ALIEN III
screenplay by D.T. Twohy

FIRST DRAFT
October 1989

- - -

	FADE IN:

1	EXT. METEOROID SWARM - DEEP SPACE

	Meteoroids drift through space, silent and peaceful. Suddenly a shark
	in their midst: Attacking from behind, a ship collects smaller
	meteoroids in a jawlike scoop, swallowing them whole.

2	INT. MINING SHIP

	Inside, rotating teeth smash the meteors into rubble. Hoppers fill.
	Lasers scan the rubble for composition before conveyors trundle it
	away. The factory is crudely efficient, PREHISTORICALLY LOUD. Until...

	The teeth stop rotating...

	Conveyors seize up...

	Lasers die...

3	EXT. MINING SHIP

	And the jawlike scoop, hinged, begins closing.

4	INT. MINING SHIP

	With the LOUDEST CLANG EVER HEARD, the jaws clamp shut.

	ECHOES through empty corridors. Only then the ship is hauntingly quiet
	do we hear the first signs of human life: FOOTSTEPS.

	Greasy and agitated, the PROSPECTOR appears. He doesn't know why the
	machines have stopped, but he does know what's responsible. He stalks
	to a door...

5	INT. OPERATIONS - MINING SHIP

	...and flat-hands it open.

					PROSPECTOR
			So what the hell is it now?

	Terminals flash the same message:

				AUTOMATIC SHUTDOWN P/24/97.
			POSSIBLE XENOMORPH DETECTION, HOPPER 6.

					PROSPECTOR
			"Xenomorph," huh?
				(stabbing reset button)
			Crush it.

	But the machinery won't reactivate. Screens continue to flash the
	message. The prospector storms out.

6	INT. HOPPER - MINING SHIP

	In the shadowy depths of a hopper, the prospector uses a lever to
	search through meteoroid rubble. Some of the rock is a vitreous,
	golden-hued. Amber.

					PROSPECTOR
			These fuckin' fossil-hunts...

	Then he spots it. Mostly buried in rubble. What little we can see
	reminds us of a tail. A dark, coiled tail.

	Scowling, the prospector reaches down. Pokes it. Feels it. Lifts it up
	to reveal...

	A piece of flexible conduit.

					PROSPECTOR
				(peering at ceiling)
			Fallin' apart. Whole ship's comin'
			apart at the welds.

	He searches on. Finally he abandons his lever for a chunk of amber. He
	hoists it up, trying for better light. We can't tell for sure -- but
	it looks like something is suspended inside the rock.

7	INT. OPERATIONS - MINING SHIP

					PROSPECTOR
				(to comm-panel)
			...Company Mining Ship WYM/263,
			Sector 118-M, Quad 4, working the
			Borealis Claim. Filing report as
			required by section...section...

	He thumbs through a greasy manual but can't find the right reference.
	He flings it aside.

					PROSPECTOR (CONT'D)
			"Xenomorph" specimen detected and
			recovered. Currently suspended in
			organic resin-polymer compound,
			a.k.a. "amber," little or no
			fossilization. It you want it, come
			get it.

	He slaps a switch. "MESSAGE DISPATCHED" appears on the terminal, then
	"SHUTDOWN CANCELLED." All around, we hear the great MACHINERY POUNDING
	back to life.

	The prospector swivels to face the chunk of rock. Now backlit, we see
	that inside -- suspended in a coffin of golden glass -- is a face-
	hugger. A protean Alien.

					PROSPECTOR
			So tell me. Why would such a big
			company like this be interested in
			such a little shit like you? Huh?

	He taps the rock. No movement inside. He draws closer, trying to
	discern more detail. And just when we expect the face-hugger to
	shatter out and grab the prospector's face...

	Something grabs his shoulder.

					ASSISTANT
			What's goin' on?

					PROSPECTOR
				(shaking off hand)
			Same ol' ratshit. Go back to sleep.
			Your shift don't start for three
			hours yet.

8	EXT. MINING SHIP - METEOROID FIELD

	The jaws reopen. As it returns to chasing meteoroids, the ship passes
	close to VIEW. We get a good look at the corporate logo of "Weylan-
	Yutani" before we...

									FADE OUT

				"THREE YEARS LATER"

	FADE IN:

9	EXT. EARTH - PRE-DAWN

	Dark Earth. The lights of a rampant civilization craze the landmasses.
	Soon an orbit-to-orbit transport appears. It angles toward a glowing
	horizon.

10	INT. CABIN - TRANSPORT SHIP

	Passengers sit in the dim interior, portholes their only luxury. Some
	peer out to see...

11	EXT. SPACE STATION - PRE-DAWN

	Something huge ahead. Whatever it is, it blots out the starfield
	behind it.

12	INT. CABIN - TRANSPORT SHIP

	More passengers strain to see.

13	EXT. SPACE STATION - DAWN

	Now the sun rises behind Earth, illuminating the rind of atmosphere
	and then...

	The space station. Iron black, spired, cathedralesque, designed by
	Eiffel and then hand-sculpted by Rodin. It looms in geosynchronous
	orbit 23,000 miles above Earth -- a smirch of Hell right where Heaven
	should be.

14	INT. CABIN - TRANSPORT SHIP

	Reaction passengers: They've never seen it this close. Nor did they
	want to.

15	EXT. SPACE STATION - DAWN

	The transport reaches a blockade of red-flashing buoys.

16	INT. COCKPIT - TRANSPORT SHIP

					PILOT #1
				(into headset)
			Moloch Island, this is MDT/67 out of
			Gateway Station. Bearing 1-2-Fiver
			on equatorial approach. Requesting
			clearance to dock.

	PILOT #1 waits, eyeing the station through her canopy. The central
	spire spews burned gas into space.

					PILOT #1
			Again, this is MDT/67 out of
			Gateway. Still awaiting docking
			clearance.

17	EXT. SPACE - STATION - DAWN

	As if to answer, the buoys turn a provisional yellow. Positioning
	rockets fire. The buoys rearrange to form a landing corridor.

18	INT. COCKPIT - TRANSPORT SHIP

	As the pilot gooses her throttle.

19	INT. MAIN CABIN - TRANSPORT SHIP

	As yellow buoys drift past portholes.

20	EXT. DOCKING PORT - SPACE STATION - DAWN

	As the transport slews into a broadside approach.

21	INT. MAIN CABIN - TRANSPORT SHIP

	CLANGS and WHINES of docking. At the front of the cabin, an ICC
	MARSHALL rises, brandishing a weapon.

					MARSHALL
			Everybody up.

	The passengers CLATTER to their feet. Only now do we see their chains.

22	INT. ADMISSION AREA

	CLOSE on a hand pressing down on a scan-plate. U.V. light passes
	beneath the hand.

					SCAN VOICE
			Russo, Susan Lee. F23837. Murder,
			Second Degree. 20-Year sentence.

	The hand turns over. The wrist area has been branded with an I.D.
	number. A pigment burn.

					CAPTAIN (O.S.)
			Maintenance duty.

	WIDER. We're inside the station. The first five prisoners are hooked
	together and led away. The next prisoner in line shuffles forward to
	place his hand on the scanner.

					SCAN VOICE
			Van Brunt, Carl Henrik. M23838.
			Manslaughter, 49 counts. 49-year
			sentence.

	VAN BRUNT. Scandinavian. Forty. He moves aside for the next prisoner.

					SCAN VOICE
			Kiryu, Cheryl. F23839. Possession of
			Firebomb, Incitement to Riot,
			Corporate Terrorism. Life sentence,
			no possibility of parole.

	KIRYU. Amerasian. Thirty. Next prisoner up.

					SCAN VOICE
			Grimes, Howard Stumbo. M23840.
			Bigamy, Spousal Rape, Rape with
			Foreign Object, Attempted Murder.
			Aggregate 32-year sentence.

	Piqued, the guard CAPTAIN looks up from his terminal. GRIMES gives him
	a shit-for-brains grin.

					CAPTAIN
			What was the foreign object?

					GRIMES
			My dick. It's so big, they didn't
			believe it was real.

	Block guards jerk him away.

					GRIMES
			Hey, it's true. They booked me two
			seats just to get up here.

					SCAN VOICE
			Domingo, Gustava Gomez Jesus
			Incantada.

	Prisoners lean out of line to look at DOMINGO. Latin. Tenty years old.
	Wears his anger like a coat.

					SCAN VOICE (CONT'D)
			M23841. Murder, First Degree, four
			counts. Death sentence on each
			count.

	Prisoners APPLAUD the big deal of the day. Domingo wants to piss on
	them all. Now STYLES moves up. He's about to put his hand on the
	scanner when...

					CAPTAIN
			Styles, Scott Taylor. Fraud, 10-year
			sentence. Additional five years for
			escape, Terre Haute. Additional
			eight years for escape, Terminal
			Island.
				(looking up)
			You know, son, I just get the
			feeling you're gonna give us snags.

					STYLES
			Oh, no sir. I've learned my lesson.
			Well, "lessons."

					CAPTAIN
			Foundry.

	Guards chain the five inmates together.

					CAPTAIN
			Oh, and Daggs?
				(indicating Styles)
			Full shackles outside the block.
			Line of sight at all times.

	Nodding, the guard named DAGGS turns his eyes on Styles. Styles looks
	back resignedly. "Gonna be one of those years."

23	INT. CORRIDOR OUTSIDE FOUNDRY

	Caged elevator cars transport personnel between levels, comparable
	"equavator" cars transport them laterally along curved corridors. Now
	in coveralls, the five new inmates appear. BLOCK GUARD leads. Daggs
	shadows.

					BLOCK GUARD
			...touch a guard, you get stitched.
			Fail to respond promptly to a
			guard's order, any guard -- block,
			solitary, special services -- you
			get stitched. Pilfer supplies, you
			get stitched...

					GRIMES
				(to Styles)
			"Stitched"?

					STYLES
			Don't ask.

					GRIMES
				(to Daggs)
			What's "stitched"?

	A wicked CHITTERING SOUND: Grimes ducks as the wall beside him
	explodes with crisscrossing lines. When the sound stops, hundreds of
	small-bore needles have embedded the wall.

					BLOCK GUARD
				(recycling stitch rifle)
			Any other questions?

	None. The guard moves to a massive steel door and slaps an open-relay.

					BLOCK GUARD
			Then let's get busy.

	So far, the station has impressed us as sterile and efficient. But
	when the overhead DOOR RUMBLES open, we see...

	Blasting furnaces. Rippling heat. Rising steam. This is the central
	spire, where space-mined ore is processed into steel. The NOISE is
	like a hundred train wrecks, and if Hell had nightmares, this would
	surely be one.

24	INT. FOUNDRY

	Prisoners everywhere, stoking furnaces, lifting rock, oiling
	conveyors, channeling rivers of glowing metal.

	ROAMING, the VIEW FINDS Styles and Van Brunt. They rake limestone over
	screens, sifting out impurities. The dust gets in their eyes, nose,
	mouths. Between coughs:

					VAN BRUNT
			...G-class freighter. Made fueling
			runs between the M-class tankers and
			smaller ships.

					STYLES
			Pilot?

					VAN BRUNT
			Helmsman. Or I was, until a docking
			went bad. Came in hot. Took out the
			better part of two ships. 49 dead.

					STYLES
			Never make pilot that way. Wasn't
			equipment failure?

					VAN BRUNT
			Hard to say. So drunk at the time,
			don't remember much.

					STYLES
			Forty-nine years...

					VAN BRUNT
			You? Twenty years or something?

					VOICE
			It's all the same.

	They look. The voice came from a prisoner raking with his back to
	VIEW.

					VAN BRUNT
			Say something?

	The prisoner turns -- and startles us. His skin, his hair, even his
	eyes have turned an IVORY white from years of working the limestone.

					IVORY
			All sentences are the same. All.

25	INT. MACHINE SHOP - FOUNDRY

	A glassed-off machine shop. Pipe, wire, small castings are being made.

	Workers are stacking a pallet with heavy pipe -- and stacking it too
	high. The first pipe falls, starting an avalanche that CLATTERS
	toward...

	Kiryu. She sees it coming but freezes up. At the last second, hands
	jerk her away.

	The pipes smash to a stop.

	It's Domingo. He probably just saved Kiryu's life -- but without
	thanking him, she pulls free and goes back to work.

26	INT. FOUNDRY

	A white-hot ingot, circular and massive, is dropped into a quenching
	tank. Steam blasts upward, drawing the attention of...

	Grimes. He works near the blast furnaces, shoveling up warm slag like
	a stable boy mucking stalls.

	The cooled ingot is craned out of the quenching tank and dropped in
	top-loading centrifuge. Airlock doors close. The centrifuge begins to
	rotate.

	Grimes follows other workers to observation windows that overlook
	Earth.

27	EXT. BOTTOM OF SPACE STATION - DAY

	Building speed, the centrifuge lowers from the station.

28	INT. FOUNDRY

	A DETONATION rocks the foundry as...

29	EXT. BOTTOM OF SPACE STATION - DAY

	The ingot is discharged. Twenty tons of spinning steel streaks toward
	Earth.

30	INT. FOUNDRY

					GRIMES
			Holy... Where's it gonna hit?

					WORKER
			South China Sea. Ship picks it up.
			Right angle, they only lose about 15
			percent in the atmosphere.

	Workers disperse. Grimes loiters, watching the ingot vanish.

					GRIMES
			Love to scream one of those fuckers
			down on the ex-wife's apartment...

	The barrel of a stitch rifle flicks his ear. The guard motions Grimes
	back to work.

31	EXT. SPACE STATION - NIGHT

	Burned gasses continue to belch from the central spire, blackening a
	full moon.

32	INT. FOUNDRY

	CLOSE on a small machine spitting out coins. They're crude and dark,
	made of slag. But the logo is familiar. "Weylan-Yutani."

	End-of-shift prisoners shuffle forward in line like the living dead,
	faces blackened and haggard. Guards pay the workers with newly minted
	coins. Styles is getting patted down by Daggs when...

					AMPLIFIED VOICE
			Prisoner M22197. Step out. Prisoner
			M22197. Step out.

	Prisoners look. No one steps forward.

					AMPLIFIED VOICE
			Second chance. Prisoner M22197. Step
			out. Prisoner M221--

	Suddenly one man bolts, running blindly.

	Guards level tangle guns, stubby and twin-barrelled. MULTIPLE
	DISCHARGES.

	Bolo balls sling through the air...

	And catch the man, orbiting him, cocooning him in steel filament. He
	crashes to the floor ten steps from where he started his run. The
	prisoner is Ivory.

					STYLES
			What's he volunteering for?

					DAGGS
			Been here a long time. Could be his
			appeals finally crapped out. Funny
			how they run like that.
				(for Styles' sake)
			Like someone could actually get off
			this rock, huh?

33	INT. SECURITY CORRIDOR

	Again chained together, the five new inmates drag-ass along a
	corridor. They carry bedrolls. The block guard keys open a security
	door and ushers them into...

34	INT. GUARD HOUSE

	A circular control room. The walls are solid glass -- but, oddly, they
	look out on nothing but solid wall.

					BLOCK GUARD
			Goin' my way?

					CONTROL GUARD
				(running switches)
			Down it is.

	The guard house begins dropping -- and now the windows fill with the
	rising cell block. It's a staggering sight: We're in the middle of an
	immense cylinder, cells ringing the perimeter, inmates roaming like
	lost animals. Tier after tier rise past the windowed walls -- and it's
	all the same.

					DOMINGO
			Fuckin' Mother of God...

	Finally the guard house stops. Security door opens. The block guard
	unchains the inmates -- then backs off. This is as far as he goes.

					STYLES
			Which cell?

					BLOCK GUARD
			Any one you can find.

35	INT. MIDDLE TIER - CELL BLOCK

	The new inmates step onto a walkway. The door locks behind them. Kiryu
	peers down the foot-wide crack between walkway and guard house.

	HER POV: The bottom of the cell block lost in shadow. How many more
	tiers can there be?

					GRIMES
			I think there's been a mistake.

					VAN BRUNT
			What, you're not really guilty?

					GRIMES
			Oh, I'm guilty. Just not this
			guilty.

	The new inmates push ahead.

	THEIR POV: An inmate brushing his teeth in a toilet. Graffiti-scarred
	walls. A gang of females rousting a male inmate. A jogger using the
	circular walkway for a lap track. At least three inmates per cell. No
	open bunks.

	Two JOY BOYS in codpieces pass. They touch Domingo seductively. He
	bats their hands away. They laugh and blow kisses.

	THEIR POV: Blacks in shower caps playing dominoes. Inmates with bio-
	electric tattoos. A narcotized guy trying to peel the walls. A man and
	woman pulling a stand-up fuck. Inmates watching baseball on a caged
	monitor.

					ANNOUNCER (V.O.)
			...so far this year, the Yanks are
			13 and 12, three of those victories
			big ones coming on the road against
			Tokyo, Nagoya, and Osaka. And
			Tuesday night's game with the
			Hitachi Indians looms as a pivotal
			one...

	New inmates Stop. They've circled the entire tier and haven't found an
	open cell.

					VOICE
			No luck, huh?

	They look. The voice belongs to BELLHOP, an ingratiating maggot of a
	man.

					BELLHOP
			Vacancies are hard to come by in
			this hotel.

					STYLES
			But I bet you know where some are.

					BELLHOP
			Several. Happy to take you there.
			For two slags.

					DOMINGO
			Hey. Dickwipe. Fuck you, awright? I
			just spent maybe twelve hours
			cuttin' hot pipe, and for that they
			pay me five coins. Now you want two?
			Fuck you dead, man. From both ends.

	But Styles flips Bellhop a coin.

					STYLES
			Show us.
				(to Domingo)
			My throw.

36	INT. STAIRCASES - CELL BLOCK

	Zig-zagging, Bellhop leads the new inmates down through the cell
	block. They pass tier after tier.

					BELLHOP
			...little Wild Eye, Hash Mash,
			smokes with six percent real tobacco
			-- you just let me know. Watch this
			step here, bit loose. Comin' up on
			lockdown -- I strongly urge that you
			not be caught outside your cell.
			Right this way, not much further
			now...

					GRIMES
			Much lower, man, we're gonna drop
			out the ass-end of this thing.

37	INT. BOTTOM TIER - CELL BLOCK

	They reach the bottom. This is it. Dungeon-level.

					BELLHOP
			And here we are. First Floor.

	New inmates look around. Several cells are free.

					DOMINGO
			So what the shit's wrong with it?

					BELLHOP
			Pardon?

					DOMINGO
			How come rest ot the place is full,
			but this isn't? How come?

					BELLHOP
			Well, it's closer to the gravity
			generators, so you're a couple
			pounds heavier, little more
			sluggish. And the light isn't what
			it should be.

	That's all. They inspect the cells. Bunks have springs. Grimes kick-
	starts a toilet. It actually flushes.

					STYLES
				(to Bellhop)
			That's all, huh?

					BELLHOP
			They're nice rooms. Really. Can't do
			better than these.

	Styles flips him the second coin. Not wasting any time, Bellhop heads
	back to the stairs.

					DOMINGO
			Rats. Got big fuckin' rats down
			here, doncha?

					BELLHOP
				(oddly)
			Oh, no. You'll have no problems with
			rats.

	He's gone. Styles and Van Brunt settle into the first cell. Grimes
	takes the second, Domingo the third. Kiryu is left to choose between
	bunking with the rapist Grimes or killer Domingo. She chooses Domingo.

					GRIMES
			Thanks, cunt.

38	INT. STYLES' CELL

	Styles is taking a sink-bath, trying to wash away the limestone and
	the whole day. PIPES KNOCK, and the faucet sputters dry. He wasn't
	close to finishing.

39	INT. BOTTOM TIER - CELL BLOCK

	Air-drying, Styles walks the tier with Van Brunt. Other inmates here
	seem to be the runts and whack-outs of the prison:

	The HIKER, a paraplegic who walks only with the aid of a motorized
	backpack that "walks" his legs for him...

	A man thin enough to be a human X-RAY...

	The GASHER, a self-mutilating woman who notches her skin with a
	shank...

					STYLES
			Quite a neighborhood.

	And the ABORIGINE, a dreadlocker who paints his cell wall with
	primitive drawings. The drawings seem to be of an animal. But before
	Styles can get a closer look...

					BLOCK VOICE
			Lockdown. 30 seconds to lockdown.

40	INT. CELL BLOCK

	SELECTED SHOTS of inmates grabbing belongings and moving for stairs
	and cells.

					BLOCK VOICE
			Lockdown. 20 seconds to lockdown.

41	INT. STYLES' CELL

					BLOCK VOICE
			Lockdown. 10 seconds to lockdown.

	Styles and Van Brunt crab-step inside just as the door closes. Around
	the cell block, we hear DOORS THUNDERING SHUT.

					BLOCK VOICE
			Lockdown complete.

42	INT. CELL BLOCK

	A WHISTLE sounds. Entry doors open, and unleashed guard dogs stream
	into the block. Searching tor loose inmates, the dogs race around the
	tiers...

	...zig-zag down stairs...

	...flood the lower tiers...

43	INT. GRIMES' CELL

	...and appear here. One dog stops at Grimes' cell. It almost looks
	friendly.

					GRIMES
			Hey, dog.

	It lunges, slamming into the bars and nearly taking out Grimes'
	throat.

					GRIMES
			Shit. Lassie get the fuck home, huh?
			Get the hell outta here.

44	INT. CELL BLOCK

	Circling like a glass carousel, the guard house rises, pushed upward
	by one massive steel piston. Soon it vanishes, embedded in the
	ceiling.

45	INT. CELL BLOCK

	As all lights extinguish.

46	INT. DOMINGO'S CELL

	Later. Domingo wakes. The bunk is rocking. "What the hell?" Small
	MOANS and GASPS from beneath him -- from Kiryu. Domingo grins, taking
	the sounds for autoerotic. Figuring he can be of assistance, he eases
	off his bunk.

	And finds sharp metal thrust under his chin.

	Kiryu holds a bed strut, worked free of the bunk. That's what she
	was doing.

					DOMINGO
			Just thought maybe you was --

					KIRYU
			I know what you were thinking. Now
			get away before I bury this in your
			worthless pygmy brain.

	He backs off -- then snatches the shank away.

	For a beat Domingo just stares, and the only question is whether he'll
	rape her before or after he cuts open her throat. But then Domingo
	eases back onto his bunk and lies down.

47	INT. STYLES' CELL

	Glow-worms dot the ceiling like stars. One falls...

	...and lands on Styles. He brushes it away and tries to get back to
	sleep but can't: The night sounds of the prison -- SOBBING, FLUSHING
	TOILETS, BARKING DOGS -- fill his ears. He rolls away from VIEW.

	But a new SOUND rolls him back. This doesn't come from above like the
	other sounds. This seems to come from...

	The tier walkway. Empty. Quiet.

	Styles is at the bars, looking out. Was it just the dog? Hearing
	nothing now, he starts back to his bunk. But the SOUND returns.

	STYLES' POV: Through the walkway grating, we see the machinery level
	below, a jungle of conduit and hydraulics. It's from there that the
	SLIDING-CLAWING sound comes.

	Styles tracks the sound with his eyes. It passes under the walkway...
	moves toward his cell...and stops dead under his feet. Now something
	SCRATCHES, as if trying to penetrate the solid floor. For a small
	eternity, Styles doesn't move. Then the sound SLIDE-CLAWS away.
	Breathing again, Styles looks out the bars to see...

	Someone watching him from another cell. It's the X-Ray man.

48	EXT. SPACE STATION - DAWN

	Sunrise.

49	INT. SOLITARY WARD

	A single-cell door is opened. From inside the dark room, a lonely
	white face looks out.

50	INT. GAS CHAMBER

	Guards shove Ivory into a primitive throne-like chair. Pull straps.
	Cinch buckles. Through a window Ivory can see...

	The faces of the witnesses.

51	INT. CELL BLOCK

	A pitiless light floods the block. It's met with a CHORUS OF GROANS.

52	INT. GRIMES' CELL

					GRIMES
				(waking thickly)
			Ten minutes. They turned off the
			lights ten minutes ago...

53	INT. STYLES' CELL

	Styles and Van Brunt rise.

					VAN BRUNT
			Stiff every place but where it
			counts.

54	INT. DOMINGO'S CELL

	Kiryu dresses. Domingo stays in his bunk.

					DOMINGO
			Fuck them. I ain't goin' back to
			that psycho shitpile. What're they
			gonna do? Not pay me? Huh? Fuck 'em.
			Fuck 'em dead.

	A caged monitor flickers to life. On the screen we see Ivory, strapped
	down in the chair.

55	INT. CELL BLOCK

	As the image appears on screens everywhere.

56	INT. STYLES' CELL

	As Styles moves closer to a monitor, recognizing the man.

57	INT. GAS CHAMBER

	As a black hood is dragged over Ivory's head.

58	INT. OUTSIDE GAS CHAMBER

	As guards double-check machinery.

59	INT. CELL BLOCK

	As the entire block grows quiet, watching.

60	INT. SECURITY CORRIDOR

	The female WARDEN appears with captain of the guards, striding quickly
	toward the chamber. She pushes through a door...

61	INT. WITNESS ROOM

	...and takes her place at the viewing glass. She barely glances at the
	hooded inmate before nodding approval O.S. We get the feeling she's
	done this before.

62	INT. OUTSIDE GAS CHAMBER

	Where a lever is pulled.

63	INT. GAS CHAMBER

	CLOSE on a bag of crystals dropping into an acid bath beneath the
	chair. Gas roils upward...

	Enveloping Ivory. We know what's happening under the hood: He's
	holding his breath. Squirming. Working the good air up and down his
	throat, trying to make it last.

64	INT. WITNESS ROOM

	As the warden drums her fingers.

65	INT. CELL BLOCK

	As the new inmates watch.

66	INT. GAS CHAMBER

	Finally Ivory inhales. Screams as the gas burns his throat. Goes into
	hypoxiac spasms. And dies quickly but badly.

67	INT. DOMINGO'S CELL

	Domingo stares open-mouthed as the monitor flickers out. SCATTERED
	APPLAUSE from some sick fucks around the block. From the next cell:

					GRIMES
			Uh, just out of curiosity, Domingo
			...how many appeals you got left?

	Domingo jumps off the bunk, grabs his pants.

					DOMINGO
			What're we doin'? Let's go, let's
			go. Hey, open these fuckin' doors,
			huh? Let's get busy.

68	INT. BUNKER

	CLOSE on Ivory's hooded head, unmoving and lifeless. Suddenly he
	draws a jagged breath.

	He rips off the hood. Though his mind is still dying in the gas
	chamber, his body, he now discovers, is somewhere else.

	"Where's the window? The faces?"

	He finds himself in a chair -- this one without straps. He's inside
	what appears to be a small outpost bunker. No windows. Inactive
	monitors. Pre-form construction.

	"I'm dead, I'm dead, I gotta be dead..."

	He stands experimentally. Moves. Runs a hand over equipment. A monitor
	activates. It shows an external view: The outside terrain is rocky and
	windswept.

	"What planet is this? And how the hell did I get here?"

	He finds cots for other personnel -- but there are no others. Just
	him.

	Movement on the monitor. Did he just imagine it? He stares until it
	happens again: Something slides past the exterior camera, momentarily
	filling the frame with darkness. Skeletal darkness.

	A SCRATCHING SOUND turns Ivory. He tracks the sound to a seam in the
	wall panels. He touches the spot -- and can feel the thing outside,
	the thing barely an inch away, the thing that explores the seam with
	him.

	WHUMP. Ivory stumble-steps back. WHUMP. The seam cracks. WHUMP.
	Ivory looks around for a weapon, shield, anything. WHUMP. The Alien
	is inside.

69	INT. BUNKER MOCK-UP FACILITY - P-4 LAB

	Now we see the bunker from the outside -- and see the backdrops, the
	wind machines, the halt-environment. It's all fake. All but the
	SCREAMING.

70	INT. CONTROL ROOM - P-4 LAB

	CLOSE on a monitor. We're watching images from a hidden camera --
	jumpy, hard-to-track images of Ivory's death. By whipping tail. By
	rending arms. By striking jaws. Just who watches these images and
	where they're being seen -- none of it matters yet. All we know is
	that this one prisoner has now died twice.

71	EXT. SPACE STATION - DAY

	As a steel ingot is blasted toward Earth.

72	INT. FOUNDRY

	Feeding time: The new inmates file past a portable mess station,
	taking food. A thick, nutrient-stuffed sausage is plopped down on
	Grimes' plate.

					GRIMES
			Now we know why the crappers weren't
			clogged up.

					DOMINGO
			I gotta question. When we die, do we
			come right back here?

					KIRYU
			We're already dead. Just don't know
			it yet.

					VAN BRUNT
			She walks, she talks.

					GRIMES
			But will she do our cocks?

					DOMINGO
			Hey, toadshit. You gotta say the
			first thing that comes to your
			mouth?

	Leaving them behind, Styles looks for a place to sit. He spots...

	X-Ray. The man sits alone on the floor, sipping water. There's a tray
	of food beside him. Untouched.

					STYLES
			So how'd you sleep last night?

					X-RAY
			Same as every night.

					STYLES
			Lousy? Or not at all?

	No reaction. Styles sits.

					STYLES
			Heard some craziness last night. You
			hear any craziness?

					X-RAY
			You're strong. You should move up. I
			tried, once, but they hit me and
			made me go back to the bottom.
				(indicating tray)
			You want it?

					STYLES
			Looks like you need it more.

					X-RAY
			Water. That's all for me. Water's
			the only way.

					STYLES
			You don't eat? At all?...

					X-RAY
			Can't. I can but I can't.

					STYLES
			You'll starve if you don't eat. Do
			you know this?

					X-RAY
			But I'll die if I do.

	KLAXON HORN recall prisoners. With doubts about X-Ray's sanity, Styles
	tries one more time.

					STYLES
			What're you saying? Something's
			wrong with the food?

					X-RAY
				(conspiratorially)
			It won't take me. Next time it
			comes, won't want me. Too thin.
			It'll take someone else.

	Styles ponders it. Until he gets kicked in the back.

					DAGGS
			Feedin' time's over.

73	EXT. SPACE STATION - DAY

	A company mining ship is docked at the central spire, off-loading
	cargo.

74	INT. FOUNDRY

	Docking officers patrol a platform near the top of the foundry. The
	mining ship is visible through a viewport. Personel move in and out
	via an airlock. Beneath the platform, raw ore spills down chutes...

	...drops through SUB-CRUSHERS...

	...then gets hauled across conveyored ore-bridges to be dumped into
	stockpiles.

	Styles is among the prisoners who work the bridges, shoveling spilled
	rock off the catwalks and back onto conveyors. The ore seems endless,
	and more and more of it falls onto the prisoners' feet. It aggravates
	Styles but he figures someone will slow it down.

	No one does. Soon the ore is spilling off the catwalks and hailing
	down on the main floor. Workers take cover.

	At the end or the bridge, ore swamps the catwalk. It forms a moving
	rampart that pushes one frantic worker off the edge...

	...and into the stockpile. SHOUTED VOICES. In moments he'll be buried
	alive.

	Fed up with the madness, Styles rears back and buries his shovel deep
	into the conveyor system.

	Bridges stop. Crushers die. Chutes go empty.

	CLOSEUPS of guards turning to look.

	Though he only meant to stop the one bridge, Styles has managed to
	shut down the entire off-load. The foundry is quieter than we thought
	possible. Suddenly someone is marching toward Styles. It's a guard, a
	MASTODON of a man. The catwalk rocks under his weight.

					STYLES
			Too much ore...it was coming too
			fast...had to do something before --

	Hands grab him by the head and jerk him off his feet.

					MASTODON
			No one. Hear me? No one shuts down
			the foundry.

	He slams Styles back -- right into a stanchion bracket. Styles just
	hangs there, impaled, graying out into unconsciousness.

75	INT. TELESURGERY BERTH - INFIRMARY

	CLOSE on a surgical instrument, plunking into a pan of disinfectant
	and spreading blood. VIEW MOVES past a tray or fresh instruments...
	surgical draping...to equipment that monitors vital signs.

					SURGEON'S VOICE
			Lung's holding air.

					WOMAN'S VOICE
			Muscle reweave looks good, too.

	Bio-readouts change.

					WOMAN'S VOICE
			He's coming around. You want more
			NumbOut?

					SURGEON'S VOICE
			That's okay. Almost done here.

	The patient is Styles, blinking awake. His mind gathers speed.

					STYLES
			How bad?

					SURGEON'S VOICE
			Hmm? Oh, we've seen a lot worse.
			Aren't feeling this, are you?

					STYLES
			Huh-uh. Not a thing. Must be doin' a
			pretty good job of...

	Styles lifts his head to look at the surgeon -- and sees twin robotic
	arms. They're doing the surgery. He lurches up. Human hands shove him
	down.

					WOMAN'S VOICE
			Try that again, and we'll start all
			over -- without the anesthetic.

	Now we see the ITV (interactive television) system. One screen shows
	the Earth-based surgeon, who wears a camera-helmet and electronic
	gloves. His surgical moves are being mimicked here by the robotic
	arms.

					STYLES
			Oh, for shit's sake...

	On the ITV screen, we see the surgeon picking up closure clamps...

	And then we see the robotic hands using identical clamps to close the
	incision.

					SURGEON
			Closed...

	On the ITV screen, the surgeon selects an aerosol canister...

	And then the robot sprays the surgical site with quick-dry fluid.
	Clamps are removed. The incision holds perfectly.

					SURGEON (CONT'D)
			...and sutured.

	The surgeon ungloves. The robotic arms go limp.

					SURGEON
			Gotta run, Packard -- they're
			waiting for me on the front nine.
			Credit my account?

					WOMAN'S VOICE
			Done.

	The woman's voice belongs to PACKARD. She strips away surgical
	draping, tosses Styles fresh coveralls, scribbles on a clipboard.
	Styles doesn't move.

					PACKARD
			We don't give lollipops.

					STYLES
			Maybe I should just lie here. Couple
			hours.

					PACKARD
			Isn't necessary. That aerosol skin
			holds better than scar tissue.
				(over shoulder)
			Guard?

					STYLES
			Hey, doc. Feel like I been chewed up
			by a wolf and shit over a cliff,
			okay? Little slack might be in
			order.

					PACKARD
			One: I'm a diagnostic physiologist,
			not a "doc." We don't have "docs"
			here. They wouldn't be caught dead
			in a place like this even if the
			money was decent, which it isn't.
			Two: I can't afford the time or
			space.

	She throws back curtains to reveal the infirmary. Daggs can be seen
	bird-dogging one of the female med-techs.

					PACKARD
			Guard? Got a throw-back. Writing it
			up now.

					DAGGS
				(staying put)
			Comin'.

	Packard leaves FRAME. HOLD on Styles easing to his feet and dressing,
	using the time to check out the infirmary. It's cramped and crowded,
	the med-techs over-worked and underpaid. But to Styles, it looks like
	Nirvana.

	Now he assesses Packard, spotting her inside a glass office. Not as
	old as he first thought. Not as tough as she thinks. And not at all
	hard on the eyes.

76	INT. PACKARD'S OFFICE - INFIRMARY

	Packard sorts through a blizzard of paper-work, searching for...

					PACKARD
			Transfer forms...

					STYLES
			Mean these?

	He's in the office, holding the forms. Packard gives him a wary look,
	then accepts the forms without comment. Now she pats around for a pen.
	Styles finds one behind her ear. Another look. Going with the
	charming-bastard approach:

					STYLES
			I know what you're thinking. "How
			did I ever get along without this
			guy?"

					PACKARD
			Try again.

					STYLES
			"This guy could be a big help around
			here. I should get him reassigned."

					PACKARD
			What's the scam here? Just tell me
			up front, and we'll both save time.

					STYLES
			No scam. Just occurred to me out
			there that you could use another
			grunt and I could use another job.

					PACKARD
			We used to use prisoners. They stole
			everything but the ceiling.

					STYLES
			Gimme a throw. I'm a handy guy.

					PACKARD
			That's the problem.

	Daggs enters. He gives Styles a world-class scowl.

					DAGGS
			She tell you to come in here?

					STYLES
				(to Packard)
			Last chance to dance.

	Packard gives him a final appraisal. Then to Daggs:

					PACKARD
			Get this asshole out of here.

77	INT. INFIRMARY

	Leg-irons clamp around ankles. TILT UP as Daggs, finished chaining
	Styles, pulls him toward the door. A CRASH turns them back.

	MED-TECH #1 dropped a rack of vials. He starts to clean up the mess,
	but someone lifts him to his feet. Packard.

					MED-TECH #1
			Sorry. Just slipped.

	She checks his eyes. His pupils look like olives.

					PACKARD
			You're gone.

					MED-TECH #1
			Whaddya mean?

					PACKARD
			Transferred. Hydroponics, custodial,
			anywhere but here.

	Daggs heads for the door. It's not their problem.

					MED-TECH #1
			Hey, look, it was just an accident,
			okay. Coulda happened to --

					PACKARD
			You're glassed out. You been in the
			drugs. Christ, I don't believe you
			people. You're no better than the...
				(a new thought)
			Guard.

	Daggs turns.

					PACKARD
			Unhook him. I'll put him to work
			here.

					DAGGS
			Who? Him?

	He swaps looks with Styles. They're equally surprised.

					DAGGS
			Don't think the captain's gonna go
			for it. This guy's --

					PACKARD
			I'll square it with the captain. You
			just unhook him.
				(to med-tech)
			At least I know I can't trust the
			prisoners.

	She moves to Styles.

					PACKARD
			All right, you want a new job? You
			got one.

78	INT. INFIRMARY

	At a work-station, Styles is doing a biopsy on a dark pasty substance.
	He views it under a magnifier.

	STYLES' POV: of a wormlike parasite.

	On a chart, Styles checks "positive" under the heading "Kennel B, Dog
	#12." With a resigned sigh, he disposes of the first stool sample and
	unwraps another.

					MED-TECH #2 (O.S.)
			Hey, hey, lookit here...

	Styles turns. Med-tech #2 is at a monitor, which shows an external
	view of the station. A ship is at the docking port.

					MED-TECH #2
			Water tanker's in.

					MED-TECH #3
			'Bout time.

					REED (O.S.)
			Showers on me, bartender. All the
			way around.

	Carrying a sealed package, REED enters. He's young, bookishly
	handsome, fancies himself a cocksmith.

					PACKARD
				(eyeing package)
			For me?

					REED
			Hand-delivered, please note.

	Packard opens the package. Medicine.

					REED
			Pullin' a late one tonight?

					PACKARD
			Out of here as soon as I inventory
			this stuff.

					REED
			Why not stop by? You can fix us
			dinner.

					PACKARD
			Try Hockmeyer. She's young and
			easily impressed. Might even know
			how to cook.

					REED
			Tellin' me you don't know the way to
			a man's heart, Packard?

					PACKARD
			Through his veins, last I looked.

	She inventories. Reed wanders the infirmary, checking things out. He
	comes to a stop behind Styles.

					REED
			Are you doing what I think you're
			doing?

					PACKARD
			Ten grams of Indapamide? I ordered
			fifty. And where's my Cloxacillin?

					REED
			Had a problem with the fermentation
			tanks.

					PACKARD
			Tell me something, Reed. Why is it,
			if we have an on-site pharmaceutical
			lab, that I have to beg for
			medicine? I mean, just out of idle
			curiosity.

					REED
				(to Styles)
			Least she's beggin' for something.

	He slaps Styles on the back -- right on the surgical site.

					REED
			Make it up to you next week,
			Packard. One way or another.

	He leaves. Packard shakes her head.

					PACKARD
			This place...

79	INT. CORRIDOR OUTSIDE P-4 LAB

	Back in chains, Styles is being transported by Daggs. Packard walks in
	the same direction, scanning paperwork.

					STYLES
			So how'd you wind up with this job?
			If you're not a doctor?

					PACKARD
			I applied for sewer superintendent,
			but all the openings were taken.
				(tired of reading)
			How's the back?

					STYLES
			Okay. 'Til whats-his-nuts showed up.

					PACKARD
			Reed?

					STYLES
			Friend of yours?

					PACKARD
			Biochemist. Brilliant guy, really.
			Just kind of a sleaze.
				(nodding ahead)
			Works in the P-4 lab.

	They near the lab. A P-4 technician appears, placing a hand on a wall-
	mounted scanner. The door opens. It's the thickness of a bank vault.

					STYLES
			Serious door.

	Passing, Styles slows to get a look inside. Daggs jerks him away like
	a dog on a leash.

80	INT. EQUAVATOR STOP - CORRIDOR

					PACKARD
			I'll file the paperwork. You might
			not get paid for the first few days.
			But eventually.

	An equavator arrives. Packard steps aboard. The caged car begins
	drawing away.

					STYLES
			Hey. Thanks.

	She looks back but doesn't answer. In a moment the car is gone.

					STYLES
			So. Think she likes me?

					DAGGS
			She wouldn't piss on the best part
			of you.

81	INT. CELL BLOCK

	In lockdown lighting.

82	INT. ABORIGINE'S CELL

	The Aborigine paints his wall in the dark.

83	INT. X-RAY'S CELL

	X-Ray finishes a cup of water.

84	INT. HIKER'S CELL

	The Hiker removes his motorized backpack for the night.

85	INT. DOMINGO'S CELL

	Domingo climbs onto the upper bunk. He tosses a moment, thinking about
	the woman below him.

					DOMINGO
			Hey.

	No answer. Domingo leans over the side.

					DOMINGO
			Hey.

	Kiryu looks up.

					DOMINGO
			Good night.

	She gives him a look. "That's the stupidest thing I've ever heard a
	human being say." Domingo gives up and lies back down. A long beat,
	and then:

					KIRYU
				(begrudgingly)
			'Night.

86	INT. BOTTOM TIER

	The tier dog lies on the walkway, resting but not asleep. Soon its
	head lifts, hearing something. It's a faint SCRAPING-CLAWING.

	Beneath the walkway grating lies the jungle of conduit. Like a living
	shadow, something down there moves.

	Hackles rising, the dog turns and skulks up the stairs. It wants no
	part of this.

87	INT. HIKER'S CELL

	Hiker wakes suddenly -- and doesn't know why. He rolls over to see...

	A hole in the cell floor. Pried open at a seam.

	Silently, Hiker detaches a metal rod from his backpack. Now he finds a
	mirror and leans out of the bunk to angle the mirror over the hole. He
	sees...

	Inside the hole. There's only blackness.

	Hiker slithers off the lower bunk and drags himself closer.

88	INT. MACHINERY LEVEL

	The VIEW PEERS UP through the hole as Hiker peers down. And only now
	do we see the thing behing him -- the dark coiled mass that clings
	spiderlike to a ceiling corner.

89	INT. HIKER'S CELL

	A tail whips through the air, noosing around his neck. Hiker gurgles
	a scream as the tail rears him back...

	And body-slams him into the ceiling.

90	INT. X-RAY'S CELL

	Fluids spatter X-Ray's face. He wakes to see in the next cell...

91	INT. HIKER'S CELL

	Hiker's body splashing against the ceiling.

92	INT. STYLES' CELL

	A CRY. Styles is on his feet, moving to the bars, looking out. Can't
	see much in the dark. Just movement. Fast, horrid, lethal.

93	INT. CELL BLOCK

	In QUICK PUMMELING SHOTS:

	X-Ray screaming.

	The Rogue Alien turning. Spotting a new target.

	X-Ray realizing he's next.

	Hiker being dropped to floor. Boneless.

	Rogue Alien smashing into side bars. Over and over. Trying to get at
	X-Ray.

	Inmates calling for help. Others waking.

	Steel piston moving. Guard house dropping. Spotlights sweeping tiers.

	Rogue sizing up bars. Then making an OMINOUS CLATTERING SOUND as its
	exoskeleton begins moving, plates unhinging, shifting, collapsing.
	Rogue reshaping itself -- then, impossibly, passing through the bars.

	X-Ray falling silent. Stunned.

	The Rogue snapping back into shape, rehinging in one tremendous body-
	flex. And now attacking.

	Blood dancing on air.

	Rogue attacking.

	Entrails spilling.

	Attacking. Attacking. Attacking.

94	INT. BOTTOM TIER - CELL BLOCK

	The guard house finally bottoms out. Spotlights find...

					STYLES
			Over there! Other side, other side!

	Lights whirl around the tier. The cells there are red. And empty. And
	quietly dripping.

95	INT. MACHINERY LEVEL

	Flashlight beams probe machinery. SHOTS of huge gears. Pistons.
	Conduit. And the first sign of blood.

	Guards with dogs track the blood through the machinery level, the
	bowels of the station. The trail leads to...

	A utility shaft. In better light, we see the faces of these Special
	Service guards, a.k.a. the Shit Squad. It's a ragged but tough-ass
	crew of men and women who will do just about anything for time-and-a-
	half.

	Their BOSS looks down the shaft. It narrows and turns, hiding its
	other end.

					BOSS
			Right Nut. Get a reading.

	RIGHT NUT shoulders to the front, aims an Echo Location Gun (E.L.G.)
	down the shaft and pulls the trigger.

96	INT. UTILITY SHAFT

	Small sonic grenades DETONATE, blinding us.

97	INT. MACHINERY LEVEL

					RIGHT NUT
				(reading display)
			Clear, Boss.

	Guards trade glances. Does that mean it got away? Or does that mean
	they have to go down there?

					BOSS
			Let's get a deeper reading.

98	INT. UTILITY SHAFT

	Right Nut climbs down -- and one look at his face tells us he hates
	this gig. He reaches the twist where the shaft becomes a tunnel. Beams
	his light. Sees nothing. Crawls ahead to reach...

	A juncture. Here the tunnel splits into two passages. Right Nut points
	the E.L.G. down a passage and FIRES.

	CLOSE on the gun's display-screen. We can "see" the sonic grenades
	detonate. They show clear tunnel.

	Right Nut turns and FIRES down the other passage.

	A bogey registers. It's far ahead and moving away. But it's there.

					RIGHT NUT
			Shit.

	He deliberates -- then makes the wisest decision of his young life.

99	INT. MACHINERY LEVEL

					RIGHT NUT
			Clear, Boss. Nothing down there.

	Other guards help him out of the shaft.

					BOSS
			Awright, someone get a torch. Seal
			this thing up tight as a 12-year-
			old. Left Nut, pick a dog and kill
			it. Then drag it around the cell
			block so they all see.

	Guards deploy. Boss turns back to Right Nut -- and his face wonders if
	the tunnel really was clear.

100	EXT. SPACE STATION - DAY

	In hard morning light.

101	INT. BOTTOM TIER - CELL BLOCK

					BLOCK VOICE
			Doors opening. Stand clear. Doors
			opening.

	Throughout the block, cell DOORS CLATTER open. The new inmates shuffle
	out, glancing furtively at the two cells now curtained off with tarps.
	Sounds of RECONSTRUCTION.

	Inmates move for the stairwells. Styles slows as he passes the
	Aborigine's cell -- and looks at what he tried to see the night
	before.

	STYLES' POV: The cave drawings. Stylized and crude. But the beast
	portrayed is, to Styles' eyes, alien. To our eyes, it is unmistakably
	Alien.

					STYLES
			Some bad craziness here...

102	INT. CORRIDOR

	Chained together, lines of inmates are being herded off to work. Daggs
	falls in step beside Styles.

					STYLES
			So what is it?

					DAGGS
			What's that?

	Just a look trom Styles.

					DAGGS
			Heard it was a rabid dog. Got loose
			of the kennel and was living under
			the cell block.

					STYLES
			A dog? That comes through the floor?
			That sound right to you, Daggs?

					DAGGS
			Only know what I hear.

					STYLES
			But do you believe what you hear?

					DAGGS
			I believe it's time to shit-can all
			these questions.

103	INT. INFIRMARY

	Styles at his work-station. Instead of stool samples, he's checking
	paperwork. He turns upon hearing...

					PACKARD (O.S.)
				(to med-tech)
			...hook up the Doppler probe to his
			pulse points. Oh, and rehydrate some
			blood. Four units.

	Packard strides in, attending a patient on a gurney. The patient goes
	to the telesurgery berth. Packard goes to the terminal in her office.

104	INT. PACKARD'S OFFICE - INFIRMARY

					STYLES
				(entering)
			Been checking these records, these
			kennel histories. There's not one
			reference to --

					PACKARD
			Away, Styles.

					STYLES
			I'm talking about last night.

					PACKARD
			I don't know about last night.

					STYLES
			You didn't hear?

					PACKARD
			What'd I just say?

					STYLES
			Two inmates died. In the cell clock.

					NURSE
			Doctor's office.

	A downworld NURSE has appeared on the terminal screen.

					PACKARD
			Packard here, resident D.P. up on
			Moloch. I have a patient, multiple
			perforations from a stitch rifle,
			extensive arterial damage, now being
			prepped for telesurgery.

					NURSE
			I'm sorry, but Dr. Gibson gave me
			strict instructions not to --

					PACKARD
			I'm not listening. She's the
			vascular surgeon on call, so find
			her and have her on-line in 15
			minutes.

	Disconnect.

					PACKARD
			Take it back. Did hear. Something
			about a rabid dog.

					STYLES
			What about the bodies?

					PACKARD
			What about 'em?

					STYLES
			Have you seen them?

					PACKARD
			Why would I? Said they were dead,
			didn't you?

					STYLES
			Just thought...

					PACKARD
				(annoyed)
			This isn't a hospital, Styles. It's
			a repair shop. Replace a valve,
			patch a leak, check the levels and
			get 'em back on-line. It they're
			dead, that's that. They get shipped
			downworld somewhere.

					STYLES
				(showing records)
			Look. Not one case of rabies in
			three years. How's a dog gonna get
			it? It's contagious, isn't it? From
			bites? So how's one dog gonna get
			rabies if none of the others have
			it?

					PACKARD
			Probably from an inmate.

105	INT. INFIRMARY


	She exits the office and moves for telesurgery. Styles stays with her.

					STYLES
			What is it? You afraid to find out?
			Or you just don't care?

					PACKARD
			Nobody is here because they "care."
			We're all trying to qualify for a
			stress-disability pension and get 40
			percent base-salary for life. Him,
			her, me, all of us. Get it?

					STYLES
				(loaded)
			Yeah. Guess I do.

					PACKARD
			It's a Company world, Styles. And
			I'm just one citizen.

106	EXT. SPACE STATION - DAY

	Buoys flash yellow. Soon the drone ship appears -- a sleek surface-to-
	orbit limousine with stubbed wings and needled nose. It shows the
	corporate logo of Weylan-Yutani.

107	INT. UPPER-LEVEL CORRIDOR

					STATION VOICE
			Company drone ship docking...

	The captain of the guards is striding quickly for the docking port.

					STATION VOICE
			Drone ship docked.

					CAPTAIN
			Shit.

	He breaks into a trot.

108	INT. DOCKING PORT

	Twin airlocks here, a large one for cargo, a smaller one for
	personnel. The captain enters just as the latter is FLOODING WITH AIR.
	A door lifts open to reveal...

	One man. Amerasian. Flawless business attire. Black-hole eyes that
	absorb everything and reflect nothing.

					CAPTAIN
			Mr. Lone. Warden's in conference,
			otherwise she would've been down
			here to meet you personally, but she
			asked me to make sure you get...

	LONE brushes past the captain...

109	INT. UPPER-LEVEL CORRIDOR

	...and strikes off on his own. The captain catches up. Nearing a
	junction, he tries to steer Lone to the right.

					CAPTAIN
			Quarters this way, Mr. Lone. I know
			how confusing this place can be.

	But Lone, knowing precisely where he is, steps aboard an equavator and
	departs to the left. The captain SWEARS and hits an intercom.

					CAPTAIN
			Made a course-correction on us. He's
			inbound on Level Ten.

					WARDEN (V.O.)
			The P-4 lab?

					CAPTAIN
			Where else?

110	INT. CORRIDOR OUTSIDE P-4 LAB

	CLOSE on Lone's hand, held flat to the doorside scanner. PULL BACK as
	the vault-like door opens to admit him.

111	INT. REED'S OFFICE - P-4 LAB

	Reed is at his desk, feet up, gene-schematics laid over his face. An
	assistant, MOHL, enters nervously.

					MOHL
			Uh, Mr. Reed...

					REED
			Don't bother me. I'm having a sexual
			fantasy.

					MOHL
			It's him. Mr. Lone. He's here.

	Reed springs to his feet.

112	INT. CONTROL ROOM - P-4 LAB

	CLOSE on a monitor. We're watching a video replay, "BREACH TEST 12/C."
	The video has been heavily processed with reference markers, time-
	frame counters, overlay graphs. But beneath all that lurks an Alien.
	It's outside the mock-up bunker, looking for a way in.

					REED (O.S.)
			Here. 1:37. It finds the seam.

	VIDEO VIEW of the Alien clawing at the chink between the bunker's pre-
	form panels.

					REED (O.S.)
			It knows that's the weak point.

	VIDEO VIEW of the Alien lunging, ramming the spot.

					REED (O.S.)
			And now it's making its breach.

	VIDEO VIEW cuts to the bunker interior. The Alien is breaking through
	to attack Ivory. Just when we think we'll have to see it all over
	again, the monitor dies.

					REED
			Inside at 2:06 -- 29 seconds to
			breach standard, non-pressurized
			walling. Efficient but crude. It's
			not my favorite monoclone.

	Nodding agreement, Lone turns to a ceiling-tall chamber, a room within
	this room. It's paneled with dark windows.

					MR. LONE
			On the other hand...

					REED
			We have this. Mohl?

	Mohl lowers the room lights and raises the chamber lamps. And now we
	see it:

	A synthetic womb floats in a cradle of zero-gravity, fed by umbilicus.
	It gives us the creeps just looking at it, but not Lone. He moves
	closer. Translucent areas of the womb form glazed windows. Lone
	squints, trying to see through. Suddenly the womb spasms.

					REED
			Just a reaction to the light. We're
			trying to slowly brighten its
			environment to minimize birth-
			trauma, but...

	The womb jerks again.

					REED
			But it really prefers the dark.
				(to Mohl)
			Photoacoustic.

	Mohl brings the chamber lamps down, then activates the photoacoustic
	equipment.

					REED
				(tapping monitor)
			Here.

	The screen shows a false-colored image of the thing within the womb.
	Coiled, knotty-spined, long-headed, we recognize it as Alien. Or
	something akin.

					REED
			Kind ot pretty, hmm?

	Clearly, Lone agrees: He taps playfully on the glass of the monitor,
	reminding us of a father at the window or a nursery. Seemingly in
	response, the colorful life-thing twitches.

					MR. LONE
			How much longer?

	The door opens for the captain and warden. Lone ignores them a moment.

					REED
			We're tracking cell-sloughage, and
			if there's any correlation between
			this one and earlier copies...

	He looks to Mohl, the human notebook.

					MOHL
			220 hours of gestation.

					REED
			Roughly eight days.

					MR. LONE
				(now including warden)
			And the next scheduled execution?

					WARDEN
			19 days.

					MR. LONE
			So other than a scheduling problem,
			we have no snags?

	Nervous eye-flicks between the warden, captain, Reed. "Does he know?"

					WARDEN
			If Reed says we're on schedule, then
			I'd have to agree.

					MR. LONE
			What of our dog? Our rabid one?

	Headaches all the way around. "He knows."

					WARDEN
			We're, uh, taking care of that
			situation.

					MR. LONE
			It's dead, then?

					REED
			If it's not yet, it will be soon --
			all monoclones are short-lived to
			make sure they're sterile. Suicide
			gene kicks in after 30 days.
			Roughly.

					CAPTAIN
			In the meantime, it seems to be
			localized to the cell block. Which,
			obviously, is segregated from the
			rest of the station.

					MR. LONE
			If it is, how did it get there? And
			if it did, what's to prevent it from
			finding its way back?

	Good questions. No answers.

					MR. LONE
			I don't think it's in the company's
			interest to engage in further
			denial. We have a decontained
			biohazard. Let's deal with it
			quickly and smartly...
				(to Reed)
			Before we all wind up "roughly"
			dead.

113	INT. CORRIDOR - ADMINISTRATION LEVEL

	On the move:

					CAPTAIN
			I'll be down in Special Services.
			See what Boss can come up with.

	Captain splits off. Lone and the warden reach an office, and the
	warden hand-scans the door open. Lone enters first...

114	INT. WARDEN'S OFFICE

	...and moves behind the desk. It bugs the warden.

					MR. LONE
			Desk, departure time for next deep-
			space transport out of Gateway.

					DESK VOICE
			22:50 tonight.

					MR. LONE
			Desk, reserve passage for one.

					WARDEN
				(thinly veiled)
			You're not staying? I was hoping
			that you could.

					MR. LONE
			I can and am. The reservation is
			yours.

					WARDEN
				(realizing)
			You can't fire me. I'm on a
			perpetual contract.

					MR. LONE
			True. But you can be reassigned in
			cases of gross incompetence. And I
			think you've qualified splendidly.

					WARDEN
			Because some lab worker flushed
			something down a drain? Let
			something slip out under the door?
			For that I'm responsible?

					MR. LONE
			No. For trying to keep it from me.
				(scanning terminal)
			I see here there's a position on New
			Arcticus that requires an employee
			of your standing...

					WARDEN
			Arcticus? That's twenty months in
			hypersleep.

	He fixes her with those shark-black eyes.

					MR. LONE
			But only ten one way.

	The warden understands. Understands that Lone doesn't have to make
	this a round-trip ticket.

115	INT. PACKARD'S CABIN

	The room is spartan, not so much furnished as equipped. Few personal
	knick-knacks. VIEW FINDS Packard slumped in a chair, reviewing
	paperwork her mind isn't on. Finally she pulls out what she's really
	thinking about -- the kennel histories. She pages through. Then dials
	a terminal.

					DESK VOICE
			Warden's desk.

					PACKARD
			She in?

					DESK VOICE
			I'm sorry. Warden Wells is on
			administrative leave.

					PACKARD
			For how long?

					DESK VOICE
			Indefinitely.

					PACKARD
			And no one told us? I don't believe
			this. Who's in charge?

					DESK VOICE
			Mr. Lone has temporarily taken over
			operations.

					PACKARD
				(halr-recognizing)
			Lone?

					DESK VOICE
			Is there any message?

					PACKARD
			No. No message.

	Disconnect.

					PACKARD
			This place...

	A beat, then she calls up the corporate directory to run a name. The
	screen fills with a videograph of Lone. Packard scans the sidebar
	information -- and finds the words "Bio-Weapons Division."

116	EXT. SPACE STATION - NIGHT

	With the moon as a backdrop.

117	INT. HIKER'S CELL

	The tarps are gone. The cell has been patched, painted, repaired. The
	only sign of its former occupant is the metal backpack rod that Styles
	finds in a corner.

					STYLES
			Just needs a vacancy sign...

	The sink faucet drips. Styles shuts it off. Then with a thought, he
	squeaks it back on. WATER RUNS beneath the floor.

					BLOCK VOICE
			Lockdown. 30 seconds to lockdown.

118	INT. BOTTOM TIER - CELL BLOCK

	Tracking the water, Styles exits the cell. The pipes are visible under
	the grated walkway. They merge with a larger duct that bores through
	the heart of machinery level.

					BLOCK VOICE
			Lockdown. 20 seconds to lockdown.

	Styles kneels and inspects the walkway grating. Some of the joints
	look rusted. Vulnerable.

					BLOCK VOICE
			Lockdown. 10 seconds to lockdown.

					VAN BRUNT
				(calling from cell)
			Styles?

	Styles looks up -- and realizes he's on the wrong side of the tier. He
	kicks it into high gear...

119	INT. STYLES' CELL

	...and enters as the cell door begins closing. Spinning, Styles holds
	the backpack rod lengthwise in the path of the closing door. The door
	clamps down on the rod. We hear other DOORS SLAMMING SHUT -- but the
	backpack rod, shivering under the strain, seems like it might hold the
	door at bay.

					BLOCK VOICE
			Lockdown complete.

	The rod explodes. Shrapnel nearly decapitates Van Brunt. The DOOR
	CRASHES SHUT.

					VAN BRUNT
			wish I could find a blade that would
			shave that close.

					STYLES
			Stronger. Just a little stronger.

120	INT. CELL BLOCK

	In lockdown lighting.

121	INT. DOMINGO'S CELL

	START on the lower bunk, empty. MOVE to the upper bunk. We find Kiryu
	here, naked and asleep, her head pillowed on Domingo. He's wide awake.
	Listening. Standing guard for them both.

	Something grabs his leg. Domingo lunges with his shank. It nearly
	cuts...

	Grimes, his hand snaking back through the side bars.

					GRIMES
			Little jumpy, huh?

122	INT. THREE CELLS

	A midnight meeting: Styles and Van Brunt stand at the side bars of
	their cell, looking past Grimes to confer with Domingo and Kiryu in
	the cell once-removed.

					STYLES
			Having second thoughts about this
			place -- an' to tell the truth,
			they're the same as my first ones. I
			want to make a move.

					DOMINGO
			Let's do it. Tomorrow. Go up top,
			find that little skag-ass bellhop
			and grab his cell so's we --

					STYLES
				(shaking head)
			I want out, Domingo. The Big Out.

123	PREPARATIONS MONTAGE

	In a collage of fast-moving SHOTS, we see preparations for the
	breakout:

	A.	Foundry. End of shift. Kiryu is getting paid, a guard counting
		coins into her palm. The guard fails to notice the metal-weave
		bracelet on her wrist.

	B.	Cell. Kiryu unwinds the bracelet. It's made of pilfered wire,
		yards of it.

	C.	Bottom tier. Beneath a staircase, Styles uses the wire to saw
		the joints of the floor grating.

	D.	Cell. A sink faucet, untended, runs water.

	E.	Bottom tier. Domingo saws on the grate. A joint is severed.

	F.	Cell. After lockdown. Styles watching the tier dog prowl beyond
		the bars.

	G.	Upper tier. Van Brunt buys shower caps from black inmates.

	H.	Cell. Van Brunt and Kiryu pick glow-worms off the ceiling,
		collecting them in the plastic caps.

	I.	Cell. The sink faucet runs endlessly.

	J.	Cell. Styles saws the ends off the broken backpack rod,
		fashioning pieces of equal length.

	K.	Bottom tier. Domingo lifts the cut-out panel free of the
		grating. The hole leads straight down into the machinery level.

	L.	Cell. The water from the faucet finally begins to dwindle.

124	INT. STYLES' CELL

					BLOCK VOICE
			Lockdown. Ten seconds to lockdown.

	The cell door moves to within a foot of closure -- then stops, blocked
	by a new rod. It's three sections of rod wired together into one thick
	bundle of steel. We hear the OTHER DOORS SLAMMING CLOSED.

					BLOCK VOICE
			Lockdown complete.

	Straining to close, the cell door GROWLS. Shudders. WHINES. And then,
	with a SHATTERING CRACK, it surrenders. Styles appears -- and slides
	the cell door open as easily as if he were stepping onto a patio.

125	INT. BOTTOM TIER - CELL BLOCK

	Morning. Prisoners file for staircases. The new inmates huddle at the
	walkway railing, sizing up the water duct below.

					STYLES
			What about it?

					GRIMES
			It goes down, man. And down is
			where the what-the-fuck lives.

					STYLES
			But it's gotta go back up. Water
			tanker comes in at the docking port,
			Level Ten.

					GRIMES
			Yeah? Says who? I never seen no
			tanker. We're takin' your word for
			everything here. I mean, why the
			shit should we listen to you? How
			cum nobody listens to me?

					DOMINGO
			'Cuz he's smart.

					GRIMES
			Yeah? He's here, ain't he? How
			smart's that? And what's he in for?
			Fraud. Does that tell you something?

					VAN BRUNT
			Broken out of every other place he's
			been.

					GRIMES
			Well, this ain't every other place.
			An' hey, what about you? Mr. Crash
			And Burn? You fuckin' turned 49
			people into ash. Now you're gonna
			fly us outta here? Hey, this is
			ratshit. This is a circle-jerk for
			kamikazes.

					STYLES
			Okay, Grimes. You're out.

					GRIMES
			Yeah? Says who?

	Fed up, Styles slap-grabs Grimes by the back of the head and walks him
	away.

					STYLES
			What's your sentence, Grimes? 32
			years or something?

					GRIMES
			26 with good behavior.

					STYLES
			Figure 32. Think you can last that
			long? In the foundry? Or down here?
			See, Van Brunt I need for a pilot.
			Domingo I need because he's strong
			and won't mind snapping necks on the
			other end if it comes to that. Kiryu
			I need because Domingo won't come
			without her. But you, you little
			turkey neck, the only reason you're
			plugged in is because I need to keep
			an eye on that shit-spewin' mouth of
			yours.

					GRIMES
			I dunno know, man. I dunno. Why
			should we rely on you?

					STYLES
			You don't rely on me. If I go down
			when we're goin' out, I want you to
			keep goin'. I want you to crawl over
			my bloody corpse and get out of this
			hellhole. Because believe me,
			Grimes. I'd do the same for you.

	He shoves Grimes back toward the others.

					STYLES
			When the water goes, we go.

126	INT. HULL SECTION - CORRIDOR

			"HULL-REPAIR PACK -- EMERGENCY USE ONLY"

	Beneath the warning, a blast-pack hangs in a wall recess. Hands jerk
	the pack away.

	WIDER, we see S.S. guards moving down the corridor with a hand-cart.
	The cart is stacked high with blast-packs.

127	INT. SPECIAL SERVICES ARMORY

	Boss finishes positioning nozzles of two blast-packs. They've ben
	integrated into a doorway trap made of welded pipe. Lasers serve as
	trip-wires.

					BOSS
			Awright, stand clear.

	S.S. guards back off. Boss unpins a sonic grenade and pitches it
	through the doorway. Lightning-fast:

	The grenade trips the beams.

	Blast-packs spray from both sides, shooting out a thick hull-patching
	resin.

	The sonic GRENADE DETONATES.

	The resin catches the explosion, coating and drying it instantly.

	A plate of resin clatters to the floor. A starburst pattern bulges
	from its center.

					BOSS
			There's the concept. Figure we got
			the makin's for a good ten traps.
			Now let's wipe ass and make it work.

	Guards begin hauling away blast-packs, pipe, welders. Boss steps to
	his Right and Left Nut.

					BOSS
			Whaddya think?

					RIGHT NUT
			Think a grenade's a grenade -- and a
			"decontained biohazard" ain't.

					BOSS
			Yead, I know. That's why I had the
			foundry make these up.

	He opens a munitions box. Inside are needle-rounds for a stitch rifle
	-- big nasty ones.

					LEFT NUT
			Oh, fuck me hard, I love it.

					BOSS
			Four times the normal bore with
			phophorus-magnesium tips. They'll
			burn hard and fast, so inboard
			passages only. Got it?

					RIGHT NUT
				(digging in)
			Party favors...

128	INT. CONTROL-ROOM - P-4 LAB

	After hours. The control room is shadowy and quiet.

					MR. LONE (O.S.)
			I wonder if it knows we're here.
			Sometimes it moves in a certain way,
			turning its head as if to look out.

	VIEW FINDS Lone at the window of the cradle chamber, entranced by the
	artificial womb that rolls around gently inside.

					MR. LONE (CONT'D)
			It makes me wonder. What it must
			think. If it does see us.

	Finally he looks to Mohl, seated at a console, working with the video
	replays.

					MR. LONE
			Let me know when you have something
			for me.

	Mohl nods. Lone turns for the door.

129	INT. CRADLE CHAMBER - P-4 LAB

	WOMB'S POV: Of Lone leaving.

130	INT. INFIRMARY

	CLOSE on a monitor. Someone is cycling through daylight views of the
	station's exterior. The monitor holds on an angle of the docking port.

	Styles is leaning over the monitor. He absently rubs the back of one
	hand as he concentrates.

					MED-TECH #2
			Breaking out?

					STYLES
				(jarred)
			Huh?

	The med-tech looks closer at his hand.

					MED-TECH #2
			That rash. Here. Let's try this.
				(sprays spot with
				canister)
			Give it a couple minutes.

	She sets the canister down and leaves. Brow furrowing, Styles sniffs
	the sprayed area -- and finds something familiar in the smell. He
	picks up the canister. Checks the contents. Hangs onto it as he heads
	for Packard's office.

131	INT. PACKARD'S OFFICE - INFIRMARY

	Packard sits at the terminal, back to VIEW. A man's troubled face is
	seen on the screen. Something's wrong here.

					HUSBAND
			...waiting for a good time, but you
			know, there never was any.

					PACKARD
			You're not renewing the contract, is
			that it?

					HUSBAND
			C'mon, Chris, you had to know. We
			haven't been together in five
			months. And I'm not saying that's
			your fault. But I'm down here, and
			you're stuck up there, and there's
			just a lot of things going on in my
			life right now...

	On the screen, a young woman wanders into the BACKGROUND. Hearing
	conversation, she turns toward VIEW and seems startled to see the
	husband conversing. Too late, the woman darts away.

					PACKARD
			Yeah. I can see.

					HUSBAND
			I, uh, better go. Eikenberry will
			clean up the legal stuff, if that's
			okay with you.
				(no response)
			Be well, Chris.

	Disconnect. Packard's eyes puddle up. Trying to shake it off, she
	wipes her face and checks her reflection in the dead screen. There's
	another face there.

					PACKARD
				(spinning)
			Want to try knocking next time?

					STYLES
			There's no door.

					PACKARD
			So beat your head against...
				(apologizing)
			It's not you, it's just...this
			place.

					STYLES
			Didn't know you were married.

					PACKARD
			Well, you weren't alone.

					STYLES
			First contract?

					PACKARD
				(nodding)
			One five-year.

					STYLES
			Hey, least you went the distance. I
			got 17 days out of my three-year.

					PACKARD
			You were married for 17 days?

					STYLES
			Two-and-half weeks of Holy Deadlock.
				(entering, sitting)
			She was one of these sweet young
			things that writes you torrid
			letters while you're in prison.
			Don't really understand it, but some
			women just seem attracted to
			incarcerated men.

					PACKARD
			Some sick females out there.

					STYLES
			We got married in prison. I wanted
			to surprise her with a honeymoon, so
			I did the Midnight March over the
			wall. Surprise was on me. She was
			married to three other guys in three
			other prisons.

					PACKARD
				(feeling it)
			Ohhhh...

	They commiserate in silence. Then Packard stands, getting back to
	work.

					PACKARD
			Well. Did you want something?

					STYLES
				(showing canister)
			Mind if I take it with me? Just for
			my hand here.

					PACKARD
			That's alcohol-based. Could be used
			for a torch. They aren't going to
			let you in the cell block with it.

					STYLES
			They will if you sign for it.

					PACKARD
			Christ. Why can't you just steal
			things like a normal prisoner?

					STYLES
				(leaving)
			Okay.

					PACKARD
			Don't you dare.
				(suspicious again)
			If I sign, you aren't gonna screw me
			with this, are you? Because once a
			day is my personal limit.

					STYLES
			Would I do that?

					PACKARD
			If I gave you half a chance.

					STYLES
			Which you haven't.

	She looks him over, trying to figure him out -- and maybe just now
	sees the man inside the prisoner. Then with as much vulnerability as
	she'll ever show:

					PACKARD
			I have this thing about trust.
			Betrayal, actually. So just don't
			lie to me, okay? Not unless you're
			absolutely sure I'll never find out.

	He smiles winningly. And helps wipe her face dry.

132	INT. INFIRMARY

	Styles and Packard are visible through the office window. PULL BACK to
	reveal Daggs watching them -- closely. When Styles exits the office...

					DAGGS
			Hey, sex ape.

	Styles veers closer.

					DAGGS
			Let me ask you somethin'. Do you
			give the smallest shit about this
			lady? Or you just scammin' her?

					STYLES
			Don't know what you mean, Daggs.
			Just doin' a job, that's all.
				(flipping canister)
			Just doin' a job.

133	INT. STYLES' CELL

	CLOSE on a faucet, sputtering out the last of its water. PULL BACK to
	reveal Styles and the other new inmates. That's all they were waiting
	for.

134	INT. CELL BLOCK

	After lockdown. A WHISTLE sounds. Entry doors open. Guard dogs run
	free.

135	INT. BOTTOM TIER - CELL BLOCK

	The tier dog appears. Nose low, it circles the walkway once and finds
	nothing irregular.

	CLOSE on two feet. They swing away from the underside of a staircase
	and drop to the walkway with a soft THUNK.

	Hearing, the dog turns.

	It's Styles. Outside his cell.

	The dog takes off like a guided missile. Styles waits, needing to time
	this just right. Now he starts running. And just when the dog is about
	to chew him a second asshole...

	A cell door opens by itself.

136	INT. EMPTY CELL - BOTTOM TIER

	Styles cuts inside. The dog sticks with him. Styles dives through a
	cut-away area of the side bars, entering the next cell. The dog tries
	to follow -- but a mattress appears, blocking the hole. The dog turns
	back for the cell door just as...

	Strands of wire pull it closed.

	The dog is trapped.

137	INT. BOTTOM TIER

	The new inmates exit the adjacent cell. Skulking past, Grimes blows
	the trapped dog a kiss.

138	INT. UNDER TIER WALKWAY - MACHINERY LEVEL

	As the new inmates drop through the cut-out panel.

139	INT. MACHINERY LEVEL

	Blackness. Then an orb of soft light appears, followed by others: The
	inmates are taking out shower caps filled with glow-worms.

					STYLES
			Not. A fucking. Sound.

	They move out.

140	INT. MACHINERY LEVEL

	CLOSE on a laser trip-beam. TILT UP to find Styles pondering the
	doorway trap. Wanting no part of it, he leads the others around.

141	INT. MACHINERY LEVEL

	Domingo cranks open a hatch atop the main water line. Van Brunt
	reaches inside to plumb the bottom. His fingers come back...

					VAN BRUNT
			Dry.

142	INT. WATER DUCT

	Styles leads, followed by Kiryu, Domingo, Grimes, Van Brunt. They
	crawl, glow-worm bags strung around their necks like brandy kegs. It's
	tight in here, no room to turn around, and they hate it. Especially
	Grimes.

143	INT. JUNCTION - WATER DUCT

	A forking junction. Styles doesn't know which way. He mentally flips a
	coin and veers to the right.

144	INT. WATER DUCT

	Grimes slows to a stop. Is the duct sloping? Or is it just his
	imagination?

					GRIMES
			Hey. Styles.

					VAN BRUNT
			Shut up, man.

					GRIMES
			Styles. We're goin' down. Shoulda
			gone the other way, man, shoulda
			gone left back there at --

	Domingo kicks him in the face.

					DOMINGO
			Sorry.

	They crawl on, Grimes nursing a bloody lip. But trailing, Van Brunt
	stops to cock an ear. What was that SOUND? He looks back through his
	legs to see...

	A long empty tunnel.

	Van Brunt hurries to catch up. HOLD on the emptiness. And now we
	hear it: It's that SLIDING-CLAWING sound -- the noise that makes our
	balls want to crawl up in our stomachs and hide there.

145	EXT. SPACE STATION - NIGHT

	As the massive water tanker pilots to a stop just beyond the blockade
	of red buoys.

146	INT. DOCKING PORT

					TANKER PILOT (V.O.)
			Moloch Island, this is Tanker
			WYT/116 requesting permission to
			dock at Level 10 gantry.

	The DOCKING OFFICER checks the time, shakes her head.

					DOCKING OFFICER
			Once in his life he's early...
				(into headset)
			WYT/116, this is Moloch Island
			Docking Control. Bring it on in.

147	EXT. DOCKING PORT - SPACE STATION - NIGHT

	As the tanker docks.

148	INT. WATER DUCT

	START on running water, coursing several inches deep along the floor
	of the duct. MOVE to Styles, taking note of the deepening water before
	crawling on.

149	INT. VALVE - WATER DUCT

	Styles reaches an oversized butterfly valve. Water gushes out around
	the edges. He tries to rotate it open but can't.

					STYLES
			'Mingo.

	Domingo sloshes past Kiryu to join him.

					DOMINGO
				(indicating water)
			Shit's gettin' deeper.

					STYLES
			Noticed.

					DOMINGO
			Mean what I think it means?

					STYLES
			Maybe.

					DOMINGO
			Uh, Kiryu, she don't swim so hot.
			Just told me. Maybe we should think
			about, y'know, maybe goin' back.

					STYLES
			Can't.

					DOMINGO
			Why not?

					STYLES
			'Cuz I have no fucking idea where we
			are. Now push while I burn.

	He unpockets the canister from the infirmary, lights the aerosol. He
	turns his torch on hinge of the valve.

150	INT. MAIN WATER TANK

	From the other side, we see the valve being bent away. Styles wriggles
	through first, then sloshes to his feet. He looks around in dreadful
	wonder.

	A sky of glow-worms illuminates the cavernous grotto. Waterfalls.
	Tortured outcroppings of secreted resin. Everything wreaks of decay.

	One by one, the inmates enter. All look around with the same thought.
	"Let's get through here fast."

	Styles eyes the largest waterfall, fed by an conduit near the ceiling.
	The adjacent wall looks climbable. He starts for it, pushing through
	hip-deep water.

	Silent, anxious, the other follow. Van Brunt touches an outcropping.
	Bones interlace the black resin. Human bones.

	Trailing, Grimes hears a SPLASH. He whirls to see...

	A footprint spreading on the water. Did something fall in? Or did
	something dive in?

	Styles reaches the far side of the pool. Slips out. Waits for the
	others. Then starts up the wall.

	Skirting the waterfall, the inmates climb.

	Grimes keeps an eye on the water below. Nothing surfaces to give
	chase. Breathing a little easier, he climbs out of FRAME -- but we
	HOLD on the waterfall. Beneath its veil of water, a black shadow
	climbs.

	Styles scales a platform at the head of the waterfall. He turns back
	to wait for the others, then...

					STYLES
			Where's Grimes?

					VAN BRUNT
			Thought he was right...

	They look back down just as...

	Grimes bursts through the waterfall, skewered on the tail of the
	Rogue Alien. He tries to scream but can only vomit blooded water. As
	quickly as he appeared, Grimes vanishes.

	A bone-freezing moment. Suddenly Styles leaps into the conduit that
	feeds the waterfall...

151	INT. OVERSIZED CONDUIT

	...and grabs the ceiling hand-grips. Kiryu, Van Brunt, Domingo come on
	his ass. Hand over hand, they sling over the quick-moving water,
	heading upstream. Domingo chances a look back to see...

	The Rogue Alien.

					DOMINGO
			It's fuckin' comin'!

	Flushed with adrenaline, the inmates pick up the speed, hands blurring
	over the grips, Van Brunt jungle-gyms past Kiryu: She's having trouble
	keeping up.

	Styles peers ahead, How much further? How much?

	The Rogue gains.

	Kiryu misses a grip. She breaks her fall but can only hang, arms on
	fire. Just when it seems she'll drop into the river...

	Domingo catches her from behind, scissoring her in his legs.

					DOMINGO
			Hold onto me! Hold on!

	Kiryu twines around him. Carrying both weights now, Domingo swings
	onward.

152	INT. LANDING - OVERSIZED CONDUIT

	Styles reaches a landing -- and the end of the line: A downpour of
	water falls from an overhead shaft. The conduit terminates here.

153	INT. OVERSIZED CONDUIT

	CLOSE on Domingo's hands, ripped and bleeding.

	Kiryu slips down his body. Now her feet drag in the river, slowing
	them even more.

	Trying to work different muscles, Domingo switches to a back-handed
	grab. It doesn't help.

154	INT. LANDING - OVERSIZED CONDUIT

	Van Brunt makes the landing. Looks around. Can't find...

					VAN BRUNT
			Styles!

	Suddenly he's there, stepping out of the downpour.

					STYLES
			There's a ladder! Here!

	Van Brunt plunges an arm into the water. Gropes upward. Feels the
	first rung. Gulps air and vanishes into the downpour. Styles looks
	back to see...

	The Rogue right behind Domingo and Kiryu. In three seconds they'll
	be dead. Unless Domingo will...

					STYLES
			Drop her.

	The Rogue's long bony back slips underwater.

					STYLES
			Drop her.

	Domingo keeps coming. Kiryu keeps holding on.

					STYLES
			Drop her, Domingo!

	He never does. Something black rushes up from the water. In a
	heartbeat, they're both gone.

155	INT. VERTICAL WATER SHAFT

	SHOTS of Van Brunt and Styles climbing. WATER THUNDERS down -- it's
	like showering under a thousand fire hoses.

156	INT. UPPER-LEVEL CONDUIT ROOM

	An access hatch turns, opens. Van Brunt falls out of the HOWLING
	WATER. The hatch is part of a duct that runs from floor to ceiling.
	Moments later, Styles falls into the room.

	They lie on the floor like docked fish, gulping air. They don't know
	where they are. They only know they're alive.

	Styles makes it back to his feet. Moves to the hatch. Pushes it closed
	-- but something blocks it open.

	The Rogue's face rages at the crack.

	Van Brunt slams into the hatch, adding his weight -- but still they
	can't close it. Styles looks frantically around the room, spots a
	skein of wire.

					STYLES
			The wire, the wire! Loop it around!

	Van Brunt pushes away from the hatch and runs for the wire.

	CLOSE on the trip-beam he doesn't see. The beam of the doorway trap.
	The beam he breaks in full stride.

	Blast-packs shoot from all sides. Van Brunt is coated and dried in
	mid-air.

	Trap ALARMS WAIL.

	Styles stares at the fallen statue that was Van Brunt -- until a jolt
	from the hatch turns him back.

	The Rogue's leg thrusts through the crack, groping for the floor.

	Styles pushes for all he's worth.

	Am arm sweeps around the hatch, swiping blindly. Styles ducks, dodges,
	holds his ground.

	CLATTERING SOUND. Piece by piece, the Rogue begins extruding through
	the foot-wide crack, plates and ribs unhinged. Styles is losing the
	battle -- and maybe the war.

	The hatch explodes open. Styles flies back.

	The Rogue surges into the room and snaps together with a body-flex.

	Styles turns to run...

	And finds a flame-thrower staring at him.

	He ducks as the S.S. guard pulls the trigger. FLAME ROARS right over
	Styles' head...

	Engulfing the Rogue.

	More S.S. guards appear, OPENING FIRE with chittering stitch rifles
	and concussion grenades. Blinding flashes. Streaming trails of
	phosphorous. Flaming acid.

	Styles hits the deck and covers up.

	Burning needles stitch across the Rogue's neck, severing the head from
	body. Impossibly, it stays on its feet.

	Acid lands all around Styles, opening gashes in the floor.

	The captain enters. He steps over the Rogue's head to enter the fray
	-- but the head strikes with its jaws, still alive, hooking the
	captain's thigh and twisting him down. At close range, the captain
	empties his stitch gun into the head. Acid brains splash back,
	covering him.

	Finally the headless Rogue falls.

	The guns go quiet. A long smoky beat. This was, very simply, one of
	the most hellacious firefights we've ever seen. The room has been
	blasted into another time zone.

	Styles unballs and looks. The captain lies dead. But dead, too, is the
	Rogue Alien. It's over. The nightmare is over.

	Suddenly the floor caves in...

157	INT. MORGUE - P-4 LAB

	...crash-landing Styles into the room below. Shaking off
	unconsciousness, he sees...

	Prisoners. All dead. All inside shrink-wrap membrane. All torn apart
	in the most hideous fashion imaginable. One face is recognizable as
	Ivory's.

	And now Styles realizes that, no, the nightmare isn't over. In fact
	it's just begun.

158	INT. UPPER-LEVEL CONDUIT ROOM

	Bodies and body parts under sheets. Lone is here, standing at the edge
	of the collapsed floor, looking down into the P-4 morgue. Momentarily
	he steps through a door to look at...

159	INT. CORRIDOR

	Styles. Back in full chains, pinned to the wall by guards. Lone fixes
	him with those bottomless black eyes. And then shakes his head as he
	leaves.

					MR. LONE
			Snag.

160	INT. ELEVATOR

					STYLES
			So what's the verdict?

	No answer from Daggs, who rides the elevator down with two S.S.
	guards.

					STYLES
			C'mon, Daggs. If they're gonna cash
			me out, 'least you can tell me.

	Doors open. Daggs lets the S.S. guards exit first.

					DAGGS
			Let's put it this way. I don't think
			you'll wanna renew any magazines.

161	INT. SOLITARY CELL

	A coffin of a room. Styles is chained to the wall.

					VOICE
			Just for future reference. Am I the
			world-class jerk I feel like? I
			mean, was I such an easy mark?

	He finds Packard's face staring down from a caged monitor in the
	ceiling.

					PACKARD
			They found the canister. The one you
			used for a torch. Targeted me,
			didn't you? Right from the top.
			Christ, I shoulda known better.
			Years ago, I shoulda known better.

	Styles looks away.

					PACKARD
			Don't feel anything, do you? Nothing
			for the ones that died.

					STYLES
			Me?

					PACKARD
			Your idea, wasn't it? The escape?
			Well, I'm told five people are dead
			today, including the captain of the
			guards, who --

					STYLES
			How 'bout you? What do you feel?

					PACKARD
			Me.

					STYLES
			I came to you, remember? Tried to
			tell you that people were dyin'
			here, dyin' in some bad craziness.
			And you didn't hear. You didn't
			wanna hear.

	Packard goes quiet. Smelling her guilt, Styles rises up in his chains.

					STYLES
			There was this prisoner. Worked in
			the foundry. They fumed him out two
			days ago. You musta seen it -- they
			piped it through this place like the
			World Fucking Series. Well, guess
			what? I just saw him, saw him hacked
			up like something that doubled back
			through the slaughterhouse.

					PACKARD
			What is this? Another angle, another
			scam? You think that if you concoct
			some --

					STYLES
			You tell me what it is. Tell me what
			happened to the half-dozen guys I
			saw in body bags. And while
			you're --

	The screen goes dead.

					STYLES
				(raging)
			While you're at it, tell me what
			they're really makin' behind that
			door, that big fuckin' honker of a
			door where your pal Reed works. You
			really think it's drugs? Just drugs?

	The monitor stays dark -- but there's a small red dot visible in an
	upper corner. Was it there before? Before she appeared?

					STYLES
			Then I'll tell you. It's hooked up
			to this thing, this living gargoyle
			that they tried to slough off as a
			rabid dog. That's why I was trying
			to get outta here, Packard -- just
			to stay alive. Can you understand
			that?

	Nothing but the red dot. Styles slumps in his chains.

					STYLES
			I know a lot of these guys are human
			sludge. Some of 'em should die --
			and maybe even me, too. Not 'cause I
			ever killed anyone. But just for the
			whole shitty mess I've made of life.
			But hey. Nobody deserves to die the
			way they do around here. Nobody.

162	INT. PACKARD'S OFFICE - INFIRMARY

	Packard is at her terminal, still staring down at Styles. Still
	listening.

163	EXT. SPACE STATION - SUNSET

	As the sun is extinguished by Earth, throwing the station into night.

164	INT. CORRIDOR OUTSIDE P-4 LAB

	START on the vault-like door. PULL BACK to include Packard, staring at
	it. She waits for foot-traffic to clear before laying a hand on the
	doorside scanner.

			ACCESS DENIED -- UNAUTHORIZED PERSONNEL.

	She didn't think it would be that easy.

165	INT. CARGO ANNEX - DOCKING PORT

	CLOSE on a sheet being pulled back. Beneath is the shrink-wrapped
	corpse of the captain.

	Packard holds the sheet. She checks over her shoulder to make sure the
	docking officers can't see. Then she unpockets a scalpel.

166	INT. P-4 LAB

	The vault-like door opens. Packard steps inside, quickly wrapping up
	the amputated hand. She ventures deeper into the rambling containment
	facility, seeing...

	Lab animals behind glass...

	Terminal screens with shifting gene maps...

	Automated biochemistry machines -- sequencers, purifiers,
	synthesizers, fermentation tanks -- all filtering and HUMMING...

	Active culture dishes marked "Viable Clone Material"...

	Small stockpiles of pharmaceuticals being produced. Drugs are being
	made here, and that seems to placate Packard. Until she spies...

	Another door. At the far end of the lab.

167	INT. CRADLE CHAMBER - P-4 LAB

	WOMB'S POV: Of someone entering. Stopping. Looking around. And
	stepping closer.

168	INT. CONTROL ROOM - P-4 LAB

	It's Packard. She's peering through the chamber window at the
	amorphous thing inside. She moves to a console, activates chamber
	lamps to see...

	The womb. Floating. Spasming.

169	INT. CRADLE CHAMBER - P-4 LAB

	WOMB'S POV: Of Packard leaving the window.

170	INT. CONTROL ROOM - P-4 LAB

	Minutes later. Packard works the terminal, raiding classified files.
	Many have the division heading...

					PACKARD
			"Bio-Weapons." Everywhere.

	She enters a "PROGRAM DIRECTIVE" file.

					PACKARD
				(scanning)
			"Program Director is charged with
			determining the feasibility of
			chemically and/or genetically
			altering existing xenomorphic
			species in order to produce a more
			adaptive, manageable, transportable
			strain. To this end, Director will
			avail...
				(backtracking)
			"Xenomorphic species..."

	A nervous glance at the artificial womb. Then moving on, Packard
	plunders the "PROGRAM HISTORY" directory. Videographs flit across the
	screen. One makes Packard backtrack.

	CLOSER on the screen. "DECEASED" beneath the face of a woman. She
	seems about Packard's age. But with the too-old eyes of someone who
	has seen Hell twice -- and returned to talk about it. The woman is
	Ripley.

	Now Packard notices an open file-box. Videocards. She picks one at
	random and feeds it into a terminal slot.

	CLOSER. "BREACH TEST #4/B." Fast-forwarding images. Stopping to reveal
	SCREAMING. A man's face in chaos. He's inside the bunker. Being
	shredded by an Alien.

					PACKARD
			Jesus...

	Shaking, she slots a second videocard.

	CLOSER. Another annotated tape of another prisoner's death.

	Packard is about to try a third when a NOISE interrupts. She spins to
	see...

	Mohl, Reed's assistant. He's climbing a sub-floor staircase -- a
	staircase that wasn't there a minute ago.

	Packard blanks the terminal and slips behind a bulkhead.

	Mohl throws a switch. A plate in the floor closes, hiding the stairs.
	He moves to the terminal console.

	Now Packard spots...

	The videocard she didn't put away.

	Checking equipment, Mohl turns his back.

	In one thin second, Packard steps out, slips the card off the counter,
	retreats to shadow.

	Mohl turns. Did he hear something? He scans the control room -- and
	notices the exposed file-box. With the press of a button, the file-box
	withdraws into the console. Mohl keys it shut and leaves.

171	INT. HIDDEN STAIRS

	The VIEW LOOKS UP the stairs as the overhead plate opens. Packard
	descends cautiously. At the bottom of the stairs is a door. She lifts
	the unlock-lever to enter...

172	INT. COLD-CORE AIRLOCK

	An airlock. Packard reaches the other end. Peers through a window
	there but can't see anything. Reaches for the next unlock-lever -- and
	reconsiders, noticing...

	Thermal suits hanging on the wall.

	Just to be safe, she drags one on. OXYGEN BREATHES into the helmet.
	Now Packard opens the next door. Instantly her legs are gone, lost
	amid clouds of super-chilled air that billow into the airlock.

	Stunned, Packard checks the suit's thermo-gauge. Seconds ago normal,
	now the readout hits minus-175 -- and still plwnmets.

173	INT. COLD-CORE CHAMBER

	Packard holds in the doorvay. Where are the lights? She moves inside
	to look for controls -- and the door behind her seals, thrusting us
	into an even deeper dark.

	She waits for her eyes to adjust. Only RESPIRATOR SOUNDS. Finally
	Packard can read her thermo-gauge. Minus-400.

	Small blinks of machinery become visible. Packard edges to the lights
	and leans her helmet closer. Some kind of bio-readouts? She touches
	the panel. A light springs on to illuminate...

	The Alien.

	Packard recoils the width of the room, smashing into more controls. A
	second light flares on to reveal...

	Another Alien.

	Packard lurches to the door. Gloved hands grope for the unlock-lever.
	It's not there. BREATHING comes in worthless snatches -- she's
	suffocating under an avalanche of fear. All she can find is a key-
	plate, a fucking key-plate.

	Packard wheels back around and braces for the attack. Instead...

	The Aliens haven't moved. Both are encased in glass. Dormant.

	Packard forces calm on herself. Finds the key attached to the suit.
	Opens the door -- and leaves it open without exiting. Some stabilizing
	BREATHS. Now she heads back for a closer look.

	The room is a gallery of Aliens. An army of Aliens. All behind glass.

	Dreading it, Packard activates more case lights. Each Alien is
	slightly different: One is silvery instead of black, a chameleon that
	blends with its background. Another, the Brute Alien, shows a stockier
	strain, its exoskeleton toughened with thorns. Another is a Siamese,
	fused to a partner. Another is a complete abomination, as if mutated
	with thalidomide.

	There are more. But Packard doesn't have more nerve.

174	INT. HIDDEN STAIRS

	Airlock door opens. Packard loiters inside, rehanging the suit. Done,
	she turns for the stairs...

	And runs into Mohl. Reed. The S.S. Boss.

175	INT. WARDEN'S OFFICE

					PACKARD
			Human experimentation has been
			outlawed for the last 200 years.
			Longer.

					MR. LONE
			Clearly. Yet it's arguable as to
			whether any prisoner died illegally.

	Lone, Reed, S.S. Boss. All seated, all watching Packard prowl the
	room, struggling with her temper.

					PACKARD
			How can you say that? I saw the
			replays. I saw them, Lone.

					MR. LONE
			What you saw were prisoners who had
			been sentenced to death. Prisoners
			this colony was contractually
			charged with executing.

					PACKARD
			They didn't die in the gas chamber.

					MR. LONE
			Yet they died only after their
			appeals were exhausted, and only on
			the scheduled day of their
			execution. Does a few hours delay
			make such a difference?

	He uses words like surgical instruments. It rankles Packard.

					PACKARD
			It's not the time, it's the way. The
			way you're killing them twice.

					MR. LONE
			Now you're speaking psychologically.

					PACKARD
			I'm talking morally. Or is that
			beyond everybody's frame of
			reference here?

					MR. LONE
			I prefer to speak legally. While
			gassing is one method, no single
			mode of execution is mandated by ICC
			law. Though we're not eager to
			publicize any of these goings-on,
			Ms. Packard, they are probably
			lawful nonetheless.

					PACKARD
			Are they really? You've brought a
			lethal alien strain to within 30,000
			kilometers of Earth. How many ICC
			quarantine laws does that violate?

					MR. LONE
			Oh, probably a dozen. And on those
			counts, the Company would be willing
			to pay all fines levied against it,
			should --

					PACKARD
			How 'bout this "rabid dog"? How many
			inmates did it kill? And who's idea
			was that?

					MR. LONE
			An industrial accident stemming from
			the incompetence of an administrator
			who has already been reassigned.
			Nothing more to it than that.

					PACKARD
				(topping out)
			What the hell are you doing with
			these things? Why are they even
			here?

					REED
			Just feasibility studies, Packard.
			No big deal.

					PACKARD
			To study what? How good they kill?

					MR. LONE
			Company assets are, as you know,
			many and far-reaching. There will
			always be a need for defensive
			weapons.

					PACKARD
			Excuse me. But what this company
			really needs is a damn good plague.

	Moving on, Lone scans a personnel file.

					MR. LONE
			I see you've applied for early
			retirement, stress pension. I think
			you've earned it.

					PACKARD
			No fucking kidding.

					MR. LONE
			700 surveyed worlds, Ms. Packard,
			more than 300 owned and operated by
			Weylan-Yutani. Some of them quite
			desirable. Just pick your world.
			I'll make it happen.

					PACKARD
			And if I don't want to sell out?
			What then? Do I wind up in one of
			your replays?

					MR. LONE
			You seem to be casting about for a
			villain where there is none. I'm
			just a businessman, Ms. Packard. And
			what I'm offering is a business
			deal. If you stay, you join the
			team. If your personal value-
			structure is such that you can't
			abide the notion, retire.

	Packard locks eyes with him for a long moment -- and then backs down.
	She pauses at the door.

					PACKARD
			What happens to Styles? The prisoner
			in solitary? What happens to him if
			I leave?

					MR. LONE
			Let's worry about your future.

176	INT. CORRIDOR - ADMINISTRATION LEVEL

	Packard walks blindly from the office. Reed catches up and falls in
	step.

					REED
			It's tough at first, Packard -- but
			only at first. After awhile, they're
			just lab animals. You learn not to
			get attached.

	She walks out from under his arm.

177	INT. PACKARD'S CABIN

					NARRATOR
			TC/166. Class-M planet with viable
			terra formed atmosphere and 112
			percent Standard Gravity. Industrial
			center for Weylan-Yutani mining
			operations in the Third Quadrant.
			Current population of 2,127 -- 67
			percent male, 30 female, 3 percent
			other...

	START on the terminal as it spews travel information, the narrative
	accompanied by images of described worlds. MOVE to Packard. She's
	dumping personal belongings into a travel case.

					NARRATOR (CONT'D)
			RY/24. Class-G planet with no viable
			atmosphere and 86 percent Standard
			Gravity. Home of Weylan-Yutani's
			largest deep-space observatory....

	Packard reaches for a bottom shelf. As she does, something slides out
	of a breast pocket and hits the floor. She picks it up.

	It's the videocard, the one snatched from the P-4 lab. Imprinting
	reads...

				"E. S. LONE -- EYES ONLY"

	Packard frowns. Did the others have the imprint? She kills the
	narration and slots the videocard into the terminal.

	CLOSE on the screen. "BREACH TEST 13/A." More edited, annotated images
	of a prisoner under attack -- only now there's a striking difference:
	It's happening in the...

					PACKARD
			Cellblock?

	CLOSE on the screen. The Alien is smashing at bars, trying to get at
	the man on the other side. The man is X-Ray, and the Alien is the
	Rogue. Somehow, someone has managed to record this unforeseen attack
	-- from numerous angles.

					PACKARD
				(seething)
			No villains...

178	INT. SOLITARY CELL

	Styles looks up. FOOTSTEPS approach, at least two sets. Are they
	coming for him? He rises in his chains. Sounds of an UNLOCK MECHANISM.
	The door opens, pummeling Styles with light. But there, amid all that
	incandescence, stands an archangel.

					PACKARD
			That's the one.

					SOLITARY GUARD
			He looks all right to me.

					PACKARD
			Hey. If I didn't have to do surgery
			at this time of night, you think I'd
			really be here?

179	INT. CORRIDOR

	Styles lies on a gurney, Packard wheeling. Voices low:

					PACKARD
			They set it loose. Intentionally.
			They had replays of the whole thing.

					STYLES
			Reed?

					PACKARD
			Lone. Lone all the way.

180	INT. ELEVATOR

	Packard shoves the gurney inside. Doors close.

					STYLES
			Okay, where to?

					PACKARD
			Docking port. There's an inbound
			transport. If I timed this right, we
			can be on it before they know you're
			gone. He hooks her arm.

					STYLES
			Hey. You know, I'm not sure I woulda
			done this for you.

	She stares -- and sees that he means it.


					PACKARD
			How did you get this far without
			someone driving a stake through your
			heart?

					STYLES
			Just tryin' to be honest with you.

					PACKARD
			Well, it's a lousy time to start.
			Now how long can you hold your
			breath?

					STYLES
			Why?

	Packard snaps open a roll of layered plastic, a small vacuum device
	attached to one end. It's a body bag.

					STYLES
			Aw, fuck.

					PACKARD
			It's the only way I can get you
			inside the docking port.

					STYLES
			Dead?

					PACKARD
			One minute. That's all the time I
			need, Styles. Sixty seconds.

	Hating it, Styles sheathes the bag around himself and lies back down.
	The elevator tops out.

					PACKARD
			Close your eyes. Take a breath. And
			then don't move.

	He obeys. Packard hits the vacuum switch...

	And, the plastic implodes, shrink-wrapping Styles in an eyebllnk.
	He's petrlfled alive.

181	INT. ELEVATOR STOP - UPPER-LEVEL CORRIDOR

	Doors open. Clock ticking in her head -- in our heads -- Packard
	muscles the gurney out, Styles' body now beneath a loose sheet. VIEW
	FOLLOWS as she pushes down the corridor and passes foot-traffic.

					PACKARD
			Pardon me...comin' through...'scuze
			me...comin' through...

	Making good time, she turns a corner...

182	INT. UPPER-LEVEL CORRIDOR

	And finds a roadblock of guards. Chatting.

	Packard glances around for a corridor, an equavator, anything that
	will get her around. Nothing.

	She looks down. The sheet has slipped from Styles' face. He already
	looks dead. Fighting off panic, Packard jerks the sheet back up and
	pushes straight ahead.

	She passes the guards eventlessly -- though one guard leans out to
	watch Packard hurrying down the corridor -- hurrying just a little too
	fast. The guard is Daggs.

183	INT. GUARD POST - DOCKING PORT

	Packard reaches the docking gate. She rushes the gurney inside, but...

					VOICE
			Whoa, whoa, whoa...

	She looks back. A DOCKING GUARD is scowling.

					DOCKING GUARD
			Where you goin'?

					PACKARD
			Oh, just want to make sure we catch
			the transport.

					DOCKING GUARD
			Who's "we"?

					PACKARD
			"Me." Just me.

					DOCKING GUARD
			Well, it's runnin' few minutes late.
			So let's get you checked in proper.

	He takes a last hit on his cigarette. Stubs it out. Finds his
	manifest. Saunters to the gurney. Pulls back the sheet. Are we
	imagining it? Or is Styles' face blue?

					DOCKING GUARD
			How'd it happen?

					PACKARD
			C'mon, does it matter? He's dead.

					DOCKING GUARD
			Just askin'. I mean, he looks in
			pretty good shape.

					PACKARD
			Asphyxia, awright? He suffocated.
			You need the I.D.? Here, right on
			the arm.

	The docking guard starts to write. Packard steals a look at Styles.
	He's moving inside the plastic, twitching involuntarily.

					DOCKING GUARD
			Shit.

					PACKARD
			What?

					DOCKING GUARD
				(scribbling circles)
			Company pens. Never work right.
				(turning away)
			Gimme a second while I --

					PACKARD
			Here, here, here...

	She snatches the clipboard, scribbles the prisoner number with her own
	pen, heaves the gurney away.

					PACKARD
			I'll dump him with the others.

184	INT. CARGO ANNEX - DOCKING PORT

	The gurney slams to a stop against a cargo container -- and Styles
	flops off, hitting the floor face-first. Packard falls on top and
	tears at the plastic with her fingers. She can't break through.

	DYING SOUNDS from Styles.

	Packard jams her pen into his mouth and tears. A GREAT GUZZLE OF AIR.
	She rips more plastic. Birthing free, Styles rolls to all fours.

					STYLES
			Take it back. I would do this for
			you. Anytime.

	She reaches to the runners of the gurney, grabs med-tech scrubs.

					PACKARD
			Get naked.

185	EXT. SPACE STATION - NIGHT

	As buoys rearrange to greet the incoming transport.

186	INT. SOLITARY WARD

	Daggs enters. He moves to the wall of monitors that show prisoners in
	solitary cells.

					DAGGS
			Styles. What number?

					SOLITARY GUARD
			Was in 14.

	Daggs double-takes. "Was"?

					SOLITARY GUARD
			Just bounced him to the infirmary.

187	INT. WARDEN'S OFFICE

	The DESK CHIMES.

					MR. LONE
			Yes?

					BOSS (V.O.)
			Boss here. Got a transfer that says
			prisoner M23842 is supposed to be
			down in telesurgery, but I'm --

					MR. LONE
			Styles? He was moved? By whom?

					BOSS (V.O.)
			Packard, in-house D.P.

188	INT. INFIRMARY

	Boss and Daggs.

					BOSS
				(into intercom)
			We're down in the infirmary now, and
			it looks dead. Now maybe this guy's
			just lost in transit, but maybe not.
			Daggs just saw Packard up on Level
			Ten.

					MR. LONE (V.O.)
			Docking port. Get some men there.
			Now, please. I'll call ahead.

189	INT. DOCKING PORT

	Styles and Packard exit the cargo annex, Styles wearing med-tech
	scrubs. They reach the mobile operations console just as...

	An INTERCOM BUZZES. The docking guard doesn't hear it yet, standing at
	the nearby view port. INTERCOM BUZZES again.

	Packard reaches down and kills it.

190	INT. WARDEN'S OFFICE

					CALL ABORTED.

	The message stares up at Lone. He considers it for a lengthy beat
	before...

					MR. LONE
			Desk, shut it down. Shut down the
			entire station.

191	INT. SPECIAL SERVICES ARMORY

	Scramble lights whirl. On the move, S.S. guards snatch arms from
	gunnery racks...

192	INT. ELEVATOR STOP - LOWER-LEVEL CORRIDOR

	...storm into an elevator...

193	INT. EXPRESS ELEVATOR

	...and squat and brace. Boss slaps open a panel marked "EXPRESS
	OVERRIDE" and flattens the button inside.

194	INT. ELEVATOR SHAFT

	SCREAMING HELLACIOUSLY on its cables, the express car rockets upward,
	covering ten levels in two seconds.

195	INT. ELEVATOR STOP - UPPER-LEVEL CORRIDOR

	Doors fly open. Guards roll out like bowling balls and run to their
	feet.

196	EXT. SPACE STATION - NIGHT

	The transport is easing down the landing corridor. But abruptly the
	buoys change, switching from blinking yellow to a strobing red. The
	light is so intense it nearly blinds...

197	INT. COCKPIT - TRANSPORT SHIP

					PILOT #2
				(shielding eyes)
			What the hell is...

198	INT. DOCKING PORT

	KLAXON HORNS kick in.

					STATION VOICE
			Automatic shut-down in progress. All
			non-essential personnel leave the
			area now...

199	INT. COCKPIT - TRANSPORT SHIP

	PILOT #2 throttles back and rocks the ship to a stop.

					PILOT #2
				(into headset)
			Moloch, what's the B.F.D. here? Do
			we have clearance or don't we?

200	INT. DOCKING-PORT

					DOCKING OFFICER
				(into headset)
			Transport, be advised that --

	A sidearm is pulled from the docking officer's holster. The officer
	turns to find Styles with the gun. Packard covers the headset mike
	with a hand.

					PACKARD
				(to docking officer)
			Be advised that everything is fine.
			We've had a temporary malfunction of
			the shut-down system...

201	INT. COCKPIT - TRANSPORT SHIP

					DOCKING OFFICER (V.O.)
			...but repairs are already underway.
			Bring it on in, transport.

202	INT. UPPER-LEVEL CORRIDOR

	As S.S. guards double-time for the docking port.

203	INT. DOCKING PORT

	At the viewport, Styles and Packard watch the transport nose closer.

					STYLES
			C'mon, c'mon, c'mon...

	CHARGING FEET. They spin to see...

	S.S. guards entering, spreading.

	Too late, Styles realizes he's still holding a gun. He drops it like
	toxic waste just as...

	The FIREFIGHT ERUPTS. S.S. guards GANG BANG heavy. Styles and Packard
	dive for the operations console. Needles stitch and chew circuitry.
	Concussion grenades flash and blind all around. One EXPLODES right
	between Styles and Packard.

					BOSS
			Down, down, power down!

	As quickly as it started, the firefight is over. Guards are standing
	over the stunned Styles and Packard, jerking them to their feet.
	KLAXON HORNS still wail.

					BOSS
			Can we kill those things?

	He checks for a switch on the console -- and now notices some stitch-
	holes that still burn with phosphorous.

					BOSS
			What the...

	He wheels around. Snatches a rifle away from Left Nut. Ejects the clip
	to check...

	The ammo. They used the big-bore rounds.

	Now the klaxons die out -- only to give life to a thin PRESSURE COOKER
	sound. Dreading what he's about to see, Boss turns.

	There's a hole in the airlock door. Air is streaming through. Air is
	streaming out.

204	INT. DOCKING PORT AIRLOCK

	Like a vapor-trail, the air bores through the heart of the airlock...

205	EXT. SPACE STATION - NIGHT

	...and spews out the exterior airlock door.

206	INT. COCKPIT - TRANSPORT SHIP

					PILOT #2
				(seeing)
			Holy...

	He slaps overhead switches and throttles back.

207	EXT. TRANSPORT SHIP - NIGHT

	Front-facing jets fire, reversing the ship's direction.

208	INT. DOCKING PORT

	Slapping hands over the breach in the door:

					BOSS
			The bulkhead! Get it closed! Someone
			grab a blast-pack! Move, move, move,
			move!

	Someone throws an emergency lever. A massive bulkhead begins RUMBLING
	across the width of the port, isolating it from inner station.

	S.S. guards fall back, pulling Styles and Packard with them.

	Right Nut runs for a blast-pack. He finds a receptacle and finds it
	empty.

					RIGHT NUT
			We used it. We fuckin' used it for
			the...
				(whirling)
			We used it!

	Now Boss couldn't run even if he wanted to: The suction grips his
	hands, pulling them palm-first through the hole, hyperextending all
	ten fingers. The horror registers before the pain.

	A pressure-crease appears in the door.

	One by one, Boss's fingers snap as his hands disappear through the
	hole.

209	INT. UPPER-LEVEL CORRIDOR

	Guards retreat with Styles and Packard. Other S.S. guards slash past
	like scalded cats.

					RIGHT NUT
			It's gonna go!

	Suddenly Styles and Packard are alone.

210	INT. DOCKING PORT

	The airlock door collapses...

211	INT. DOCKING PORT AIRLOCK

	...and tumbles through the airlock. It slams into the outer door.
	Both doors tear free of the station...

212	EXT. SPACE STATION - NIGHT

	...fly out the landing corridor...

213	INT. COCKPIT - TRANSPORT SHIP

	...and cartwheel toward the canopy -- toward our faces. The pilot
	doesn't even have time to get his hands up.

214	EXT. TRANSPORT SHIP - NIGHT

	Impact: The doors plow into the cockpit, crushing everything inside.

215	INT. DOCKING PORT

	The emergency bulkhead is about to close. Suddenly a cargo container,
	sucked by ESCAPING AIR, slides through the opening and wedges, bracing
	the bulkhead open.

216	INT. UPPER-LEVEL CORRIDOR

	WIND rips at everything. Equipment and people skitter toward the
	docking port. Styles and Packard are swept off their feet. They, too,
	will be carried away unless...

	Styles grabs a moving equavator car. Packard grabs him. Skidding on
	their stomachs, they're dragged away from the docking port.

217	EXT. SPACE STATION - NIGHT

	Back-up jets still firing, the transport careens out of control. The
	ship picks up speed as it arcs out of VIEW, vanishing. Just when we
	think we've seen the last of it, the ship reappears, boomeranging
	back into FRAME, rolling wing over wing. It corkscrews down into the
	station.

218	INT. CELL BLOCK

	The CONCUSSION rips open a wall.

	In ONE ASTOUNDING SHOT, we see debris flying inward...then stopping in
	mid-air...then reversing direction as the incoming explosion meets the
	outgoing pressure.

219	EXT. SPACE STATION - NIGHT

	As the wreckage of the transport ship is spit back outside amid a
	HURRICANE OF ESCAPING AIR.

220	INT. GUARD HOUSE - CELL BLOCK

	WINDOWS EXPLODE from their frames. Block guards fly through jagged
	openings.

221	INT. CELL - CELL BLOCK

	A prisoner is pinned against cell bars. He screams but can't be heard
	over the RUSHING WIND. Finally his body has nowhere to go but through
	the bars. He comes out the other side like bloody pasta.

222	EXT. SPACE STATION - NIGHT

	LONG SHOT: In a vast cosmic abortion, we see a thousand bodies
	hurtling past VIEW and into space.

223	INT. CONTROL ROOM - P-4 LAB

	Emergency lights. They strobe across walls, equipment, the cradle
	chamber, and...

	The womb. The Alien inside kicks like an animal with hornets in its
	brain, stretching the artificial membrane to the limits. Ominously,
	the first tear appears.

	(NOTE: This final act unfolds in real time. Every move, every word,
	every look is made as if it were someone's last -- which it may well
	be. Emergency lights whirl like capering demons, and WIND SINGS
	through corridors like a choir of maniacs. Starting now, we push hard
	and never let up.)

224	INT. CORRIDOR CUL-DE-SAC

	Broken wall panels, equipment, a derailed equavator -- a mass of
	wreckage is being dumped here, in a cul-de-sac where the wind has no
	outlet. Soon the pile begins moving from within, wreckage flinging
	aside. Styles and Packard are digging themselves out.

225	INT. CORRIDOR OUTSIDE OPERATIONS

	Reed appears, ducking airborne debris as he makes his way to the
	Operations Room. A hand clamps his shoulder. It's Lone.

					REED
			They're gone. Everybody. Came
			through crew quarters, and they're
			just fucking gone, they're --

					MR. LONE
			Your data. You must --

					REED
			It's goin' down. Whole place. We
			gotta put out a call, see if there's
			a freighter or a tug or something
			close that can --

					MR. LONE
			Your data, Mr. Reed. You must secure
			your data.

					REED
			Fuck that. I wanna get outta here.

					MR. LONE
			I'll contact Gateway for help.

					REED
			Gateway? You want ICC Marshalls
			crawlin' through this place? Down in
			the lab? You prepared for that?

					MR. LONE
			My main concern is that the data is
			retrieved and that everyone gets off
			safely. Now go, Mr. Reed. I'll
			contact Gateway.

	Still Reed hesitates.

					MR. LONE
			And I'll take responsibility.

	Reed ducks away. Lone pushes into Operations...

226	INT. OPERATIONS

	...and moves to the master communication console. He draws a stitch-
	gun from a dead officer's holster -- and FIRES it into the heart of
	the radio equipment. There will be no calls for help.

227	EXT. SPACE STATION - NIGHT

	As small EXPLOSIONS rock the station.

228	INT. CONTROL ROOM - P-4 LAB

	Reed rushes in. Begins down-dumping data. Notices a flashing message.

			CRADLE CHAMBER MICROGRAVITY 97%

	Not understanding, Reed stabs on the photo-acoustic monitor. The
	screen is empty. Equipment failure? He turns to the cradle chamber.

	It's empty.

	Reed edges to the window. The voided womb lies at the bottom of the
	chamber. Beside it, a hole has appeared in the chamber wall -- a hole
	where something burned its way out.

229	INT. P-4 LAB

	Exiting the control room, Reed crosses the main lab as if it were a
	graveyard at midnight. Then ahead, a section of wall begins warping.
	Bubbling. Melting.

					REED
			No, no, no, no...

	An arm appears first, pushing through the wall, pores secreting acid.

	Bolting, Reed makes it to the door and slaps the unlock mechanism.

	And now its legs appear, stepping into the lab.

	As the vault-like door opens slowly -- too slowly -- the shadow of the
	Newbreed Alien falls on him from behind.

230	INT. OPERATIONS

	RAPID CLOSEUPS of monitors. They show vacant corridors, twisted
	conduit, wind-whipped debris. No signs of life other than...

	Styles and Packard. Scanning monitors.

					PACKARD
			It can't be just us. I mean, we
			can't be the only ones who --

	Door opens. Daggs and an S.S. guard enter with guns. A tense beat as
	the two sides glare at each other: Are they still enemies? Even now?

					DAGGS
				(pushing down other
				guard's gun)
			He ain't the problem no more.

					PACKARD
			How many others have you seen?

					DAGGS
			Just the little bridge party we got
			goin' here.

	He shoulders past them to get to the comm-panel -- and sees the fused
	circuitry.

					PACKARD
			Found it like that.

					S.S. GUARD
			Well, Gateway's gotta see us. They
			gotta see the wreckage.

					DAGGS
			Might pick it up on their docking
			radar. But even it they're launching
			right now...

					STYLES
			How long?

					DAGGS
			30 minutes if they bust their dicks.
			If they don't...

	Swapped looks. Do they have that kind of time? Packard hits switches
	on the master terminal.

					PACKARD
			Calculate available air.

					STATION VOICE
			At present rate of depletion,
			station atmosphere will be
			unsuitable for human habitation in
			17 minutes. Repeat. 17 minutes.

					S.S. GUARD
			Bonemeal. We're fucking bonemeal.

					PACKARD
				(to terminal)
			Keep it on overhead.

	(NOTE: STATION VOICE will count down the time whether noted herein or
	not.)

					STYLES
			What about the Warden? There's gotta
			be an --

					DAGGS
			Shit-canned three days ago.

					STYLES
			Then Lone. Can't believe he wouldn't
			have some way to bail. There's gotta
			be something, a lifeboat, escape
			pod, something in case --

					DAGGS
			It's a fucking prison, huh? You
			ain't supposed to get off.

	Styles looks at Packard, hoping like hell she knows something the rest
	of them don't.

					PACKARD
			You're the big escape artist.

	A windy beat as Styles shoulders the burden. Packard watches, putting
	her faith in him whether deserved or not, seeing his mind downshift
	and picking up speed.

					STYLES
			Oxygen tanks. I saw some in the
			infirmary. If we can just buy 20
			extra minutes until --

					DAGGS
			Infirmary's gone. Dead-air all
			around it.

	He's looking at the Environmental Status Map (E.S.M.). Viable areas
	show in blue, unviable in red -- and there's a shitload of red.

					STYLES
			Airlocks. They feed off the main
			system? Or is it a separate supply?

					DAGGS
			Dunno.

					STYLES
			So why're you lookin' at me instead
			of finding out?

	Locked eyes. Will the guards take orders from a prisoner? Suddenly
	Daggs is moving for the door, pulling the other guard along.

					DAGGS
			We're comin' back.

					STYLES
				(to Packard)
			Suits, environmental suits. Weren't
			there some at the docking station?

					PACKARD
			Probably. But on the wrong side of
			the bulkhead. And I don't know if...

	She has a new thought.

					STYLES
			What?

					PACKARD
			Thermal suits. Down in the P-4 lab.
			They have air.

					STYLES
				(scanning E.S.M.)
			Can we get there?

					PACKARD
			Maybe. Drop under on Level Six, then
			cut up a starboard elevator.

					STYLES
			Or go over the top, Level Eight,
			then shoot...

					STATION VOICE
			16 minutes of practical atmosphere
			remaining. Repeat. 16 minutes.

					STYLES
				(pulling her away)
			We'll find a way.

231	INT. CORRIDOR

	CLOSE on a hand pressing to a doorside scanner. The door opens to
	reveal...

232	INT. SPECIMEN LIBRARY

	A room that recalls a small bank vault.

	CLOSE as hands decode one of the lock-drawers. Unlocked, the drawer
	glides out from the wall. Inside is a specimen case, a foot square.

	Mohl lifts the case out. Clutching it as if it held Condor eggs, he
	turns to run.

233	INT. GRATED CORRIDOR

	Styles and Packard speed over a grated walkway. Abruptly he pulls her
	to a stop, cocks an ear. FOOTFALLS under the WIND. They look down to
	spot...

	Someone running two floors below.

					PACKARD
			Mohl. P-4 technician.

					STYLES
				(a beat)
			You can make the lab okay?

					PACKARD
			He might be as lost as we are.

					STYLES
			Maybe. But looks like he's heading
			for the foundry -- and that's the
			only other docking port, isn't it?

					PACKARD
			We'll both go.

					STYLES
			Still might need those suits.

	Packard searches his eyes. She doesn't like the idea of splitting up.
	Not at all.

					PACKARD
			Look. If there is a way off...

					STYLES
			Yeah?

					PACKARD
			Don't you fucking dare leave
			without me, all right?

					STYLES
			Would I do that?

	He gives her a reassuring smile before bounding away. HOLD on Packard
	watching him leave. Her face is scared, stressed, troubled -- anything
	but reassured.

					STATION VOICE
			15 minutes of practical atmosphere
			remaining. Repeat. 15 minutes.

234	INT. IN-BOARD AIRLOCK

	The two guards are ripping apart airlock walls with small tools and
	bare hands. It's taking too long.

					DAGGS
			Get the flamer. We'll torch it out.

235	INT. P-4 LAB

	Packard enters -- and pulls up short, seeing...

	The lab. Pieces of Reed dangle from equipment like ornaments on a
	Christmas tree.

	She forces herself inside. Listens for danger but hears only the WIND.
	Sees the hole in the wall where the Newbreed Alien entered: It offers
	a ghostly impression of what the beast may look like.

236	INT. CORRIDOR

	Clutching the specimen case, Mohl runs. TILT UP to find Styles,
	shadowing him from above.

237	INT. ELEVATOR STOP - GRATED CORRIDOR

	Styles reaches a blown-open elevator shaft. Needing to drop floors, he
	leaps to the cables and spirals down.

238	INT. COLD-CORE AIRLOCK

	Packard enters. Grabs four suits. Checks air reserves. Grabs helmets
	and ties them together with cord, hands shaking all the while. Slings
	helmets over one shoulder, suits over the other. Turns to get the hell
	out of this place -- and freezes.

	A shadow crosses the stairs, the shadow of something prowling the
	lab above.

	Packard shoots a glance at the door behind her -- the only other door.
	It leads to the cold-core chamber. It leads to the other Aliens.

	Drawing nearer, the shadow ripples down the stairs. Packard jerks on a
	thermal suit. Dogs down the helmet. Pulls an unlock-lever...

239	INT. COLD-CORE CHAMBER

	...and enters, instantly sealing the door and backing away.

	The door-window darkens. Then the door begins warping.

	A dead-man's moan from Packard. There is one place to hide -- but the
	idea is so loathsome that even now, as the Newbreed breaches the final
	door, Packard hesitates. Finally she unlocks a glassite case...

	And snuggles up to the slumbering Alien inside.

	PACKARD'S POV: Of the Newbreed slouching into the dark chamber...
	coming nearer...nearer...nearer...and stopping right in front of us.

	The Newbreed inhales. It can smell Packard, can smell her fear. It
	just can't see her.

	PACKARD'S POV: Of the Newbreed moving on.

	Packard's heart restarts. And just when she thinks that the worst is
	over -- that now she can survive anything -- a tail unfurls next to
	her. Was it only a reflexive stretch by the Alien? Packard shoots a
	look at her thermo-gauge. The temperature climbs sharply. Now
	Packard spots the crack in the glassite -- the crack that lets in
	heat. The Alien unfolds more, this time with a primal GROAN.

	Hearing, the Newbreed looks back.

	Packard bursts out of the case. Hits the floor. Rolls to her feet
	just in time to see...

	The Newbreed spinning around. Its whipping tail shatters a case.

	Packard arrows for the door.

	SHRIEKING like a derailing train, the Newbreed lunges after.

	The Brute Alien -- stocky and thorned -- falls from the broken case
	and dents the floor. It writhes awake.

240	INT. COLD-CORE AIRLOCK

	Blasting through, Packard scoops up the other thermal suits and takes
	the stairs three at a time.

241	INT. FOUNDRY

	Ore bridges have fallen. A cracked furnace pours molten steel across
	the floor.

	Panting hard, Mohl enters. He looks around but can't find anybody. A
	moment of panic -- and then Lone appears, stepping from shadow. He's
	been waiting.

					MOHL
			Here. I've got it. Here.

	Lone accepts the case. Sets it down. Opens it.

	CLOSER. Inside is the amberized face-hugger -- the original Alien
	specimen. Except for small biopsy channels that crisscross the amber,
	the specimen is identical to when first found.

					MOHL
			We better hurry. You do have a way
			off, right? You said you did.

	Lone closes the case. Pulls out his stitch gun. Looks at Mohl with
	eyes dark as death.

					MOHL
				(stunned)
			You said you'd take care of me. If I
			worked for you. You said --

					MR. LONE
			I know what I said.

242	INT. IN-BOARD AIRLOCK

	A FLAME-THROWER ROARS. Melting wall-panels drop away. Both guards
	stare dully at the exposed pneumatic system.

					DAGGS
			Main line. Shit, it hooks up to the
			main line...

243	INT. CORRIDOR

	Packard runs, tripping over the thermal suits, grabbing hits of oxygen
	from the tanks. She rounds a corner...

244	INT. DARK CORRIDOR

	And stops, facing a long, lonely corridor lit only by auxiliary
	lights. Barely lit.

	Packard gropes forward. Finds an equavator. Slaps the relay. The
	indicator shows a coming car.

					STATION VOICE
			11 minutes of practical atmosphere
			remaining. Repeat. 11 minutes.

	Packard kneels to restring the helmets. But behind her, the ceiling
	begins sagging, softened by acid. Two long, brambled legs extend
	silently to the floor. Finished tying, Packard stands and turns.

	The Newbreed HISSES in her face.

	Packard recoils, falls, begins retreating on her ass. The Newbreed
	walks her back...back...back...and then stops unnaturally, its
	attention fixed behind Packard. She does a slow turn.

	It's the Brute Alien. Body-thorns rising like hackles, it GROWLS A
	CHALLENGE.

	The Newbreed rears its head and SHRIEKS back.

	Packard shoots looks between them. The two beasts are about to fight
	-- and she's right in the goddamn middle.

	The Brute Alien charges like a mad rhino.

	Packard rolls.

	The Aliens collide, shards of exoskeleton shattering away llke
	shrapnel.

	Packard grabs the thermal suits and sprints right over VIEW, leaving
	tire tracks on our faces.

	The fight is short but savage: The Newbreed brings its head down over
	smaller Brute's shoulder -- and rips out the Brute's spine.

245	INT. FOUNDRY

	Entering fast, Styles nearly falls over Mohl. He's on the floor,
	dying, his face a pulpy pin-cushion.

					MOHL
			He said we'd be partners...

					STATION VOICE
			10 minutes of practical atmosphere
			remaining. Repeat. 10 minutes.

	Styles peers at the docking port near the top of the foundry but sees
	no movement. He leaps a molten river to reach the elevator. Debris
	blocks access. Styles looks for another way up. And now he spots...

	Lone. Climbing a service ladder.

246	INT. FOUNDRY DOCKING PORT

	Lone reaches the docking platform. He sets down the specimen case and
	moves to the viewport. He unpockets a small box, a Remote Retrieval
	Unit (R.R.U.).

	CLOSE on the R.R.U. opening. The inner lid lights up, becoming a
	ranging screen. A blip shows a target three clicks out.

	Lone thumbs a servo-switch. At first only dark Earth is visible out
	the viewport. Then something moves, something highlighted by flaring
	thruster-jets.

247	EXT. SPACE STATION - NIGHT

	As Lone's drone ship maneuvers toward the station.

248	INT. FOUNDRY DOCKING PORT

	The ship looms larger and larger until finally it fills the viewport.
	CLANGING SOUNDS of docking. Lone abandons the R.R.U. and turns for...

	The specimen case. It's open. And empty.

					VOICE
			Not quite sure what it is...

	Styles has the amberized face-hugger.

					STYLES (CONT'D)
			But figure it's pretty valuable. I
			mean, you're takin' it instead of
			your partner down there, right?

	Lone eyes the stitch gun resting nearby. Styles holds the face-hugger
	over the side of the platform, threatening to drop it. Lone stays put.

					STYLES
			Just a guess, of course. But maybe
			it's some kind of prototype. Huh?
			Little pocket-edition that you had
			the boys in the lab whip up?

					MR. LONE
			Tell me what you want.

					STYLES
			Or is this what the others came
			from? Like the one somebody set
			loose under the cell block. Huh?
			Where'd that come from, Lone? Any
			idea?

					MR. LONE
			I can give you air. Enough for you
			to survive until the Gateway ships
			arrive.

					STYLES
				(indicating face-hugger)
			Is this it, Lone? Is this where a
			whole lotta bad craziness began?

					STATION VOICE
			Eight minutes of practical
			atmosphere remaining. Repeat. Eight
			minutes.

					MR. LONE
			If you want to negotiate, Mr.
			Styles, let's get down to business.

					STYLES
			Business. Man, that's what it's all
			about, isn't it? 'Cause if you can
			cut free with this chunk of rock,
			you're back in business.

					MR. LONE
				(indicating drone)
			Come with me. Right now. I'll make
			sure you get away.

					STYLES
			Sorry, Lone. But I don't think I
			want the company.

	He pitches the face-hugger overboard.

	Lone darts to the edge of the platform. Stretches out as far as
	humanly possible -- then adds another inch. He actually catches the
	specimen -- but he's left tottering on the edge, and we think he may
	pay for the catch with his life. Then at the last second, Lone grabs a
	support bracket. Relief floods his face.

	Until the bracket snaps.

	Lone plummets.

249	INT. FOUNDRY

	The face-hugger hits the main floor and shatters like an exploding
	star. HOLD on point of impact. Presently white fluid rains down from
	above. VIEW CRANES UP through the supports of the foundry until we
	find Lone impaled on a girder. He bleeds the blood of androids.

					STATION VOICE
			Seven minutes of practical
			atmosphere remaining. Repeat. Seven
			minutes.

250	INT. FOUNDRY AIRLOCK

	Styles enters. Moves to the docked drone ship. Yanks an unlock-lever
	to open the hatch...

251	INT. DRONE SHIP

	...and step inside. Styles sees a viewscreen. Touches the automated
	controls. Then turns to the chair. The one chair.

252	INT. CORRIDOR OUTSIDE OPERATIONS

	Packard reaches Operations. Daggs is waiting.

					PACKARD
				(fighting for breath,
				for sanlty)
			Did you, did you, did you see
			what --

					DAGGS
			On the monitors. Seen somethin'
			else, too.

253	INT. OPERATIONS

	CLOSE on a monitor with an external view of the station. Visible is
	the...

					DAGGS
			Drone ship. Doesn't need a pilot.
			It's docked at the foundry.

					PACKARD
			Styles. He was heading there.

					DAGGS
			You let him go? Alone?

					PACKARD
				(moving to E.S.M.)
			How do we get there?

					S.S. GUARD
			Maybe we don't have to. Got air now.
			We can just ride it out until --

					PACKARD
			But if Gateway didn't launch? What
			happens then? You want to take that
			chance? With those things loose out
			there?

					DAGGS
			Rather rely on Gateway than some
			prisoner's sense of fair play. If
			Styles does have a ticket outta
			here, you think he's gonna hang
			around for us?

					PACKARD
			He said he'd wait.

					DAGGS
			Lady, I'll give it to you ugly but
			honest: He's a con, you're a chump,
			and you both deserve blue ribbons.

					PACKARD
			He'll wait. And it you don't believe
			it, don't come. Just show me how to
			get there.

	Beat. Daggs checks monitors. The corridors look clear.

					STATION VOICE
			Five minutes of practical atmosphere
			remaining. Repeat. Five --

					DAGGS
				(at voice)
			Awright, awright, al-fuckin'-ready!
				(to S.S. guard)
			Bring the flamer.

254	INT. CORRIDOR

	Daggs leading, they run. Nothing fancy here -- just moving flat-out,
	old-fashioned, balls-to-the-walls fast. They tear around another
	corner...

255	INT. CUL-DE-SAC CORRIDOR

	...and pile up, reaching the dead-end.

					PACKARD
			I thought you knew the way!

	Daggs backtracks to orient himself. Collapsed walls, strange lighting.
	Everything's different.

					STATION VOICE
			Four minutes of practical atmosphere
			remaining. Repeat. Four minutes.

	Packard takes oxygen. She hates this. Hates not moving. Hates being a
	standing target for...

	The Newbreed lunges from an elevator shaft.

	Daggs' stitch rifle, knocked away, drops through a hole in the floor.

	Firing reflexively, the S.S. guard ROARS his flame-thrower.

	The Newbreed retreats.

	Daggs pulls Packard to her feet and runs.

256	INT. CORRIDOR

	Packard and Daggs hurdle a rampart of debris. The S.S. guard clears,
	then whirls back to torch the rampart. He holds his position, making
	sure the fire catches in the thinning atmosphere.

	The Newbreed appears -- crawling upside-down on the ceiling to pass
	over the curtain of flame.

257	INT. FOUNDRY

	Packard and Daggs skid inside, turning back to see...

	The S.S. guard coming at full-throttle: Still on the ceiling, the
	Newbreed chases him like some nightmarish shadow.

	Daggs hammers a button. The overhead door begins dropping.

258	INT. CORRIDOR OUTSIDE FOUNDRY

	The S.S. guard dives head-first...

259	INT. FOUNDRY

	And slides to a stop just inside the closing door. He's safe...

	Until something grabs his foot and tears him back under.

	The DOOR BOOMS closed. Only an arm and the flame-thrower made it.
	Daggs grabs the weapon and pushes Packard toward the ladder.

					STATION VOICE
			Two minutes of practical atmosphere
			remaining. Repeat. Two minutes.

	Behind them, the door -- two inches of plate steel -- begins
	blistering.

260	INT. FOUNDRY DOCKING PORT

	Breathing like a dying asthmatic, Packard tops the ladder. Makes it to
	her feet. Throws her face to the viewport to see...

	Pieces of hull tumbling through otherwise empty space. The drone ship
	is gone.

					PACKARD
				(from the marrow of her
				soul)
			Goddamnit, Styles, I trusted you...

261	INT. FOUNDRY

	As the Newbreed breaches the door.

262	INT. FOUNDRY DOCKING PORT

					DAGGS
			Your helmet. Get it on. We can still
			go outside the hull.

					PACKARD
			And where then? Huh? Where then?

	Daggs doesn't know where -- that's as far as his mind can take them.

					STATION VOICE
			Sixty seconds of practical
			atmosphere remaining. Repeat. Sixty
			seconds.

	Now a new noise turns their heads. It sounds almost like...

263	INT. FOUNDRY ELEVATOR SHAFT

	An ELEVATOR RISING.

264	INT. FOUNDRY DOCKING GATE

					DAGGS
			Aw, no, no, no...

	Flame-thrower is dead. He tries to reprime it. Not enough air.

	The elevator climbs.

	Daggs bashes off a section of railing. It's a sad excuse for a weapon
	-- but he's not going down without a fight.

	The ELEVATOR CLANGS to a stop at platform-level. Doors draw open.

					STYLES
			What took you?

	It's him. Stepping off. Breathing from an oxygen tank.

					PACKARD
				(malleted)
			Wha... Where were you?

					STYLES
			Clearing the elevator. Thought you
			might need it.

					DAGGS
			What we need is a fucking ship.
			Where'd it go?

					STYLES
				(producing R.R.U. box)
			Waitin' two clicks out. Had to push
			it away so it wouldn't catch this
			hull crap.

	Styles moves to the viewport, activates the R.R.U. to begin recalling
	the drone ship. Packard joins. For one time-stopped moment, she allows
	herself to forget all else.

					PACKARD
			Styles?

					STYLES
			Packard?

					PACKARD
			I really thought you left.

					STYLES
				(with a look)
			Never crossed my mind.

	He's a lying sonofawhore and Packard starts to say so. But then the
	whole platform rocks. Daggs leans over the side to see...

	The Newbreed climbing the support structure. This time it's coming for
	real.

265	EXT. SPACE STATION - NIGHT

	Still a kilometer off, the drone ship maneuvers toward the station.

266	INT. FOUNDRY DOCKING PORT

					STATION VOICE
			Station atmosphere now unviable for
			human habitation. Repeat. Station
			atmosphere now unviable for human
			habitation...

	Packard tightens down her helmet, then begins dressing Styles in the
	spare suit.

	(NOTE: No sound now, unless it's HELMET CROSS-TALK or the deep RUMBLE-
	VIBRATIONS we feel in our bones. Other than that, play out the finale
	in numbing silence.)

	Daggs chances another look over the side -- and keeps looking. Where'd
	it go? Suddenly jaws rush upward and snap shut in his face.

	Daggs recoils all the way to the viewport, colliding with Styles and
	Packard. He screams something they can't hear. He slams his helmet
	against Styles'.

					DAGGS
			Airlock! Do it in the airlock!

267	INT. FOUNDRY AIRLOCK

	They bungle in. Minimal gravity here -- they float as much as stand.
	As Daggs secures the door, Styles lofts himself to the other end --
	the end open to space -- and keeps thumbing the R.R.U. The drone ship
	is coming -- but slowly, so goddamn slowly.

268	INT. FOUNDRY DOCKING PORT

	As the Newbreed crawls over the lip of the platform.

269	INT. FOUNDRY AIRLOCK

	Daggs peers back into the foundry. Can't see anything. Stoops to
	double-check the lock just as something shatters the window, nearly
	decapitating him.

270	INT. FOUNDRY DOCKING PORT

	The Newbreed sees them. All three. Trapped together in one tight
	little space. Frenzied, it begins shredding the airlock door.

271	INT. FOUNDRY AIRLOCK

	The door is collapsing. Only seconds before the Newbreed is inside...

272	EXT. SPACE STATION - NIGHT

	And the ship is still 200 yards away.

273	INT. FOUNDRY AIRLOCK

	Styles shuts down the R.R.U., freezing the ship. Now he grabs Packard
	and Daggs, pulling them to the mouth of the airlock, slamming their
	three helmets together.

					STYLES
			Straight shot! Straight!

					PACKARD
				(realizing)
			If we miss, we burn! If we miss --

					STYLES
			Don't miss.

	As one, they grab the rim of the airlock. Rear back. Aim. Then fling
	themselves forward...

274	EXT. SPACE

	...into naked space.

	In an EXTREME LONG SHOT, we watch the three white figures glide across
	the blackness, strung together like wriggling paper dolls.

	THEIR POV: They approach the ship broadside. Their aim looks good. But
	is good good enough?

	Styles tries course-corrections. Nothing works.

	THEIR POV: Fifty feet...thirty...ten...

	They're passing too high. Leading, Styles stretches down and gets a
	glove on the hull. But the glove just slides over the curvature,
	finding no purchase.

	Packard reaches for the ship's antenna. She snags it -- but it breaks
	off in her hand.

	THEIR POV: Of Earth. Waiting to incinerate them.

	Abruptly they jerk to a stop: Daggs got a hand on the needle-nose.
	They made the ship.

275	INT. DRONE SHIP

	Hatch opens. The three survivors drift-tumble in. Atmosphere and
	gravity machines kick in as soon as the hatch is closed. They sink to
	the deck.

	For moments, we hear only PANTING RESPIRATORS. Then Daggs, hearing a
	new sound, turns to look.

	Styles is laughing. Laughing in his helmet, laughing like a man who
	just scammed Death. Packard finds it infectious -- especially when she
	spots the broken antenna still in her grasp.

	Daggs stands, leaving them to roll around on deck. And just when their
	life-affirming laughter peaks...

					DAGGS
			Hey. Hey.

	He's looking out the hatch porthole.

	DAGGS' POV: The space station is dying, listing badly, rocked by
	silent explosions. But against that backdrop, something moves toward
	us. Just debris?

	Styles and Packard crowd in to see.

276	EXT. SPACE

	It's the Newbreed, clawing and slashing through space. It's coming
	fast. And its aim looks dead-fucking-on.

277	INT. DRONE SHIP

					DAGGS
			Doesn't it breathe? For Chrissake,
			doesn't it need any fuckin' air?

					PACKARD
			It'll come through the hull. It'll
			burn its way right through unless...

	Styles is already at the console. Rescanning instruments. Hitting
	"MANUAL OVERRIDE": An instrument housing flips up. Among the switches
	is a control-stick.

278	EXT. DRONE SHIP

	The Newbreed braces for contact.

	NEWBREED'S POV: Of the bow of the ship turning...turning...turning...
	until the needle-nose points right at VIEW.

	Futilely, the Newbreed tries to backpedal in space.

279	INT. DRONE SHIP

	Eyes on the viewscreen, Styles brings a fist down on the main-engine
	switch.

280	EXT. DRONE SHIP

	Thrusters fire.

	NEWBREED'S POV: Of the ship lurching at VIEW.

	It's a heart-shot: The needle of the ship bores through the Newbreed
	Alien, first impaling it, then splitting it open. Pieces of the beast
	tumble for different corners of the universe.

									SLOW DISSOLVE TO:

281	EXT. SPACE - EARTH DAWN

	The drone ship drifts. FOREGROUND, the bow of a huge cutter appears.

					RESCUE VOICE
			Drone ship, this is ICC Cutter 27,
			Marshalls' Division. Do you read?
			Over.

					DAGGS (V.O.)
			Uh, yeah. Block Officer Daggs here.
			Over.

					RESCUE VOICE
			Pulling alongside momentarily,
			Officer Daggs. How many survivors
			aboard?

					DAGGS (V.O.)
			Three. Just three of us.

					RESCUE VOICE
			Identify others, please.

					DAGGS (V.O.)
			Well, there's Christine Packard, the
			station D.P. And then there's
			Styles. He's, uh...

	A beat. MURMURED VOICES.

					RESCUE VOICE
			Sorry, didn't copy that.

	More MURMURING as a decision is reached -- one not popular with Daggs,
	but one he'll try to live with.

					DAGGS (V.O.)
			Styles. I guess he's just one of the
			med-techs.

					RESCUE VOICE
			Good enough, Officer Daggs. Prepare
			for docking.

	The cutter powers ahead, moving to intercept. We take it as our cue
	to...

									FADE OUT

					THE END