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Products of Lamentation
by Orbin Walcott (orbinwalcott@yahoo.com)

Rated: R   Genre: Science Fiction/Fantasy   User Review:
NOT YET
RATED

Picking up where "Products of Destruction" ends, our Parkour-running heroine Roxie Warner finds herself on the run for her life following the aftermath of her actions in Metro City. Roxie, along with her fellow Product Charlie and the mercenaries Berkeley & Cera, makes her way to Paris, France -- the birthplace of Parkour. But the City of Lights is not so welcoming when they find it to be a desolate place, with Anti-Product units around each corner. Roxie and her friends now find themselves squaring off against a new breed of Product, and a woman named Marielle Laroche; a powerful woman who now rules Paris, but also holds secrets of her own.


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.



PRODUCTS OF LAMENTATION

FADE IN:

INT. OFFICE BUILDING, HALLWAY - NIGHT
                                                            
We're staring at the foot of a door that leads into an
office, when it's suddenly THROWN open and a pair of
SNEAKERS come running out.
                                                            
We follow the sneakers, slowly panning up to reveal our
heroine, ROXIE WARNER, as she SPRINTS down towards the end
of the hall.
                                                            
However, her path is cut off when she passes by another
office and a sudden EXPLOSION launches her back, as well as
blowing out the office.
                                                            
That's right, we are picking up immediately from the end of
"Products of Destruction". Roxie slowly turns to look out of
the blown out wall.
                                                            
EXT. OFFICE BUILDING - SAME
                                                            
An AH-64 APACHE ATTACK HELICOPTER is hovering in position as
a stunned Roxie gets back up.
                                                            
PILOT'S POV
                                                            
The PILOT has her in his crosshairs.
                                                            
                       PILOT (OS)
Got her in my sights!
                                                            
BACK TO SCENE
                                                            
The Apache's chain gun begins SPOOLING...
                                                            
INT. OFFICE BUILDING, HALLWAY
                                                            
Roxie quickly gets back to her feet and instinctively runs
in the opposite direction as the Apache rains hell on the
hallway; bullets SHRED through glass and concrete, chasing
Roxie as she BURSTS through a door.
                                                            
POV FROM APACHE
                                                            
Now we're seeing a thermal image of the emergency stairwell
that Roxie is running down.
                                                            

2.

EXT. APACHE - SAME
                                                            
ROCKETS are being fired now.
                                                            
INT. EMERGENCY STAIRWELL
                                                            
Roxie is making her way down when the rockets hit; the
TREMOR causes her to hang onto the railings before another
rocket hits, causing debris and destruction all over.
                                                            
EXT. OFFICE BUILDING - SAME
                                                            
The Apache unleashes a BARRAGE of rockets at the building.
                                                            
INT. EMERGENCY STAIRWELL
                                                            
The emergency lights are flickering when the SHOCKWAVES from
the rockets knock Roxie down the flight of stairs. She
slowly gets back up, finding a METAL PIPE pierced through
her leg:
                                                            
                       ROXIE
      (groaning)
... STOP SHOOTING AT ME!!!
                                                            
She limps as she continues down.
                                                            
EXT. OFFICE BUILDING
                                                            
An AH-6 LITTLE BIRD ATTACK HELICOPTER now occupies the same
airspace as the Apache, this time piloted by THOMAS
BERKELEY, the lead mercenary from "Products of Destruction".
                                                            
INT. LITTLE BIRD
                                                            
Berkeley is slowly approaching the enemy Apache:
                                                            
                       BERKELEY
      (into comm.)
I'm on the bastard now! Cera,
Charlie, get her out of there!
                                                            
An AERIAL DOGFIGHT ensues as Berkeley begins firing his
chain gun at his enemy; the Apache fires back with it's own
chain gun, and both helicopters try to outmaneuver each
other.
                                                            
EXT. METRO CITY STREETS, ALLEYWAY
                                                            
DOMINIC CERA & CHARLIE, the other mercenary and Product
respectively, both armed with PISTOLS are outside a service
entrance leading into the office building. Cera KICKS in the
door and takes point.
                                                            

3.

INT. EMERGENCY STAIRWELL
                                                            
The stairwell is now on fire and with debris scattered
throughout. The lights continue to flicker as Cera and
Charlie rush upstairs.
                                                            
                       CHARLIE
Roxie, where are you!? Roxie!!
                                                            
Higher up the stairs a weak Roxie is coughing as she trudges
through the smoke. She hears her name being called faintly
in the distance.
                                                            
                       ROXIE
I'm here...!
                                                            
She collapses, holding onto the railing, slowly falling
down. We notice she's on the 25th floor now.
                                                            
Cera & Charlie are passing the 15th floor now. Charlie is
ahead, sprinting like mad.
                                                            
Charlie continues running up the stairs until he finally
finds a fatigued Roxie collapsed on the handrails.
                                                            
                       CHARLIE
Roxie, are you alright?
                                                            
                       ROXIE
      (weakly)
Charlie...
                                                            
                       CHARLIE
Come on, we're gonna get you out.
                                                            
He takes her arm and helps her down the stairs.
                                                            
EXT. OFFICE BUILDING - SAME
                                                            
The Apache and the Little Bird's dogfight continues on.
Below the aircrafts we see the chaos of the RIOTS -- that
began in "Products of Destruction" -- down in the Metro City
streets. The aftermath of "Operation: Street Sweeper" as the
citizens continue to fight with the police and military.
It's as intense as the dogfight above them.
                                                            
INT. EMERGENCY STAIRS
                                                            
Charlie and Roxie are a few floors down when they join up
with Cera.
                                                            

4.

                       CERA
Good, you got her. Now let's get
the hell out of here!
                                                            
They continue running downstairs.
                                                            
EXT. OFFICE BUILDING - SAME
                                                            
The dogfight rages on as both aircrafts dodge and exchange
fire. Berkeley maneuvers out of the way of an incoming
rocket.
                                                            
INT. EMERGENCY STAIRS
                                                            
The rocket blows out a wall a few stories above as the trio
moves down; they shield themselves from the falling debris
caused by the explosion.
                                                            
                       CERA
      (into comm.)
Hey, Tom, watch your fire!
                                                            
                       BERKELEY
      (from comm.)
That wasn't me!
                                                            
They keep moving.
                                                            
EXT. OFFICE BUILDING - MOMENTS LATER
                                                            
Cera leads Roxie & Charlie out through the service door back
to the alleyway.
                                                            
                       CERA
      (into comm.)
Berkeley, we're coming out!
                                                            
EXT. LITTLE BIRD
                                                            
Berkeley finally destroys the Apache with one well-placed
MISSILE. He turns the chopper around.
                                                            
INT. LITTLE BIRD - SAME
                                                            
Berkeley is hovering high above the chaotic streets while
the riots continue on. The warning sign for low fuel SOUNDS
OFF:
                                                            
                       BERKELEY
      (into comm.)
The streets are too hot for me to
land, and I'll need to ditch the
chopper before it runs out of
fuel. Just head to the rendezvous
            (MORE)

5.

                       BERKELEY (cont'd)
point, and I'll meet you guys
there!
                                                            
                       CERA
      (from comm.)
Okay, good luck!
                                                            
                       BERKELEY
      (thinking aloud)
Yeah... you too, buddy...
                                                            
He takes off.
                                                            
EXT. ALLEYWAY
                                                            
Cera looks down both ends, seeing chaos all around as
Charlie helps Roxie stand.
                                                            
                       CERA
It looks like we may have to shoot
our way out of here. 'Think you
two can manage?
                                                            
                       CHARLIE
I don't know - Roxie's looking
pretty bad.
                                                            
                       ROXIE
      (wincing)
I fell during the explosion, and a
pipe went through my leg...!
                                                            
The guys look down.
                                                            
CLOSE ON - METAL PIPE
                                                            
About a quarter-inch in diameter, sticking through the
middle of her thigh. It keeps bleeding out.
                                                            
BACK TO SCENE
                                                            
                       CHARLIE
      (to Cera)
We gotta take it out!
                                                            
                       CERA
Yeah, that looks bad...!
                                                            
                       ROXIE
No, I can walk -- !
                                                            

6.

                       CERA
But you'll slow us down with that
thing. Come on.
                                                            
They carry her over by a dumpster, sitting her on the floor.
                                                            
                       CERA
Okay, Charlie, I'll hold her down
and you pull the pipe out.
                                                            
                       ROXIE
Wait! Don't I need something for
the pain?!
                                                            
                       CHARLIE
We don't have time for that!
                                                            
                       CERA
      (beat)
Well, I usually don't have this
for medical emergencies but...
                                                            
He produces a FLASK from his back pocket, and hands it to
Roxie.
                                                            
                       CERA (cont'd)
This should do.
                                                            
                       ROXIE
      (sarcastically)
Great, thanks!
                                                            
She quickly opens the flask and takes a big swig, wincing
afterwards.
                                                            
                       ROXIE
What is that, whiskey?
                                                            
                       CERA
Bourbon.
                                                            
                       ROXIE
Nice.
                                                            
She hands the flask back to Cera and he puts it away.
                                                            
                       ROXIE
      (panting)
Okay... do it!
                                                            

7.

She braces herself while Cera holds her down. Charlie grabs
hold of the pipe, slowly pulling it out while Roxie SCREAMS
in pain. He stops, showing concern for her; she looks at
him.
                                                            
                       ROXIE
It's okay! Keep going!
                                                            
He nods then continues. Moments later, the pipe comes out.
Charlie takes off his shirt, ripping out a piece to tie up
the wound. He helps her up and they keep moving.
                                                            
EXT. STREETS OF METRO CITY
                                                            
Berkeley's Little Bird flies over a hot area as citizens and
now F.R.O.G.s (Free Runners Opposing Governments) continue
to fight the police and military oppression. The body count
rises amidst the insanity.
                                                            
One of the soldiers on the ground is holding a STINGER
MISSILE LAUNCHER when he spots the Little Bird. He fires the
weapon.
                                                            
The Little Bird narrowly evades the missile but is
nevertheless hit in the tail propeller. It begins SPIRALLING
out of control.
                                                            
INT. LITTLE BIRD
                                                            
Every alarm that a helicopter can have is SOUNDING OFF as
Berkeley struggles with the controls.
                                                            
                       BERKELEY
Shit!
                                                            
He looks up at the panel, seeing that he's losing altitude
fast. He checks in back and to his surprise:
                                                            
                       BERKELEY
      (thinking aloud)
No parachutes!?
                                                            
He turns forward and finds he's heading towards a cathedral.
Berkeley undoes his safety belt, preparing to bail out.
                                                            
EXT. CATHEDRAL
                                                            
With an M4 ASSAULT RIFLE strapped to his back, Berkeley
quickly jumps out of the Little Bird and through a
STAINED-GLASS WINDOW at the cathedral.
                                                            
It's quite a distance that he makes, before the helicopter
CRASHES on the steps outsides, blowing up afterwards.
                                                            

8.

INT. CATHEDRAL
                                                            
There is a band of survivors holed up inside the cathedral
when Berkeley suddenly crashes through the window, tumbling
down in front of two young men of mid-twenties, JAMES &
DONNY, who aim SHOTGUNS at him.
                                                            
A surprised Berkeley looks up as a cute young woman, JESSIE,
late-20s, walks up aiming a PISTOL. He stands up, raising
his hands.
                                                            
EXT. STREETS OF METRO CITY - SAME
                                                            
Using the cover of the riots, Cera, Roxie & Charlie are
running for their lives, shooting SOLDIERS AND COPS down as
they run between cover.
                                                            
At one point they take cover behind a milk truck, surveying
the area ahead.
                                                            
                       ROXIE
There's no way we'll survive on
foot!
                                                            
                       CERA
Yeah, we definitely need a
vehicle...
                                                            
                       CHARLIE
Why don't we take this milk truck?
                                                            
                       CERA
Actually, I was thinking something
a little more armor-plated. Like
that Hummer over there.
                                                            
He nods in it's direction and they look:
                                                            
THEIR POV
                                                            
An ARMY HUMVEE conveniently arrives down the street. Four
armed soldiers step out of the vehicle.
                                                            
BACK TO SCENE
                                                            
                       ROXIE
      (thinking aloud)
Well, that's convenient.
                                                            
                       CERA
Come on.
                                                            
They sneak towards the Humvee.
                                                            

9.

INT. CATHEDRAL
                                                            
Berkeley shows concern as the trio point their weapons at
him.
                                                            
                       BERKELEY
Easy, guys, I'm on your side.
                                                            
                       JESSIE
You look like a merc.
                                                            
                       DONNY
I say we waste him!
                                                            
                       BERKELEY
Hey, wait! Yeah, I'm a merc but
I'm not with the army or the cops.
I'm just trying to get out...
                                                            
                       JAMES
What do you think, Sis?
                                                            
                       JESSIE
      (beat)
Lower your weapons.
                                                            
They hesitantly do so while Berkeley slowly lowers his
hands.
                                                            
                       BERKELEY
My name's Berkeley.
                                                            
                       JESSIE
I'm Jessie. This is my brother,
James, and that's his friend,
Donny.
                                                            
                       BERKELEY
Who are all these people?
                                                            
                       JESSIE
Just some strangers, and their
families?
                                                            
                       BERKELEY
Where's your family?
                                                            
                       DONNY
Our families didn't make it. We
were the lucky ones...
                                                            

10.

EXT. STREETS OF METRO CITY
                                                            
Approaching the Humvee, Cera, Roxie & Charlie silently take
out the soldiers. They quickly search their bodies for the
keys, with Charlie finding them moments later.
                                                            
                       CHARLIE
Found them!
                                                            
                       CERA
Good, let's go!
                                                            
They all get inside the Humvee, with Charlie taking the
wheel.
                                                            
INT. HUMVEE
                                                            
The trio sit in the car but Charlie seems to feel awkward,
clearly not knowing what to do next. Cera quickly notices.
                                                            
                       CERA
What're you waiting for -- start
the engine.
                                                            
                       CHARLIE
I-I don't know how...
                                                            
                       CERA
What do you mean "you don't know
how"?
                                                            
                       CHARLIE
I mean, I don't know how to
drive...!
                                                            
                       CERA
What!? Jesus Christ, kid, are you
kidding me -- ?!
                                                            
                       ROXIE
Hey, give him a break! It's his
first time at the wheel.
                                                            
                       CERA
Move, I'll drive!
                                                            
They both get out and quickly switch seats before Cera
starts the engine, and they take off.
                                                            
INT. CATHEDRAL
                                                            
Berkeley peeks out of a window as we can hear the FIGHTING
(OS) continue on. He turns back.
                                                            

11.

                       BERKELEY
Okay, it seems like a bad idea to
go out the front. Is there a back
door here?
                                                            
                       JESSIE
Yeah, but we could use your help
though.
                                                            
                       BERKELEY
No can do. I gotta get the hell
out of here.
                                                            
                       JESSIE
There's someone here who's very
sick and needs medicine. There's a
clinic nearby, but we could use
your help getting there.
                                                            
                       BERKELEY
Look, I wish I could help you -- I
really do. But right now I have
the cops and the army trying to
kill me, unless I get out of Metro
City.
                                                            
He walks past her, heading for the back, then:
                                                            
                       JESSIE
Her name's Haley, and she's five!
                                                            
Berkeley stops and slowly turns back, the guilt taking over
him.
                                                            
INT. HUMVEE (MOVING)
                                                            
Charlie and Roxie are looking around as Cera maneuvers past
the obstacles in his path.
                                                            
                       CHARLIE
Where are we going?
                                                            
                       CERA
There's a hangar, outside Metro
City. Berkeley's got a guy with a
plane waiting for us.
                                                            
                       ROXIE
Where's it gonna take us?
                                                            
                       CERA
      (smart-aleck)
Does it really matter right now?
                                                            

12.

                       ROXIE
Well, how the hell are we gonna
get there, Cera?!
                                                            
                       CERA
Look, Roxie, I don't know! This is
all Berkeley's plan, and I'm just
following it!
                                                            
                       ROXIE
And where is Berkeley!? For all we
know, he could be dead!
                                                            
Cera thinks over her comment, then reaches into his jacket
for his CELLPHONE.
                                                            
                       CERA
      (handing it over)
He's on speed-dial. Try him.
                                                            
She takes the phone.
                                                            
INT. CATHEDRAL - SAME
                                                            
Amongst the people holed up in the cathedral, there is a
fortysomething-year-old woman holding a young girl in her
arms. This is HALEY, 5, looking sickly and pale while
somewhat HYPERVENTILATING. Berkeley approaches, and crouches
down to her eye-level.
                                                            
                       BERKELEY
Hi, Sweetie. Are you Haley?
                                                            
Haley slowly nods.
                                                            
                       BERKELEY
My name is Tom. I hear that you're
sick. Can you tell me what's
wrong?
                                                            
                       HALEY
I have diabetes and I need my
insulin.
                                                            
                       BERKELEY
You need insulin...
      (sighs)
... okay...
                                                            
He stands up and turns to Jessie:
                                                            
                       BERKELEY
Where's the nearest clinic?
                                                            

13.

                       JESSIE
About six blocks east from here.
                                                            
                       BERKELEY
      (checks M4 clip)
Let's go.
                                                            
Jessie and her two cohorts follow Berkeley out through the
back.
                                                            
EXT. BACK ALLEY
                                                            
As Berkeley and his group, who carry BACKPACKS step out to
survey the area, his cellphone RINGS. He answers.
                                                            
                       BERKELEY
      (into phone)
Yeah?
                                                            
INT. HUMVEE (MOVING) - SAME
                                                            
Roxie has him on speakerphone:
                                                            
                       CERA
Berkeley! Where are you?
                                                            
INTERCUTTING
                                                            
                       BERKELEY
I'm in a back alley outside a
church. How're you guys doing?
                                                            
                       CERA
We've got a vehicle, but there's
roadblocks everywhere!
                                                            
Berkeley peeks around a corner.
                                                            
BERKELEY'S POV
                                                            
There's a line of riot-control cops, all facing away from
him.
                                                            
BACK TO SCENE
                                                            
                       BERKELEY
Listen, how fast do you think you
can get to me?
                                                            
                       CERA
I dunno, why?
                                                            

14.

                       BERKELEY
There's a clinic towards the east
side of town. It's the only one
there. I need you to meet me there
ASAP.
                                                            
                       CERA
Negative, Bro. I say we get on
that plane and leave.
                                                            
                       BERKELEY
I have no choice, man... it's for
a kid. Please.
                                                            
Cera glances at Charlie and Roxie -- clearly he doesn't want
to do it.
                                                            
                       ROXIE
      (beat)
We'll be there.
      (hangs up)
I know the way there.
                                                            
EXT. STREETS OF METRO CITY
                                                            
Berkeley and his group quickly sneak past the cops, and head
across to another alley. They hide behind a dumpster.
                                                            
                       BERKELEY
      (softly)
Okay, guys, stay close. And
whatever you do, don't shoot
unless you're shot at, got it?
                                                            
The young trio simply nod.
                                                            
                       BERKELEY (cont'd)
Follow my lead.
                                                            
Berkeley quickly leads them down the other end of the alley.
                                                            
INT. HUMVEE (MOVING) - SAME
                                                            
Roxie is giving Cera directions as he drives like a getaway
driver, doing his best to avoid detection.
                                                            
                       ROXIE
I know some shortcuts we can take
to the clinic, they should help
keep us from getting noticed. Take
this right and cut through the
alley.
                                                            

15.

Cera turns right into an alley, before coming up on another
squad of soldiers ahead.
                                                            
EXT. STREETS OF METRO CITY
                                                            
Berkeley and his group are running, taking every possible
route to avoid confrontation, be it ground level or above
ground. Stopping whenever necessary. It's nothing but
dangerous ground they must cover to the clinic.
                                                            
EXT. HUMVEE (MOVING) - SAME
                                                            
Cera and Roxie's trek is much more precarious as they stand
out while driving the Humvee. She continues feeding him
directions while he drives with precision speed.
                                                            
                       ROXIE
Make this left, we can go through
an underground parking lot and
come out on the other side.
                                                            
Cera makes the turn, heading down the ramp of an open
parking lot.
                                                            
INT. UNDERGROUND PARKING LOT
                                                            
The Humvee speeds through the empty parking lot, quickly
heading for the gate on the opposite side.
                                                            
EXT. STREETS OF METRO CITY
                                                            
The Humvee exits the parking lot, cruising onto a
less-occupied street.
                                                            
INT. HUMVEE (MOVING) - SAME
                                                            
Roxie looks around for threats, then:
                                                            
                       ROXIE
Okay, I think we're good. Cut
through this park, and the clinic
will be on the other side.
                                                            
EXT. HUMVEE (MOVING)
                                                            
The Humvee speeds off into a large city park, Metro City's
equivalent to New York City's Central Park.
                                                            
EXT. METRO CITY PARK
                                                            
The Humvee speeds through what one can assume is now a very
dismal park in the city. Moments later, it emerges on the
other side.
                                                            

16.

EXT. CLINIC
                                                            
Berkeley and his group arrive just in time as Cera's Humvee
emerges from the park across from the clinic. He, Roxie and
Charlie quickly get out.
                                                            
                       BERKELEY
Jessie, James, Donny. That's
Roxie, Cera and Charlie --
                                                            
                       CERA
Yeah, yeah, enough of the
formalities. Let's just do this
and go, before we're spotted.
                                                            
They all quickly head inside the clinic.
                                                            
INT. CLINIC, RECEPTION AREA - MOMENTS LATER
                                                            
The clinic is in shambles, with desks cluttered with
documents, shelves strewn about, and computers destroyed.
Everyone is searching around for the necessary supplies,
looking as fast as they can.
                                                            
INT. PATIENT ROOM
                                                            
Roxie is alone, searching through a dark patient room when
Charlie walks in. She finds a FIRST-AID KIT when she notices
him.
                                                            
                       CHARLIE
Hey.
                                                            
                       ROXIE
Hey. I found a first aid kit.
                                                            
                       CHARLIE
Good. How's your leg?
                                                            
                       ROXIE
I dunno. It hasn't been bothering
me for a while, but I guess it
wouldn't hurt to check.
                                                            
He helps her sit up on the table, then unwraps her wound.
                                                            
CU - ROXIE'S LEG
                                                            
There is a bit of blood still visible, but her wound is
perfectly healed.
                                                            

17.

BACK TO SCENE
                                                            
                       CHARLIE
It looks like you'll be fine.
                                                            
                       ROXIE
How am I healing so fast, Charlie?
                                                            
                       CHARLIE
I told you, it's the Diamond
Serum.
                                                            
                       ROXIE
Can your body heal itself too?
                                                            
                       CHARLIE
Yeah, but not as fast as yours.
                                                            
                       ROXIE
Okay, so we have similar traits:
we're both really strong, fast and
agile. My special thing is being
able to heal fast and being
bulletproof somehow. But what can
you do?
                                                            
                       CHARLIE
      (beat)
I think everyone's waiting for us.
                                                            
He attempts to leave but she stops him.
                                                            
                       ROXIE
Charlie, wait. C'mon, tell me.
                                                            
                       CHARLIE
I'd rather not...
                                                            
                       ROXIE
Look, you know more about this
stuff than I do. The more I can
find out, the better.
                                                            
He gives her a small kiss.
                                                            
                       CHARLIE
I can't talk about it now. I wanna
tell you eventually, but now's not
the time. So let's go.
                                                            
He exits the room, leaving Roxie puzzled before she follows
out moments later.
                                                            

18.

INT. CLINIC, RECEPTION AREA
                                                            
Charlie and Roxie walk back into the reception area just as
the rest of the group re-enters. Jessie and her friends
arrive with their bags full.
                                                            
                       ROXIE
Hey, you guys find what you need?
                                                            
                       JESSIE
Yeah. We found the medicine and
some supplies that should last a
while.
                                                            
                       JAMES
Donny and I managed to find some
food. How 'bout you guys?
                                                            
                       ROXIE
All I could find was this
first-aid kit. Here, take it.
                                                            
She tosses it to Jessie.
                                                            
                       JESSIE
Thanks.
                                                            
She puts the kit in her bag.
                                                            
                       CERA
Hey, Charlie...
      (tosses him a
       shirt)
You can stop showing off now.
                                                            
Charlie catches the shirt and takes a look at it; the words
"I HEART METRO CITY" in bold letters. Charlie chuckles to
himself before putting it on.
                                                            
                       CHARLIE
Thanks.
                                                            
They all start leaving the clinic through where they came
in.
                                                            
EXT. CLINIC
                                                            
The group exit the clinic and head across towards the park.
                                                            
                       JESSIE
So, I guess we'll just head back
through where we came -- ?
                                                            

19.

                       BERKELEY
Shh! You guys hear that?
                                                            
They all look down the street.
                                                            
THEIR POV
                                                            
There is a military TECHNICAL slowly becoming visible down
the road as it heads towards them at top speed.
                                                            
BACK TO SCENE
                                                            
                       ROXIE
That's not good...! Berkeley?!
                                                            
                       BERKELEY
Jessie, James and Donny; cut
through the park and head back.
We'll draw their attention away
from you three. Go!
                                                            
Jessie and her friends quickly run through the park,
meanwhile Berkeley and his group quickly get into the
Humvee.
                                                            
INT. HUMVEE
                                                            
Cera is once again at the wheel, with Berkeley in the
passenger's seat and Roxie & Charlie in back. Berkeley
checks his M4 then hands a pistol over to Roxie.
                                                            
                       BERKELEY
Cera head for the hangar; we'll
take care of the technical!
                                                            
Cera starts the engine and guns it.
                                                            
EXT. STREETS OF METRO CITY
                                                            
The Humvee peels out, with the Technical hot on it's heels
now. Cera leads the pursuers through all sorts of twists and
turns through the city streets while Berkeley and Roxie &
Charlie alternate turns reloading and exchanging gunfire
with the soldiers in the Technical.
                                                            
The Humvee CRASHES through the DISPLAY WINDOWS of a CAR
DEALERSHIP. The Technical quickly follows.
                                                            
INT. CAR DEALERSHIP
                                                            

20.

The Humvee ZIPS through the large dealership, avoiding the
display cars with precision while the gunfire continues.
Cera soon CRASHES through another display window on the
other side of the dealership.
                                                            
EXT. STREETS OF METRO CITY
                                                            
The Humvee now finds itself on the crowded city streets,
speeding through the crowds and turning to avoid every
roadblock.
                                                            
INT. HUMVEE (MOVING)
                                                            
Cera pounds on the HORN (OS), alerting the citizens to move
out of the way while he speeds through.
                                                            
                       CERA
      (to crowds)
MOVE!!! Jesus Christ, you'd think
these folks would know to get out
of the way when they see a car
speeding through!
      (to Berkeley)
You guys get rid of 'em yet?!
                                                            
                       BERKELEY
      (shooting)
No! And it's pretty damn hard to
do so when you can't keep the car
straight!
                                                            
Berkeley stops to reload. Roxie and Charlie begin their turn
shooting.
                                                            
                       CERA
Well, we wouldn't be dealing with
this shit, had you listened to me
from the start!
                                                            
                       BERKELEY
      (reloading)
Really!? You're gonna blame me!?
Would it kill you to do a good
deed, Cera?!
                                                            
                       CERA
      (smart-aleck)
It looks like it, given the
current situation!
                                                            
Roxie and Charlie pop back in to reload.
                                                            

21.

                       BERKELEY
      (shooting)
I didn't wanna do it either but it
was to save a kid! Now if you have
problem with that then deal with
it -- !
                                                            
                       ROXIE/CHARLIE
SHUT UP!!
                                                            
                       ROXIE
Neither one of us could've
predicted this, so stop arguing!
                                                            
                       CHARLIE
Yeah!
                                                            
The two stop arguing, and Berkeley continues shooting.
                                                            
EXT. AIRFIELD - MINUTES LATER
                                                            
There is some distance between the Humvee and the Technical
behind it; the number of soldiers now lowered since the
start of the chase.
                                                            
In the large airfield, we see numerous hangers - some empty
and some still occupied - as the Humvee speeds through.
Berkeley fires his M4 at the Technical until the weapon goes
empty again.
                                                            
INT. HUMVEE (MOVING)
                                                            
Berkeley pops back into his seat, checking his empty M4
clip. His final one.
                                                            
                       BERKELEY
I'm out of ammo!
                                                            
                       ROXIE
Me too. Charlie?
                                                            
                       CHARLIE
Nothing. What now?
                                                            
                       BERKELEY
      (beat)
We keep heading for the plane.
                                                            
                       ROXIE
What, and lead these assholes
there?!
                                                            

22.

                       BERKELEY
That's exactly what we're gonna
do!
                                                            
He checks the glove compartment, finding a FLARE GUN soon
after.
                                                            
                       BERKELEY
      (to Cera)
Lead 'em to the plane, and I'll
take care of the rest. Drop me off
near that hangar coming up.
                                                            
EXT. HUMVEE (MOVING)
                                                            
Berkeley opens his side door, and prepares himself to jump.
The Humvee slows down a bit as it passes by a hangar. With
the flare gun in hand, Berkeley jumps, quickly ROLLING out
of the way while the Technical SPEEDS by him.
                                                            
When he is able to regain his footing, Berkeley quickly gets
up and runs around the hangar.
                                                            
INT. HUMVEE (MOVING) - SAME
                                                            
Roxie and Charlie are looking back, looking concerned as
their pursuers gain on them.
                                                            
                       CHARLIE
You think he knows what he's
doing?
                                                            
                       CERA
I hope so. Because we're here, and
whatever he's got planned is our
last chance out. Come on.
                                                            
Cera stops the vehicle and they all quickly get out.
                                                            
EXT. CARGO PLANE
                                                            
A large cargo plane is waiting by a FUEL STATION near the
runway, with AVERY, a Brit in his early to mid-fifties,
playing Solitaire on the open hatch when Cera, Roxie and
Charlie step out of the Humvee and run over to the plane.
                                                            
                       CERA
Avery, start the plane!
                                                            
                       AVERY
      (getting up)
Well, it's about time! Uh, where's
Berkeley?
                                                            

23.

                       CERA
There's no time, just start the
plane!
                                                            
Avery simply nods and quickly heads in towards the cockpit.
                                                            
EXT. HANGAR - SAME
                                                            
Berkeley continues sprinting behind another hanger, heading
for the plane.
                                                            
EXT. CARGO PLANE
                                                            
Cera, Roxie and Charlie quickly get on the hatch, when the
Technical finally arrives. About 5 soldiers step out of the
truck, all aiming automatic weapons.
                                                            
                       SOLDIER
FREEZE!!
                                                            
The trio just stand in place.
                                                            
                       SOLDIER
Put your hands in the air, and
step out of the aircraft!!
                                                            
They slowly raise their hands, never stepping off the plane.
The plane's ENGINES begin ROARING (OS) to life.
                                                            
                       SOLDIER
I said step out of the aircraft,
now!!
                                                            
                       CERA
      (under his breath)
Come on, Tom, where the hell are
you?!
                                                            
EXT. FUELING STATION
                                                            
Berkeley quickly arrives at the fueling station behind the
soldiers, flare gun in hand.
                                                            
BERKELEY'S POV
                                                            
He watches as the soldiers take aim at his friend, but
doesn't take long to notice the FUEL PUMPS.
                                                            
BACK TO SCENE
                                                            
Berkeley holsters the flare gun in his waist. He quickly
runs over to one of the pumps, and after a few button
presses, he grabs the NOZZLE.
                                                            

24.

EXT. CARGO PLANE
                                                            
The soldiers now begin cocking their weapons, getting
agitated.
                                                            
                       SOLDIER
THIS IS YOUR FINAL WARNING, STEP
OUT OF THE PLANE -- !!
                                                            
                       BERKELEY (OS)
HEY!!
                                                            
The soldiers turn their attention to Berkeley who runs and
aims the nozzle, SPRAYING them and the Technical with
gasoline. The doused soldiers become frustrated and confused
until:
                                                            
                       BERKELEY (cont'd)
      (draws flare gun)
Lighten up!!
                                                            
Berkeley quickly draws the flare gun from his waist, and
FIRES IT at the soldiers, setting them on fire before they
can react. The Technical soon BLOWS UP afterwards, killing
them. Cera, Roxie and Charlie shield themselves from the
explosion.
                                                            
Berkeley's celebration is shortlived when he notices the
cargo plane beginning to taxi down the runway.
                                                            
                       CERA
Berkeley, come on!!
                                                            
With the hatch slowly closing and time running out, Berkeley
drops the flare gun and starts sprinting towards the plane.
                                                            
The hatch is now halfway closed; Charlie and Cera drop to
the floor, extending their hands as Berkeley gets closer.
Moments later, he grabs a hand and is helped onto the plane.
                                                            
INT. CARGO PLANE
                                                            
The hatch closes up as the group steps further into the
plane. Charlie takes a seat against a box further inside.
                                                            
                       CERA
      (smiling)
Ah, Tom, that was freakin' genius!
Man, I could kiss you right now!
                                                            
                       BERKELEY
      (chuckles)
Please don't.
                                                            

25.

                       ROXIE
      (smiling)
"Lighten up"?
                                                            
                       BERKELEY
It was all I could think of.
                                                            
He pats her on the shoulder as he walks past her, heading
for the cockpit. She simply chuckles in response.
                                                            
INT. COCKPIT
                                                            
Avery notices as Berkeley enters and takes the empty seat
next to him, putting on the co-pilot's headset and grabbing
hold of his side of the controls.
                                                            
                       BERKELEY
Hey, Avery. I appreciate you
helping me and my friends back
there.
                                                            
                       AVERY
Aw, no worries, Mate. So, where're
we headed?
                                                            
                       BERKELEY
Uh... I hear Paris is nice this
time of year.
                                                            
                       AVERY
Indeed it is, my friend. You yanks
sure know how to have fun!
                                                            
They both look at each other and chuckle, taking off from
the runway.
                                                            
INT. CARGO HATCH
                                                            
Cera heads over to a SEDAN that is being transported, and
sits in the backseat. An exhausted Roxie walks over to where
Charlie is and sits next to him. He looks over at her, both
of them a bit relieved before she drops her head on his
shoulder.
                                                            
                       ROXIE (VO)
My name is Roxie Warner. And
seventy-two hours ago, my life
changed forever.
                                                            
Charlie slowly puts an arm around her for comfort.
                                                            
EXT. STREETS OF METRO CITY - SAME
                                                            

26.

The fighting on the streets is beginning to subside; the
numbers of the citizens are decreasing rapidly with the
military increasing their firepower. Among the casualties
are NATHAN & ALYSSA, Roxie's friends from our previous
story.
                                                            
                       ROXIE (VO)
I no longer have a family I can
call my own. But with Charlie,
Cera and Berkeley having my back,
I don't think anything will matter
anymore.
                                                            
INT. CARGO HATCH
                                                            
Roxie slowly closes her eyes, falling asleep. Charlie just
stares at the floor, some concern resurfacing on him.
                                                            
                       ROXIE (VO)
Who knows what the future has in
store for us...?
                                                            
 
EXT. CARGO PLANE - DAY
                                                            
The sun is up high when we find the cargo plane flying over
the Atlantic Ocean.
                                                            
INT. CARGO HATCH
                                                            
Charlie is sitting in a LOTUS POSITION on the trunk of the
sedan, looking as if he's been awake for hours, doing Zen
Meditation. Cera, awakening from his slumber, steps out of
the sedan. He stretches the night away before closing the
car door.
                                                            
                       CERA
      (noticing)
Charlie?
                                                            
                       CHARLIE
      (startled)
Huh?
                                                            
                       CERA
What's up, kid? Bad dreams?
                                                            
Cera takes a seat next to him.
                                                            
                       CHARLIE
      (sighs)
Not really. I haven't slept. I've
been meditating.
                                                            

27.

                       CERA
What's on your mind?
                                                            
                       CHARLIE
      (beat)
I caused this. The riots, the
killings... if I hadn't escaped,
all this wouldn't have happened.
                                                            
                       CERA
That's not true. I mean, yeah, you
may have set something in motion.
But this wasn't your fault, man.
                                                            
                       CHARLIE
But, a lot of people were killed
because of me...!
                                                            
                       CERA
No. Look, you weren't the one who
pulled the trigger. Astor and the
Colonel had this planned from the
start. They just used you as a
fall-guy. Besides, if you'd never
escaped, you wouldn't have met
Berkeley and I...
                                                            
Charlie slowly looks over at Roxie, who is sound asleep by
the box. Cera follows his gaze.
                                                            
                       CERA (cont'd)
You wouldn't have met her.
                                                            
                       CHARLIE
      (looks down)
Yeah...
                                                            
                       CERA
      (grinning)
Let me ask you something...
      (leans closer)
... did you hit that?
                                                            
                       CHARLIE
What? No! I would never hit a
woman!
                                                            
                       CERA
      (chuckles)
No, kid. I mean did you... you
know, did you sleep with her?
                                                            

28.

                       CHARLIE
      (realizing)
Oh! You mean... intercourse?
                                                            
                       CERA
Sure, if you wanna be technical.
                                                            
                       CHARLIE
      (matter-of-fact)
Yes.
                                                            
                       CERA
"Yes". Just like that?
                                                            
                       CHARLIE
Well, what do you want me to say?
                                                            
                       CERA
      (smiling)
I don't know! I mean, you'd think
a guy has sex with a hot girl, and
he'd say more than just "yes".
                                                            
                       CHARLIE
I'm sorry, Cera, but I've only
been in the outside world for
three days. I don't know how
normal people would answer a
question like that --
                                                            
                       CERA
You know what, kid? Don't even
worry about it. Forget I asked.
                                                            
                       CHARLIE
Okay.
      (beat)
You and Berkeley seem so close.
How'd you two meet?
                                                            
                       CERA
Um, he and I were working a
contract over in Serbia. I was his
team's contact there; we had to
take out a rogue arms dealer,
supplying weapons to some Serbs.
However, when we closed in on the
guy, a firefight broke out, and I
ended up taking a bullet in the
leg. Tom dragged me into a trench
as all hell broke loose. 'Guy
barely knew me, but he had this
look like he'd take a bullet for
me. Somehow, we made it out of the
            (MORE)

29.

                       CERA (cont'd)
area, but his team wasn't so lucky
though.
                                                            
                       CHARLIE
So he saved your life...
                                                            
                       CERA
Yeah, he did. That was four years
ago, and he's been like a brother
to me ever since.
      (smirks)
Hell, I made him godfather to my
baby girl.
                                                            
Cera takes out his wallet and shows Charlie a SMALL WORN-OUT
PHOTOGRAPH.
                                                            
INSERT - PHOTOGRAPH
                                                            
In the picture is a beautiful YOUNG WOMAN of late-20s,
holding a NEWBORN BABY GIRL by a Christmas tree.
                                                            
BACK TO SCENE
                                                            
                       CERA
That's my wife, Vanessa. And
that's our baby, Elizabeth.
                                                            
                       CHARLIE
They're beautiful.
                                                            
                       CERA
      (pockets photo)
Yeah, thanks. You know, Berkeley
always gives me shit about doing a
job just for the money. I mean,
what mercenary doesn't, right?
But, in reality, it's so I can
send the money back to my family.
Because if, God-forbid, Nessa gets
that call one day, that I won't be
coming home... then at least I'll
know my girls will be alright.
                                                            
Both men sit in silence, a sense of mutual respect felt
between them. The silence is then broken when Roxie suddenly
VOMITS on the floor. Charlie quickly rushes to her side as
she wakes up.
                                                            
                       CHARLIE
Roxie, you okay?
                                                            

30.

She spits then wipes her mouth using her forearm.
                                                            
                       ROXIE
      (groaning)
Yeah... I don't know why I threw
up.
                                                            
                       CERA
Maybe you're a little airsick.
This your first flight?
                                                            
                       ROXIE
      (getting up)
Yeah. And yeah, maybe. Where are
we?
                                                            
                       CHARLIE
We stopped in England for fuel,
about two hours ago while you guys
slept. I'm told we're headed to
Paris.
                                                            
                       ROXIE
Well, at least we've got nothing
to worry about anymore.
                                                            
The plane suddenly SHAKES as if hit by turbulence. Everyone
quickly reacts to it.
                                                            
                       ROXIE
What the hell was that?!
                                                            
                       CERA
      (running off)
I'll go check!
                                                            
Cera heads for the cockpit.
                                                            
INT. COCKPIT
                                                            
Berkeley and Avery are struggling at the controls when Cera
quickly walks in. Both pilots seem to be trying to fly
evasively.
                                                            
                       CERA
Guys, what's going on? What's with
the rocking?
                                                            
                       BERKELEY
Anti-aircraft fire --
                                                            
                       AVERY
-- Nothing to worry about, Mate.
                                                            

31.

                       CERA
'The hell you mean "nothing to
worry about"!? We're being shot
at!
                                                            
                       AVERY
      (struggling)
Listen... I've flown over two
dozen missions back in Desert
Storm, Son. It takes a little more
than some anti-aircraft fire to
scare me!
                                                            
                       CERA
Old man, I don't care how many
missions you've flown --
personally, I'm tired of being
shot at!
                                                            
                       BERKELEY
Cera, go wake Roxie and Charlie;
we might have to bail out soon!
                                                            
Cera quickly heads back out.
                                                            
INT. CARGO HATCH
                                                            
Roxie and Charlie are standing by the car when Cera returns,
this time passing them as he looks around for something.
                                                            
                       CHARLIE
So what was it?
                                                            
                       CERA
Anti-aircraft fire!
                                                            
                       ROXIE
Anti-aircraft fire?! Who did WE
piss off now!?
                                                            
                       CERA
      (scoffs)
Good question! We gotta bail
out...
                                                            
                       ROXIE
Well, where are the parachutes?!
                                                            
                       CERA
      (looking around)
I dunno - I can't find 'em!
      (to Avery)
Where're the parachutes!?!
                                                            

32.

INT. COCKPIT - SAME
                                                            
Avery and Berkeley are still flying evasively, dodging
incoming fire.
                                                            
                       AVERY
      (to Cera)
There aren't any!
                                                            
                       CERA (OS)
SHIT!!
                                                            
INT. CARGO HATCH
                                                            
Cera, Roxie and Charlie are suddenly knocked off their feet.
                                                            
EXT. CARGO PLANE (FLYING) - SAME
                                                            
One of the wings has been hit. An engine is on fire, with
smoke rising heavily. The cargo plane is now off-balance,
beginning to nose dive.
                                                            
INT. COCKPIT
                                                            
It's a similar image as when Berkeley's Little Bird was hit;
the alarms sounding off and the pilots struggling to balance
the aircraft.
                                                            
                       AVERY
      (struggling)
Berkeley, go! Get out of here!
                                                            
                       BERKELEY
But, what about you!?
                                                            
                       AVERY
I'll be fine! The car in the back
has an emergency parachute
attached to it. Get your friends
inside it, then open the hatch and
get out. If I'm lucky, I can
probably land this thing!
                                                            
                       BERKELEY
Are you sure?!
                                                            
                       AVERY
Yes, now get out of here!
                                                            
Berkeley reluctantly undoes his safety latch then heads for
the back.
                                                            

33.

INT. CARGO HATCH
                                                            
The plane is at a slant now as Berkeley struggles to get to
the door's CONTROL PANEL, while everyone else begin to get
back on their feet.
                                                            
                       BERKELEY
Everyone, get in the car!
                                                            
Charlie & Roxie quickly jump in the backseat and close the
door.
                                                            
                       CERA
Berkeley, what's the plan!?
                                                            
                       BERKELEY
Get in the car, Cera!
                                                            
Berkeley hits a button on the control panel, and the hatch
doors slowly begin to open. Cera glances at the doors, then
back at his partner:
                                                            
                       CERA
YOU WANNA DRIVE OUT OF THIS THING,
AT THIRTY-THOUSAND FEET!?! ARE YOU
NUTS!?!
                                                            
                       BERKELEY
GODDAMMIT, DOMINIC, GET IN THE
FUCKING CAR AND TRUST ME!!!
                                                            
Cera just looks at Berkeley, knowing he has no choice but to
follow his orders. He quickly runs and gets in the
passeger's seat. Berkeley soon follows, and gets in the
driver's seat.
                                                            
INT. SEDAN
                                                            
Once inside, everyone fastens their seat belts. Berkeley
starts the engine of the car.
                                                            
INT. COCKPIT - SAME
                                                            
Avery is summoning all of his strength as he struggles to
level the plane.
                                                            
INT. SEDAN
                                                            
Berkeley is staring through the back windshield, anxiously
REVVING the engine. Determined.
                                                            

34.

BERKELEY'S POV
                                                            
He watches as the hatch doors are halfway opened now.
                                                            
EXT. CARGO PLANE (FLYING) - SAME
                                                            
We see the cargo plane slowly being leveled as it now flies
over the RIVER SEINE.
                                                            
INT. SEDAN
                                                            
Berkeley is still staring back and revving the engine.
                                                            
INT. CARGO HATCH
                                                            
Moments later, the hatch doors open fully. The sedan takes
off, driving out of the plane.
                                                            
INT. SEDAN
                                                            
The car is FLIPPED over and everyone is weightless at the
moment.
                                                            
                       EVERYONE
OHHHHHH SHHHHIIIIIIIITTTTTT!!!!!
                                                            
EXT. SEDAN - SAME
                                                            
The parachute soon deploys.
                                                            
INT. SEDAN
                                                            
Everyone inside is nearly YANKED back as the front of the
car suddenly faces the river, drifting towards it.
                                                            
                       CERA
      (realizing)
Berkeley. We're in a car,
parachuting in the air, heading
for the Seine. HOW'RE WE GONNA
DRIVE THIS THING!?
                                                            
It doesn't take long for Berkeley to realize his
miscalculation, and everyone quickly undo their seatbelts
and open their doors.
                                                            
EXT. SEDAN
                                                            
Everyone grabs onto something as they climb out of the car,
keeping their feet planted on the inside of their door. They
all look ahead.
                                                            

35.

THEIR POV
                                                            
They watch as the cargo plane lands in Paris, using the
streets as a makeshift runway. Causing some destruction on
the way in.
                                                            
BACK TO SCENE
                                                            
Roxie looks down.
                                                            
                       ROXIE
What now!?
                                                            
                       BERKELEY
      (looks down)
Uh... we jump! Ready!...
                                                            
The car gradually drifts closer to the river. A round of
anti-aircraft fire narrowly misses while they instinctively
duck under.
                                                            
                       BERKELEY
... Set!... Jump!
                                                            
Everyone jumps out of the car, and dive into the water just
as the car gets SHOT out of the air and blown up. Debris
land all over the water. The cargo plane CRUISES overhead.
                                                            
EXT. RIVER SEINE
                                                            
Roxie and the rest swim to the surface. They look around for
a moment, before deciding to swim to land.
                                                            
Moments later, they all reach the Left Bank near Pont Royal.
They climb out of the water, looking around for potential
threats.
                                                            
                       BERKELEY
Well...
      (shrugs)
Welcome to Paris.
                                                            
                       ROXIE
      (thinking aloud)
I'm never flying with you guys
again.
                                                            
They walk away.
                                                            
EXT. STREETS OF PARIS - MINUTES LATER
                                                            
There's an eerie sense of dread that comes over our heroes
as they walk through the Parisian streets, which seem to be

36.

completely empty. There are cars that are seen throughout,
but the whole city has a ghost town feel to it.
                                                            
The group keeps walking through, looking around, wondering
what has happened. They all suddenly stop when they notice
something in the distance.
                                                            
ANGLE ON the cargo plane, crash-landed about 50 yards away,
and a small group of men, armed with AUTOMATIC WEAPONS and
wearing attire that make them look as if they come straight
from a SCIENCE-FICTION NOVEL. Call them THE EXTERMINATORS.
They search around the destroyed plane.
                                                            
Our heroes quickly hide somewhere; The Mercenaries duck
behind a nearby building, The Products hide behind a car.
They peek out.
                                                            
EXT. CRASHED CARGO PLANE
                                                            
The Exterminators, about 5 in total, slowly search through
the ruins of the plane. One of them goes around to the
cockpit, finding a dead Avery, slumped over the controls
with blood running down his face.
                                                            
                       EXTERMINATOR #1
      (French; subtitled)
Hey! I found one!
                                                            
Another Exterminator joins him.
                                                            
                       EXTERMINATOR #1
      (French; subtitled)
What do you think? Product?
                                                            
                       EXTERMINATOR #2
      (French; subtitled)
Nah, probably just some asshole
who thought he could fly
restricted airspace.
                                                            
EXT. CAR
                                                            
Roxie and Charlie peek over at the Exterminators, trying to
keep out of sight.
                                                            
                       ROXIE
      (softly)
What do you think they're doing?
                                                            
                       CHARLIE
I'm not sure... looks like they're
searching for bodies.
                                                            

37.

                       ROXIE
You've ever seen these guys
before?
                                                            
                       CHARLIE
No, never.
                                                            
EXT. BUILDING - SAME
                                                            
Berkeley and Cera watch as the Exterminators continue
searching the plane. Berkeley slowly reaches for his holster
but finds no gun.
                                                            
                       BERKELEY
      (softly)
I'm unarmed. You?
                                                            
Cera unsheathes a COMBAT KNIFE, and shows Berkeley.
                                                            
                       CERA
I say we divide and conquer; leave
one for questioning.
                                                            
                       BERKELEY
Yeah.
      (stage whisper)
Charlie! Roxie!
                                                            
EXT. CAR
                                                            
The Products turn their attention to Berkeley who, using
Army signals, gestures for them to stealthily move towards
their enemies. Charlie nods understandingly.
                                                            
                       CHARLIE
      (to Roxie)
Follow me.
                                                            
Charlie goes around the back of the car, quietly making his
way forward with Roxie following behind.
                                                            
EXT. BUILDING - SAME
                                                            
Berkeley and Cera watch as Charlie and Roxie make their
move.
                                                            
                       BERKELEY
      (to Cera)
Let's go.
                                                            
They leave cover and move forward, opposite the Products.
                                                            
EXT. CRASHED CARGO PLANE
                                                            

38.

With the Exterminators' attention solely on the wreckage,
The Mercs and The Products quietly make their way to their
enemies. Soon they manage to incapacitate four of the
Exterminators silently; Cera quickly pins Exterminator #1
against the plane, dropping his weapon then holding the
knife to his throat. The rest pick up their fallen foes'
weapons and keep them trained on the Exterminator.
                                                            
                       CERA
Who are you!? Why did you shoot
our plane!?
                                                            
                       EXTERMINATOR #1
      (in French)
Dumbass American! Get your hands
off me!
                                                            
                       CERA
Why did you shoot our plane!?
                                                            
                       EXTERMINATOR #1
      (in French)
Go fuck yourself!
                                                            
A frustrated Cera punches the Exterminator. Then suddenly,
they hear a flock of birds fly away, as if scared of
something.
                                                            
The group quickly turn their attention to the rooftops of
the nearest building, and see the silouette of a TEENAGE BOY
suddenly running away.
                                                            
Using the boy as a distraction, Exterminator #1 moves for
his gun; however, Berkeley quickly reacts, and shoots him in
the head. He notices Avery's body behind the Exterminator,
and reacts to it, disappointedly.
                                                            
Focused on the silouette, Charlie suddenly runs off.
                                                            
                       ROXIE
      (noticing)
No, Charlie, don't -- !
                                                            
He runs up the wall of the building then jumps onto the fire
escape, and continues up to the roof.
                                                            
                       ROXIE
Guys, we gotta follow him -- we
don't know how many of these
freaks there are!
                                                            
The Mercs quickly follow Roxie as she makes her way up the
same fire escape.
                                                            

39.

EXT. ROOFTOPS
                                                            
Charlie chases after a seemingly homeless French teen named
LUC, 18.
                                                            
While we can't see his face at the moment, Luc is a thin and
lanky kid, but runs as if like a PARKOUR RUNNER as Charlie
chases him across the roof. Roxie and the rest are not too
far behind.
                                                            
Luc leads Charlie across to another rooftop, but is soon
TACKLED down by him halfway towards another roof. On the
ground, Charlie turns him over, and to his surprise, finds a
slightly disfigured boy.
                                                            
Scared, Luc quickly finds a BRICK and BASHES Charlie across
the face with it to get him off. As Charlie is knocked off,
Luc gets up and runs for the edge of the roof. Charlie
quickly recovers and gets up, but is suddenly hit with what
one can assume to be a powerful MIGRAINE; he drops to a knee
as he clutches his head in pain, SCREAMING.
                                                            
FLASHCUT
                                                            
Charlie sees brief images of a CEO-TYPE WOMAN OF MIDDLE AGE
and a small group of YOUNG ADULTS DRESSED IN BLACK, but not
enough to make anything out of it.
                                                            
BACK TO SCENE
                                                            
Luc looks back at Charlie, feeling remorseful as Roxie,
Berkeley and Cera arrive to his aid.
                                                            
                       ROXIE
Charlie! Charlie, look at me!
                                                            
Charlie continues screaming, as if he's being tortured. He
struggles to open his eyes and look at Roxie, but when he
does, his pupils are CRIMSON RED. He stands up, going
BERZERK. Luc walks over, keeping his distance from the group
as they watch with concern.
                                                            
                       LUC
I can help him!
                                                            
                       ROXIE
You speak English?!
                                                            
                       LUC
Yes... I can help your friend...
                                                            
Charlie continues his tantrum; yelling and bumping into
things until he finally drops to his knees again, and starts

40.

POUNDING HIS FISTS down into the ground, punching a HOLE
into the roof. Clearly the group has never seen this display
before.
                                                            
                       ROXIE
How?!
                                                            
Charlie continues punching until he suddenly faints moments
later.
                                                            
                       LUC
You must follow me.
                                                            
Roxie simply looks at Luc, then back at Berkeley & Cera, who
just shrug at her. Moments later, Berkeley & Cera walk over
to Charlie and begin carrying him as they all follow Luc off
the rooftop.
                                                            
INT. BLACK ROOM
                                                            
We're inside what seems like a large room, lit by TELEVISION
SCREENS, all on the news and programs covering current
events, as well as some CANDLES spread throughout. However,
our attention is focused on a beautiful young woman of
early-20s, wearing ALL BLACK and her hair pulled back in a
ponytail. Her eyes are closed.
                                                            
POV FROM SOMETHING
                                                            
Our vision is flickering, as if we're seeing something on a
television but more dream-like. We're seeing Roxie's group
follow Luc through the streets. We're looking through the
mind's eye of this woman in the room. Then her vision
suddenly goes black.
                                                            
INT. BLACK ROOM
                                                            
The woman's eyes open. This is HELENE, a member of The
MetaPSIs; a group of Products with parapsychological
abilities. The same group from Charlie's vision. She's the
clairvoyant of the group.
                                                            
Helene walks over to a woman sitting on a THRONE-LIKE chair,
watching the news. This is MARIELLE LAROCHE, mid-40s, a
striking woman with an ice-cold demeanor to her. She's the
CEO-type from Charlie's vision as well.
                                                            
                       HELENE
      (French; subtitled)
Mother?
                                                            

41.

                       LAROCHE
      (French; subtitled)
What?
                                                            
                       HELENE
      (French; subtitled)
I've just had a vision of four
Americans arriving in Paris today.
                                                            
                       LAROCHE
      (French; subtitled)
So? What of it?
                                                            
                       HELENE
      (French; subtitled)
One of them, a male, is a Product.
                                                            
                       LAROCHE
      (French; subtitled)
Product? Are you sure?
                                                            
                       HELENE
      (French; subtitled)
Yes, he exhibited such tremendous
strength just now. Punching a big
hole through the roof of a
building with his bare hands!
                                                            
                       LAROCHE
      (French; subtitled)
Hmm... I need such a specimen for
my collection. If I had someone
with that strength, I can become
the most powerful woman in Europe.
Maybe even the world! Get your
siblings in here!
                                                            
                       HELENE
      (French; subtitled)
Right away.
      (into comm; French)
Brothers, Sister, you're all
needed.
                                                            
Moments later, the power doors SLIDE OPEN and 3 impossibly
beautiful young people of early-20s enter the room. They are
RENAUD, a large muscular telekinetic, and twins HENRI &
SYLVIE; with the looks of models, their powers are that of
pyrokinesis and phasing, respectively. Also dressed in
black, these three, along with Helene, make up The MetaPSIs.
                                                            

42.

                       RENAUD
      (French; subtitled)
Yes, Mother.
                                                            
                       LAROCHE
      (French; subtitled)
Something very important has now
come to my attention. Rather than
pursuing the Products that have
gone into hiding, I want you to
focus on just one now. An American
Product has just arrived in Paris,
accompanied by three more
Americans. The Product is a male,
and from what Helene has just told
me, can summon more strength than
the average Product. I want you to
capture him alive; kill whoever
gets in your way!
                                                            
                       RENAUD
      (French; subtitled)
Understood.
                                                            
The trio turn and exit the room. Helene is about to follow
behind until:
                                                            
                       HELENE
Mother, are you sure we need this
one alive? My siblings and I are
the only ones with our abilities,
and you've asked us to kill every
other Product we've found.
                                                            
                       LAROCHE
If this one is as strong as you
say he is, Helene, then he may be
a game-changer. The only facility
based in America was Project
Diamond in Metro City. Although
their Products were ordered to be
killed, they were not as
problematic as ours. If this one
escaped execution, then I want to
claim him before our competitors
can.
                                                            
Helene nods understandingly then leaves the room.
                                                            
 

43.

EXT. APARTMENT COMPLEX - ESTABLISH - NIGHT
                                                            
A run-down, seemingly abandoned apartment complex in the
middle of a Parisian ghetto. There is no sign of electricity
and the only sources of light sprawled throughout would be
that of GARBAGE BARRELS LIT ON FIRE. It's a safe bet that
this is a building populated by homeless people.
                                                            
INT. BEDROOM
                                                            
An unconscious Charlie is lying on a cot in the middle of a
dingy candle-lit bedroom. Roxie is sitting on a chair across
from him, struggling to keep awake as she waits for Charlie
to show signs of life.
                                                            
She wakes up when Charlie suddenly JOLTS up, as if waking
from a nightmare. He looks around, panicked, until he finds
Roxie. She sits next to him:
                                                            
                       ROXIE
      (softly)
Charlie. Charlie, it's me. Don't
worry, you're safe.
                                                            
                       CHARLIE
      (groggy)
Roxie... w-where am I...?
                                                            
                       ROXIE
Somewhere safe, about 5 miles away
from the crash site. You fainted,
so Luc helped us bring you here.
                                                            
                       CHARLIE
Luc...? Who's Luc?
                                                            
                       ROXIE
The boy you chased. The disfigured
one.
                                                            
                       CHARLIE
What happened?
                                                            
                       ROXIE
You tell me. Something made you
freak out and you went berzerk.
Charlie, yesterday, you said you'd
tell me about your powers
eventually... and I think now is
the right time for you to talk.
                                                            
Charlie looks at her for a moment, knowing she's right. He
sits up next to her, staring at his feet.
                                                            

44.

                       CHARLIE
      (beat)
When each Product received the
Diamond Serum, we all got
something unique out of it. Like
you noticed, we both are fast and
strong, but your body's ability to
heal itself is accelerated, making
you pretty much invulnerable.
However, the serum did something
to my testosterone.
                                                            
                       ROXIE
What?
                                                            
                       CHARLIE (cont'd)
      (sighs)
Whenever I feel threatened, or I'm
under great stress, the
testosterone levels in my body
would increased ten times that of
a normal human being. Making me
that much more stronger than the
average man.
                                                            
                       ROXIE
Kinda like a natural steroid?
                                                            
                       CHARLIE
Exactly. When Colonel Traxler
discovered this, he took great
measures to harness my power. I
guess after no one could find you,
they saw me as the next best
thing.
                                                            
                       ROXIE
Okay, but why did you hide it from
us?
                                                            
He considers continuing on.
                                                            
SERIES OF SHOTS
                                                            
Charlie's flashbacks are shown as he tells Roxie his story.
                                                            
A) A barefoot teenage Charlie is sitting in a corner of his
room in the Project Diamond facility. He seems traumatized
when an ASIAN SCIENTIST of late-50s enters, finding him.
                                                            
The scientist is sympathetic as he sits next to Charlie and
embraces him; Charlie returns the embrace, holding him
tighter as he cries.
                                                            

45.

                       CHARLIE (VO)
Like you, I also found my
surrogate father when I was
fifteen. His name was Doctor Wen
Zhang, a scientist from Hong Kong.
He cared for me when everyone else
treated me like an animal.
                                                            
B) For another visit, Dr. Zheng brings Young Charlie a tray
with a large portioned dinner. He sits with Charlie as the
boy eats; they talk and laugh - signs of Charlie's comfort
with him.
                                                            
                       CHARLIE (VO)
He'd bring me food and talk to me,
and I'd look forward to each visit
from him as I grew older.
                                                            
C) On another day, Dr. Zheng is teaching an older Charlie
some Tai Chi movements, and meditation techniques. Charlie
is an astute learner.
                                                            
                       CHARLIE (VO)
Eventually Dr. Zheng, or Sifu as I
started to call him, taught me to
suppress my rage using Tai Chi and
meditation. And it was working.
                                                            
D) COLONEL TRAXLER and some soldiers now have an adult
Charlie in front of a LARGE TANK OF WATER. Traxler says
something, implying this is a punishment, and Charlie's head
is dunked in the water soon after.
                                                            
                       CHARLIE (VO)
Six months ago, Traxler caught me
eavesdropping on Astor's meeting
about his plans. He had his men
try to drown me as punishment.
                                                            
Charlie's head is dunked repeatedly, nearly drowning him,
when Dr. Zheng enters the room to protest. Zheng's words to
convince Traxler proves futile, then suddely Charlie goes
Berzerk - letting out a PRIMAL SCREAM before taking out
everyone one in the room.
                                                            
                       CHARLIE (VO)
Sifu tried to stop them, but it
was too late; I had turned. I went
crazy, and began killing everyone
in the room.
                                                            

46.

Traxler quickly escapes the room, locking Zheng in with
Charlie. Charlie is seeing red as he tosses soldiers around
and punches them.
                                                            
Zheng makes the mistake of getting close to calm his son
down, but Charlie suddenly hits him with a HAYMAKER punch.
Zheng hits the floor, dead.
                                                            
                       CHARLIE (VO)
Traxler got out, locking Sifu in
with me, a monster. Sifu tried to
calm me down, but suddenly, I hit
him without knowing. I killed
him...
                                                            
A remorseful Charlie watches before slowly fainting.
                                                            
BACK TO SCENE
                                                            
Charlie is now standing by the window as he continues
speaking; Roxie is listening sympathetically.
                                                            
                       CHARLIE (cont'd)
With my powers, I killed the only
person I could call my father. My
only real friend.
      (beat)
The reason why I am the way I am
is because I don't want to repeat
that mistake. I mean, I'm a
killing machine; I've been taught
Krav Maga, Jiu Jitsu, Aikido - you
name it, I know it!
                                                            
                       ROXIE
No, I-I understand...
                                                            
                       CHARLIE
      (beat; tearing up)
Roxie, whatever I am... it scares
me...!
                                                            
Roxie quickly walks over to him as he starts tearing up.
                                                            
                       ROXIE
      (softly)
Don't worry. I'm here for you.
                                                            
                       CHARLIE (cont'd)
... I'm afraid that I'll lose
control, and hurt you...! I care
about you, Roxie. I love you.
                                                            

47.

Not knowing what to say, Roxie simply hugs him, holding him
tightly for a few moments. Then she lets go, wiping his
tears away before kissing him; she musters a sweet smile at
him afterwards. Charlie looks into her eyes, barely able to
smile back.
                                                            
INT. LUC'S APARTMENT, LIVING ROOM - MINUTES LATER
                                                            
Berkeley & Cera are drinking beer with Luc in a dirty living
room, with a garbage barrel lit in the middle. They seem to
be well-acquainted when Roxie walks out of the bedroom, with
Charlie following behind. Luc quickly takes notice, nervous
to see him.
                                                            
                       CHARLIE
      (noticing)
It's okay. I'm sorry if I hurt you
today.
                                                            
Luc relaxes, accepting his apology through body language.
                                                            
                       BERKELEY
      (to Charlie)
Hey, kid. You okay?
                                                            
                       CERA
      (smiling)
Yeah, man, you kinda scared us
going Incredible Hulk earlier!
                                                            
                       CHARLIE
Um... yeah, sorry. My powers are
enhanced by rage. 'Only drawback
is that I'm temporarily left
powerless after each time, leaving
me weak.
                                                            
                       CERA
Well, that sucks.
                                                            
                       LUC
      (to Charlie)
You're a Product, aren't you?
                                                            
                       CHARLIE
      (re: Roxie)
Yes. We both are.
                                                            
                       LUC
      (smiling)
I knew it. Only a Product could be
so fast! How's your head, my
friend?
                                                            

48.

                       CHARLIE
It's fine now, thank you. But,
boy, that migraine... that was
something else. I had this weird
vision.
                                                            
                       ROXIE
What about?
                                                            
                       CHARLIE
I'm not sure but it felt like a
glimpse of the future. I saw a
woman, business-type of middle
age, and a group of young people
wearing black...
                                                            
                       LUC
Oh no...
                                                            
                       ROXIE
What, you know these people, Luc?
                                                            
                       LUC
Yes. The woman in your vision was
Marielle Laroche, a... how do you
say? "Fashionista turned weapons
designer".
                                                            
                       CHARLIE
What about the group in black?
                                                            
                       LUC
That would be The MetaPSIs, her
personal bodyguards.
                                                            
                       BERKELEY
"MetaPSIs"?
                                                            
                       LUC
Products with psychic abilities.
                                                            
                       CERA
That doesn't sound so good...
                                                            
                       LUC
Charlie, if you say this vision
felt like one of the future, then
that means Laroche knows you're
here by now. And that is not good
for us!
                                                            

49.

                       BERKELEY
Wait, what do you mean? How do
these people even know about him?
                                                            
                       LUC
I'm a Product and so is everyone
else in this building. Helene, a
member of The MetaPSIs, is a
clairvoyant who specializes in
finding other Products. If she
managed to find your friend as
soon as he arrived, then that
means they must have a special
interest in him.
                                                            
                       ROXIE
That doesn't make sense though.
I'm a Product too, but nothing
happened to me.
                                                            
                       LUC
I don't know, but you all should
come with me. Now!
                                                            
Everyone follows Luc out of the apartment.
                                                            
INT. APARTMENT COMPLEX, HALLWAY
                                                            
The group follows Luc as he leads them through the hallways,
passing by various apartments similar to his own. The Mercs
and The Products look around, finding various other Products
with some kind of disfigurations. Some alone, some with
families of their own. And some looking back, with pain in
their eyes.
                                                            
                       CHARLIE
      (softly)
Luc, what happened to these
people?
                                                            
                       LUC
      (in French)
Malfaçon.
                                                            
                       ROXIE
What's that?
                                                            
                       LUC
You know how you go to a store,
and buy something that turns out
bad?
                                                            

50.

                       CERA
What, like a defect?
                                                            
                       LUC
Yes, that is precisely what we
are. Here in France, our goverment
wanted to duplicate the Diamond
Serum from America. They created
the Phoenix Serum. But it was like
playing a game of chance; for
every good Product, there were
several defects.
                                                            
                       ROXIE
Your deformities came from the
serum?
                                                            
                       LUC
We look this way because the
scientists believed it was a good
idea to use radioactive materials.
I guess they had read too many
comic books. So when they saw the
results of their work, they
thought it was better to execute
us, and hide the evidence. As you
can see, some of us escaped. We've
been hiding for a long time now,
but Laroche has sent out The
Exterminators to find us. They
were the ones rummaging through
that plane earlier.
                                                            
                       BERKELEY
Let me guess: these "MetaPSIs" are
the sweeper team that comes in,
when The Exterminators can't get
the job done?
                                                            
They stop outside a door.
                                                            
                       LUC
Yes. And they've already killed
some of us.
                                                            
Luc leads them through the door.
                                                            
INT. ADDISON'S APARTMENT
                                                            
The apartment is large, and we see several DEVICES and
APPLIANCES receiving power from a couple of GENERATORS in
the area. Everything has a scientific look and feel, and
whoever lives here has taken steps to renovate a bit.
                                                            

51.

Luc leads the group into the apartment.
                                                            
                       LUC
Addison! Addison, where are you?
                                                            
                       ADDISON (OS)
Coming!
                                                            
From around the corner comes DR. MARCUS ADDISON, wearing a
lab coat. Addison, early-30s, is a young British scientist
living with the Defects. At first glance, he may come off as
a bit awkward, but he can become likable if given the
chance.
                                                            
                       ADDISON
Uh... Hi.
      (smiling; to group)
Hello! What can I do for you?
                                                            
                       LUC
Everyone meet Doctor Marcus
Addison, our resident doctor.
                                                            
                       ADDISON
      (nodding)
How do you do?
                                                            
                       ROXIE
Hi, I'm Roxie. This is Charlie,
and that's Berkeley and Cera.
                                                            
Addison shakes hands with all of them.
                                                            
                       ADDISON
Please, come in - make yourselves
at home. Sorry for the mess.
                                                            
With a lack of furniture, everyone finds a chair to sit in.
                                                            
                       ADDISON (cont'd)
So, what brings you all here?
                                                            
                       LUC
We need a suppressant.
                                                            
                       ADDISON
But I just gave you one this
morning, Luc.
                                                            
                       LUC
Not for me. For Charlie and Roxie.
                                                            

52.

                       ROXIE
Whoa, whoa, what the hell is a
suppressant!?
                                                            
                       LUC
Its a daily vaccine we take, that
suppresses the migraines Products
suffer from, and prevents the
MetaPSIs from tracking us
psychically.
                                                            
                       ROXIE
      (getting up)
Luc, you didn't mention anything
about needles!! What the hell - I
hate needles!!
                                                            
                       CERA
Roxie, sit down! You've been
having mood swings for a while now
and it's starting to get annoying!
Chill out.
                                                            
All eyes are on Roxie, as she slowly gets back to her seat:
                                                            
                       ROXIE
I'm just saying...
                                                            
                       CERA
      (to Addison)
Anyways, if Luc says it's
necessary, do you think you can
help us?
                                                            
                       ADDISON
Well, I wish I could, but I lost a
bagful of supplies while fleeing
Exterminators on a run today.
Without those supplies, I can't
make the vaccine.
                                                            
                       ROXIE
Well, so much for that --
                                                            
                       BERKELEY
What if we got the bag back?
                                                            
                       ADDISON
If you could get the bag, then I
will certainly make the
suppressant out of gratitude.
                                                            

53.

                       BERKELEY
      (getting up)
Then, it's settled.
                                                            
Everyone gets up.
                                                            
                       ADDISON
Wait, you're not seriously going
out there, are you? I mean, The
Exterminators are on full alert
tonight!
                                                            
                       BERKELEY
Look, our friend's life is at risk
here. Just tell us where you left
the bag, and we'll find it.
                                                            
                       ADDISON
I stashed it in a second floor
classroom, in a grade school about
fifteen blocks west from here. But
it's too dangerous out there - I
suggest waiting until dawn at
least!
                                                            
                       CERA
Trust me, Doc, shit hits the fan
for us, no matter what time it is.
                                                            
The group begins to exit, but Roxie stays behind with
Addison.
                                                            
                       ROXIE
      (softly)
Hey, Doc? Can I talk to you for a
second?
                                                            
                       ADDISON
Um... yeah, sure. Follow me.
                                                            
She follows him back to where he was originally.
                                                            
EXT. ADDISON'S APARTMENT - SAME
                                                            
Luc and the rest of the group step out into the hallway.
                                                            
                       BERKELEY
Well, we're gonna need some
weapons if we're gonna do this...
                                                            
                       CERA
Yeah.
                                                            

54.

                       LUC
No worries, follow me.
                                                            
Luc leads them further down the hallway, down to another
door.
                                                            
INT. ADDISON'S LABORATORY
                                                            
This is really Addison's bedroom, converted into his lab -
with various equipment proving so. Roxie follows Addison
inside, noticing his cot off to a corner:
                                                            
                       ROXIE
This is your bedroom?
                                                            
                       ADDISON
Actually this is my laboratory.
But I see why you would think the
former, seeing how my bed is still
here.
                                                            
Addison chuckles at his own joke; Roxie feigns amusement.
They sit in chairs across from each other.
                                                            
                       ADDISON
So, what did you want to talk
about?
                                                            
                       ROXIE
      (sighs)
Well, um... I don't know what's
going on but there's been some
things happening with me lately.
                                                            
                       ADDISON
What do you mean?
                                                            
                       ROXIE
I've been vomiting; I puked once
on a plane, and twice since being
here. I've been exhausted and I
don't know why. And as you saw
just now, I've really been having
mood swings. And it's been over
little stuff.
                                                            
                       ADDISON
Hmm... when was your last period?
                                                            
Roxie is confused with the question. Addison then moves over
to a drawer, and takes out a small futuristic-looking
SCANNER with an LCD SCREEN on it. He turns it on.
                                                            

55.

                       ADDISON
Take off your shirt.
                                                            
                       ROXIE
      (taken aback)
Excuse me?
                                                            
                       ADDISON
Roxie, I used to work on Project
Phoenix here. Part of my job was
to ensure the pregnancies of the
donors. What you've just told me
sounds like the symptoms of one.
                                                            
INT. ARMORY APARTMENT - SAME
                                                            
Luc opens the door, and picks up a FLASHLIGHT from a nearby
table. He shines a light, revealing various caliber PISTOLS
AND RIFLES throughout the apartment. The weapons are stored
neatly along the wall, while the ammunitions are stored in
some boxes nearby.
                                                            
                       CERA
      (smiling)
Holy shit -- an armory-apartment!
      (to Berkeley)
I love Paris.
                                                            
                       LUC
Take your pick, boys.
                                                            
It's like an early Christmas for the mercenaries --
especially Cera -- as they pick up a flashlight of their
own, and head to their weapon of choice.
                                                            
INT. ADDISON'S LABORATORY - SAME
                                                            
Roxie looks at the doctor, bewildered:
                                                            
                       ROXIE
But I only had sex once, two days
ago -- I-I can't be pregnant...!
                                                            
                       ADDISON
It never hurts to take
precautions. It'll be a quick scan
and then you'll know.
                                                            
                       ROXIE
Yeah, but what if I'm not
pregnant? What if it's something
worse?!
                                                            

56.

                       ADDISON
I won't know until I've scanned
you. It'll only take a minute, I
promise.
                                                            
Roxie thinks it over for a moment before taking off her
shirt, leaving her bra on.
                                                            
                       ROXIE
Fine, do it.
                                                            
Amazed at her figure, Addison tries to keep his composure as
he activates the scanner and begins the process - scanning
Roxie from head to toe and very thoroughly.
                                                            
INT. ARMORY APARTMENT
                                                            
Browsing around, Berkeley has grabbed an FN FAL ASSAULT
RIFLE, a SIG P226 PISTOL, and a few MAGAZINES. Cera has
picked an XM8 ASSAULT RIFLE, an H&K UCP PISTOL, and some
magazines as well. He notices Berkeley's choice of weapon.
                                                            
                       CERA
Aw, come on, Bro -- an FAL?
Really?
                                                            
                       BERKELEY
What? I like the old-school guns.
                                                            
                       CERA
Bro, it's twenty-twenty-one...
                                                            
                       BERKELEY
What's your point?
                                                            
                       CERA
I mean, look at Charlie, he has
the right idea.
                                                            
Berkeley looks over at Charlie, who's holding an H&K G36
ASSAULT RIFLE WITH A DRUM MAGAZINE.
                                                            
                       CERA (cont'd)
At least his gun looks scary.
                                                            
                       BERKELEY
Whoa! No, no, no -- Charlie, put
that down.
                                                            
Berkeley takes the gun off his hands and replaces it on the
wall.
                                                            

57.

                       CHARLIE
What? I'm coming with you.
                                                            
                       BERKELEY
No, you're not. If these MetaPSIs
are really looking for you, then
it's best to keep you out of
sight.
                                                            
                       CHARLIE
That's cow manure!
                                                            
                       CERA
      (taken aback)
"Cow manure"? You mean bullshit?
                                                            
                       CHARLIE
Yeah!
                                                            
                       BERKELEY
Look, I appreciate you wanting to
help, but it's best that you stay.
Trust me.
                                                            
                       CHARLIE
      (sighs)
Fine.
                                                            
They all start heading out.
                                                            
                       BERKELEY
Luc, do these guns work?
                                                            
                       LUC
Yes, they were taken from dead
Exterminators.
                                                            
                       CERA
Where's yours?
                                                            
                       LUC
Oh, I don't like guns. I prefer to
run, not fight. It lets me live
longer.
                                                            
Cera smiles in response as they leave the armory. Luc closes
the door behind.
                                                            
INT. ADDISON'S LABORATORY - SAME
                                                            
Roxie puts her shirt back on when Addison finishes the scan.
He makes a button press then watches the screen.
                                                            

58.

                       ROXIE
What's the result?
                                                            
He slowly nods as he hands the scanner for her to see.
                                                            
                       ADDISON
Congratulations...?
                                                            
                       ROXIE
      (thinking aloud)
I can't believe it...
                                                            
                       ADDISON
You said you're a Product, right?
What's your special ability?
                                                            
                       ROXIE
Rapid healing.
                                                            
                       ADDISON
That might explain it. You see, an
embryo usually takes about eight
weeks to develop into a fetus.
It's a typically slow process just
like how the human body heals
itself from injuries. But given
your ability, your body has
probably skipped maybe two or
three weeks into the pregnancy,
out of confusion, and the embryo
is probably halfway to becoming a
fetus by now.
                                                            
                       ROXIE
That's insane...
      (noticing)
Wait, Doc, what's that light
blinking?
                                                            
He curiously takes a look as she points on the screen.
                                                            
INSERT - LCD SCREEN
                                                            
We see the fetus but in the middle of it is a light that
slowly blinks.
                                                            
BACK TO SCREEN
                                                            
Addison seems a bit horrified by this discovery.
                                                            
                       ADDISON
      (under his breath)
Oh no!
                                                            

59.

                       ROXIE
      (beat)
Doc, what's wrong?
                                                            
                       ADDISON (cont'd)
I've seen that before. Roxie,
that's a self-destruct device; all
the VIPs have it!
                                                            
                       ROXIE
Huh? "VIPs"? What are you talking
about?
                                                            
                       ADDISON
Very Important Products. Basically
all of the Products that are meant
to serve a higher purpose, have an
explosive device lodged inside of
them in case they decide to rebel.
Roxie, you're literally a walking
bomb!
                                                            
                       ROXIE
And that thing is just sitting
there next to my unborn child!?
Can't we just take it out?!
                                                            
                       ADDISON
I'm sorry but you would have to go
to the source in order to remove
it. Tampering with it will set it
off. I am truly sorry...
                                                            
                       ROXIE
      (beat)
Just do me a favor. Please don't
tell anyone about this. Especially
Charlie.
                                                            
He slowly nods in agreement as a dismayed Roxie slowly walks
out of the apartment.
                                                            
EXT. APARTMENT COMPLEX
                                                            
Roxie, Luc, and the Mercs are outside the back of the
apartment complex. Berkeley & Cera are sitting on DIRTBIKES
and holding HELMETS.
                                                            
                       LUC
Lucky for you two, we found these
motorbikes just the other day.
It's should be useful to the job.
I'm going to take us through the
safest, Exterminator-free routes
            (MORE)

60.

                       LUC (cont'd)
that I know so try to keep up.
                                                            
The Mercs start their bikes.
                                                            
                       CERA
      (smiling)
You sure you don't wanna hop on,
Rox?
                                                            
                       ROXIE
I'm a F.R.O.G., remember?
                                                            
                       CERA
      (scoffs)
Right!
                                                            
                       ROXIE
Where's Charlie?
                                                            
                       BERKELEY
I told him to stay. Keep himself
out of sight.
                                                            
                       ROXIE
That makes sense. Okay, then I'll
run with Luc. You guys know where
to meet us. Good luck.
                                                            
Berkeley & Cera put on their helmets and ride off. Luc and
Roxie, run off in the same direction, branching off into
their own path.
                                                            
 
EXT. STREETS OF PARIS - NIGHT
                                                            
Berkeley & Cera are riding through the empty city streets,
following Luc & Roxie up on the rooftops, who lead them
through various shortcuts.
                                                            
With his speed, Luc is proving that he is indeed a Product
as he vaults, slides, and rolls past various obstacles. Even
Roxie seems impressed by his skill as she follows him along.
It's a very acrobatic display as they make their run.
                                                            
Elsewhere, far from the action, we see The MetaPSIs
following a large group of Exterminators in the middle of
the empty streets as they search through various buildings.
                                                            
INT. LUC'S APARTMENT, LIVING ROOM - SAME
                                                            
Charlie is in mid-meditation when Addison walks in, he
knocks on the door getting Charlie's attention.
                                                            

61.

                       ADDISON
I'm sorry. It's Charlie, right?
                                                            
                       CHARLIE
Yes.
                                                            
                       ADDISON
Would you like a cup of tea?
                                                            
                       CHARLIE
      (bewildered)
Uh... sure...?
                                                            
                       ADDISON
Well, come on then.
                                                            
Charlie gets on his feet and follows him out.
                                                            
EXT. STREETS OF PARIS
                                                            
The MetaPSIs are following behind a large group of
Exterminators as they scour the streets.
                                                            
                       RENAUD
      (French; subtitled)
Helene?
                                                            
                       HELENE
      (French; subtitled)
Yes, Renaud?
                                                            
                       RENAUD
      (French; subtitled)
Why would Mother suddenly want a
Product alive, when she's ordered
every other Product we've found
killed?
                                                            
                       HELENE
      (French; subtitled)
She sees value in this one.
                                                            
                       HENRI
      (French; subtitled)
Does Mother not see value in us,
Sister? Does she not love us
anymore?!
                                                            
                       HELENE
      (French; subtitled)
Henri, don't be ridiculous - of
course Mother loves us! This
particular Product is only of
            (MORE)

62.

                       HELENE (cont'd)
special interest. That is all.
                                                            
INT. ADDISON'S APARTMENT
                                                            
Charlie is sitting in the living room when Addison enters
from the kitchen, with two MUGS in hand. He hands one to
Charlie before taking a seat near him. Charlie takes a sip.
                                                            
                       ADDISON
There you go.
      (smiling)
Yes, I know; "an Englishman
drinking tea - how cliché is that,
right?" But, to be honest, I find
Chamomile tea rather soothing.
                                                            
                       CHARLIE
I guess...
                                                            
EXT. STREETS OF PARIS - SAME
                                                            
Berkeley & Cera continue following Roxie & Luc as they keep
running across the rooftops, nearing the school as it
becomes more visible along the way.
                                                            
However, as they pass an intersection, neither of them
realize that they've just alerted a nearby group of
Exterminators within the vicinity. The Exterminators quickly
follows them now, maintaining stealth.
                                                            
INT. ADDISON'S APARTMENT
                                                            
There's an awkward silence now as Charlie and Addison
continue drinking their tea.
                                                            
                       ADDISON
      (noticing)
You're... not much of a talker,
are you?
                                                            
                       CHARLIE
I'm sorry, it's that... I've been
under a lot of stress lately.
                                                            
                       ADDISON
I understand. Being forced to go
into hiding can take a toll on
you.
                                                            

63.

                       CHARLIE
How do you do it? I mean, you seem
like you don't have a thing to
worry about. No one here does.
                                                            
                       ADDISON
That's where you're wrong, Mate.
Everyone here is afraid of tonight
being their last night alive. Even
I am in the cross-hairs just by
association. Only reason why we
don't seem afraid is because we've
learned to hide it.
                                                            
                       CHARLIE
I haven't been out long enough to
learn that yet.
                                                            
Charlie takes another sip.
                                                            
EXT. PARISIAN GRADE SCHOOL
                                                            
Luc & Roxie climb down from a balcony across from an
elementary school as Berkeley & Cera park their motorcycles
outside, and shut the engines off. The two take off their
helmets and place them on the bikes as Roxie & Luc join
them.
                                                            
The school itself seems a reflection on the current state of
Paris: dark and completely deserted.
                                                            
                       LUC
This is the school Doctor Addison
was talking about.
                                                            
                       ROXIE
Alright. Let's go find that bag.
                                                            
As they begin to head inside, we notice the band of
Exterminators off in the distance, watching. One of them
holds up a TWO-WAY RADIO to his mouth.
                                                            
                       EXTERMINATOR #3
      (French; subtitled)
There's four of them, just went
into a school. Hurry.
                                                            
INT. PARISIAN GRADE SCHOOL
                                                            
The school is dark and in shambles as our heroes walk in,
shining FLASHLIGHTS as they look around.
                                                            

64.

                       BERKELEY
Addison said his bag was in an art
classroom on the second floor.
Let's split up and look around.
We'll meet back here in fifteen
minutes.
                                                            
They head upstairs and break off into their own routes.
                                                            
EXT. STREETS OF PARIS - SAME
                                                            
As the MetaPSIs and Exterminators continue to scour the
streets, its not long before we can see them coming up on
the Products' apartment complex. Sylvie quickly notices the
garbage fires, indicating a presence:
                                                            
                       SYLVIE
      (French; subtitled)
Helene, I see fire! I think the
Product could be in there!
                                                            
                       HELENE
      (French; subtitled)
Good work, Sylvie. Everyone!
      (The Exterminators
       turn)
Set up a perimeter around that
apartment complex; our target may
be in there, and he will not go
down without a fight. We must
capture him by any means
necessary!
                                                            
Everyone prepares for an assault as they make their approach
to the building.
                                                            
INT. GRADE SCHOOL, 2ND FLOOR HALLWAYS
                                                            
We follow Berkeley as he searches around the hallways,
shining his light into various disheveled classrooms, but
not finding the right one. Eventually, he finds a classroom
that catches his attention. He opens the door and heads in.
                                                            
INT. CLASSROOM
                                                            
The first thing Berkeley notices as he walks in is that the
classroom is in perfect order. The desks are in place, the
books neatly shelved - its almost eerie, even for him.
                                                            
As he slowly looks around, the window suddenly catches his
attention. He walks over to it and we, along with him, get a
perfect view of the Eiffel Tower. However, it stands as more

65.

of a silhouette of itself than we're used to seeing. It
visibly affects Berkeley as he sheds a tear.
                                                            
FLASHBACK
                                                            
EXT. EIFFEL TOWER - DAY
                                                            
It's a beautiful sunny day out. There are many people,
tourists and locals alike, all passing by the tower on their
merry ways. Minding their own businesses when we see
Berkeley, this time as a civilian, with a beautiful French
BLONDE. This is SOLEIL, late-20s/early-30s, Berkeley's
fiancée.
                                                            
A beauty with a warm smile, Soleil poses as Berkeley takes
her picture near the tower.
                                                            
                       SOLEIL
      (smiling)
Thomas, let's take a picture
together!
                                                            
                       BERKELEY
      (smiling)
No, the cameraman always stays
behind the lens!
                                                            
She quickly heads over and snatches the camera away from
him.
                                                            
                       SOLEIL
      (smiling)
Well, Mister Cameraman, I want a
picture of the two of us before we
leave.
                                                            
                       BERKELEY
      (chuckles)
Okay then.
                                                            
He hugs her from behind as they pose together for a
self-portrait. Then he turns to her:
                                                            
                       BERKELEY
      (softly)
I love you, Soleil.
                                                            
                       SOLEIL
      (smiling)
I love you, Thomas.
                                                            
They kiss; he slowly places a hand on her stomach, hinting
to us that she's pregnant.
                                                            

66.

BACK TO SCENE
                                                            
INT. CLASSROOM
                                                            
Berkeley is quietly sobbing when Roxie finds him as she
enters the classroom.
                                                            
                       ROXIE
Hey, find anything?
      (noticing)
Berkeley? What's wrong...?
                                                            
He slowly turns, wiping away his tears.
                                                            
                       BERKELEY
Makes you think doesn't it? The
City of Lights, suddenly gone
dark?
                                                            
                       ROXIE
Yeah... kinda depressing...
                                                            
                       BERKELEY
      (pointing)
That tower over there represented
a new chapter for us. Soleil and I
were gonna have the perfect life
together.
                                                            
                       ROXIE
Who's Soleil?
                                                            
                       BERKELEY
My fiancée. I met her here in
Paris, right by the Eiffel Tower
four years ago.
                                                            
                       ROXIE
What happened?
                                                            
                       BERKELEY
      (beat)
A month before I worked a contract
in Serbia, I was vacationing here
with Soleil. We were planning to
get married, and she wanted to
move to the US with me. On the day
she was gonna get her visa, we had
planned to meet at her favorite
restaurant to celebrate soon
after. I waited for her at the bar
when the bartender turned on the
TV; the news was on. Terrorists
had bombed the Embassy... Soleil
            (MORE)

67.

                       BERKELEY (cont'd)
was among thirteen casualties...
                                                            
Roxie simply gasps, sympathizing for Berkeley as he holds
back his tears.
                                                            
                       BERKELEY (cont'd)
She was six weeks pregnant, with
our first baby. I proposed to her
two days after she had told me.
I'd promised her the wedding of
her dreams...
      (turns to window)
...and now I look at that dark
tower, and can't think of a more
appropriate symbol for my life
now.
                                                            
                       ROXIE
... I am so sorry, Tom...
                                                            
Berkeley just stares out the window, trying to keep his
composure. Roxie gently clutches her stomach, remembering
her own pregnancy.
                                                            
EXT. APARTMENT COMPLEX - SAME
                                                            
The MetaPSIs and Exterminators are all forming a huge
perimeter around the building.
                                                            
INT. ART CLASSROOM
                                                            
Luc and Cera are searching the classroom. As Luc finds the
SMALL DUFFEL BAG under the teacher's desk, Cera curiously
heads over to the window.
                                                            
CERA'S POV
                                                            
He sees another group of Exterminators also forming a
perimeter around the school.
                                                            
BACK TO SCENE
                                                            
                       CERA
Oh shit. Luc, did you find the
bag?
                                                            
                       LUC
Yes --
                                                            
                       CERA
Then let's get the hell out of
here -- Exterminators are coming!
                                                            

68.

Luc carries the bag as they quickly leave the room.
                                                            
INT. HALLWAY
                                                            
Cera and Luc quickly run through the halls:
                                                            
                       CERA
Hopefully Rox and Berkeley aren't
too far!
                                                            
EXT. APARTMENT COMPLEX - SAME
                                                            
The MetaPSIs and armed Exterminators are prepared to assault
the building.
                                                            
                       HELENE
      (French; subtitled)
The target is a male! Well-built
and with no deformities! We need
him alive! Only him!
                                                            
Helene draws a pistol.
                                                            
INT. CLASSROOM
                                                            
Cera & Luc quickly find Roxie and Berkeley.
                                                            
                       CERA
Guys, we gotta go! We've got
company -- !
                                                            
A FLASHBANG GRENADE suddenly CRASHES through a window, and
lands on the floor nearby. Everyone quickly reacts as they
shield their eyes before the grenade EXPLODES.
                                                            
EXT. APARTMENT COMPLEX - SAME
                                                            
The Exterminators, having planted C4, BLOW OUT a wall on the
side of the building.
                                                            
INT. ADDISON'S APARTMENT - SAME
                                                            
Charlie & Addison, in mid-conversation, quickly react to the
explosion.
                                                            
                       CHARLIE
What was that?!
                                                            
                       ADDISON
I don't know - it sounded like a
bomb!
                                                            

69.

Suddenly, AUTOMATIC GUNFIRE(OS) can be faintly heard.
Charlie quickly gets to his feet.
                                                            
                       CHARLIE
That was gunfire! We've been
found!!
                                                            
They RUSH out of the apartment.
                                                            
INT. CLASSROOM
                                                            
Berkeley & Cera quickly draw their weapons as some
Exterminators RAPPEL and STORM through the windows. The two
BEGIN FIRING at their enemies:
                                                            
                       BERKELEY
ROXIE, LUC -- GET OUT OF HERE!!
                                                            
Roxie and Luc instinctively run out of the classroom.
                                                            
INT. APARTMENT COMPLEX, 1ST FLOOR
                                                            
On one side of the apartment complex, Exterminators are
opening fire on anyone they see; men, women and children all
being massacred senselessly.
                                                            
On another side, The MetaPSIs are taking everyone out, some
showcasing their powers.

- Helene is simply shooting all Products with her pistol.

- Sylvie phases through walls and obstacles as she catches
the runners and uses martial arts to either kill the adults
or injure them.

- Renaud is using his telekinesis to either create obstacles
in the Products' paths or just kill them with various
objects.

- Henri, clearly the psychopath of the group, gleefully uses
pyrokinesis to light anything or anyone on fire.
                                                            
INT. 5TH FLOOR, HALLWAYS
                                                            
Everyone emerge from their apartments in a panicked frenzy
as Charlie and Addison run through the hallway.
                                                            
                       CHARLIE
Addison, try to get everyone out
of here!!
                                                            
Addison nods and they split up.
                                                            

70.

Down the hall, Charlie soon encounters an Exterminator. He
quickly runs towards the Exterminator, and disarms him in a
lightning-fast move, taking his automatic weapon. Charlie
continues on, shooting down more Exterminators in his path.
                                                            
INT. GRADE SCHOOL, 2ND FLOOR HALLWAYS
                                                            
More Exterminators storm the hallways as Roxie and Luc
quickly make their way back out.
                                                            
Ahead of Roxie, Luc instinctively SLIDES past an
Exterminator, distracting him just as Roxie kicks off a
wall, and SUPERMAN-PUNCHES the Exterminator for the
knockout. They continue running, fighting off more
Exterminators as they make their way back downstairs.
                                                            
Elsewhere, Berkeley and Cera continue to shoot down more
Exterminators as they keep appearing. Using their own
tactics, the two mercenaries reload clips as fast as they
empty them, desperately making their way out. Soon, they
find a different stairwell to go down.
                                                            
INT. SCHOOL, 1ST FLOOR
                                                            
Having made it downstairs, Luc and Roxie quickly duck under
gunfire as they run towards the main entrance, escaping the
school.
                                                            
EXT. SCHOOL
                                                            
Outside the school, Roxie quickly disarms a nearby
Exterminator, taking a pistol, and firing at the other
Exterminators as she and Luc run for an alleyway.
                                                            
Berkeley & Cera emerge from a side exit, shooting down more
Exterminators as they make their way back to their
motorcycles. They hastily toss their helmets away and get on
the bikes, quickly PEELING OUT before anymore Exterminators
can catch up to them.
                                                            
EXT. ALLEY - SAME
                                                            
Luc and Roxie quickly climb up a fire escape, making their
way to the roof of a building.
                                                            
INT. APARTMENT COMPLEX, HALLWAYS
                                                            
Charlie continues shooting down more Exterminators until he
finds Renaud further down his path. They have a brief
stare-down, with Charlie recognizing him from his vision
until he fires at him.
                                                            

71.

Renaud quickly creates a psychic FORCE FIELD, shielding
himself from the bullets. A perplexed Charlie tries shooting
again but finds his gun to be empty. With no other options,
he quickly drops the weapon, and runs in the opposite
direction. Renaud chases after him, using his psychic powers
to BLOW OUT the walls, and create shortcuts.
                                                            
INT. APARTMENT COMPLEX, 1ST FLOOR
                                                            
Addison has a small group of Products with him. To our
surprise, he's having better luck on his end than Charlie
is; successfully avoiding the Exterminators as he leads his
group to safety. They duck into an empty apartment when they
notice two Exterminators at the far end of a hall.
                                                            
EXT. STREETS OF PARIS - SAME
                                                            
Roxie & Luc are up on the rooftops, and Berkeley & Cera are
down below as they race back through the Parisian streets.
                                                            
INT. APARTMENT COMPLEX, HALLWAYS
                                                            
Charlie is dashing through the hallways when he passes by a
wall that is suddenly blown out, knocking him back. He
quickly gets to back to his feet but Renaud appears. They
get into a brutal FISTFIGHT.
                                                            
The two Products toss each other around, punching and
elbowing each other. Charlie shows some prowess but still
finds himself overpowered. Renaud soon puts him in a sleeper
hold. Charlie struggles; it doesn't take long for his Rage
powers to kick in.
                                                            
Charlie begins to fight back - slamming Renaud into the wall
multiple times until they break through it.
                                                            
INT. APARTMENT
                                                            
On the ground, Renaud breaks his hold, allowing Charlie to
quickly get up. He attempts a kick that Renaud quickly
blocks. Renaud gets up but Charlie hammers away at him with
everything he's got. Eventually, Charlie THROWS Renaud
through another wall and into a bathroom, knocking him out.
Battered now and still in Rage mode, Charlie quickly leaves.
                                                            
INT. HALLWAYS
                                                            
Charlie continues running, CHARGING through the many
Exterminators that cross his path. Soon he runs into a
hallway that's been set ablaze. He turns around and find
Henri; Charlie quickly reacts to his setting the walls on
fire and runs, TACKLING Henri to the ground.
                                                            

72.

Henri tries to fight back, punching and kicking Charlie who
tosses him against the walls like a rag-doll. Charlie soon
knocks him out as well, and continues on downstairs.
                                                            
EXT. APARTMENT COMPLEX - SAME
                                                            
Addison and his group of Products have slipped out
unnoticed, quickly sneaking into the sewers through an open
manhole. Addison is the last one in before he closes the
manhole.
                                                            
INT. APARTMENT COMPLEX, 1ST FLOOR
                                                            
Charlie has finally made his way down, and to our surprise,
his Rage powers haven't worn off yet. He runs down towards
the main lobby, and finds a small group of Exterminators,
along with Sylvie as well.
                                                            
A stunned Sylvie quickly steps out of the way when Charlie
let's out his PRIMAL SCREAM, and CHARGES for the
Exterminators. He takes them all down with lightning-quick
moves, then sets his sights on Sylvie.
                                                            
Sylvie PHASES through Charlie's attempted kicks and punches,
hitting him back with everything she's got. Wearing him
down. However Charlie struggles to fight back, reacting to
every time Sylvie phases through him, overpowering her now
until Helene suddenly appears with a TRANQUILIZER GUN, and
fires a dart at his back.
                                                            
As Charlie slowly falls unconsciously to the floor, Renaud &
Henri, both battered and bruised, join up with the girls.
Both men are panting as well.
                                                            
                       HELENE
      (French; subtitled)
What happened, Brothers?
                                                            
                       RENAUD
      (French; subtitled)
Him! He is inhuman, not a Product!
                                                            
                       HENRI
      (French; subtitled)
I agree, it was like fighting with
a truck!
                                                            
                       HELENE
      (French; subtitled)
Well, now you have nothing to
worry about, Henri -- our friend
here will be out for a while.
                                                            

73.

                       SYLVIE
      (French; subtitled)
I've never seen such power! He
nearly took out all of us...!
                                                            
Helene gestures for more Exterminators to come in:
                                                            
                       HELENE
      (in French)
Hey! Take him back to the base!
                                                            
The MetaPSIs leave the building as some Exterminators enter,
and begin carrying Charlie out.
                                                            
 
EXT. PHOENIX COMPOUND - ESTABLISH - NIGHT
                                                            
There is a LARGE FORTIFIED AREA somewhere in the middle of
Paris, guarded by several Exterminators nearby. It can come
off as a total surprise that this area hasn't been noticed
by anyone until now.
                                                            
The compound gates open up allowing passage for a SMALL
CONVOY to enter the area.
                                                            
INT. BLACK ROOM
                                                            
Laroche is standing in front of the monitors, watching the
news coverage on Metro City, which makes it seem as if it's
been ravaged by a war when Helene walks into the room.
                                                            
                       HELENE
      (French; subtitled)
Mother, we have him.
                                                            
                       LAROCHE
      (French; subtitled)
I know.
                                                            
Helene is confused by her confidence.
                                                            
                       HELENE
      (French; subtitled)
How -- ?
                                                            
                       LAROCHE
      (French; subtitled)
You've never failed me, Helene.
Where is he now?
                                                            
                       HELENE
      (French; subtitled)
In one of the interrogation rooms.
                                                            

74.

                       LAROCHE
      (French; subtitled)
Take me to him.
                                                            
Laroche follows Helene out.
                                                            
EXT. APARTMENT COMPLEX - MINUTES LATER
                                                            
Addison and his small band of Products are sitting outside
of the apartment complex, in the wake of The MetaPSIs'
attack. First Roxie & Luc arrive, then Berkeley & Cera. The
four of them seem perplexed as Addison looks up at them,
almost as if in shock.
                                                            
                       LUC
What happened?
                                                            
                       ADDISON
The MetaPSIs... They-they found us
and destroyed everything, and...
killed everyone in sight...!
                                                            
Roxie is panicked as she searches among the crowd and the
debris:
                                                            
                       ROXIE
Charlie?! Charlie, where are you!?
CHARLIE!!
      (walking up)
Addison, where's Charlie?
                                                            
He looks up at her, unable to answer. She senses something
wrong, something she'd rather not know.
                                                            
                       ROXIE (cont'd)
Where is he, Addison?
                                                            
Addison still can't bring himself to tell her. In a fit of
anger, Roxie suddenly grabs the frail doctor by the shirt,
lifting him off his feet. Everyone notices:
                                                            
                       ROXIE
Goddammit, where's Charlie!?
                                                            
                       BERKELEY
Roxie, let him go.
                                                            
Reluctantly, she drops him to the ground.
                                                            
                       ROXIE
      (pacing around)
They took him, didn't they? DIDN'T
THEY!?
                                                            

75.

                       ADDISON
      (beat)
Yes... I'm sorry.
                                                            
Roxie doesn't want to hear it as she continues pacing
around, fuming.
                                                            
                       CERA
      (to Addison)
How many were there?
                                                            
                       ADDISON
Dozens, maybe more - I don't know.
I managed to escape before they
could see me.
                                                            
                       ROXIE
You deserted him?!
                                                            
                       ADDISON
      (pleadingly)
No! He told me to gather as many
people as I could, and to find a
way out. It was only then that I
saw The Exterminators carry him
out while he was unconscious.
                                                            
                       ROXIE
And you didn't do anything. I
should kill you, Addison!
                                                            
                       BERKELEY
Roxie, calm down --
                                                            
                       ROXIE
I can't - I'm pregnant!
                                                            
Roxie immediately realizes what information she just let
slip while the rest of the group quickly catch on.
                                                            
                       CERA
Wait, what?
                                                            
                       ROXIE
I'm pregnant. And Charlie's the
father. I'm about four weeks
along.
                                                            
                       CERA
Four weeks? You've only known him
four days!
                                                            

76.

                       ROXIE
It's my healing ability! According
to Addison, it's confusing my body
- making it think I'm more
pregnant than I actually am!
                                                            
                       CERA
      (to Addison)
Is that even possible?!
                                                            
                       ADDISON
This is the first case of a
Product pregnancy I've ever
encountered. It's only a matter of
time before Roxie gives birth to
her child.
                                                            
                       BERKELEY
You make it sound like it's a bad
thing.
                                                            
                       ADDISON
Well, that's because it could be.
Never in the history of Project
Phoenix, Diamond nor any other
facility has there ever been a
child conceived by two Products.
Roxie's baby could either inherit
Charlie's or Roxie's abilities. Or
it could develop a new set of
powers entirely it's own. But,
that is all an assumption, of
course.
                                                            
                       ROXIE
Look, all I know is that I'm not
raising this kid by myself. We're
gonna rescue Charlie tonight!
                                                            
Roxie heads into the building, the rest follow her inside.
                                                            
INT. INTERROGATION ROOM
                                                            
An unconscious Charlie is handcuffed to a metal chair with
an empty metal table in front of him. There are 4
Exterminators in the room, each one posted at a corner of
the large room, and aiming AUTOMATIC WEAPONS at him when he
slowly wakes up.
                                                            
Charlie slowly takes in his surrounding when Laroche and The
MetaPSIs enter the room. Suddenly, Charlie is hit with a
migraine; he reacts to it.
                                                            

77.

FLASHCUT
                                                            
CHARLIE'S POV
                                                            
His vision is blurred, as if blinded by a bright light
inside a white room when Laroche slowly becomes visible,
never showing signs of threat as she studies him up close,
amazed.
                                                            
BACK TO SCENE
                                                            
Laroche nods to Helene who then approaches Charlie, and
injects his neck with a SERUM. Afterwards, she returns to
Laroche's side. Charlie simmers down.
                                                            
                       LAROCHE
There, that should help with the
pain.
                                                            
                       CHARLIE
      (panting)
Who are you? What do you want from
me?
                                                            
                       LAROCHE
      (French; to
       Exterminators)
You all can leave now.
                                                            
The Exterminators exit the room.
                                                            
                       LAROCHE (cont'd)
      (to Helene)
You too.
                                                            
Helene looks at her, hesitant to leave but does so anyway,
gesturing her siblings to follow suit. Laroche waits for the
door to close, then pulls up a chair to sit across her
captive.
                                                            
                       LAROCHE
Your name is Charlie, correct?
Product number 38541?
                                                            
Charlie doesn't answer.
                                                            
                       LAROCHE (cont'd)
I know everything about you,
Charlie. I know that you cannot
sleep at night, preferring to
meditate for long periods instead.
How your only source of comfort in
the world was a Chinese doctor
named Wen Zhang, but you
            (MORE)

78.

                       LAROCHE (cont'd)
ultimately killed him. And that
there is a girl, somewhere in
Paris right now, that you're quite
fond of.
                                                            
                       CHARLIE
I don't know what you're talking
about...
                                                            
                       LAROCHE
I know of the visions you've been
having, Charlie. Visions of me.
                                                            
                       CHARLIE
You couldn't possibly --
                                                            
                       LAROCHE
But I do. You and I have a bond,
Charlie. A special bond.
                                                            
                       CHARLIE
      (beat; realizing)
You're a Product. A psychic
Product...?
                                                            
She slowly nods before lowering the collar of her shirt, and
revealing a TRACK MARK on her neck, from an auto-injector.
                                                            
                       LAROCHE
I am a telepath. And I also
possess telekinetic abilities. But
no one here knows of it; not even
my MetaPSIs. Helene - the girl who
injected you - believes she found
you through her clairvoyance. But
it was I who put that vision in
her mind, because I knew you were
coming.
                                                            
                       CHARLIE
What about the visions of you? Did
you do that?
                                                            
                       LAROCHE
      (smiling)
Yes. The visions were my way of
communicating with you. Charlie...
      (softly)
... I am your mother. Your real
mother.
                                                            
Charlie reacts to her words in shock, quickly looking away.
                                                            

79.

                       CHARLIE
No, you're lying!
                                                            
                       LAROCHE
      (getting up)
It's true, you are my flesh and
blood -- my child.
                                                            
She heads over to him, crouching to his side and placing a
hand on his cheek, getting him to face her.
                                                            
                       LAROCHE (cont'd)
Charlie, you were born here in
Paris, but was taken from me soon
after.
                                                            
                       CHARLIE
How?! Why?!
                                                            
FLASHBACK
                                                            
SERIES OF SHOTS
                                                            
A) We're in a dark hotel room. There is an OLDER MAN of
late-fifties, wearing a bathrobe, sitting in front of a TV
with the news on. A YOUNGER MARIELLE LAROCHE emerges from
the shadows, wearing DARK STEALTH ATTIRE, holding a SILENCED
PISTOL to the back of the man's head.
                                                            
                       LAROCHE (VO)
When I was twenty-one, I fled
during an assignment to kill a
diplomat.
                                                            
As she's readying to kill the man, she notices something on
the TV that takes over her attention. On the news is footage
of a country ravaged by an earthquake; families mourning
loved ones and children starving on the streets. Laroche
shows sympathy, before quietly slipping out of the room
moments later, revealing the man to be asleep.
                                                            
B) On a sunny day, Laroche is sitting in a Cafe, reading a
book when she slowly looks up, meeting the gaze of a
handsome AFRICAN-FRENCHMAN sitting a few tables away. He
slowly smiles at her; she blushes as she shyly looks away.
He makes his way to her.
                                                            
                       LAROCHE (VO)
Suddenly I wanted to live a normal
life, as a young woman studying
the arts in a university. Then, I
fell in love with a man named
Sebastian Laroche, whom I married.
            (MORE)

80.

                       LAROCHE (cont'd)
This man was your father.
                                                            
C) The two are married in a small ceremony at a church;
Laroche looks happier than anyone has probably ever seen
her.
                                                            
                       LAROCHE (VO)
I had no last name of my own, so
when I took his I thought I could
finally disappear forever... but I
was wrong.
                                                            
D) Inside an apartment, Laroche is holding a newborn Charlie
in her arms with Sebastian standing by her side. They're
surrounded by troops from the French Army, who aim guns at
them.
                                                            
                       LAROCHE (VO)
One week after you were born, the
French military had found me.
Sebastian tried to fight them off
to protect us, but he was shot
before my eyes.
                                                            
As it plays out, Sebastian is shot in the head by the
Commanding Officer, after trying to fight off the soldiers.
The Commanding Officer of the unit says something to
Laroche, then aims his pistol at the baby. A scared Laroche
pleads with him.
                                                            
                       LAROCHE (VO)
One of the soldiers presented me
an ultimatum: allow them to take
you from me, and do as they say,
or we would both be killed. As
difficult as it was, I chose the
former.
                                                            
The Commanding Officer takes Baby Charlie away from Laroche,
and orders his troops to escort her out of the apartment.
                                                            
BACK TO SCENE
                                                            
                       LAROCHE (cont'd)
Because of my background in
fashion, my business was used as a
front for their operations,
eventually leading me to take over
a weapons facility. But I always
thought of the son that was taken
from me. I tried to communicate
with you through your visions, but
every dose of that suppressant
            (MORE)

81.

                       LAROCHE (cont'd)
they used for your migraines would
block me out.
                                                            
                       CHARLIE
What do you want from me?
                                                            
                       LAROCHE
      (smiling)
Oh, my darling -- I want you by my
side! Together, we'll take over
Europe, one country at a time, and
then soon the world! Anything you
want will be yours -- no questions
asked!
                                                            
Charlie thinks this over for a beat then:
                                                            
                       CHARLIE
I'm hungry.
                                                            
                       LAROCHE
      (chuckles)
Hungry?
                                                            
                       CHARLIE
Yes. I want a big juicy steak,
with a baked potato.
                                                            
                       LAROCHE
Is that all -- ?
                                                            
                       CHARLIE
"No questions asked", right?
                                                            
                       LAROCHE
      (nods approvingly)
Very well.
                                                            
Laroche walks out of the room.
                                                            
EXT. INTERROGATION ROOM
                                                            
The Exterminators from earlier are waiting with The MetaPSIs
when Laroche steps out of the room.
                                                            
                       LAROCHE
      (French; to
       Exterminators)
Our guest is hungry. Bring him a
steak and potatoes.
                                                            
One of the Exterminators leaves.
                                                            

82.

                       HENRI
      (French; subtitled)
"Steak and potatoes"?! Are you
joking, Mother?! This man tried to
kill us and almost succeeded; we
should lock him in a cage and feed
him scraps!
                                                            
                       LAROCHE
      (French; subtitled)
He was merely defending himself,
Henri. You would have done the
same.
                                                            
                       HENRI
      (French; subtitled)
No, I would have killed him! Like
I will now!
                                                            
Henri is about to go into the room, then:
                                                            
                       LAROCHE
      (French; subtitled)
Henri!
      (he stops)
Are you undermining me?
                                                            
                       HENRI
      (French; subtitled)
No, Mother, but this man's power
is beyond imaginable! He'll kill
us the first chance he gets! I'm
gonna light him like the sun, and
save us the headache.
                                                            
He's about to head in, this time with his hands lighting a
flame, then:
                                                            
                       LAROCHE
      (French; subtitled)
Henri!!
      (he stops; to
       Exterminator)
You, give me your sidearm.
                                                            
The Exterminator does so, and Laroche suddenly SHOOTS him in
the head, catching everyone by surprised; Henri flinches,
the flames in his hands dying down until they go out.
Laroche turns to him - her point being made.
                                                            
                       LAROCHE
      (French; subtitled)
Do you see that? THAT is true
power, not your abilities! When
            (MORE)

83.

                       LAROCHE (cont'd)
you can do something like that,
without changing the status quo,
then you can call yourself
powerful.
      (beat)
Never undermine my authority
again. Are we clear?
                                                            
All Henri can do is nod as Laroche stares at him with a cold
gaze before dropping the gun and leaving. One can safely
assume that this display is completely new to the MetaPSIs,
given their reactions.
                                                            
INT. ARMORY APARTMENT
                                                            
Berkeley and Cera are restocking on ammo and grenades; Cera
also picks out an H&K PSG-1 SNIPER RIFLE with ammo meanwhile
Roxie picks out a WALTHER P99 PISTOL from the gun rack. She
stares at the gun, as if nothing is making sense to her.
Berkeley notices and walks over to her.
                                                            
                       BERKELEY
      (smirking)
You just point and shoot. Plain
and simple.
                                                            
                       ROXIE
Funny...
                                                            
                       BERKELEY
      (re: pregnancy)
When did you know?
                                                            
                       ROXIE
Just before we left for the
school. I know I barely know him,
but with Charlie I feel secure.
He's the only person who
understands me. If I lose him, I
don't know what I'd do.
                                                            
                       BERKELEY
Well, now you have a baby who'll
be just like you two in every way.
                                                            
                       ROXIE
Yeah, a dying baby.
                                                            
                       BERKELEY
You don't believe that, do you?
                                                            

84.

                       ROXIE
I'm a Product, Tom, with a fetus
growing inside me despite only
being pregnant for a day or two.
Trust me, I've suspended disbelief
a long time ago!
                                                            
                       BERKELEY
      (nods
       understandingly)
Yeah, I see your point.
      (sighs)
Look, we'll find Charlie, okay?
And when we do, we're gonna get
the hell out of here, and make
sure that baby is born in a safe
place. Okay?
                                                            
                       ROXIE
Okay.
                                                            
                       CERA
Hey, uh... now that the MetaPSIs
have Charlie, that suppressant
thing is no longer necessary,
right?
                                                            
                       ROXIE
      (scoffs)
Not anymore.
      (beat; realizing)
Wait a second. It's one thing that
The MetaPSIs came here... but how
did The Exterminators find us,
when Luc said he was taking us
through safe routes?
                                                            
                       CERA
      (shrugs)
Maybe he screwed up?
                                                            
                       ROXIE
I doubt it - he seems to be in the
know about everything here.
                                                            
                       BERKELEY
Roxie, he lives here. Of course he
knows things.
                                                            
                       ROXIE
No, guys, I think something's up.
You're gonna have to trust me on
this one.
                                                            

85.

Berkeley and Cera simply look at each other, shrugging. Luc
walks into the apartment moments later.
                                                            
                       LUC
Hey. Ready to go?
                                                            
Roxie glances over at Cera and Berkeley, then turns back to
Luc:
                                                            
                       ROXIE
Yeah, let's go.
                                                            
They follow Luc out.
                                                            
INT. INTERROGATION ROOM
                                                            
Charlie is still bound to his chair, when an Exterminator
comes in, carrying a tray with his STEAK AND BAKED POTATO -
Gourmet style - with a FORK AND KNIFE. The Exterminator sets
it on the table, and is about to leave when:
                                                            
                       CHARLIE
Uh... a little help?
                                                            
The Exterminator turns; Charlie shows his hands, reminding
the man that he is handcuffed to his chair. The Exterminator
lets out a sigh before walking over to Charlie.
                                                            
He takes out a key and begins unlocking the handcuffs;
Charlie suddenly grabs his captor's pistol by the time he
unlocks the second handcuff. He stands up, aiming the gun at
the Exterminator's head who slowly raises his hands and
starts backing away.
                                                            
                       CHARLIE
Sorry, but I'm a vegetarian.
                                                            
Charlie knocks him out with the butt of the gun. Next, he
searches the Exterminator's body for keys, and finds them.
He's about to head out, when he glances over at the food,
and takes a bite out of the potato.
                                                            
                       CHARLIE
      (liking it)
Not bad.
                                                            
He leaves.
                                                            
INT. BLACK ROOM
                                                            

86.

All the monitors are off, with the exception of one large
monitor that Laroche is using for a video conference. On the
other end of the call is TRENT AMHERST, 50, a powerful
executive-type from England sitting behind a desk.
                                                            
                       LAROCHE
Have you seen the news lately, Mr.
Amherst?
                                                            
                       AMHERST
Yes. The coverage on Rutherford
Astor's death, as well as Project
Diamond, is on all networks.
                                                            
                       LAROCHE
Now, it was my understanding that
if word of these Product
facilities got out, and the
situation could not be contained,
then my job here was done. And now
you're telling me that I must stay
in Paris longer?
                                                            
                       AMHERST
You're an asset, Marielle. Not to
mention a Product as well. We
can't let you disappear just yet.
                                                            
                       LAROCHE
But I've fulfilled my duties -
done everything you've all asked
me to!
                                                            
                       AMHERST
What is your point?
                                                            
                       LAROCHE
My point is that I expect you all
to come through on your promise! A
little professional courtesy,
perhaps?!
                                                            
                       AMHERST
A contract was never signed --
                                                            
                       LAROCHE
You're right, there was never a
contract! Meaning I could've just
left at any time! Like now!
                                                            
                       AMHERST
You know what will happen if you
do that.
                                                            

87.

                       LAROCHE
Nothing! I found my son; you
pencil-pushers thought I wouldn't
but I did. I want the 10 million
euros I was promised.
                                                            
                       AMHERST
You have nothing to bargain with,
Laroche.
                                                            
                       LAROCHE
Oh no? I will call the heads of
all the other facilities in the
world, and tell them what you've
been planning the last few years.
I'm sure they will be really happy
to know that a colleague has been
plotting against them.
                                                            
                       AMHERST
      (beat)
You will have your money in six
hours.
                                                            
The call ends. Sensing a presence, Laroche turns and finds
Helene standing by the door, having just heard everything.
                                                            
                       LAROCHE
      (French; subtitled)
Helene, what is it?
                                                            
                       HELENE
      (French; subtitled)
The captive is your son...?
                                                            
                       LAROCHE
      (French; subtitled)
You don't know what you're talking
about. That conversation was in
English --
                                                            
                       HELENE
      (in English)
I can speak English just fine,
Mother.
      (walking up)
Why didn't you tell us?
                                                            
                       LAROCHE
Because it was none of your
business!
                                                            

88.

                       HELENE
      (re: MetaPSIs)
But are we not your children too?
                                                            
Laroche doesn't want to answer her.
                                                            
INT. PHOENIX FACILITY HALLWAYS - SAME
                                                            
Charlie, pistol in hand, is sneaking through the immaculate
hallways of the Phoenix Facility. He looks around for
threats as he sneaks through, eventually hiding behind a
corner at an intersection.
                                                            
INT. BLACK ROOM - SAME
                                                            
                       HELENE
I said, are we not your children
too?
                                                            
                       LAROCHE
      (feigns smile)
Of course you're my children,
Helene! Why would you think
otherwise?
                                                            
                       HELENE
Because I think you're lying.
Because you showed compassion
towards this person, whoever he
his, more than you've ever shown
us.
                                                            
Laroche knows she's right.
                                                            
INT. PHOENIX FACILITY HALLWAYS - SAME
                                                            
Charlie is still hiding behind the corner of the wall.
                                                            
                       CHARLIE
      (thinking aloud)
Okay, Charlie, you've done this
before. You can do this.
                                                            
He turns the corner, caught off guard by a small group of
Exterminators walking in his direction.
                                                            
                       CHARLIE
Shit...!
                                                            
Charlie and the Exterminators exchange gunfire as he starts
running across the intersection. One of the Exterminators
SOUNDS THE ALARM.
                                                            

89.

INT. BLACK ROOM - SAME
                                                            
Laroche and Helene hear the ALARMS (OS).
                                                            
                       LAROCHE
We will finish this conversation
later, Helene. Let's go.
                                                            
They exit the room.
                                                            
INT. PHOENIX FACILITY HALLWAYS
                                                            
Charlie is running from cover to cover as he exchanges
gunfire with his enemies. Eventually, he finds himself close
enough to an Exterminator to take him down, and steal his
automatic weapon. He continues on.
                                                            
As Charlie mows down the Exterminators, it isn't long until
he finds Sylvie standing between him and a door. He aims at
her:
                                                            
                       CHARLIE
Get out of my way, or I will
shoot!
                                                            
Sylvie is afraid but doesn't budge. Moments later, Henri and
Renaud appear behind Charlie; Henri uses his powers to heat
up the metal of Charlie's weapon, causing him to drop it.
Then, as Charlie turns in confusion, Renaud uses his power
to lift up a barrel and hurl it at Charlie, knocking him
out.
                                                            
The 3 MetaPSIs approach Charlie to make sure he is
unconscious. Helene and Laroche arrive moments later.
                                                            
                       LAROCHE
      (French; subtitled)
What happened?
                                                            
                       RENAUD
      (French; subtitled)
The captive tried to escape --
                                                            
                       HENRI
      (French; subtitled)
-- And he almost shot Sylvie!
      (approaches her)
Are you okay, Sister?
                                                            
A startled Sylvie nods her head. Helene looks over at
Laroche, who begins to reconsider her plan. Then:
                                                            

90.

                       LAROCHE
Take him back to the room, and
restrain him this time.
                                                            
Renaud nods, and he and Henri start dragging Charlie back by
his feet.
                                                            
                       HELENE
      (whispering; to
       Laroche)
I hope you know what you're doing.
                                                            
Helene walks away.
                                                            
 
EXT. ROOFTOP - NIGHT
                                                            
It's later in the night when we see Cera, armed with his
PSG-1 sniper rifle, climbing up a ladder, and onto the
rooftop of a building across from the Phoenix Compound.
                                                            
Cera sneaks over to the edge of the building, keeping his
head down to avoid being spotted. When he gets to the edge,
he takes out a TWO-WAY RADIO clipped to his belt.
                                                            
                       CERA
      (into radio)
Guys, I'm in position.
                                                            
INT. SEWER - SAME
                                                            
Berkeley, armed with his FAL assault rifle, and Luc & Roxie
are standing under a manhole, when they hear Cera's voice
over the two-way.
                                                            
                       BERKELEY
      (into radio)
Copy that, Cera. What do you see?
                                                            
INTERCUTTING
                                                            
Cera is looking around through BINOCULARS:
                                                            
POV FROM CERA'S BINOCULARS
                                                            
He spots 4 armed Exterminators guarding the perimeter.
                                                            
                       CERA (OS)
      (into radio)
I've got a visual on four
sentries: two up high, one on each
wall of the perimeter. And two on
ground level, right above you
            (MORE)

91.

                       CERA (cont'd)
where the gate is.
                                                            
BACK TO SCENE
                                                            
                       BERKELEY
      (into radio)
Good. Take 'em out.
                                                            
                       CERA
      (into radio)
I'm on it.
                                                            
Cera picks up his rifle and starts screwing on a SILENCER.
Then, he starts aiming across, while crouched down behind
cover.
                                                            
POV FROM SNIPER SCOPE
                                                            
Cera searches for his first target. He finds the
Exterminator walking on the right side of the wall. Cera
waits for the Exterminator, who is walking towards him, to
turn around then shoots him once in the back for the kill.
                                                            
                       CERA (OS)
One down...
                                                            
Next he focuses on the Exterminator to the left. As the
Exterminator is turning to walk towards him, Cera kills him
with a well-placed shot to the chest.
                                                            
                       CERA (OS)
... two down...
                                                            
Cera aims the scope down to the gate, but finds that both
cross paths on their patrol, making the shot difficult.
                                                            
BACK TO SCENE
                                                            
Cera looks away, reacting to the predicament he's presented.
                                                            
                       CERA
Shit...
                                                            
He resumes aiming.
                                                            
POV FROM SNIPER SCOPE
                                                            
Cera is trying to choose between targets, as they walk away
from each other. Unable to choose, he waits until they start
walking towards each other, shooting them both in the head
when they meet in the middle - a perfect kill shot.
                                                            

92.

BACK TO SCENE
                                                            
                       CERA
      (thinking aloud)
Damn I'm good!
      (into radio)
Four Exterminators down, many more
to go. You're good, Bro.
                                                            
Cera picks up his sniper rifle and heads back to the ladder.
                                                            
INT. SEWER - SAME
                                                            
Berkeley is first to go up through the manhole, then Luc,
then Roxie.
                                                            
EXT. ALLEY - SAME
                                                            
Once Cera climbs down the fire escape behind the building,
he opens the lid on a dumpster, tossing his PSG-1 in, and
switching it for his XM8 assault rifle. He closes the
dumpster then quickly leaves the alley, looking out for
threats.
                                                            
EXT. PHOENIX COMPOUND
                                                            
Berkeley emerges from the manhole next to the compound. Cera
quickly joins them as Luc and Roxie come out as well.
                                                            
                       CERA
Berkeley, we can't exactly go in
through the front door, so how're
we getting in?
                                                            
                       BERKELEY
      (looking around)
Uh... we climb in. See that fire
escape?
                                                            
He points out the fire escape above; they look up.
                                                            
                       BERKELEY (cont'd)
You said the guards above were
walking along the walls, right?
We'll climb up the fire escape
then jump over.
                                                            
                       CERA
Well, I'm not a big fan of the
idea, but let's do it.
                                                            

93.

                       BERKELEY
      (grinning)
What's the worse that could
happen?
                                                            
They start climbing up the fire escape until they get high
enough to jump over compound fence. Roxie is the first to
jump across, then Luc, then Berkeley. Cera hesitates at
first but then jumps, barely missing the wall when Berkeley
quickly grabs his hand. The rest of the group helps Cera up
onto solid ground. He stands up:
                                                            
                       CERA
      (to Berkeley)
"What's the worse that could
happen", right?! Asshole!
                                                            
                       BERKELEY
That's my bad.
                                                            
                       ROXIE
      (drawing pistol)
Guys, let's go.
                                                            
They continue on, making their way off the wall while
staying out of sight.
                                                            
INT. INTERROGATION ROOM
                                                            
The guards are doubled when we find an unconscious Charlie
back in the chair, this time with his hands ties behind his
back. A SMALL CIRCULAR DEVICE is now attached to the back of
his neck.
                                                            
Charlie slowly regains consciousness, becoming aware of his
situation.
                                                            
                       CHARLIE
      (thinking aloud)
Haven't we been through this
already?
                                                            
The door flings open and Laroche walks in, with the MetaPSIs
behind her.
                                                            
                       CHARLIE
      (to Laroche)
Hi. Yeah, the food was cold, and I
just wanted to put in a complaint
to the chef.
                                                            

94.

                       LAROCHE
You think you're clever, don't
you?
                                                            
                       CHARLIE
      (smiling)
Sometimes.
                                                            
Laroche holds up a small REMOTE CONTROL; Charlie curiously
looks at it before she presses a button, sending an ELECTRIC
SHOCK from the device to his body. Charlie JOLTS in pain.
                                                            
                       CHARLIE (cont'd)
      (panting)
Okay, maybe not...
                                                            
She shocks him again.
                                                            
                       LAROCHE
You disappoint me, Charlie. I
thought that you would appreciate
being here with me, seeing as how
we're related. But now, I'm not so
sure...
                                                            
                       CHARLIE
I never agreed to anything. And as
far as I'm concerned, I've always
been an orphan!
                                                            
                       LAROCHE
Is that right?
                                                            
                       CHARLIE
Yes!
                                                            
Laroche shocks him again. Charlie's pupils begin to turn
red, but she notices:
                                                            
                       LAROCHE
Ah ah ah, we will not have you
wrecking things around here.
                                                            
She makes another button press, and Charlie becomes mildly
sedated - his pupils going back to normal.
                                                            
                       LAROCHE (cont'd)
There, that's better now.
                                                            
                       CHARLIE
      (panting)
Look, I don't know what it is you
want from me.
                                                            

95.

                       LAROCHE
"Want"? No, Charlie, it's not what
I want -- it's what I need! I need
your power!
                                                            
                       CHARLIE
It's not something that I can
control; it's like turning into a
psychotic animal!
                                                            
                       LAROCHE
And that's precisely what I'm
after! You're gonna work for me,
Charlie. Help me take out my
enemies, and take over the world.
And for every time you disobey me,
I will punish you. Do you
understand?
                                                            
                       CHARLIE
Go to hell!
                                                            
                       LAROCHE
      (shocks him)
That's no way to talk to your
mother.
                                                            
Helene suddenly gets a vision.
                                                            
FLASHCUT
                                                            
In her vision, Helene sees Roxie, Luc, Cera & Berkeley
stealthily taking out Exterminators outside as they make
their way into the facility.
                                                            
BACK TO SCENE
                                                            
                       HELENE
      (French; subtitled)
Mother, we have intruders.
Probably here to rescue the
prisoner.
                                                            
                       LAROCHE
      (French; subtitled)
Apprehend them immediately.
                                                            
The MetaPSIs quickly leave.
                                                            
INT. PHOENIX FACILITY HALLWAYS
                                                            
Roxie and her group make their way into the facility. They
cautiously walk through, keeping an eye out for threats.
                                                            

96.

                       ROXIE
      (whispering; to
       Luc)
What the hell is this place?
                                                            
                       LUC
      (whispering)
Project Phoenix.
                                                            
                       BERKELEY
      (whispering)
So, this is the place where the
Defects come from?
                                                            
                       LUC
      (whispering)
Yes. But I thought I'd be dead
before having to come back here...
                                                            
                       ROXIE
      (whispering)
Yeah, well, not everything goes
according to plan, right?
                                                            
                       LUC
      (whispering)
I suppose.
                                                            
They keep walking, not seeing anyone, when Roxie suddenly
walks into an INVISIBLE FORCE FIELD.
                                                            
                       ROXIE
      (feeling around)
'The hell...?
                                                            
The group tries to backtrack but run into another invisible
wall, finding themselves trapped. Roxie turns, finding that
Renaud is manipulating the walls from close by:
                                                            
                       ROXIE
      (aiming)
Guys!
                                                            
Berkeley and Cera quickly turn, aiming at Renaud.
                                                            
                       ROXIE (cont'd)
What do we do?
                                                            
                       BERKELEY
Shoot!
                                                            

97.

Berkeley, Cera and Roxie fire a few rounds in Renaud's way,
but the barrier stops the bullets. Renaud grins at their
futile idea. Luc notices behind them:
                                                            
                       LUC
Henri...!
                                                            
The group quickly turns around as Henri appears on the other
side, grinning as well.
                                                            
                       CERA
What now?
                                                            
Henri makes a gesture, creating a FIRE ROOF above them; the
group in the invisible box react but it's a controlled fire,
however, not exactly a physical threat to them.
                                                            
                       CERA
What the hell...?
                                                            
                       BERKELEY
      (realizing)
The fire! He's not trying to burn
us, he's sucking the oxygen out!
Keep shooting!
                                                            
Roxie and Cera do so, but soon realize it's no use. They all
begin to wear down as Henri turns up the heat, enjoying his
work:
                                                            
                       LUC
I can't breathe!
                                                            
With little oxygen left, they begin to slowly slip into
unconsciousness as they fall down. Moments later, Henri puts
out the fire and Renaud dissolves the barriers. They
approach Roxie and her friends.
                                                            
INT. INTERROGATION ROOM - MOMENTS LATER
                                                            
Charlie is alone in the room when Helene and Sylvie walk in.
Helene closes the door behind.
                                                            
                       HELENE
Who are you exactly?! What purpose
do you serve Mother?!
                                                            
                       CHARLIE
You were there, you know what she
said.
                                                            
                       HELENE
Answer the question!
                                                            

98.

                       CHARLIE
She thinks I'm her son --
                                                            
                       HELENE
You can't be her son, when I'm her
daughter; I would've known about
you!
                                                            
                       CHARLIE
Then, I don't know, Helene. Maybe
she doesn't see anything in you
like she does in me.
                                                            
                       HELENE
What do you mean? And how do you
know my name?
                                                            
                       CHARLIE
Face it, in your "mother's" eyes
you're nothing but a puppet. How
do I know your name? Two minutes
with her, and she was already
telling me things none of you
knew.
                                                            
                       HELENE
Such as...?
                                                            
                       CHARLIE
The fact that she's a Product too.
                                                            
Helene is shocked to find this out, Charlie grins at it.
                                                            
                       CHARLIE (cont'd)
      (re: her surprise)
Exactly! Yeah, your mom is a
Product like the rest of us; a
powerful telepath from what she's
told me. You think you foresaw my
arrival in Paris? No, she pushed
that thought into your head to
make you believe that. You're no
clairvoyant, you're just a common
fortune teller.
                                                            
Helene, angry at his words now, gets right up in his face:
                                                            
                       HELENE
      (stern)
You can play your little
mind-games all you want, but just
know that I've already seen your
death... and your powers will not
            (MORE)

99.

                       HELENE (cont'd)
save you this time!
                                                            
Helene leaves the room, slamming the door behind; Charlie
knows he's getting under her skin. He notices Sylvie
standing by the door, staring at him.
                                                            
                       CHARLIE
      (beat)
You're different than her, more
timid. Why?
      (no answer)
I understand. You can face death
so many times, but there's always
something to surprise you. Just
know that I never wanted this to
happen - I actually wish I was
normal. If you really are
different, then I apologize for my
actions towards you. I'm sorry.
                                                            
Charlie looks at Sylvie, waiting for a response but gets
nothing as she just stands there. He sighs as he looks away:
                                                            
                       CHARLIE
      (thinking aloud)
Well, I tried --
                                                            
                       SYLVIE
I forgive you.
                                                            
He looks back at her, surprised. Sylvie leaves the room.
                                                            
INT. HOLDING CELLS - MINUTES LATER
                                                            
Roxie, Cera and Berkeley finally regain consciousness,
awakening in a large holding cell but without Luc. Roxie
looks around.
                                                            
                       ROXIE
      (groggy)
... What happened?
                                                            
                       BERKELEY
      (groaning)
We must've blacked out. Where's
Luc?
                                                            
                       LAROCHE (OS)
He's right here!
                                                            
They turn as Laroche, with an arm around Luc, walks in with
The MetaPSIs.
                                                            

100.

                       LAROCHE
      (smiling)
Welcome!