                       ANNETTE
You sure you don't want dessert?
                                                            
                       ART
Positive. I've got pepperonis and
Coco Puffs battling it out in my
stomach right now.
                                                            
                       ANNETTE
I'm placing my bet on the Coco
Puffs.
                                                            
                       ART
How long would it have been? With
Dad, I mean.
                                                            
                       ANNETTE
Twenty years today.
                                                            
                       ART
Wow. So, sort of a big deal then.
                                                            
Annette points with her spoon to a table at the far end of
the restaurant.
                                                            
                       ANNETTE
He proposed to me right over
there.
                                                            
                       ART
Really? Did he put the ring in
your dessert? Say he didn't. I
prefer to think he was cooler than
that.
                                                            
                       ANNETTE
He didn't do that. He got down on
one knee, looked me in the eyes
and said "Will you excuse me?"
Then he ran out to his car,
because he forgot the ring in the
glove box.
                                                            
                       ART
Sounds like something I would do.
Not the "proposing to my mom"
part. Just the forgetting part.
                                                            

24.

Art looks up to see his mother start to tear up.
                                                            
                       ART
It's okay, Mom. I miss him, too. A
lot. Sometimes so much I feel like
there's something wrong with me.
Like I should have gotten over it
by now.
                                                            
                       ANNETTE
There's nothing wrong with you. He
deserves to be missed.
                                                            
Art smiles and nods.

Annette uses a napkin to wipe her eyes.
                                                            
                       ANNETTE
So, you were going to tell me
about your day.
                                                            
                       ART
You mean about how I can't keep my
big, fat mouth shut?
                                                            
                       ANNETTE
You'll have to be more specific.
                                                            
                       ART
I said something less than
respectful about the Vigilanteen.
                                                            
                       ANNETTE
That boy The Terror killed a few
years ago?
                                                            
                       ART
      (nods)
He was Wally Bradock's brother.
                                                            
                       ANNETTE
Oh, Art...
                                                            
                       ART
I know. This is why I don't like
to work blue.
                                                            
Annette looks concerned.
                                                            
                       ANNETTE
YOU don't ever think about putting
on a costume, do you?
                                                            

25.

                       ART
And fight what, obesity? Villains
are scarce these days, and SUPER
villains even more so. Not to
mention that's a very dangerous
hobby, and "dying" isn't exactly
on my bucket list. Besides, can
you picture ME in a cape and
tights? The thought alone is
enough to make The World Hero
himself roll over in his grave.
                                                            
                                         CUT TO:
                                                            
 
EXT. PROMINANCE CITY CEMETERY - NIGHT
                                                            
The cemetery grounds are nearly pitch black. Only what
little light the full moon gives off allows for a limited
view of the graves scattered throughout the confines of an
iron fence.

Someone moves through the cemetery, disoriented and nearly
bumping into every headstone he comes across.

It isn't until he exits through the open wrought iron gate
and into the glow of street lights that we see it is the
unmasked World Hero.
                                                            
EXT. PROMINANCE CITY STREETS
                                                            
Hero staggers into the street.

His costume has a small tear in both the chest and the left
hip.

Hero seems confused and unaware of where he is. He looks to
his left just as a speeding car swerves around a corner and
heads directly at him.

Can't be easy for the driver to see in the dark with the
vehicle's headlights turned off.

Hero jumps into the air just in time to avoid a collision.
He hovers off the ground as he watches the unlit vehicle
speed away.

A woman's SCREAM resonates through the empty streets.

It takes Hero a second to comprehend what he's heard, but
once it connects, he flies off in the direction of the
noise.
                                                            

26.

EXT. P.C. STREETS - ELSEWHERE
                                                            
A WOMAN is being pulled violently from her car by a TEMPERED
MAN.
                                                            
                       TEMPERED MAN
Out of the car!
                                                            
The man grabs the woman by her hair and yanks her out.

She falls into the street; fearful tears ruin her mascara.

The man pulls a gun on her.
                                                            
                       WOMAN
No, please, don't!
                                                            
Hero arrives to see the man raise the gun to the woman.
                                                            
                       HERO
Hey!
                                                            
The man pays no mind to Hero's voice.

The woman gets to her feet, her hands outstretched in front
of her in a plea for the man to stop.

Hero bursts forward, landing directly in between the man and
the woman, with the gun now pointed at his chest.
                                                            
                       HERO
Drop the gun, and I won't have
to--
                                                            
The man pulls the trigger before he even has a chance to
heed Hero's warning.

Hero stands unflinchingly in front of the FIRING gun.

The tempered man gets a look of horrified satisfaction on
his face before turning and getting into the woman's car.

The tires SCREECH as the car peels away.
                                                            
                       HERO
      (watching car)
You alright, Ma'am?
                                                            
Hero turns around to find the woman lying still in the
street.

He takes a step towards her before noticing the blood
spreading throughout her shirt. He reaches down to help her

27.

up.

To Hero's surprise, his hands phase right through her body.

He steps away from the woman, his eyes curiously on his open
hands.
                                                            
FLASHBACK - 4-WAY INTERSECTION - EIGHT YEARS AGO
                                                            
Terror stabs Hero in the chest.
                                                            
END FLASHBACK
                                                            
Hero's gaze goes to the tear in his costume left by Terror's
knife.

Anger replaces the shock in Hero's eyes.

He lifts off the ground and into the night sky.
                                                            
 
EXT. HATFIELD HOUSEHOLD - DAY
                                                            
Hero sits against a large oak tree in the front yard. His
head rests in his hands.

The front door of the house opens, inticing Hero to look up.

Candace steps through the front door, closing and locking it
behind her.

Hero nearly chokes up at the sight of his teenage daughter.

Candace gets into one of two cars parked in the driveway.
                                                            
INT. HATFIELD HOUSEHOLD - LIVING ROOM
                                                            
Framed family photos of the Hatfields line the walls and
shelves of the living room.

Hero walks the length of the walls, examining the pictures:
Harry disappears from the photos halfway down the hall;
Candace grows older with each one.
                                                            
INT. HATFIELD HOUSEHOLD - CANDACE'S ROOM
                                                            
Hero stands in the open doorway, looking into Candace's
room.
                                                            
INT. HATFIELD HOUSEHOLD - MASTER BEDROOM
                                                            
Hero stands in front of a wardrobe mirror he is unable to be
reflected in.

28.


A photo of an aged, but still striking, Eliza posing with
the teenaged Candace sticks out from the mirror's frame,
catching Hero's sad eyes.

He reaches longingly for the photo, but is unable to grasp
it as his fingertips move right through it.

Hero retracts his hand, disappointed.

He is startled at the sound of an OPENING DOOR.

Hero's attention goes off to the side of the neatly made
king size bed to the open bathroom doorway.

Eliza steps from the bathroom in a cloth robe. Her wet hair
indicates a recent shower. Steam escapes the bathroom with
her, further justifying the indication.

Hero is awestruck at the sight of his wife.

Time seems to slow for him as Eliza dries her hair with a
towel.

She makes her way to the wardrobe.

Hero steps away as she approaches, phasing out of the room
through the closed bedroom door behind him.
                                                            
 
INT. BOLTON HIGH - CORRIDOR - DAY
                                                            
The halls are lined with lockers and TEENAGERS CHATTING it
up between classes.

Art stands at his locker, turning the combination lock until
it opens.

He reaches into the open locker and pulls out a stash of
bagged and boarded comic books.

A folded piece of paper falls from the locker and lands at
his feet.

Art places the comics into the book bag slung over his
shoulder and shuts the locker. He bends down to retrieve the
folded paper from atop his shoe and opens it.

A big grin forms on his face upon reading it contents.
                                                            
 

29.

EXT. BOLTON HIGH - ROOFTOP - DAY
                                                            
Candace and her CLIQUE hang out in one of the corners of the
roof. They TALK amongst themselves, LAUGHING at their own
jokes, some of them smoking.

Art cautiously exits a stairwell door leading to the roof.

Upon seeing him, the SMOKERS toss their sticks over the
ledge.

Candace watches as Art smiles and waves stupidly at her.
                                                            
                       ART
Hey, Candace.
                                                            
The other girls look at her with disgust.

Candace steps out of the group and approaches Art before he
can get any closer.
                                                            
                       CANDACE
What are you doing up here?
                                                            
Art shows her the piece of paper.
                                                            
                       ART
Got your note.
                                                            
                       CANDACE
I don't write you notes.
                                                            
                       ART
Says to meet you on the roof. How
do you guys not get caught coming
up here every day? I had to James
Bond past two teachers and the
janitor--
                                                            
                       WALLY (O.S.)
Welcome to hell, ass head.
                                                            
Art's shoulders drop in disappointment as he is hit with a
realization.

He looks at the note in his hand.
                                                            
                       ART
The mispelling of "Art" should
have tipped me off.
                                                            

30.

Candace backs away, being absorbed once again into her
circle of friends as Art turns around to find Wally,
accompanied by a group of random STUDENTS.
                                                            
                       WALLY
      (sniffs air)
What's that smell? Oh, it must be
FART.
                                                            
Wally shoves Art's shoulder.

Art stumbles back a little, a mixed look of irritation and
embarassment on his face.
                                                            
                       WALLY
Prepare to be pulverized.
                                                            
                       ART
We don't really know each other
that well. Can we start with
"pummeled" and see where it goes
from there?
                                                            
Wally, angered, steps up to Art, looking down intimidatingly
at his shorter opponent.
                                                            
                       ART
This is going to hurt, isn't it?
                                                            
                       WALLY
It better.
                                                            
Art allows his book bag to slide down his arm to the ground;
Wally puts up his dukes and begins circling around him.

The two cliques merge, forming a human wall around the two.
                                                            
EXT. SKY OVER KRINDEN
                                                            
Hero soars across the sky, watching the cars and people
below.
                                                            
EXT. BOLTON HIGH - ROOFTOP
                                                            
CHEERS and CHANTS erupt from the small crowd.
                                                            
                       WALLY
You wanna know why I hate you so
much?
                                                            

31.

                       ART
Because your father never loved
you, and I somehow remind you of
him? I've heard that one before.
                                                            
Wally sends a fist right into the side of Art's face.

Candace GASPS at the sight of knuckle-to-cheek impact.

Art spins and falls to his chest. He licks the blood off his
lip and looks up to see Candace's worried gaze.

Wally reaches down and pulls Art up by his shirt.

Art's intense eyes connect with Wally's as the two stand
face to face.

Wally has a solid grasp on the front of Art's shirt with one
hand. He readies a tight fist with the other.

Without thinking any further, Candace wedges herself in
between the two of them.
                                                            
                       CANDACE
That's enough, Wally. Leave him
alone.
                                                            
                       ART
      (to Candace)
It's okay. I really did bring this
on myself.
                                                            
                       WALLY
What are you, his mother? Back
off, super girl.
                                                            
Wally pushes Candace aside.

She falls, hitting her shoulder, and cringes in pain.
                                                            
EXT. SKY OVER KRINDEN
                                                            
Hero's flight is halted, as if he's hit an invisible
barrier.

He hovers in place, his face filled with pain. Hero looks
around, confused, unsure of what just happened.
                                                            
                       HERO
...Candace?
                                                            

32.

EXT. BOLTON HIGH ROOFTOP
                                                            
                       ART
      (to Wally)
Hey!
                                                            
Art steps up and grabs Wally's shirt in one hand and
clenches the other into a fist.
                                                            
                       ART
Don't touch her.
                                                            
                       WALLY
Look at this. Little Arthur Adams
grew a tiny pair of balls. You
wanna hit me? By all means.
                                                            
Art swings.

His fist hits Wally's ribs with a hollow THUD.
                                                            
                       ART
Aaaaand ow.
                                                            
Art backs away from Wally, trying to shake the pain from his
hand.

The heel of Art's shoe snags the strap of his grounded book
bag, dragging the bag along with him as he moves backwards.

Wally follows Art.

The crowd behind Art makes room for him to pass.
                                                            
                       WALLY
My turn again.
                                                            
Wally raises his fist...

Candace notices Art's feet getting dangerously close to the
edge of the roof.
                                                            
                       CANDACE
Wally, stop!
                                                            
Wally turns to look at Candace.
                                                            
                       WALLY
WHAT?!
                                                            
Wally unknowingly clamps his size thirteen down on the pouch
portion of Art's bag.


33.

Art takes one last step backwards, his foot still caught in
the strap of the bag now being held in place by Wally.

The strap tightens.
                                                            
                       CANDACE
Art, wait--
                                                            
The students watch as Art tumbles backwards off the roof of
the school.

GASPS erupt from the crowd.

Art dangles by one foot against the side of Bolton High.

Upside down, Art looks "up" three stories to the parking lot
below.

Art SCREAMS at the top of his lungs.
                                                            
                       CANDACE
Art!
                                                            
Candace hurries to the edge of the roof.

Wally turns to look back to where Art USED to be.

Candace spots Art hanging on by only the strap of the bag.
                                                            
                       CANDACE
Oh, God.
                                                            
Candace drops to her stomach and extends a hand to him.
                                                            
                       CANDACE
Grab my hand!
                                                            
                       ART
I...I can't move!
                                                            
                       CANDACE
You have to try.
                                                            
                       ART
I am literally PARALYZED with fear
right now.
                                                            
                       CANDACE
      (to students)
Somebody help me!
                                                            
Candace looks up to find the other students, including
Wally, also paralyzed with fear as they all just stare.

34.


Candace notices the book bag trapped under Wally's foot.
                                                            
                       CANDACE
Wally.
                                                            
Wally is startled out of his state of shock.
                                                            
                       WALLY
Huh?
                                                            
                       CANDACE
Don't let go of the bag.
                                                            
Wally looks down and, without thinking, lifts his foot.
                                                            
                       WALLY
Bag?
                                                            
                       CANDACE
No!
                                                            
Wally reaches for it, but not fast enough.

The book bag flies off the roof before Candace has a chance
to make a grab for it.

Art SCREAMS again as he plummets towards the vehicles below.
                                                            
                       CANDACE
Art!
                                                            
Candace nearly topples off the roof herself as she makes one
last grab attempt at Art's pantleg, before Wally pulls her
away from the edge.
                                                            
EXT. JUST ABOVE SCHOOL PARKING LOT
                                                            
Art shuts his eyes tight as he approaches the pavement
between two cars.

Like a bullet, Hero appears, speeding at the falling teen.
                                                            
                       HERO
I've got you--
                                                            
Hero collides with Art, but instead of phasing through him,
Hero phases INTO him and vanishes.

Art's body suddenly takes flight. He SONIC BOOMS across the
parking lot, past the vehicles, and out of sight.
                                                            

35.

EXT. BOLTON HIGH - ROOFTOP
                                                            
Candace's face is buried in Wally's chest.
                                                            
                       CANDACE
Is he dead?
                                                            
Wally GULPS heavily as he stares at the edge of the roof,
but not over it. He steps away from Candace, reluctantly
walks to the edge and looks down.

Wally's expression goes from horrified to utterly baffled.
                                                            
                       WALLY
He's gone.
                                                            
A few of the more curious students run to the edge to see
for themselves.

Candace begins to SOB uncontrollably.
                                                            
                       CANDACE
I tried to save him...
                                                            
Wally looks back at Candace in disbelief.
                                                            
                       WALLY
Not DEAD and gone. Just...gone.
                                                            
Candace's tears cease to flow as confusion takes over.

Some more students take a gander down the side of the
school.

Candace joins them.

Looking down past the fluttering papers that managed to
escape Art's book bag, all that remains of the incident is
the bag itself and some comic books scattered over a parked
car below.

Art is nowhere to be found.
                                                            
 
EXT. ART'S P.O.V. - DAY
                                                            
There is only DARKNESS.
                                                            
                       ART
I'm dead I'm dead I'm dead...
                                                            
Art removes his hands from off his eyes.


36.

The town of Krinden moves by at an incredible speed far, far
below.
                                                            
                                         CUT TO:
                                                            
EXT. SKY OVER DOWNTOWN KRINDEN
                                                            
Art draws in a panicked BREATH as he realizes he is soaring
quickly across the empty sky.
                                                            
                       ART
What the EFF!?
                                                            
His arms and legs flail about wildly as he attempts to
control his flight pattern.
                                                            
                       ART
Shit!
                                                            
Art barrel rolls, narrowly missing the peak of a radio
tower.

He manages to level himself out.
                                                            
                       ART
Okay...forward to descend. Just
like an airplane. Except I'm not a
plane, I'm a boy, so it's weird.
                                                            
Art tips his head and chest forward, extending his arms like
wings in order to remain steady.

His body begins its descent.
                                                            
EXT. DOWNTOWN KRINDEN
                                                            
Art gradually lowers himself past a row of buildings and
approaches an empty street at the center of town.
                                                            
                       ART
I'm doing it.
                                                            
His feet eventually hit the pavement. Art is now running,
still at quite an incredible rate.
                                                            
                       ART
I got this!
                                                            
Art's speed decreases, but only slightly.

Hero, managing to remove himself, pops out of Art's body.

Art is thrown off balance by the sudden separation.

37.


He waves his arms about as his feet nearly trip over each
other.

A red four-door crosses at an intersection; Art rapidly
approaches it.

Hero stands in the street with his back to the action.
                                                            
                       HERO
What the hell was that?
                                                            
Art tries to bring himself to a stop, but to no avail.

The LADY driving the red car looks to her left, out the
window, to see the scared boy fast approaching.

Art frantically flaps his arms like a bird.
                                                            
                       ART
Fly! Fly!
                                                            
Art manages no more than a tiny hop before his body smashes
with a WALLOP into the red car.

The lady driver SCREAMS at the top of her lungs as Art
slides down the side of her vehicle and falls into the
street.

Hero spins around at the sound of the lady's SHRILL CRIES.

She speeds away, hysterical.

Hero's eyes fall upon Art.
                                                            
                       HERO
Oh...
                                                            
Art GROANS in pain, flat on his back.
                                                            
 
INT. PROMINANCE CITY PRISON - VISITING ROOM - DAY
                                                            
Inmate DORIAN STROYER is led by a GUARD down a row of bullet
proof visiting windows to an empty stool.

Dorian sits down, and stares in wonderment at the STRANGE
MAN sitting across from him on the other side of the glass.

This strange man wears a fedora and glasses. The oversized
mustache under his nose looks absurd (not to mention, fake)
and he has a phone pressed to one ear.


38.

Dorian slowly reaches with cuffed hands for the phone on his
side of the glass and puts it to his ear.
                                                            
                       DORIAN
      (into phone)
I know you?
                                                            
                       STRANGE MAN
      (into phone)
Used to. You look different.
Older. Are you sure you're Dorian
Stroyer?
                                                            
                       DORIAN
Who's askin'?
                                                            
                       STRANGE MAN
An old friend.
                                                            
Dorian squints as he takes a closer look at the strange man.
Dorian's eyes pop with recognition.
                                                            
                       DORIAN
Terror?
                                                            
                       TERROR (STRANGE MAN)
SHHHut up!
                                                            
Dorian looks over at the guard, who stares back at him.
                                                            
                       DORIAN
      (to guard)
I said...er...Jello.
                                                            
The guard shakes his head, ignoring Dorian.
                                                            
                       DORIAN
      (low into phone)
I haven't seen you in years. Where
the hell you been?
                                                            
                       TERROR
I've been working on something. A
project.
                                                            
                       DORIAN
I'll tell you what you wasn't
workin' on: that piss poor
disguise.
                                                            
                       TERROR
I was in a hurry.
                                                            

39.

                       DORIAN
You got glue or somethin' on your
forehead.
                                                            
Terror peels off a thin strip of something from his forehead
and examines it.
                                                            
                       TERROR
Scotch tape.
                                                            
Terror balls the tape and flicks it at the glass.
                                                            
                       DORIAN
You gettin' the team back
together? It's been too long since
the Acts of Terror made the people
of Prominance City squirm!
                                                            
                       TERROR
Due time, D. First plan of action
is to get you out of here. I could
use a hand with...someone.
                                                            
                       DORIAN
Any time, any place, boss.
                                                            
                       TERROR
Good. Something will be in touch.
                                                            
Terror hangs up the phone and gets up from his stool.

Dorian hangs up his phone as well, a big smile on his face.

Terror heads down a hallway towards the exit, WHISTLING
cheerfully.
                                                            
 
INT. KRINDEN COUNTY HOSPITAL - ART'S ROOM - NIGHT
                                                            
Art lies in a hospital bed. Scrapes and bruises cover his
face, and his right arm is in a short arm cast layered with
red casting tape.

His eyes open. He turns to see Annette sitting in a chair at
his bedside. reading a comic book.
                                                            
                       ART
...Mom?
                                                            
Annette is startled, but relieved, at the sound of Art's
voice. She closes the comic and jumps from the chair to be
at Art's side.
                                                            

40.

                       ANNETTE
Arthur, thank God. Are you okay?
Does anything hurt?
                                                            
                       ART
What happened?
                                                            
                       ANNETTE
I was going to ask you that. Dr.
Monroe says you turned up here by
yourself. A nurse found you
unconscious in the lobby.
                                                            
Art notices the cast around his arm.
                                                            
                       ART
Is my arm broken?
                                                            
                       ANNETTE
Your hand, too. Artie, where did
you go? How did this happen?
                                                            
FLASHBACK
                                                            
Art is on the street, flapping his arms as he speeds towards
the red car.
                                                            
                       ART
Fly! Fly!
                                                            
The horrified lady behind the wheel SCREAMS at the sight of
him, until Art inevitably slams face-first into her vehicle.
                                                            
END FLASHBACK
                                                            
                       ART
Couldn't tell you.
                                                            
                       ANNETTE
They say you hit your head. You
could have amnesia. Don't try too
hard to remember right now.
                                                            
                       ART
Oh, I won't.
                                                            
                       ANNETTE
Just get some rest.
                                                            
                       ART
Were you reading comics?
                                                            

41.

                       ANNETTE
A girl dropped them off.
                                                            
                       ART
Candace Hatfield?
                                                            
                       ANNETTE
Harry's daughter? I mean, the
daughter of The World Hero? I
thought I recognized her. Maybe
she was volenteering.
                                                            
                       ART
Handing out comic books?
                                                            
                       ANNETTE
Like a celebrity appearance type
thing.
                                                            
                       ART
She goes to my school.
                                                            
                       ANNETTE
She goes to school in Krinden? I
thought she was living in
Prominance City? How did you two
meet? Are you dating? Give me
details. Unless they're gross...
                                                            
                       ART
Another time? My body's not
exactly a wonderland at the
moment.
                                                            
                       ANNETTE
I would think not. You look like
you've been hit by a car.
                                                            
Art responds with an uncomfortable CHUCKLE.
                                                            
 
EXT. DOWNTOWN PROMINANCE CITY - NIGHT
                                                            
Downtown is full of traffic, both vehicle and PEDESTRIAN.

The Prominance City Police Station sits at the center of
this mid-day madness.

A MAN scurries up the steps of the police station and pulls
open one of the two entrance doors, holding it open with a
rubber doorstop.

He hurries away from the door as a grenade is FIRED through

42.

the police station entrance.

The BLAST blows the entrance doors off their hinges, and the
crowd disperses in a PANIC.

A MAN IN BLACK stands in the street amidst other MEN IN
BLACK. He drops a grenade launcher at his feet and is handed
an automatic weapon from a nearby partner in crime.

As the last of the SCREAMING pedestrians scatter, the
PROMINANCE CITY POLICE pour out of the station's smoking
doorway, weapons drawn.

The armed gang in the street OPENS FIRE upon the men in
uniform. The police FIRE back, and a firefight ensues.

Hero descends from above and lands in the midst of the
fight.

Bullets WHIZ through Hero from all sides.

Hero faces the squad of policemen, most of which are using
cars and riot shields for cover.

A young police officer cowers around the side of the
station. Sweat drips from his brow; his gun shakes in his
hands.

Hero leaps, landing next to the COWERING OFFICER.
                                                            
                       HERO
Here goes nothing.
                                                            
Hero phases himself into the cowering officer's body.

The cowering officer appears un"phased" by this. He takes a
DEEP BREATH, faces his fear, and jumps out from behind the
building, OPENING FIRE upon the gang.

Hero remains left behind where the man once stood.
                                                            
                       HERO
Hey...
                                                            
Hero stands up behind the young officer, and steps into him
again.

The officer is shot in the chest and falls to his back, once
again leaving Hero where he stands.

Hero looks down at the officer as he writhes in pain from
the impact to his bullet-proof vest.
                                                            

43.

                       HERO
Why didn't it work?
                                                            
Hero flies at another POLICE OFFICER standing behind a riot
shield, and passes right through him, again with no effect.

Hero continues on his flight pattern, passing through every
STILL-STANDING POLICEMAN he can until he finally attempts to
possess a GANG MEMBER, each attempt unsuccessful.

Hero stands behind the gang now, watching helplessly as they
shoot and kill police officers, and are in turn being shot
and killed themselves.
                                                            
 
INT. PROMINANCE CITY PRISON - DORIAN STROYER'S CELL - NIGHT
                                                            
Dorian sits on the bottom bunk of two stacked beds.

He watches through the iron bars as police officers and
guards run in a hurry down the length of the walkway outside
his top floor cell.
                                                            
                       DORIAN
Where they off to so fast?
                                                            
                       CELLMATE (O.S.)
Didn't you hear?
                                                            
Dorian looks over to his CELLMATE, whom sits pants-down on
the cell's metal toilet.

The cellmate holds eight playing cards in hand.
                                                            
                       CELLMATE
Big shootout downtown. They're
sending everyone they can spare.
                                                            
                       DORIAN
Why do you have so many cards?
                                                            
                       CELLMATE
Some of 'em are for toilet paper.
                                                            
A loud BANG interrupts the seated cellmate's focus on...what
he's doing.

Dorian looks up at the ceiling.

Dust falls onto the cellmate's shoulder.
                                                            
                       CELLMATE
What was that?
                                                            

44.

The cellmate looks straight up at the ceiling.

Another loud BANG.

The ceiling above the cellmate gives...

The cellmate barely has time to YELL before a large chunk of
concrete smashes the man and his toilet.

Dorian waves a cloud of dust away from his face.

Standing in the cell in front of him is The World
Hero...except this Hero is wrapped in duct tape at the waist
with sewing thread connecting his hips to his torso.

As the dust clears, the robotics around Hero's eyes where
his mask should be is made visible.

This is not The World Hero, but a poorly repaired Cyborg
Hero.

Dorian stands and looks up at the hole in the ceiling to
find Terror peering in at him from the roof.
                                                            
                       TERROR
I keep telling it not to take the
mask off. It's creepy.
                                                            
Terror spots the cellmate's bare legs sticking out from
under the slab of concrete.
                                                            
                       TERROR
Hope you two weren't close?
                                                            
Dorian smiles.
                                                            
 
INT. KRINDEN COUNTY HOSPITAL - ART'S BATHROOM - NIGHT
                                                            
The bathroom is lit only by the moonlight coming in through
the open blinds from the hospital room window.

Art stands in front of the bathroom mirror, looking first at
the mild injuries on his face, the silly polka dot hospital
gown he wears, and then down at his cast.
                                                            
                       ART
One small step for man...
                                                            
Art looks back up at himself, only to find the ghost of Hero
standing directly behind him.

Art is completely startled at the sight of Hero, CRYING OUT

45.

in surprise as he trips over his own feet, and lands on the
bathroom floor, banging his arm on the toilet as he goes
down.

Hero steps back, just as surprised, as he watches Art grab
his broken arm in immense pain.
                                                            
                       HERO
Do you see me?
                                                            
Hero waves his hand at the mirror, which shows no
reflection.
                                                            
                       HERO
I don't even see me.
                                                            
Again SCREAMING, Art shuffles backwards. He jumps to his
feet and hides in the shower.

Hero approaches him.

Art slams the shower door shut in Hero's face.
                                                            
                       HERO
Take a pill, kid. I'm not here to
hurt you.
                                                            
                       ART
Too late, asshole!
                                                            
Standing in the "safety" of the shower, Art looks around for
something.
                                                            
                       HERO
The language isn't necessary.
                                                            
Art grabs a bar of soap from a nearby soap dish, and holds
it in as threatening a manner as possible.
                                                            
                       ART
Don't come in here. I have soap.
                                                            
                       HERO
You're thinking of Mudman. Soap
doesn't hurt me.
                                                            
Art looks confused as he thinks about this.
                                                            
                       HERO
Just listen. I'm The World Hero.
                                                            

46.

                       ART
The World Hero is dead, you crazy
bum.
                                                            
                       HERO
That's what I'm trying to explain.
I'm a--
                                                            
The shower door is thrown open.

Art throws the bar of soap at Hero as hard as he can.

The soap passes right through Hero and hits the wall behind
him.
                                                            
                       HERO (cont'd)
Ghost.
                                                            
Art stands wide-eyed and jaw-dropped at what he's just seen.
                                                            
INT. KRINDEN COUNTY HOSPITAL - ART'S ROOM - LATER
                                                            
Art paces back and forth, biting his nails nervously.

Hero stands back, watching him.
                                                            
                       ART
You died. And now you're a ghost.
                                                            
                       HERO
In that order, yes.
                                                            
                       ART
I fell off a roof, and you
possessed me. That's how I
survived?
                                                            
                       HERO
I think when we collided, you
somehow got my powers.
                                                            
                       ART
So I really did fly?
                                                            
                       HERO
If what you did can be considered
flying.
                                                            
                       ART
I thought you had super strength.
Why is my arm broken?
                                                            

47.

                       HERO
I sort of "removed" myself before
then.
                                                            
                       ART
This is all very surreal.
                                                            
                       HERO
I don't want to believe it myself.
                                                            
                       ART
And you need my help, to what,
fight crime?
                                                            
                       HERO
In a nutshell.
                                                            
                       ART
Isn't there anybody else? Not that
I'm scared or anything. I just
mean, shouldn't you find someone,
you know, more suitable?
                                                            
                       HERO
I tried. I've been around the
world twice in the last
twenty-four hours, and I've seen a
lot of people get hurt. I couldn't
help any of them. I can't help
anybody anymore. Not without you,
apparently.
                                                            
Art thinks about it.
                                                            
                       HERO
Lives are at stake!
                                                            
Art's eyes fall upon the stack of comics on his bed.
                                                            
                       ART
Do I have time to get a costume?
                                                            
                       HERO
Sure, and while you're busy trying
on outfits at The Super Gap, I'll
be downtown watching innocent
people get their heads blown off.
                                                            
                       ART
Can I at least put pants on?
                                                            
Hero looks over Art's hospital gown.
                                                            

48.

                       HERO
That's probably best.
                                                            
Art picks up his folded clothes piled on a nearby chair and
heads into the bathroom.
                                                            
 
EXT. KRINDEN COUNTY HOSPITAL - ROOFTOP - NIGHT
                                                            
Art (dressed) stands at the edge of the roof. He has a sour
look on his face, holding his stomach, as he stares down the
side of the building.
                                                            
                       ART
My stomach's all churn-y. It's
like a butter factory in there.
                                                            
Hero stands behind him.
                                                            
                       HERO
Don't be nervous. I'll do all the
work.
                                                            
                       ART
About that, it's already weird
enough that there's going to be a
grown man inside of my body...
                                                            
                       HERO
Maybe find a better way to phrase
that next time.
                                                            
                       ART (cont'd)
Is it really necessary for you to
"control" me, too?
                                                            
                       HERO
I didn't hear you complaining when
I brought you to the hospital.
                                                            
                       ART
I was unconscious.
                                                            
                       HERO
Not really a lot of time to teach
you how to fly right now, so let
me handle it, alright?
                                                            
                       ART
What if someone sees my face?
                                                            
                       HERO
Stick to the shadows.
                                                            

49.

                       ART
Cool. Like Batman.
                                                            
                       HERO
Ready?
                                                            
Art puts on a brave face and nods.
                                                            
                       ART
Let's fly.
                                                            
Hero phases in to Art.
                                                            
 
EXT. PROMINANCE CITY POLICE STATION - NIGHT
                                                            
SWAT vans and police cars are lined up outside of the police
station.

Gang member bodies lie in the street, some dead. The living
ones are being cuffed, knees in their backs.
                                                            
EXT. DOWNTOWN PROMINANCE CITY
                                                            
An armed FUGITIVE thug in black watches from behind a
dumpster as his fellow gang buddies get hauled into SWAT
vans and squad cars in front of the police station.

He looks around, spotting an unmanned squad car; driver side
door wide open.
                                                            
EXT. SKY OVER PROMINANCE CITY
                                                            
Art soars through the air. He looks down upon the police
station where the cops have gained control.
                                                            
                       ART
Looks like we're too late. Sorry I
had to stop to pee. Twice.
                                                            
Art spots police officers SHOOTING at an escaping squad car.
                                                            
                       ART
Hey, over ther--!
                                                            
Art is yanked down towards the street against his will.
                                                            
INT. STOLEN SQUAD CAR
                                                            
The Fugitive drives the car recklessly down the street,
SIRENS blaring. He checks his mirrors...
                                                            

50.

IN REARVIEW MIRROR
                                                            
Police lights can be seen in the distance.

In the sky, Art can be seen approaching fast.
                                                            
BACK TO SCENE
                                                            
The Fugitive is concerned by the sight of Art.
                                                            
                       FUGITIVE
No way.
                                                            
A car HORN blares.

The Fugitive looks ahead in time to see an approaching semi
truck. He turns the wheel hard.
                                                            
EXT. P.C. STREETS
                                                            
The squad car narrowly misses the semi, making a sharp turn
onto an empty street.
                                                            
INT. SQUAD CAR
                                                            
The Fugitive straightens the car out, and pushes the vehicle
further down the empty street until...

Mystery Hero steps out from a dark alley onto the sidewalk.

The Fugitive turns to look at him. Their eyes lock through
the passenger side window as the car drives past...
                                                            
EXT. P.C. STREET
                                                            
Mystery Hero pushes his hands out, as if pushing down some
invisible wall, at the passing squad car...

Magnetism escapes his metal cuffs in one big wave, hitting
the side of the car with great force.

The squad car is launched sideways through the air and into
the wall of a nearby building with the faded words
"PROMINANCE CITY NEWS" painted on the side. The car falls
upside down to the sidewalk.
                                                            
EXT. PROMINANCE CITY - NEARBY ROOFTOP
                                                            
Art stands on the roof, looking down to the street at the
Mystery Hero and the overturned car.
                                                            
                       ART
Who's that guy?
                                                            

51.

Art appears completely intrigued; almost star struck.
                                                            
EXT. P.C. STREET
                                                            
Mystery Hero approaches the car.

The Fugitive crawls out of the smashed driver side window,
gun in hand. He stands, opening FIRE on Mystery Hero.

Mystery Hero raises a hand to him...

A bullet hits Mystery Hero's cuff.

Mystery Hero quickly ducks behind a nearby bus stop bench.
He turns a dial on his undamaged cuff from "+" to "-". He
springs up, raising his hand to where the Fugitive had been
only to discover he is gone.
                                                            
INT. OLD NEWSPAPER BUILDING - CELLAR
                                                            
The cellar is dark. Dust particles float about in beams of
moonlight shining in through a small window.

Stacks of old newspapers occupy most of the space, leaving
little room for the Fugitive to maneuver about.

The Fugitive hides low behind a tower of newspapers. He
jumps at the sound of an OPENING DOOR.

He waits, listening. The Fugitive stands up slowly, his back
against the newspapers. Gun at the ready, he peeks around
the corner to find the door wide open, but the stairway
empty.
                                                            
                       ART (O.S.)
You lost?
                                                            
The Fugitive looks up to find the teenaged stranger staring
down at him from atop the newspaper stack. He GASPS with
fear and stumbles away from the stack, FIRING a single shot
at Art.

Art drops out of sight; the newspapers come crashing down
onto the Fugitive.

The Fugitive scrambles out of the pile and back to his feet,
gun still in hand. He turns to find Art standing at a safe
distance.
                                                            
                       ART
You shouldn't read in the dark.
It's bad for your eyes.
                                                            

52.

The Fugitive aims the gun at Art.
                                                            
                       FUGITIVE
And THIS is bad for your health!
                                                            
The Fugitive pulls the trigger; the gun FIRES.

Art flinches, shielding his face with the cast on his arm.

The Fugitive's jaw drops in shock.

After a moment, Art lowers his arm cautiously, and notices a
small, smoking hole in his cast. He bends his arm up and
shakes something loose...

A flattened bullet falls from the cast and lands at his
feet.

An instanct smile grows on Art's face.
                                                            
                       ART
Tell me you saw that.
                                                            
Art looks up, disappointed to discover he is alone.

The Fugitive is at the opposite end of the room, trying
desperately to climb up newspapers stacked against a wall
towards a window.
                                                            
                       ART (O.S.)
Here...
                                                            
The Fugitive loses his footing, startled by Art's voice. He
spins around, his back to the stack of papers, to find Art
standing right in front of him.
                                                            
                       ART (cont'd)
Let me give you a boost.
                                                            
The Fugitive looks as if he wants to say "no thank you", but
is too afraid to utter the words.
                                                            
EXT. P.C. STREET
                                                            
Squad cars speed down the street towards the old newspaper
building.

The Fugitive is launched from a ground level window of the
building, SCREAMING as he arches up into the air...
                                                            

53.

INT. APPROACHING SQUAD CAR
                                                            
The OFFICER driving slams on the brakes as the Fugitive
lands on the hood of his car.
                                                            
EXT. P.C. STREET - ALLEYWAY
                                                            
Mystery Hero stands in the shadows of the alleyway, watching
the officers in the street leap from their respective squad
cars to place the Fugitive-turned-hood-ornament under
arrest.

Art stands on the rooftop of the newspaper building, though
his features are shrouded in darkness.

Mystery Hero spots Art just as he leaps into the air and
flies off. A scowl forms on Mystery Hero's masked face.
                                                            
 
INT. KRINDEN COUNTY HOSPITAL - ART'S ROOM - DAY
                                                            
Art zips up a small duffel bag.

Annette enters the room.
                                                            
                       ANNETTE
Car's pulled around.
                                                            
Art turns around just as Candace steps into the room behind
his mother.
                                                            
                       ART
      (to Candace)
Hi.
                                                            
Annette is oblivious to Candace's presence.
                                                            
                       ANNETTE
      (to Art)
Hi. Let's go.
                                                            
                       CANDACE
Hello.
                                                            
Annette turns to find the girl behind her.
                                                            
                       ANNETTE
Oh. Hello.
      (to Art)
This is a nice surprise.
                                                            
Annette walks over to Art and takes the duffel bag from him.
                                                            

54.

                       ANNETTE
I'll just take this to the car.
                                                            
Bag in hand, Annette heads for the door.
                                                            
                       ANNETTE
Nice to see you again, Candace.
                                                            
                       CANDACE
You too, Ms. Adams.
                                                            
Annette stops in the doorway and turns back to her son.
                                                            
                       ANNETTE
No hurry. Take your time.
                                                            
                       ART
Okay.
                                                            
                       ANNETTE
But not too much time. Maybe just
stay away from the bed altogether.
                                                            
                       ART
Mom...
                                                            
Annette leaves.
                                                            
                       CANDACE
She's funny.
                                                            
                       ART
She's a regular...Louie Anderson?
I'm not good with comedians.
                                                            
                       CANDACE
Now I know where you get it from.
                                                            
                       ART
I take after my dad. She's just
biting off our style.
                                                            
Candace steps closer to Art.

She gently grabs Art's broken, but protected, arm and holds
it up to examine it.

Art blushes as their fingers touch.
                                                            
                       CANDACE
Does it hurt?
                                                            

55.

                       ART
Not right now.
                                                            
                       CANDACE
How did you survive that fall?
                                                            
                       ART
      (shrugs)
Landed on my feet.
                                                            
Now Candace blushes.
                                                            
                       CANDACE
That might be the coolest thing
I've ever heard.
                                                            
                       ART
It's the coolest thing I've ever
said. Thanks, by the way, for
bringing my things by.
                                                            
                       CANDACE
I saved what I could.
                                                            
                       ART
And, you know, for trying to save
my life.
                                                            
                       CANDACE
I thought you were dead.
                                                            
                       ART
It sort of feels like I am.
                                                            
Candace sits down on the bed, looking ashamed of herself.
                                                            
                       CANDACE
My mom wanted me to go to school
in Krinden because she thought
it'd be safer than Prominance
City. I guess I thought it would
be a good opportunity to start
over. I purposely avoided the
comic book geeks who fawned over
me just because my dad was a
famous superhero.
                                                            
                       ART
I never "fawned" over you...did I?
                                                            
                       CANDACE
I was wrong about you, and I'm
sorry.
                                                            

56.

Art sits down on the bed next to her.
                                                            
                       ART
I don't care who your father was.
He was a great guy, but it's not
like he was--
                                                            
Art notices Hero staring at him from the foot of the bed.
                                                            
                       ART (cont'd)
--Jesus!
                                                            
Art jumps up from the bed, as if he's been caught doing
something wrong.

Candace is startled by his actions.
                                                            
                       CANDACE
Are you okay?
                                                            
                       ART
Yeah. Fine. My legs fell asleep.
                                                            
Candace gives him an odd look.
                                                            
                       ART
We should probably...
                                                            
                       CANDACE
      (stands)
Right, your mom is waiting. I
should get to school anyhow.
                                                            
Art and Candace walk to the door.

Hero watches them with the gaze of a protective father.
                                                            
 
INT. BOLTON HIGH - ROTOR'S CLASS - DAY
                                                            
The school bell RINGS.

Rotor stands at his desk shuffling through papers.

Candace enters past the exiting students, approaching Rotor.
                                                            
                       CANDACE
Professor Rotor?
                                                            
Rotor's eyes light up as he looks at her.
                                                            

57.

                       ROTOR
Oh, my. Candace Hatfield. To what
do I owe the pleasure?
                                                            
                       CANDACE
You have a field trip planned to
the Museum of Superhero History
next week?
                                                            
                       ROTOR
Indeed.
                                                            
                       CANDACE
Principal Tapert said if it was
okay with you, I could tag along.
                                                            
Candace reaches into her bag, removing a folded piece of
paper. She extends it to Rotor.
                                                            
                       CANDACE
My mom already signed the consent
form.
                                                            
Rotor takes the paper and opens it to read.
                                                            
                       ROTOR
Wow, Eliza Hatfield's autograph.
That's a keeper.
                                                            
Candace smiles uncomfortably.
                                                            
                       ROTOR
Yes, of course. You are more than
welcome to come with us.
                                                            
                       CANDACE
Great. Thank you.
                                                            
Candace turns to find Wally standing directly behind her.
                                                            
                       CANDACE
Wally.
                                                            
Wally does not return the greeting.

Candace walks around him and out of the classroom.
                                                            
                       WALLY
      (to Rotor)
We need to talk.
                                                            
Rotor is curiously concerned.
                                                            
 

58.

INT. ADAMS HOUSEHOLD - ART'S ROOM - DAY
                                                            
Art lies down on his bed. He watches a television that sits
atop his dresser a couple of feet from the foot of the bed:

The Code animated series plays.

There is a KNOCK on Art's door.

Annette, dressed for work, opens the door from the other
side. She looks around the room, impressed.
                                                            
                       ANNETTE
You put your laundry away? I told
you I would do it later.
                                                            
                       ART
No biggie. Already taken care of.
                                                            
                       ANNETTE
You need anything before I go?
                                                            
                       ART
I'm good.
                                                            
Annette notices The Code animated series on Art's TV.
                                                            
                       ANNETTE
I wish you would stop watching
that.
                                                            
                       ART
I can't. Cheesy eighties animation
is responsible for a large
percentage of my dairy intake.
                                                            
                       ANNETTE
I won't be home until late. Are
you sure you'll be okay?
                                                            
                       ART
I'll be fine, Mom. It's just one
arm. I have a spare.
                                                            
                       ANNETTE
Okay. I love you. See you tonight.
                                                            
Art waves to Annette as she leaves.
                                                            
                       HERO (O.S.)
So, you have a thing for Candace
Hatfield, huh?
                                                            

59.

Art springs up at the sight of Hero, who stands with crossed
arms next to the bed.
                                                            
                       ART
You're here!
                                                            
Art jumps off the bed and practically sprints to his closet
door, an excited look about him.
                                                            
                       HERO (cont'd)
Because I hear her father's a real
hard-ass--
                                                            
                       ART
Enough about that. There's
something I want to show you.
                                                            
Art grabs the closet door handle.
                                                            
INT. ART'S BEDROOM CLOSET
                                                            
The closet door is pulled open from the outside.

Art drops to his knees, digging through a tall pile of
clothes in search of something.

Hero stands behind him, watching.
                                                            
                       HERO
What exactly are you looking for?
                                                            
                       ART
It's a surprise.
                                                            
The pile of clothes dwindels until Art unviels a stack of
cardboard boxes.
                                                            
INT. ART'S BEDROOM
                                                            
Art kneels in his closet. He pulls the top box down and
opens it. Unsatisfied with its contents, he shoves it aside.

He retrieves and opens the next box.
                                                            
                       ART
I found it in the garage.
                                                            
Art pulls something out of the box and stands. He turns, and
snaps open the one piece World Hero Halloween costume in his
hands.

Hero stares, speechless, at the plastic, bloody knife
protruding from the chest of the costume.
                                                            

60.

                       ART
Ta-da! What do you think?
                                                            
                       HERO
It's...
                                                            
Art turns the costume to examine it. The knife pops out to
him immediately.
                                                            
                       ART
Oh!
                                                            
Art quickly removes the knife with one hand and tosses it
behind him into the closet. A little embarrassed, he proudly
displays the costume to Hero a second time.
                                                            
                       ART
Sorry. Halloween costume.
                                                            
                       HERO
You think it'll still fit?
                                                            
                       ART
It fit in October, so I don't see
why not.
                                                            
Hero stares suspiciously at Art.
                                                            
                       ART
What?
                                                            
                       HERO
Nothing. You have a mask or
something to cover your face?
                                                            
Art's attention goes to TV.
                                                            
ON TELEVISION SCREEN
                                                            
The goggled Code fights off an enemy made of fire.
                                                            
BACK TO SCENE
                                                            
Art looks as if he's had an epiphany.
                                                            
                       ART
I think I can dig something up.
                                                            
                       HERO
Then let's take it for a spin.
                                                            
Art seems pleased with Hero's approval of the costume.
                                                            
 

61.

EXT. DOWNTOWN PROMINANCE CITY - SKYSCRAPER ROOFTOP - DAY
                                                            
Art wears the World Hero costume.

A pair of vintage, metal goggles hang down off his neck as
he stares across the skyline of Prominance City.

Hero stands next to him.
                                                            
                       ART
We always have to start so high
up?
                                                            
                       HERO
It'll give you incentive to get it
right the first time.
                                                            
Hero phases in to Art.

Art steps up onto the ledge. He places the goggles over his
eyes, looking now like a NEW WORLD HERO.

He takes a DEEP BREATH...
                                                            
                       NEW WORLD HERO (ART)
Nope.
                                                            
NWH (NEW WORLD HERO) separates from Hero as he steps down
from the ledge and back to the roof.
                                                            
                       HERO
What's the matter?
                                                            
                       NEW WORLD HERO
I gotta work up to it.
                                                            
NWH shakes his limbs about.

Hero stands on the ledge, looking across the city, arms
folded.
                                                            
                       HERO
By all means, take your time. I'm
not going anywhere.
                                                            
NWH takes another DEEP BREATH before sprinting full force at
Hero.
                                                            
                       NEW WORLD HERO
Try and keep up, Ghostman.
                                                            
Hero doesn't have time to react before NWH runs right
through him and leaps off the ledge.

62.


Hero watches NWH fall, cracking a smile before diving off
the building after him. He has no trouble catching up, and
they become one.

NWH blasts off.

His YELLS of excitement ECHO through the streets as he
speeds across the Prominance City sky.
                                                            
 
EXT. ABANDONED TRAINYARD - DAY
                                                            
NWH and Hero stand amidst rusted, graffitied, abandoned
train cars.
                                                            
                       HERO
When you hit, you'll want to
tighten your fist at the moment of
impact. Rotate with your hips, not
with your legs--
                                                            
                       NEW WORLD HERO
You have super strength. What's my
form matter? S'not like I'm gonna
sprain anything.
                                                            
                       HERO
Fair enough. Let's do this.
                                                            
NWH and Hero merge.

NWH gets a running start, ending the race with a fist to the
first train car in sight.

It skips across the ground before stopping against a fence.
                                                            
                       NEW WORLD HERO
That all you got, train car?
                                                            
NWH turns his attention to the next unlucky train car he
sees.

His feet leave the ground as he hovers at it.

NWH's bare knuckles crunch in the side of this train car.

The train car is sent into the air, coming down atop another
across the yard.

NWH flies at a third train car.
                                                            

63.

                       NEW WORLD HERO
He winds up for the pitch...
                                                            
He throws a punch with all his might.

His fist CRACKS against it. The train car doesn't move.

NWH's eyes pop behind dark goggle lenses as a painful
WHIMPER escapes his red face. He grabs his hand and drops to
his knees with tears of discomfort in his eyes to reveal an
amused Hero standing behind him.
                                                            
                       HERO
Oh, no. You sprain something?
                                                            
Hero walks away, quite satisfied.
                                                            
 
EXT. ABANDONED TRAINYARD - NIGHT
                                                            
NWH sits atop a tipped train car.

Hero stands behind him, looking off into the distance.
                                                            
                       NEW WORLD HERO
Not bad for an amateur, eh?
                                                            
                       HERO
Don't be cocky. You're getting the
hang of it, but it takes more than
practice to be a true hero.
                                                            
NWH removes his goggles; Art rubs his eyes.
                                                            
                       ART
Heart, right? Yeah, I got tons of
that.
                                                            
                       HERO
Good. You might need it someday.
                                                            
                       ART
Can I ask you something?
                                                            
                       HERO
Sure, I guess.
                                                            
                       ART
If you can't touch things, how do
you walk on stuff?
                                                            
                       HERO
I don't think I do, technically.
                                                            

64.

Art leans over to get a look at the bottoms of Hero's feet,
which hover just above the surface of the train car.
                                                            
                       ART
You're right. You're kinda
floating. Can I ask you something
else?
                                                            
                       HERO
If it's about my suit, I don't
know why I'm wearing it. Probably
because it's what I died in.
                                                            
                       ART
That's gotta suck, huh?
                                                            
                       HERO
I'm just glad I didn't die naked.
                                                            
                       ART
You and me both. But, that's not
what I was going to ask. How did
you get your powers?
                                                            
                       HERO
I'm not sure, actually.
                                                            
Hero sits down next to Art.
                                                            
                       HERO
There are a lot of theories: an
experiment gone wrong, prolonged
exposure to radiation...I could be
an alien, for all I know. I just
assumed I was born with them, and
they grew stronger as I did.
                                                            
Art dangles the goggles from his fingers.
                                                            
                       HERO
The Code wore goggles like that.
                                                            
                       ART
That's what I was going for. Sort
of a combination of the two
greatest heroes the world has ever
known. Should help to gain
people's trust if they feel like
they already know me.
                                                            
                       HERO
That's not a bad strategy.
                                                            

65.

                       ART
The goggles were my grandfather's.
He was some kind of fighter pilot.
Could have been a mad scientist
though for all I know.
                                                            
                       HERO
I've fought mad scientists before.
Not nearly as mad as they'd have
you believe.
                                                            
                       ART
My mom gave them to me after my
dad died.
                                                            
Hero looks like his heart's just been broken.
                                                            
                       HERO
I'm sorry, Art. I didn't know.
                                                            
                       ART
It's okay. It happened a long time
ago. I'm still not really sure
WHAT exactly happened. My mom
doesn't like to talk about it. I
don't like to make her.
                                                            
Art gets to his feet.
                                                            
                       ART
I should probably get home soon.
                                                            
Hero stands as well.
                                                            
                       HERO
I'll give you a lift.
                                                            
Art SCOFFS at Hero's offer, as if he has any other choice
but to accept.
                                                            
 
INT. ANNETTE'S CAR - DAY
                                                            
Annette parks near Art's school.

Art unbuckles his seat belt in the passenger's seat,
attempting to gather his books in his one good hand.
                                                            
                       ANNETTE
Want help?
                                                            

66.

                       ART
As much as I'd love my mother to
walk me to school...
                                                            
                       ANNETTE
Afraid I'll make the other girls
jealous?
                                                            
                       ART
Yeah, that's it.
                                                            
Art steps out of the car.
                                                            
                       ANNETTE
Say hello to Candace for me. If
you want to take her somewhere
nice later, you can use the car
after I get home from work.
                                                            
                       ART
You'd let me drive with a broken
arm?
                                                            
                       ANNETTE
Not under normal circumstances.
This is different. I like her.
Plus, I don't want to be a...what
do they call it?
                                                            
                       ART
I don't know.
                                                            
                       ANNETTE
Cock block?
                                                            
                       ART
Mom!
                                                            
Annette covers her mouth in shock.
                                                            
                       ANNETTE
What? What did I say?
                                                            
                       ART
Nothing. Just don't say it again.
                                                            
Art shuts the car door with his foot.
                                                            
EXT. BOLTON HIGH - SCHOOL GROUNDS
                                                            

67.

Art struggles to carry all his books in his left hand, using
his cast clumsily to keep them together.

Another STUDENT walks past Art.
                                                            
                       STUDENT
Hey, Art.
                                                            
                       ART
...Hi?
                                                            
A GROUP OF GIRLS walk past, each of them GIGGLING and waving
to him.

Art's cockiness surfaces quickly.
                                                            
                       ART
      (to girls)
Ladies.
                                                            
                       CANDACE (O.S.)
Welcome back.
                                                            
Candace strides alongside Art.
                                                            
                       ART
      (to Candace)
Hey. Did I wake up in some
alternate universe? People are
being nice to me.
                                                            
                       CANDACE
You've garnered yourself quite a
reputation. I heard that kid
Dwendel talking about you
yesterday. Referred to you as "the
boy who lived".
                                                            
                       ART
Dwendel's the one that dresses
like he goes to Hogwarts, right?
                                                            
                       CANDACE
Yes.
                                                            
                       ART
Yeah, that makes sense.
                                                            
                       CANDACE
Let me help you with those.
                                                            
Candace takes all but one book from Art's flimsy grasp as he
nods in appreciation.
                                                            
 

68.

INT. BOLTON HIGH - CAFETERIA - DAY
                                                            
Hero stands in the corner, watching the GROUPS OF STUDENTS
at individual tables do more mingling than eating.

Art sits at a table with a large crowd, all eyes on him. He
looks away uncomfortably.

Candace sits down next to Art with two trays of food,
setting one down in front of him.
                                                            
                       ART
      (to Candace)
I could have carried it myself,
you know.
                                                            
                       CANDACE
You could barely handle your books
this morning.
                                                            
Art watches as Candace cuts into the chicken on her plate.
                                                            
                       ART
They're heavy. And my arm was
itchy. Can you cut mine too?
                                                            
Art pushes his tray back to her.
                                                            
                       CANDACE
Just don't ask me to help you go
to the bathroom.
                                                            
                       ART
I won't...now.
                                                            
Candace uses plastic utensils to cut Art's food for him.

Art looks back over the rest of the students WHISPERING and
pointing at him.
                                                            
                       ART
Everybody's staring at me.
                                                            
                       CANDACE
Ignore them. It'll pass.
                                                            
                       ART
I kind of like it. I want to
sneeze and see how many of them
say "bless you".
                                                            
Candace holds a small cube of chicken at the end of a spork
up to Art's mouth.
                                                            

69.

                       CANDACE
Bite.
                                                            
Art scarfs it down.
                                                            
                       ART
Just as I thought. Tastes like
chicken.
                                                            
Candace holds up another piece.

Before Art can get his teeth on it, however, the spork is
snatched from Candace's hand.

Art and Candace look back to find Wally holding said spork.
                                                            
                       ART
Hey, Walls. Did you want some?
                                                            
Wally sniffs the piece of chicken, then promptly flings it
to the floor.
                                                            
                       WALLY
Nope.
                                                            
                       CANDACE
      (to Wally)
Why are you such a jerk?
                                                            
                       ART
      (to Candace)
It's okay. Let's go outside.
                                                            
Art grabs his tray of food, Candace hers. They each stand
and walk away from the table, heading towards the exit.
                                                            
                       WALLY
What a surprise, Art Adams is
running from a fight. Again.
                                                            
Frustration bubbles up in Art. He looks over at Hero.

Hero shakes his head "no".
                                                            
                       WALLY
Watch your step this time!
                                                            
                       CANDACE
Piss off, Wally.
                                                            
Art and Candace continue on their way out the door.
                                                            
EXT. BOLTON HIGH - COURTYARD
                                                            

70.

The area is covered with other LUNCHING STUDENTS.

Art and Candace walk through the courtyard, trays in hand.

Hero hovers above them, out of the way.
                                                            
                       ART
They're showing Jaws 3D in 2D
downtown tomorrow. You want to go?
                                                            
                       CANDACE
That sounds like fun.
                                                            
Art and Candace exchange goofy puppy-love smiles.

Hero looks back to see an intent Wally coming up behind Art.

Wally raises his arms to push Art...

Hero drops down fast, becoming one with Art...

Wally's hands push off Art's back, causing Wally to fall
backwards, as if he's just pushed off a brick wall.

Art remains unmoved. He turns around to find Wally grounded.

Candace turns as well, confused.
                                                            
                       CANDACE
What was that?
                                                            
                       ART
I don't know. I think he tripped.
                                                            
Wally sprouts up quickly from the ground, frustration and
embarrassment mixing within him.
                                                            
                       WALLY
I didn't trip!
                                                            
Wally's attention goes to the surrounding students as they
stare at him.

The other students begin to LAUGH at him, ranging from
silent CHUCKLES to loud GAFFAWS.
                                                            
                       WALLY
I DIDN'T TRIP!
                                                            
Wally, flaring nostrils and all, slaps Art's tray out of his
hands and grabs the front of Art's shirt.
                                                            

71.

                       ROTOR (O.S.)
Mr. Bradock.
                                                            
Wally looks off to the side at Professor Rotor.
                                                            
                       ROTOR
My classroom. Now.
                                                            
Wally looks back at Art and reluctanctly releases him. He
walks past Rotor to the school building.

Rotor follows behind.

Art points a finger to the tray of food in Candace's hands.
                                                            
                       ART
You gonna eat that?
                                                            
Candace slaps his hand away.
                                                            
 
INT. BOLTON HIGH - ROTOR'S CLASS - DAY
                                                            
Wally stands in the empty classroom.

Rotor shuts the door and turns to Wally with a look of
aggravation.
                                                            
                       ROTOR
Are you completely stupid, or is
this just your way of putting a
spin on the superhero alter-ego?
                                                            
                       WALLY
What do you mean?
                                                            
                       ROTOR
Just stupid then.
                                                            
                       WALLY
What do you care if I fight? If I
get suspended, I'll have more time
to stop the bad guys.
                                                            
                       ROTOR
How are you going to stop the bad
guys when you ARE the bad guy?
You're supposed to be a hero. You
keep acting like this as Wally
Bradock, and soon you won't be
able to differentiate yourself
from the man in the suit. People
won't stand for a hero who hurts
            (MORE)

72.

                       ROTOR (cont'd)
more than he helps.
                                                            
                       WALLY
I know who I am when I put the
mask on.
                                                            
                       ROTOR
Then figure out who you want to be
when you take it off. I've put too
many years into finding the next
great hero. I overestimated with
your brother. I thought he was
ready, but The Terror quickly
proved me wrong. I won't make that
mistake again. Check your attitude
at the door. And if what you've
told me about this flying guy you
saw the other night is true,
you're going to have to try that
much harder to prove yourself.
                                                            
                       WALLY
You done?
                                                            
                       ROTOR
Go on, get out.
                                                            
Wally storms past Rotor to the door.
                                                            
                       WALLY
You need to work on the shock
discs. They only activate half the
time.
                                                            
                       ROTOR
Sure, right after you work on that
stupid voice.
                                                            
Wally stops at the door, offended.
                                                            
                       WALLY
What's wrong with my voice?
                                                            
                       ROTOR
Nothing at all. You come up with a
name yet, or should we just go
with the obvious "Laryngitis Man?"
                                                            
Wally is too mad to respond. He opens the door and slams it
shut behind him.
                                                            
 

73.

INT. PROMINANCE CITY CINEMAS - LOBBY - DAY
                                                            
The movie theater lobby is packed full.

Art and Candace stand in the middle of a long line at the
concession stand.
                                                            
                       ART
It's not too late to switch our
tickets. We can still make it to
that girly flick.
                                                            
                       CANDACE
You keep saying that. Do YOU
secretly want to see it?
                                                            
                       ART
I wouldn't say "secretly".
                                                            
Candace smiles.
                                                            
                       ART
You don't have to keep hanging out
with me if you don't want to.
      (holds up cast)
This wasn't your fault.
                                                            
                       CANDACE
You're not some charity case for
me to waste my oh-so-precious time
with. I like you. You think I'm
really that self-centered?
                                                            
                       ART
No. I mean, you're just not the
type of person who usually wants
to hang out with me.
                                                            
                       CANDACE
What type of person am I?
                                                            
                       ART
Living.
                                                            
The line moves slightly.
                                                            
 
INT. PROMINANCE CITY MALL - DAY
                                                            
The massive, multi-story mall is full of SHOPPERS and
MALLRATS of all ages.
                                                            
EXT. P.C. MALL - ROOFTOP
                                                            

74.

A costumed man stands at the center of the roof. His mask
hides a majority of his face, but it is clear to see this is
Dorian Stroyer, better known as DESTROYER.

A complicated, mechanized pack strapped to his back pumps
steam through tubes running from the pack to thick, iron
braces surrounding his arms and fists.
                                                            
                       DESTROYER
Time to shake things up.
                                                            
Destroyer clenches a single fist and raises it high above
his head. He brings it down with such force, a shockwave is
produced from his iron knuckles hitting the surface under
his feet.

The wave descends all sides of the building, blowing out
every window.
                                                            
INT. P.C. MALL
                                                            
People SCREAM, panic and run for cover as shop windows
shatter and the building itself begins to tremble around
them.
                                                            
INT. P.C. CINEMAS - THEATER
                                                            
Art, popcorn bucket in hand, sits next to Candace in the
crowded, darkened theater.

A tremor is felt throughout the theater.

GASPS erupt from the crowd of MOVIE-GOERS.
                                                            
                       CANDACE
Was that an earthquake?
                                                            
Art looks over the room as people WHISPER amongst
themselves.

Some get up to leave.

He looks down the row to see Hero staring at him from the
aisle.

Hero nods him over.

Art nods acknowledgement; hands the popcorn to Candace.
                                                            
                       ART
I'll be right back. Restroom.
                                                            

75.

Art gets up from his seat and makes his way down the row
toward the aisle.
                                                            
INT. P.C. CINEMAS - MEN'S ROOM
                                                            
The men's room is empty until Art enters with Hero
following.

Art checks the stalls to make sure they are alone.
                                                            
                       ART
What is it? Is there trouble?
                                                            
                       HERO
Don't talk to me like I'm Lassie.
                                                            
                       ART
Sorry. That wasn't just an
earthquake, was it?
                                                            
Art enters a stall, closing the door behind him.

Hero stands watch outside the stall.

Art steps up onto the lid of the toilet, getting eye-level
with a closed vent.
                                                            
                       HERO
Something's happening a few blocks
over. Can't tell what it is from
here, but it's big.
                                                            
Art removes the vent cover and reaches in.
                                                            
                       ART
Then we better get a closer look.
                                                            
Art pulls a duffel bag out of the open vent.
                                                            
INT. P.C. MALL - TOP FLOOR
                                                            
Hysterical MALLGOERS attempt to reach any stairway and exit
they can find.

A large, silver-plated globe hangs by copper wires
underneath a shattered glass dome.

A SCARED WOMAN pulls her INFANT CHILD free from a
stroller...

The copper wires holding the globe break free on one side...

The scared woman turns to escape only to find the silver

76.

globe swinging down in her direction.

The New World Hero flies in through one of many broken
windows and scoops the woman and her child up in his arms.

The swinging globe misses them by centimeters.
                                                            
EXT. P.C. MALL
                                                            
The Destroyer lands hard on his feet amidst the frightened
crowd, looking quite pleased with himself.

Before he can take even one step, his face is engulfed by a
flying, sticker-like shock disc. He freezes, waiting for
something to happen.

After a moment, Destroyer peels the disc off his face and
looks at it with disgust.
                                                            
                       DESTROYER
What is this?
                                                            
                       MYSTERY HERO (O.S.)
Uhh...warning.
                                                            
Destroyer looks up past the ocean of fleeing people to find
Mystery Hero staring back at him.
                                                            
                       MYSTERY HERO
Next time, you might not be so
lucky.
                                                            
Destroyer crumples the shock disc in his hand and tosses it
away like a ball of trash.
                                                            
                       DESTROYER
Who the hell are you? You on my
side?
                                                            
                       MYSTERY HERO
I'm The Disarmer.
                                                            
THE DISARMER switches on each of his metal cuffs.
                                                            
                       THE DISARMER (MYSTERY HERO; cont'd)
And you wish.
                                                            
He holds both hands out to Destroyer...

Destroyer's iron-encased arms are raised against his will.

The Disarmer waves his arms in the direction of the mall...

77.


Destroyer is thrown into the side of the buidling.
                                                            
EXT. P.C. CINEMAS
                                                            
The scared woman and her baby stand amidst other P.C. Mall
surviviors and onlookers.

NWH lands near them, carrying a woman in his arms and a man
on his back.

The two new SURVIVORS join the crowd.

The crowd watches (and in some cases, snap digital photos
of) NWH flying off back towards the mall.
                                                            
EXT. P.C. MALL
                                                            
Destroyer climbs to his feet. He faces The Disarmer, and
punches the ground.

A shockwave travels from Destroyer's iron knuckles, tearing
up the ground on its way towards The Disarmer.

The Disarmer is knocked off balance as the ground crumbles
under his feet.

Destroyer charges him, sending an iron-clad punch into his
chest.

The Disarmer flies backwards, skipping across the ground
like a stone on the water, until his body is stalled by the
pole of a street sign.

Destroyer squats down and hits the ground with both fists,
launching himself into the air and out of sight.
                                                            
INT. P.C. MALL - TOP FLOOR
                                                            
NWH walks slowly through this ghost town of a mall.

The building RUMBLES like an empty stomach.
                                                            
                       NEW WORLD HERO
Hello? Anyone in here?
                                                            
                       TEENAGE GIRL (O.S.)
Over here!
                                                            
NWH follows the young voice to the entrance of a hunting
store: Bargain Hunters.
                                                            
INT. P.C. MALL - BARGAIN HUNTERS
                                                            

78.

A TEENAGE GIRL sits frightened in the center of the store.

Hunting weapons and equipment occupy the walls and glass
cases around her.

Tears pour down her face.

NWH enters the store...

The Terror jumps out in front of him, a shotgun in hand. He
pulls the trigger...

The BLAST from the 12-gauge hits NWH dead in the chest.

NWH flies backwards out of the store entrance.
                                                            
                       TERROR
I call shotgun!
                                                            
The Teenage Girl SCREAMS.
                                                            
INT. P.C. MALL - THIRD FLOOR
                                                            
NWH lies flat on his back. He examines the smoking hole in
the chest of his costume, as well as the lack of injury to
his flesh.

Terror steps out from Bargain Hunters, surprised by the
person he sees on the floor in front of him.
                                                            
                       TERROR
Oops. I thought you were someone
else.
                                                            
NWH looks nervous as he stares at the mad man standing over
him.
                                                            
                       NEW WORLD HERO
The Terror?
                                                            
                       TERROR
Do I look like I've seen a ghost?
Because that's how I feel.
                                                            
Terror cocks the shotgun and hits NWH with another SHOT.

The force of the gunblast cracks the floor beneath NWH.

Terror tosses the gun aside, watching with glee as NWH gets
back to his feet, completely unharmed.
                                                            

79.

                       TERROR
You look just like this other guy
I used to kill. Took a while to
make it stick with him, too.
                                                            
NWH clenches his fists, but hesitates to make a move.
                                                            
                       TERROR
Whatsa matter? You scared?
                                                            
NWH responds by punching Terror in the face.

Terror stumbles back into a wall. He wipes blood from his
mouth and nose.

NWH is hit hard from behind with the silver-plated globe. He
crashes through one of the few still intact shop windows.

Terror stares at Cyborg Hero, who holds the copper tethers
connected to the large globe.
                                                            
                       TERROR
You couldn't have done that a
couple of seconds ago?
                                                            
Cyborg Hero drops the tethers.
                                                            
INT. P.C. MALL - NEARBY SHOP
                                                            
NWH climbs out from under shards of glass.
                                                            
INT. P.C. MALL - BARGAIN HUNTERS
                                                            
NWH runs back into the shop where he finds the Teenage Girl
alone.
                                                            
                       NEW WORLD HERO
Where is he?
                                                            
                       TEENAGE GIRL
He flew away.
                                                            
                       NEW WORLD HERO
He can fly?
                                                            
The building finally gives...

The roof caves in.

NWH quickly grabs the Teenage Girl in his arms and flies out
of the shop as the ceiling comes crashing down.
                                                            
EXT. P.C. CINEMAS
                                                            

80.

Candace and others pile out of the movie theater to join the
rest of the crowd of onlookers.

The Prominance City Mall is cracked and crumbling in the
distance.
                                                            
                       CANDACE
Oh my God.
                                                            
The Disarmer limps towards the crowd.
                                                            
                       THE DISARMER
Everybody okay?
                                                            
He notices the crowd's horror as they look past him, giving
him zero attention.

The Disarmer turns around just in time to see the Prominance
City Mall collapse in on itself.

Something breaks through the falling rubble and shoots like
a comet towards the theater.

The Disarmer steps back as NWH, covered in so much dust he'd
hardly be reconizable even without the costume, and the
Teenage Girl, also quite filthy, set down in front of him.

The crowd APPLAUDS.

Candace is in awe at the sight of him.

NWH salutes the crowd and blasts off into the air.

The Disarmer storms away, looking all but pleased.
                                                            
INT. P.C. CINEMAS - THEATER
                                                            
Candace walks into the darkened theater to find Art sitting
absolutely alone, a sea of empty seats around him.

Art's hair is wet as if he's just washed it. He shovels
popcorn into his mouth as he watches the movie on screen.
                                                            
                       CANDACE
Art?
                                                            
Art, feigning surprise, looks to find Candace standing at
the end of the aisle.
                                                            
                       ART
There you are.
      (looks around)
What happened? I miss something?
                                                            

81.

Candace lets out a SCOFF of disbelief.
                                                            
 
INT. PROFESSOR ROTOR'S CAR - NIGHT
                                                            
Rotor waits in his parked car.

Rain pours hard outside, making it difficult to see anything
through the windows.

The passenger side door opens.

Wally, soaked head to toe, steps inside.

Rotor grabs a newspaper from off the console and slaps it
against Wally's chest.

Wally holds the paper up to stare at the front page.

Under "PROMINANCE CITY SENTINEL" is a photo of a
dust-covered NWH lifting off into the air.

The headline reads: "PROMINANCE CITY'S NEW WORLD HERO".
                                                            
                       ROTOR
You know how many people he saved?
All of them. What did you do?
                                                            
                       WALLY
I was taking on the threat.
                                                            
Wally tosses the newspaper back at Rotor.
                                                            
                       ROTOR
Sometimes you need to let the
villain get away in order to save
lives. Six months I've been trying
to make you a hero. This guy pulls
it off in six minutes.
                                                            
                       WALLY
It's not fair. He can fly.
                                                            
                       ROTOR
You think The Code could fly? You
think the laws of gravity stopped
The Red Dress from saving the
President's life on two separate
occasions? No. They were heroes
despite not having super powers.
You want to be in their league,
stop your fucking whining and try
harder!
                                                            

82.

Wally is taken aback by Rotor's tongue-lashing.
                                                            
                       ROTOR
Now, don't you have a city to
protect?
                                                            
Wally storms out of the car.

Rotor stares longingly at the newspaper photo.
                                                            
 
EXT. BANK OF PROMINANCE CITY - NIGHT
                                                            
A security alarm BLARES through a shattered window of the
Bank of Prominance City.

Two PATROLMEN walk through the bank's lobby with
flashlights.
                                                            
EXT. NEARBY ROOFTOP
                                                            
NWH and Hero look down across the street through the banks's
broken window as one of the Patrolmen shuts off the wall
alarm.
                                                            
                       HERO
You want to check it out?
                                                            
                       NEW WORLD HERO
They seem to have it under
control. They don't need me
getting in their way. You go.
                                                            
                       HERO
Be back in a sec.
                                                            
Hero drops down off the roof.

NWH sits at the edge of the roof, dangling his feet as Hero
flies into the bank below.

A DARK FIGURE stands on the opposite side of the building,
unseen by NWH.

NWH's goggles are stripped from his face, seemingly on their
own, leaving Art's face exposed.
                                                            
                       ART
Hey...!
                                                            
Art stands up to see his goggles fly towards the dark
figure, followed by a bright flash.


83.

Art covers his eyes with his hand in discomfort, temporarily
blinded.

By the time Art regains his sight, the dark figure is gone.

Art looks ahead to find his goggles lying on the roof. He
picks them up, and looks around cautiously as he places them
back on.
                                                            
EXT. ROOFTOP - ELSEWHERE
                                                            
The Disarmer stands, holding a Polaroid camera in one hand,
and a Polaroid picture in the other.

The foggy image of the photo becomes clear.

The Polaroid camera slips from The Disarmer's grasp,
cracking at his feet as he stares at the photo in disbelief.
                                                            
                       THE DISARMER
You gotta be kidding me.
                                                            
The Disarmer crumples the photo in anger.
                                                            
 
INT. PROMINANCE CITY - MUSEUM OF SUPERHERO HISTORY - DAY
                                                            
The corridors of this massive two-story building are lined
with displays of various superhero and super villain
costumes behind glass cases.

Rotor leads his STUDENTS down the hall. His eyes are lit up
with excitement, more so than any of the students following.

Art and Candace are amongst this group of students. Art
carries his duffel bag over his shoulder.
                                                            
                       ART
I'm glad you're here. Usually I
just stand back and watch Rotor
get more and more embarrassing.
                                                            
                       ROTOR (O.S.)
Look kids! The box of matches Burn
Side used to torch his first
hospital!
                                                            
                       CANDACE
You've all been here before?
                                                            
                       ART
Second time this semester. You've
never been?
                                                            

84.

                       CANDACE
No. Always thought it might be too
much, seeing all of this stuff
again. But Principal Tapert agreed
to let me use this as my required
"school activity" for the quarter.
So many memories here.
                                                            
                       ART
That's right. You actually knew
some of these people.
                                                            
                       CANDACE
The Red Dress used to babysit me.
                                                            
                       ART
Weird.
                                                            
Candace eyes Art's duffel bag suspiciously.
                                                            
                       CANDACE
What's with the bag?
                                                            
                       ART
Nothing. Just school stuff. In
case I need to take notes or
whatever.
                                                            
                       CANDACE
You know, Art, when I was a kid, I
knew my dad was The World Hero.
Even before his death.
                                                            
                       ART
Really?
                                                            
                       CANDACE
That mask of his didn't do a lot
to hide his identity. It was
pretty obvious.
                                                            
                       ART
Good thing you never told him you
knew. Probably would have been
tough knowing you were worrying
about him all the time.
                                                            
                       CANDACE
Yeah, I suppose.
                                                            
                       ART
Come with me. I want to show you
something.
                                                            

85.

Art walks ahead; Candace follows behind.

Wally watches them from down the hall.
                                                            
INT. MUSEUM OF SUPERHERO HISTORY - WORLD HERO WING
                                                            
A whole wall displays The World Hero items behind glass.

Photos and newspaper clippings of The World Hero in action
line the back of the display case. His costume is displayed
prominantly over a brass World Hero statue in the center.

Art and Candace stand in front of the case, staring up at
it.

Hero stands behind them, looking at it as well.
                                                            
                       HERO
Wow.
                                                            
                       ART
You said it.
                                                            
                       CANDACE
What?
                                                            
                       ART
      (to Candace)
Nothing. It's just so...
                                                            
                       CANDACE
Heroic?
                                                            
                       ART
Exactly.
                                                            
Candace turns around to find a large cube of a machine
displayed at the center of the room, roped off.

A sign reading "TERROR'S CONVERTER" stands next to it.

Candace's face goes white. Art takes notice of this.
                                                            
                       ART
You okay?
                                                            
Tears swell up in Candace's eyes.

She wipes them away immediately.
                                                            
                       CANDACE
Fine. I'll be right back.
                                                            

86.

Hero looks worried for Candace as she exits through the
double doors to the corridor.
                                                            
                       ROTOR (O.S.)
Probably upsetting for her.
                                                            
Rotor appears from behind the Converter and approaches Art.
                                                            
                       ROTOR
That machine is how The Terror
killed her father.
                                                            
                       ART
I thought he used a knife?
                                                            
Rotor turns to look up at the World Hero display.
                                                            
                       ROTOR
Sometimes I don't know if you're
joking, or just not very bright.
                                                            
                       ART
I'm mysterious like that.
                                                            
                       ROTOR
Yes, I suspect you are.
                                                            
Art is made uneasy by Rotor's comment.
                                                            
                       ROTOR
He really was something else,
wasn't he?
                                                            
                       ART
Don't really remember. I was eight
when he died.
                                                            
                       ROTOR
I bet you remember more than
you're letting on.
                                                            
Art looks at Rotor, suspicious.

Hero stands behind them, listening intently.

Rotor pulls a piece of paper from his pocket.
                                                            
                       ROTOR
I got your note.
                                                            
                       ART
What note?
                                                            

87.

                       ROTOR
The one you left on my desk. Why
didn't you come to me sooner? I
could have helped you with your
public persona. Get you a more
original look. At the very least,
you could have gotten some extra
credit out of it.
                                                            
                       HERO
Art, what's he talking about?
                                                            
Art backs away, shaking his head.
                                                            
                       ROTOR
Were you afraid to come out
before, or did you discover your
powers recently? Like a puberty
thing?
                                                            
                       ART
Powers?
                                                            
Art's back hits the wall. He is full-on concerned now.
                                                            
                       ROTOR
There is one thing I find
unsettling about this note,
however.
                                                            
                       ART
Which is?
                                                            
                       ROTOR
You mispelled your own name.
                                                            
Anger overtakes the concern in Art's eyes.
                                                            
                       ART
Wally.
                                                            
                       ROTOR
Wally Bradock is old hat. YOU are
the future.
                                                            
Art's gaze focuses on a drop of blood trickling from one of
Rotor's nostrils.
                                                            
                       ROTOR
What are you staring at?
                                                            
Rotor wipes a hand across his face, then looks down at the
blood smeared across his fingers.
                                                            

88.

                       ROTOR
Huh.
                                                            
Rotor turns his head as a SNEEZE erupts from him, suddenly
and violently.

Blood sprays over the World Hero's glass casing.
                                                            
                       ROTOR
That may be a cause for concern.
                                                            
Rotor turns back to Art...

Art is startled by the sight of half of Rotor's beard
hanging from his face.

Rotor looks down and spots the situation for himself.
                                                            
                       ROTOR
Shoot. I wish you didn't have to
find out this way.
                                                            
Rotor removes his facial hair clean off his face. He takes
off his glasses and removes what turns out to be a bald cap
from his head.

Art slyly begins to unzip his duffel bag as he stares at the
man in front of him.

Hero stares at the man as well, rage in his eyes.
                                                            
                       HERO
You...
                                                            
Out of his Rotor disguise, The Terror puts a finger to his
bloody lips.
                                                            
                       TERROR (ROTOR)
Shh. Don't tell the school board.
                                                            
Terror grins at the terrified Art.
                                                            
INT. MUSEUM OF SUPERHERO HISTORY - CORRIDOR
                                                            
Candace, eyes red from crying, makes her way down the
corridor.

A loud CRASH stops her in her tracks. She looks in the
direction of the World Hero Wing at the end of the corridor.

PATRONS and students SCREAM.


89.

They run from that section of the museum, past Candace, as
she runs towards it.
                                                            
INT. WORLD HERO WING
                                                            
Terror stands back, a walkie-talkie in hand, as he watches
Cyborg Hero lunge at Art.

Hero flies into Art's body...

The cyborg knocks Art clear across the room into a glass
display.

Terror spots Candace running for the double doors.

He makes his way towards the doors as well...
                                                            
INT. MUSEUM OF SUPERHERO HISTORY - CORRIDOR
                                                            
Candace comes nearly face to face with Terror...

Terror lifts his foot, kicking her square in the chest.

Candace falls back to the floor with a GRUNT.
                                                            
                       TERROR
No girls allowed!
                                                            
Terror slams the double doors closed.

Candace jumps to her feet, trying the door...

Locked.
                                                            
                       CANDACE
Art!
                                                            
Candace bangs her fists on the door.
                                                            
INT. WORLD HERO WING
                                                            
Terror turns away from the locked double doors as the
POUNDING continues on the other side.

Art flies off the ground, grabbing Cyborg Hero by the waist
and smashing it through another section of glass displays.

The World Hero statue breaks apart upon impact.

Terror runs over to where the Converter is, ducking under
the velvet ropes.

He forces open a panel in the back of the machine, revealing

90.

a keyhole.

Terror reaches into his pocket and pulls out a ring of keys.
                                                            
                       TERROR
      (sifts through
       keys)
House, car, mailbox, teacher's
lounge...
                                                            
Terror pulls the teacher's lounge key off the key ring and
discards it over his shoulder.
                                                            
                       TERROR
      (continues sifting)
Gym, dog kennel...aha!
                                                            
Terror holds the ring up by a single key that is clearly
marked with a poorly drawn skull and crossbones over a piece
of masking tape.

He sticks the key into the starter and turns it.

The Converter ROARS to life as Art and Cyborg Hero continue
to beat up on one another.

Terror rotates a dial on the back of the Converter and grabs
onto a nearby lever.
                                                            
                       TERROR
Art Adams, come on down!
                                                            
Terror flips the switch...

The Converter's spinning sphere sends out a wave of white
energy.

Art, fist ready to pummel Cyborg Hero, is engulfed in this
wave. He CRIES OUT, dropping to his knees in pain.

Veins rise to the surface of Art's skin as sweat drips from
his brow.

Cyborg Hero looks down at him.
                                                            
                       TERROR
They probably should have scrapped
this for parts, but seeing as how
Hero was already dead, what would
be the harm in putting it on
display for all to see? Idiots.
                                                            

91.

Art attempts to strike at Cyborg Hero with his cast-covered
hand.

Cyborg Hero punches Art's cast, smashing it to pieces.

He sends a second punch into Art opposite shoulder.

Art YELPS as he flies across the room, hitting a wall before
falling chest-first onto broken glass.

Barely managing to lift his head, Art looks up to see Hero
kneeling in front of Cyborg Hero, SCREAMING in pain.
                                                            
                       ART
...Hero?
                                                            
Hero's SCREAMS evaporate in the bathe of white light, as
does his body, until there is nothing left.

Art passes out. His head THUDS against the floor.
                                                            
 
INT. HATFIELD HOUSEHOLD - DAY
                                                            
The front door opens. Eliza, looking years younger, and an
eight year-old CANDACE enter the home.

YOUNG CANDACE runs to the living room, where she switches on
the television, while Eliza sets shopping bags down on the
nearby dining room table.
                                                            
                       ELIZA
You want to help me wrap Daddy's
presents before he gets home?
                                                            
                       HARRY (O.S.)
You got me presents?
                                                            
Eliza and Young Candace look to the stairs where Harry
Hatfield descends.
                                                            
                       YOUNG CANDACE
Daddy!
                                                            
Young Candace runs to her father, throwing her arms around
him.

Harry picks her up, hugging her as he walks over to Eliza.

Eliza plants a kiss on him.
                                                            
                       ELIZA
What are you doing home already?
                                                            

92.

                       HARRY
I left work early. Wanted to be
with my girls.
                                                            
                       YOUNG CANDACE
You want to guess what we got you?
                                                            
                       HARRY
Or I could just take a peek...
                                                            
Harry reaches for one of the shopping bags.
                                                            
                       YOUNG CANDACE
No, Daddy, no peeking!
                                                            
Young Candace yanks Harry's arm away.

Harry uses the hand to instead tickle Young Candace.

Young Candace LAUGHS while Eliza looks on happily.
                                                            
 
INT. MUSEUM OF SUPERHERO HISTORY - WORLD HERO WING - DAY
                                                            
Art remains unconscious in the pile of broken glass.
                                                            
                       VOICE (O.S.)
Art?
                                                            
Art doesn't move.
                                                            
                       VOICE (O.S.)
Hero!
                                                            
Art's eyes pop open. He sits up, disoriented, to find The
Disarmer standing over him.
                                                            
                       ART
Where is he? Where's Hero?
                                                            
                       THE DISARMER (VOICE)
What are you talking about?
                                                            
Art snaps out of it, realizing where he is. He gets to his
feet and shoves The Disarmer hard against the wall.
                                                            
                       THE DISARMER
Hey, watch it!
                                                            
                       ART
You told The Terror about me.
                                                            

93.

Disarmer pulls off his mask. There is a genuine look of
sorrow on Wally's face.
                                                            
                       WALLY
I'm sorry. I thought if he knew it
was just you, he'd stop thinking
you were so special. I didn't know
he was The Terror.
                                                            
                       ART
Where is he?
                                                            
                       WALLY
He left with that robot or
whatever it is.
                                                            
Wally points up to a large hole in the ceiling.
                                                            
                       WALLY
That way. Took that machine with
them.
                                                            
Art looks to find the Converter missing from within it's
velvet rope barrier.
                                                            
                       WALLY
Candace, too.
                                                            
Art's eyes snap back on Wally.
                                                            
                       ART
What?
                                                            
                       WALLY
Everyone evacuated. She was
snatched up from the crowd
outside. I didn't get to her in
time.
                                                            
Art looks down helplessly at his fallen duffel bag where his
costume and goggles have spilled out onto the floor.
                                                            
                       WALLY
You can stop them, right?
                                                            
                       ART
I don't think I can.
                                                            
                       WALLY
Why not?
                                                            

94.

                       ART
That machine did something to me.
I can't fight, I can't fly.
                                                            
Wally looks down at the magnetic cuffs around his wrists.
                                                            
                       WALLY
Maybe I can fly.
                                                            
Wally pulls the Disarmer mask back over his face.
                                                            
                       THE DISARMER
Suit up and follow me.
                                                            
Art snatches up his costume and goggles from the floor.
                                                            
 
EXT. BOLTON HIGH - ROOFTOP - DAY
                                                            
The Converter has been placed on the roof. The sphere spins
calmly at its center, not enough to generate any energy.

The Terror stands at the edge of the roof, looking down at
the gathering crowd of evacuated STUDENTS and TEACHERS
standing in the parking lot below.

SIRENS approach in the distance.

A news helicoptor circles above.
                                                            
                       TERROR
Just like the old days, isn't it?
                                                            
Terror turns to face Candace, who is handcuffed to a large
air conditioner.

She sports a cut over one eyebrow.

Cyborg Hero stands watch over her.
                                                            
                       CANDACE
The New World Hero will stop you.
Just like my father used to.
                                                            
                       TERROR
Except for that one time, right?
                                                            
Terror smiles; Candace scowls back.
                                                            
 

95.

EXT. PROMINANCE CITY - SUBURBAN STREET - DAY
                                                            
The New World Hero lies on to The Disarmer's back, his arms
tightly around him, as they zoom through the air just above
the the line of vehicles in the streets below them.

The Disarmer's outstretched arms and open palms face the
tops of each vehicle they pass.
                                                            
                       NEW WORLD HERO
How are you doing this?
                                                            
                       THE DISARMER
I reversed the magnetic field in
my cuffs to push us away from the
cars.
                                                            
                       NEW WORLD HERO
We're going really fast.
                                                            
                       THE DISARMER
I know!
                                                            
The Disarmer grins big, clearly having a blast.
                                                            
EXT. BOLTON HIGH - ROOFTOP
                                                            
Terror squats down in front of Candace.

She looks worried at the revolver in his hand.

He runs a finger over the dried blood on the barrel.
                                                            
                       TERROR
I've never cleaned this gun. Some
of the blood probably belongs to
your dad.
                                                            
                       CANDACE
You're sick.
                                                            
                       TERROR
Am I? I do feel a bit of a cold
coming on.
                                                            
Terror COUGHS gently into his fist.
                                                            
EXT. CITY STREET
                                                            
The Disarmer and NWH continue on their airborne course.

A tanker truck is up ahead, right in their path.
                                                            

96.

                       NEW WORLD HERO
Wally?
                                                            
                       THE DISARMER
I see it.
                                                            
The Disarmer keeps one hand down while he aims the other at
the tanker truck.

They maneuver around the side of the truck with little
hassle, getting back on course in front of it.
                                                            
                       THE DISARMER
      (looks back at
       truck)
That was close.
                                                            
                       NEW WORLD HERO
Red light!
                                                            
                       THE DISARMER
      (eyes front)
Huh?
                                                            
The Disarmer and NWH plummet out of the sky, rolling in the
street in the middle of a clear intersection.

The vehicles stopped at the red traffic light HONK at the
two costumed teens.
                                                            
                       THE DISARMER
Maybe we should walk the rest of
the way.
                                                            
                       NEW WORLD HERO
Agreed.
                                                            
Both of them GROAN in discomfort as they climb to their
feet.
                                                            
EXT. BOLTON HIGH - ROOFTOP
                                                            
Terror sits against the air conditioning unit next to
Candace.

He checks his watch.
                                                            
                       TERROR
What do you think's taking him?
                                                            
Cyborg Hero drops from the sky.

He points behind him.

97.


Terror's face lights up.
                                                            
                       TERROR
He's here.
                                                            
He jumps to his feet and runs to an edge of the roof.
                                                            
                       TERROR
And he brought a "plus one".
                                                            
Down below, NWH and The Disarmer approach the school's back
entrance.
                                                            
EXT. BOLTON HIGH - BACK ENTRANCE
                                                            
NWH tries the door.

It won't budge.
                                                            
                       NEW WORLD HERO
It's locked.
                                                            
                       THE DISARMER
Let me.
                                                            
NWH backs away as The Disarmer holds his hands out to the
door.

An invisible force pulls at the door until the lock breaks
and it flies open.

NWH wastes no time running inside.
                                                            
                       THE DISARMER
You're welcome.
                                                            
The Disarmer follows after.
                                                            
INT. BOLTON HIGH - THIRD FLOOR HALLWAY
                                                            
NWH and Disarmer sneak quietly past the empty classrooms.
                                                            
                       THE DISARMER
So what's our plan?
                                                            
                       NEW WORLD HERO
I'm going to grab Candace and jump
off the roof. If we live, maybe
one day we'll get married.
                                                            

98.

                       THE DISARMER
That's your plan? You're bad at
this. Why was I so jealous of you?
                                                            
                       NEW WORLD HERO
My smoldering good looks?
                                                            
The Disarmer reaches into his boot and removes a folded
shock disc. He offers it to NWH.
                                                            
                       THE DISARMER
Here. In case you decide to put up
a fight.
                                                            
NWH takes the disc and stuffs it into the waistband of his
pants.

Hands clasp The Disarmer's shoulders from behind and toss
him into a nearby classroom.

NWH has little time to react before The Disarmer's attacker,
The Terror, shuts the classroom door in his face.
                                                            
INT. CLASSROOM
                                                            
The Disarmer topples over a desk and falls to the floor.

Terror locks the door as NWH POUNDS on it from the other
side.
                                                            
                       TERROR
Wally Bradock, ever the thorn in
my side.
                                                            
Terror kicks a desk into The Disarmer's side as he attempts
to get up, knocking him back down.
                                                            
                       TERROR
Once of these days you may learn
what it truly means to be a hero.
                                                            
Terror stands over The Disarmer and aims his gun down at
him.
                                                            
                       TERROR
Until then, I don't see any other
way to get through to you.
                                                            
Terror pulls the trigger.

The gun FIRES; the bullet rips through The Disarmer's leg.

The Disarmer YELLS in agony.

99.


Terror reaches down and yanks off The Disarmer's mask before
striking Wally's face with the butt of his gun.

Wally falls unconsious.
                                                            
INT. THIRD FLOOR HALLWAY
                                                            
NWH kicks the door. It won't open. He raises his foot to
kick it again...

The classroom door opens as NWH's foot approaches...

Terror, standing in the doorway, is kicked in the gut. He
hunches over, the air knocked out of him.
                                                            
                       TERROR
That all you got?
                                                            
Terror straightens up and punches NWH square in the face,
knocking him to the floor.
                                                            
                       NEW WORLD HERO
What did you do to him?
                                                            
                       TERROR
Showed him some tough love.
                                                            
The Terror sticks the gun in NWH's face.
                                                            
EXT. BOLTON HIGH - ROOFTOP
                                                            
Candace is startled as NWH comes crashing through the
stairwell door.

NWH falls to his chest. He struggles to get up.

Terror exits the stairwell, slamming the door behind him. He
pulls NWH to his feet, forcing him to stand face to face
with Cyborg Hero.
                                                            
                       TERROR
Go on, Hero. Do your worst.
                                                            
Terror nudges NWH closer to Cyborg Hero.

NWH doesn't move.
                                                            
                       TERROR
What're you waiting for? Fight it.
                                                            
                       NEW WORLD HERO
I can't.
                                                            

100.

                       TERROR
You give up too easy.
                                                            
                       NEW WORLD HERO
You took my powers. How do you
expect me to fight a robot?
                                                            
                       TERROR
Cyborg!
                                                            
Terror hits NWH across the face.

Candace flinches, looking away as NWH falls to the floor.
                                                            
                       TERROR
I thought I finally found someone
worth a damn. I thought I had an
adversary in you.
                                                            
Terror kicks NWH in the ribs.

NWH rolls onto his back, holding his side in pain.

Terror stands over him. He grabs the front of NWH's costume
and pulls his shoulders up from the floor.
                                                            
                       TERROR
But you are the biggest
disappointment yet.
                                                            
Terror slams NWH's head down on the roof.
                                                            
INT. HATFIELD HOUSEHOLD
                                                            
Harry sits on the living room couch, watching TV.

Eliza and Young Candace descend from the stairs.
                                                            
                       YOUNG CANDACE
Okay, Daddy, we wrapped all your
presents.
                                                            
Young Candace climbs over the back of the couch to sit next
to her father.

Eliza sits as well, on the other side of Harry.
                                                            
                       HARRY
Why can't Christmas be tomorrow?
The anticipation is killing me!
                                                            
                       YOUNG CANDACE
Christmas IS tomorrow.
                                                            

101.

                       HARRY
That's a relief.
                                                            
                       YOUNG CANDACE
      (LAUGHS)
You're silly, Daddy.
                                                            
                       ELIZA
What's going on with The Terror?
                                                            
                       HARRY
You missed it. They're hauling him
off now.
                                                            
                       ELIZA
Already? Wow, The World Hero's
just getting better and better,
isn't he?
                                                            
ON TELEVISION SCREEN
                                                            
The Terror is placed into the back of a police car while The
World Hero shakes hands with POLICE MEN in downtown
Prominance City.

The word "LIVE" is stamped in a corner of the screen.
                                                            
BACK TO SCENE
                                                            
                       CANDACE
Lisa Bowman said The World Hero is
her dad, but I don't believe her.
                                                            
                       ELIZA
I hope for her and her mother's
sake he's not. Can you imagine
being married to a superhero,
never knowing if they're going to
come home safe? Like being married
to a cop, but worse.
                                                            
                       HARRY
Whoever he is, I'm glad it's not
me.
                                                            
                       CANDACE
Does "glad" mean the same as
"happy"? Because if not, I'm glad
AND happy.
                                                            
                       ELIZA
I'm glad-happy, too.
                                                            

102.

Harry smiles as he turns to plant a kiss on his wife.

She pulls away from him in horror at the sight of blood
running from his nose and mouth.
                                                            
                       ELIZA
Harry, what happened to your face?
                                                            
Harry wipes the blood from his face and looks down at it.
                                                            
                       HARRY
I don't...
                                                            
Harry looks up and Eliza is gone. He turns to Candace, but
she too has vanished, as if into thin air.

The New World Hero stands behind the couch, blood on his
face identical to Harry's. He goes unnoticed.
                                                            
                       NEW WORLD HERO (O.S.)
Hero...
                                                            
Harry stands and turns to look, but NWH is no longer there.
                                                            
                       HARRY
Art?
                                                            
The concern on Harry's face is barely noticable under the
thick fog of bewilderment.
                                                            
EXT. BOLTON HIGH - ROOFTOP/INT. HATFIELD HOUSEHOLD
                                                            
NEW WORLD HERO POV: The Terror pummels NWH's face.

Harry reels back from the punch; blood sprays from his mouth
as he hits the floor.
                                                            
                       TERROR
Get one last look at her.
                                                            
NWH reaches out a wavering hand towards Candace, who cries
as she looks away.

Harry's eyes open wide at the sight of her.
                                                            
                       HARRY
Candace.
                                                            
Harry climbs to his feet...
                                                            
EXT. PROMINANCE CITY - 4-WAY INTERSECTION - EIGHT YEARS AGO
                                                            

103.

...to find himself standing in the snowy intersection.

He looks around to see The Terror standing near the
Converter.

His eyes go to the sky where The World Hero swoops down from
above and lands in the street to face The Terror.

Everything around Harry is silent and moving as if under
water.
                                                            
                       VOICE (O.S.)
Don't worry. They can't see you.
                                                            
Harry spins around. Disbelief and recognition replace the
look of confusion on his face. He stares into the black
goggles of THE CODE.
                                                            
                       HARRY
Code? Is that really you?
                                                            
                       THE CODE (VOICE)
Welcome to the last day of your
life, my friend.
                                                            
Cyborg Hero lands behind The World Hero. The World Hero
turns to face it.
                                                            
                       HARRY
What is this? Why are we here?
                                                            
                       THE CODE
You're here because you have to
make a choice. I'm here make sure
it's the right one.
                                                            
                       HARRY
What choice?
                                                            
The World Hero punches Cyborg Hero clear down the street.
                                                            
                       THE CODE
You're not sure if you should go
back, keep fighting, and allow the
world to depend on you again...or
stay here, where no one expects
anything from you. Where you can
be with your family.
                                                            
                       HARRY
My family...they weren't real.
Candace, the real Candace, she's
in trouble. I saw her.
                                                            

104.

Cyborg Hero flies into The World Hero, knocking him into a
neaby building.
                                                            
                       THE CODE
It isn't too late. You can still
save them.
                                                            
                       HARRY
What do you know about all this?
                                                            
                       THE CODE
Everything.
                                                            
                       HARRY
Then tell me, what brought me back
in the first place?
                                                            
                       THE CODE
Because you are needed, and
sometimes a great need can exceed
the limitations of death.
                                                            
                       HARRY
When I first returned, I felt
something, like a connection, with
my daughter. Someone hurt her. I
felt compelled to save her, but I
saved someone else instead.
                                                            
                       THE CODE
Maybe it wasn't Candace's pain you
felt that day. Maybe it was his.
He loves her. On a level that even
he hasn't realized yet. He'll
protect her until the end. You two
have that in common.
                                                            
The Code looks over to where the action is.

The unmasked World Hero is on his knees; The Terror holds a
knife.
                                                            
                       THE CODE
You may want to suit up. You don't
have much time.
                                                            
The Code turns his back to Harry.
                                                            
                       THE CODE
Harry, will you do something for
me?
                                                            

105.

Harry, still thinking about what he's been told, simply
nods.
                                                            
                       THE CODE
Tell my son I'm proud of him.
                                                            
He walks off, leaving Harry even more bewildered than
before.
                                                            
                       HARRY
Your son?
                                                            
The Terror plunges the knife into The World Hero's chest.

Light envelops Harry as The World Hero outfit, sans damage
and looking good as new, replaces his wardrobe.

The light expands throughout the city until light is all
that can be seen.
                                                            
 
INT. BRICK LANTERN HOTEL - LOBBY - DAY
                                                            
The lobby is packed with potential PATRONS.

The poor RECEPTIONISTS at the counter do their best to
maintain the chaos.
                                                            
INT. BRICK LANTERN HOTEL - ANNETTE'S OFFICE
                                                            
Annette sits at her desk, a phone to her ear.

Every phone line on the base is lit up.
                                                            
                       ANNETTE
      (into phone)
I'm very sorry, Ms. Shepard, we're
completely booked for the month. I
promise you'll be the first one I
call if a room opens up.
                                                            
Annette pens something into the registry opened flat on her
desk top.
                                                            
                       ANNETTE
We hope to accomodate you soon.
Buh-bye.
                                                            
Annette pushes the button for Line 1.
                                                            

106.

                       ANNETTE
Mr. Brice, I'm surprised to hear
from you. How are you enjoying
Peru?
                                                            
Annette leans back in her chair.
                                                            
                       ANNETTE
Yes, sir. Bigger than when Drakes
of Wrath stayed with us. I think
it's this New World Hero--
                                                            
Annette's expression changes; she sits up, listening
intently.
                                                            
                       ANNETTE
You heard what?
                                                            
Annette opens one of many desk drawers and pulls out a
television remote. She aims it at a flat screen hanging on
the wall and switches it on.
                                                            
ON TELEVISION SCREEN
                                                            
A bird's eye view shows the roof of Bolton High.

Terror smiles at the camera, waving.

The camera zooms in on NWH's goggled and beaten face as he
lay bleeding and motionless at Terror's feet.
                                                            
BACK TO SCENE
                                                            
Shock fills Annette's face.

She lets the phone fall from her hand as she rises and steps
closer to the screen.
                                                            
                       ANNETTE
That's...
                                                            
Annette gently touches NWH's televised face with her hand.
                                                            
                       ANNETTE
Oh my God.
                                                            
Annette grabs her purse from a lower desk drawer and escapes
the office in a hurry.
                                                            
INT. BOLTON HIGH - ROOFTOP
                                                            
The Terror drags the unconscious NWH across the roof until
they reach the edge.
                                                            

107.

EXT. BOLTON HIGH - PARKING LOT
                                                            
Police cars and fire trucks are parked.

OFFICERS and FIRE MEN look up the building to the rooftop.
                                                            
EXT. BOLTON HIGH - ROOFTOP
                                                            
Terror looks down to the parking lot three stories below.
                                                            
                       CANDACE
Leave him alone!
                                                            
                       TERROR
      (to NWH)
Ain't that sweet? Somebody's
fallen for you.
                                                            
Terror puts a foot on NWH's back and rolls him off the roof.
                                                            
                       CANDACE
No...!
                                                            
Terror watches as NWH plummets towards the earth.
                                                            
                       TERROR
Guess the feeling's mutual.
                                                            
EXT. BOLTON HIGH - PARKING LOT
                                                            
The crowd GASPS at the sight of the costumed boy falling.
                                                            
EXT. BOLTON HIGH - ROOFTOP
                                                            
Terror turns and walks back towards Candace.

Behind him, past the building, Hero drops straight out of
the sky so fast he can barely be seen.

Terror kneels down in front of Candace, who stares at him
with such anger.
                                                            
                       TERROR
Now to dispose of Mr. Bradock. You
want to see that one too, or are
you not a fan of reruns--?
                                                            
The building shakes as the ground RUMBLES.

Terror is knocked off balance.