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-------------------------

               ACT ONE

               MONTAGE

               A series of short DISSOLVES.  The history of Human aggression 
               play out in visuals as sections from Klaatu's final speech 
               from the original movie plays as a voice over:

               - Nuclear testing.

                                     KLAATU (V.O.)
                         The Universe grows smaller everyday - 
                         and the threat of aggression by any 
                         group - anywhere - can no longer be 
                         tolerated.

               - The Korean War.

                                     KLAATU (V.O.) (CONT'D)                     *
                         There must be security for all or no 
                         one is secure...

               - Joseph McCarthy warning against communism.

                                     KLAATU (V.O.) (CONT'D)
                         You're ancestors knew this when they 
                         made laws to govern themselves - and 
                         hired policemen to enforce them.

               - The assassination of John F. Kennedy.

                                     KLAATU (V.O.) (CONT'D)
                         We of the other planets have long 
                         accepted this principle.  For our 
                         policemen we have created a race of 
                         robots.

               - The Vietnam War.

                                     KLAATU (V.O.) (CONT'D)
                         At first sign of violence they act 
                         automatically against the aggressor.  
                         And the penalty for provoking their 
                         action is too terrible to risk.

               - The Space Program launching the Apollo Missions.

                                     KLAATU (V.O.) (CONT'D)
                         The result is that we live in peace, 
                         without arms or armies, secure in 
                         the knowledge that we are free from 
                         aggression and war.

               - Neil Armstrong on the moon.

-----------------------------------------------------------------------------------------------------
                                                                         2.


                                     KLAATU (V.O.) (CONT'D)
                         I came here to give you the facts.  
                         It is no concern of ours how you run 
                         your planet - but if you threaten to 
                         extend your violence, this Earth of 
                         yours will be reduced to a burned 
                         out cinder.

               - The first Gulf War.

                                     KLAATU (V.O.) (CONT'D)
                         You're choice is simple.  Join us 
                         and live in peace.

               - The second Gulf War.

                                     KLAATU (V.O.) (CONT'D)
                         Or pursue your present course - and 
                         face obliteration.

               - The first Mars rover mission.

                                     KLAATU (V.O.) (CONT'D)
                         We will be waiting for your answer.  
                         The decision rests with you.

               EXT. U.S. CAPITOL -- DAY

               We zoom in slowly on the U.S. Capitol as we hear:

                                     DR. BARNHARDT (V.O.)
                         I find that this committee as well 
                         as the administration is quite naive 
                         in its belief that somehow we are 
                         safe from harm.

                                                                    CUT TO:

               INT. SENATE HEARING - SETI COMMITTEE -- DAY

               DR. JOSEPH BARNHARDT, a man of about fifty-three years of 
               age and nephew of the great Professor Barnhardt, dressed in 
               tweed and every bit the beleaguered scientist, sits behind 
               an oak table with files spread across it.

               Across from Dr. Barnhardt sit a row of very stern looking 
               SENATORS, none of which seem amused or affected by what Dr. 
               Barnhardt is saying.

               A Legend appears across the bottom of the screen: SENATE 
               HEARING - COMMITTEE ON THE SEARCH FOR EXTRA TERRESTRIAL 
               INTELLIGENCE (SETI)

               The room is filled with press, photographers camera's flash 
               as Dr. Barnhardt pleads his case to the Senate Committee.

-----------------------------------------------------------------------------------------------------
                                                                         3.


                                     DR. BARNHARDT
                         As my findings show, unexplained 
                         contact with our atmosphere in the 
                         last five years has doubled.  It is 
                         my firm belief that we are being 
                         probed by the society that  visited 
                         us over fifty years ago.  The fact 
                         that no one here seems to remember, 
                         or care for that matter, about the 
                         warning issued to us that dark day 
                         troubles me to no end.  The continual 
                         pursuits of the United States...

               SENATOR MAXWELL, lightly gray hair woman in her sixties, 
               Chair of the Committee cuts Dr. Barnhardt off.  It's obvious 
               she commands the room and respect from those around her.

                                     SENATOR MAXWELL
                         Dr. Barnhardt, everyone on this panel 
                         appreciates all of your hard work 
                         and the hard work of your colleagues.

                                     DR. BARNHARDT
                              (frustrated)
                         I don't think you do...

                                     SENATOR MAXWELL
                         But it is our opinion that we have 
                         little reason to be concerned about 
                         the possibility that there might be 
                         a return from the visitor Klatuu or 
                         any other traveler from his society.  
                         If they were so concerned they would 
                         have sent someone after the first 
                         Apollo mission or the first shuttle 
                         launch or the Mars rover...

                                     DR. BARNHARDT
                              (insistent)
                         But Senator Maxwell, with the U.S.'s 
                         plans for a manned mission to Mars 
                         will bring even more attention to 
                         us.  Our manned moon missions might 
                         have gone unnoticed, as well as our 
                         small rovers, but a manned mission 
                         to Mars might be the thing that tips 
                         the scales against us...

               Dr. Barnhardts interruptions has begun to irritate Senator 
               Maxwell and she cuts him off.

                                     SENATOR MAXWELL
                         We are still not convinced he or 
                         anyone else have reason to return.
                                     (MORE)

-----------------------------------------------------------------------------------------------------
                                                                         4.


                                     SENATOR MAXWELL (CONT'D)
                         The end of the arms race should signal 
                         to any other-worldly civilizations 
                         that the Earth is a civilized planet.  
                         Our aggressive intentions...

                                     DR. BARNHARDT
                         Is meaningless when our long term 
                         efforts to disarm ourselves have 
                         been neglected and when there is a 
                         renewed public interest cheap nuclear 
                         power in lieu of sustainable renewable 
                         resources.

               Senator Maxwell looks at Dr. Barnhardt with piercing eyes.  
               She is not used to be cut off so abruptly. 

                                     SENATOR MAXWELL
                         We appreciate your zeal Doctor.

               Unconcerned or oblivious to Senator Maxwell's back handed 
               compliment, Dr. Barnhardt continues with continued impatient 
               enthusiasm. 

                                     DR. BARNHARDT
                         I can't believe how casual you are 
                         being about this?  We're not talking 
                         about some far away possibility, we 
                         were warned.  "This Earth of yours 
                         will be reduced to a burned-out 
                         cinder." How can you not be worried?  
                         How can you not care?  "Join us and 
                         live in peace.  Or pursue your present 
                         course and face obliteration." How 
                         much clearer can it be put?

                                     SENATOR MAXWELL
                              (controlling her own 
                              anger)
                         Last time we checked Doctor, that 
                         was fifty years ago.  Now in that 
                         time how many times have we been 
                         contacted?

               DR. BARNHARDTS 

               Eyes sway over to another Senator. 

               SENATOR BENSON, a man in his sixties with graying hair and 
               glasses.  The two lock eyes for a moment, as if commiserating.  
               Senator Benson has long supported Dr. Barnhardt, but it's 
               clear he's losing his own patience with the Doctor.  
               Barnhardt's eyes return to Senator Maxwell. 

                                     DR. BARNHARDT
                         None.

-----------------------------------------------------------------------------------------------------
                                                                         5.


                                     SENATOR MAXWELL
                         How many signs have there been that 
                         we might be in danger?

                                     DR. BARNHARDT
                         None.  But that doesn't mean...

                                     SENATOR MAXWELL
                         Until you can provide us with 
                         undeniable proof of the possible 
                         return of an Alien life form, we 
                         have no reason not to continue with 
                         the planned manned mission to Mars 
                         or to order the halt on construction 
                         of a public space port in New Mexico.

                                     DR. BARNHARDT
                         But Senator...

               DR. BARNHARDTS 

               Face is one of complete exasperation. 

               THE SENATORS 

               Faces, ones of stone cold and expressionless.

                                     SENATOR MAXWELL
                         The panel would like to thank you 
                         for your time, doctor.

                                                                    CUT TO:

               INT. U.S. CAPITOL - HALLWAY -- DAY

               We see Dr. Barnhardt from a distance exit through a set of 
               large doors into a stately hallway of the US Capitol.  He 
               carries a number of files as he walks deliberately out of 
               the room.  An AIDE walks up to Dr. Barnhardt and hands him a 
               note.

                                                                    CUT TO:

               INT. SENATOR BENSON'S OFFICE -- MOMENTS LATER

               The office is a stately study, with large bookshelves and a 
               number of science fiction paraphernalia.  The Senator's 
               affinity for outer space is clear. 

               We pan past a black and white photo of Senator Benson as a 
               child and KLAATU, the space traveler from 1951. 

               SENATOR BENSON 

               Sits in a large "smoking" chair, having just lit a cigar.  A 
               knock as the door.  The Aide sticks his head in.

-----------------------------------------------------------------------------------------------------
                                                                         6.


                                     AIDE
                         Sir?  Dr. Barnhardt, as you requested.

                                     SENATOR BENSON
                         Send him in.

               The Aide opens the door and Doctor Barnhardt enters.

                                     SENATOR BENSON (CONT'D)
                         Dr. Barnhardt.

                                     DR. BARNHARDT
                         You wanted to see me?

                                     SENATOR BENSON
                         Yes, yes.  Sit down.  Sit down.

               Dr. Barnhardt sits in another oversized chair.  He holds his 
               files meekly on his lap.

                                     DR. BARNHARDT
                         I thought smoking was prohibited in 
                         federal buildings?

                                     SENATOR BENSON
                         It is.  But Congress is exempt from 
                         the workplace laws it makes.  Helps 
                         to move the process along.

                                     DR. BARNHARDT
                         You sent for me sir?

               A file nearly slips out of Barnhardt's lap, but he catches 
               it.  He looks up and the Senator, who takes a deep breath. 

                                     SENATOR BENSON
                         I have an affinity for history, 
                         specifically that day in American 
                         history.  Which is part of the reason 
                         I support your project so much.

                                     DR. BARNHARDT
                              (flustered, fixing 
                              his position with 
                              the files)
                         And I'm very appreciative Senator..

                                     SENATOR BENSON
                         But that support may have to come to 
                         an end in the very near future.

                                     DR. BARNHARDT
                         I'm sorry?

               SENATOR BENSON

               Rises and begins to pace the room.

-----------------------------------------------------------------------------------------------------
                                                                         7.


                                     SENATOR BENSON
                         I share your fear of their return.  
                         That one day this little planet of 
                         ours will be turned to a dusty cinder.  
                         But unfortunately, my fears have 
                         grown old.

               He stops pacing and stares at the picture of him and Klaatu, 
               his voice one of nostalgia and wistfulness. 

                                     SENATOR BENSON (CONT'D)
                         Like the lessons of December 7th, 
                         1941, 1951 is too far into the past 
                         for anyone to care.  It's all about 
                         9/11 these days.

                                     DR. BARNHARDT
                         So what do I do then?

               Senator Benson turns to Barnhardt and with a forceful tone 
               says: 

                                     SENATOR BENSON
                         Find something Doctor.  Anything.  
                         Otherwise, Senator Maxwell will see 
                         to it that the plug gets pulled, 
                         whether you like it or not.

               INT. BARNHARDTS HOUSE/LAB -- AFTERNOON

               Dr. Barnhardt walks through his front door, hanging his hat 
               on a hook.  As he walks through the hallway, dropping his 
               coat on the floor, and setting down his briefcase, we see 
               that his house is a mess. 

               FILE AND PAPERS 

               Are stacked everywhere.  He walks over to his desk and sits 
               down at his chair.  He picks up a remote control and presses 
               "on". 

               THE TV 

               In the corner of the room comes to life.  CNN pops on the 
               screen, an attractive CNN ANCHOR continuing her report.

                                     CNN ANCHOR
                         ...Dr. Joseph Barnhardt presented to 
                         the Senate Committee on 
                         Extraterrestrial Affairs.

               The TV cuts to footage of Dr. Barnhardt presenting to the 
               committee.

-----------------------------------------------------------------------------------------------------
                                                                         8.


                                     DR. BARNHARDT
                              (in the TV)
                         The increased, unexplained celestial 
                         activity points directly to the 
                         possibility that we are continuing 
                         to be monitored by extraterrestrial 
                         being, like the one that visited 
                         fifty four years ago.

               The TV cuts back to the Anchor.

                                     CNN ANCHOR
                         Dr. Barnhardts was expressing concern 
                         over the proposed manned missions to 
                         Mars, schedule to occur in 2025.

               DR. BARNHARDT 

               Looks over at a picture of his Uncle, Professor Jacob 
               Barnhardt.  His face is filled with worry and concern.  
               Failing his uncle like this is not something he is please 
               with.  The CNN Anchor continues on. 

                                     CNN ANCHOR (O.S.) (CONT'D)
                         His worries that our continued 
                         expansion inside of our solar system 
                         might bring attention by the powerful 
                         other worldly society that visited 
                         Earth in the 1950's fell on deaf 
                         ears.  A day the Doctor fears may be 
                         fast approaching.

               EXT. STREETS OF WASHINGTON D.C. -- NIGHT

               There is snow on the streets, a slight slush washes over the 
               ground.  The moon is full, shimmering brilliantly on the 
               crisp white snow.

               STEVEN, an attractive and tall white male, thirty-five years 
               of age, walks briskly through the light snow that falls in a 
               darkened alley way.  His army jacket is slightly damp, his 
               ruck sac slung over his right shoulder bumps against his 
               back as he walks.  He is a slender man, his hair a wavy mop 
               on top of his head.  He's a traveled man, one with a past 
               that is much deeper than his tired face reveals.  Steven 
               stops in his tracks and looks to the night sky. 

               A SHOOTING STAR 

               Crosses the night sky. 

               STEVEN 

               Looks at it slightly puzzled.  He looks down at his wrist. 

               HIS WATCH

-----------------------------------------------------------------------------------------------------
                                                                         9.


               A beautiful light green-silver device stands out against his 
               shabby attire.  The display show various cryptic symbols of 
               a language not of this earth.  He taps a button the side of 
               the watch, and the display clicks over to the actual time 
               that reads: 11:42.

               SMACK. 

               A wooden baseball bat cracks across the back of Steven's 
               head, knocking him down to his knees. 

               THREE GANG MEMBERS savagely kick and punch at Steven. 

               GANG MEMBER ONE 

               Grabs Steven's ruck sac.

               GANG MEMBER TWO pulls on Steven's arm, doing his best to rip 
               Steven's watch off his arm.

                                     GANG MEMBER ONE
                         Get his watch!  Get his watch!

                                     GANG MEMBER TWO
                         I'm tryin'!  It won't come off!

               A SIREN sounds.  A search light flashes out from a POLICE 
               CAR.

                                     GANG MEMBER THREE
                         Let's go!  Let's go!

               The Gang Members take off down the alley, one with Steven's 
               bag in his hand.  A POLICE OFFICER gets out of his car and 
               walks up to Steven. 

               THE POLICE OFFICER 

               Shines his flash light on Steven, who is rolling on the ground 
               spitting up blood. 

               STEVEN blinks and vainly shields his eyes from the light.  
               Blood drips from above his eyes. 

               STEVENS POV

               The Police Officer talks into his walkie talkie.

                                     POLICE OFFICER
                         I got a 11-47, over.

               There's an affirmative response on the other end.  Steven's 
               vision fails him as the Police Officer fuzzes into a tall 
               hazy mass. 

               STEVEN

-----------------------------------------------------------------------------------------------------
                                                                        10.


               Falls unconscious.

               INT. GOSPEL RESCUE MINISTRIES - LORETTA'S OFFICE -- NIGHT

               It's a sparsely furnished office, with a couch, a desk, a 
               computer, and a few chairs.  Posters that are ten years old 
               hang on the walls, a failed attempt to make an unattractive 
               space more hospitable.  A few pictures sit on the desk along 
               with a placard that says: LORETTA NEAL, DIRECTOR.  The TV in 
               the corner flickers with the news.

               LORETTA NEAL, black, attractive and in her mid-thirties, 
               sits behind her desk reading through files.  She half listens 
               to it and half pays attention to her files.  She's a hard 
               worker, who's dedication to her work borders on fanatical.  
               She wants to do good in this world and it shows.

               TV 

               MSNBC is showing archived footage of Dr. Barnhardt on Hardball 
               with Chris Matthews.

                                     DR. BARNHARDT
                         The point is Chris, this 
                         administration refuses to accept the 
                         very facts that are before them.

                                     CHRIS MATTHEWS
                         Are you saying that you have proof, 
                         Dr. Barnhardt?  Because conjecture 
                         will only get you so far in this 
                         line of thinking.

               LORETTA 

               Finally tired of not concentrating on one thing picks up the 
               remote and turns off the TV.

                                     EARVIN (O.S.)
                         Can't concentrate?

               Loretta looks over to her office door.  

               EARVIN, a young 20 something Black man, with a big smile and 
               bigger eyes stands in the door.  His smile is as broad and 
               warm.

                                     LORETTA
                         I think I've been staring at these 
                         things for too long.

                                     EARVIN
                         You want me to hang out while you 
                         finish?  Walk you out to your car?

-----------------------------------------------------------------------------------------------------
                                                                        11.


                                     LORETTA
                         No, thanks Earvin.  I think I'll try 
                         and stare at them a bit more.  You 
                         should head home though.  We got a 
                         long day tomorrow. 

                                     EARVIN
                         Their all long days.  You should 
                         head home too.

                                     LORETTA
                         I will.  Very soon. 

                                     EARVIN
                         All right then.  I'll catch you 
                         tomorrow Loretta.

               Loretta smiles at Earvin as he leaves.  She stares back down 
               at her paperwork, then back over at the TV.  Dr. Barnhardt 
               is still talking.  The phone rings and Loretta answers.

                                     LORETTA
                         Hello?

                                                                    CUT TO:

               EXT. RWANDAN VILLAGE -- DAY

               Steven walks down the street Rwandan village, holding hands 
               with a beautiful African woman.  A YOUNG GIRL runs up and 
               tackle hugs Steven.  He picks her up and tickles her.  Lights 
               begin to flicker in Steven's face.  He shields his eyes.  We 
               hear the RINGING that fills his ears. 

               INT. HOSPITAL EMERGENCY ROOM -- NIGHT

               Steven awakens to find himself laying in a hospital bed.  
               His face is puffy and bloody, his eye looks like it's going 
               to pop out of his head.  An I.V. is plugged into his free 
               arm. 

               THE POLICE OFFICER AND A NURSE

               Stand a few steps away from him.  The NURSE is a thick woman 
               in her forties. 

               STEVEN 

               Watches them intently, reading their lips. 

               VARIOUS ANGLES

               He makes out "homeless vet" from the Police Officer and 
               "shelter" from the Nurse.

               The two finish talking and part ways.  The Nurse walks over 
               towards Steven, his eyes firmly entrenched on her.

-----------------------------------------------------------------------------------------------------
                                                                        12.


               Steven's demeanor is very cold.

                                     NURSE
                         Looks who found his way back to the 
                         world of the conscious.

                                     STEVEN
                         I have to get my bag back.

                                     NURSE
                         I'm sure we'll be able to help you 
                         sufficiently replace your belongings.

                                     STEVEN
                         No, you don't understand.

               Steven grabs the Nurse by the arm.

                                     STEVEN (CONT'D)
                         I have to get my bag back.

               The Nurse winces slightly under Steven's grip.  She's not 
               thrilled with his beside manner.

                                     NURSE
                         Sir...

               The Nurse uses her other hand to wrench herself from Steven's 
               grip.

                                     NURSE (CONT'D)
                         I will help you any way I can.  But 
                         you have to trust me.  We'll get you 
                         your bag back.  You need to be 
                         patient.  It'll take time.

                                     STEVEN
                         Time is the one thing I don't have 
                         left.

               The Nurse smiles.

                                     NURSE
                         I'm sorry sir.  You'll just have to 
                         wait.

               The Nurse begins to work on his face, cleaning up the blood 
               and patching what she can.

                                     STEVEN
                         I heal very quickly.  This really 
                         isn't necessary.

-----------------------------------------------------------------------------------------------------
                                                                        13.


                                     NURSE
                              (losing patience)
                         Unless you want to lose your eye to 
                         an infection, or a part of your ass 
                         to my foot, you're just gonna have 
                         to wait.

                                     STEVEN
                         I really need to go.

               The Nurse glances back. 

               LORETTA 

               Walks in through the sliding glass doors of the hospitals 
               Emergency room.  Her eyes dart around as if looking for 
               something.

                                     NURSE
                         I'll be right back.  You don't go 
                         anywhere.

               The Nurse walks over to meet Loretta.

                                     NURSE (CONT'D)
                         Loretta!

                                     LORETTA
                         Janet!  How are you?

               The two hug.  They're old friends. 

                                     NURSE
                         I'm fine.  Sorry to call you out 
                         like this but I thought you might 
                         know him.  He was assaulted in your 
                         area.

                                     LORETTA
                         No problem.  I was working late 
                         anyway.  How is he?

               The two head toward Steven's bed.

                                     NURSE
                         He's pretty torn up, no ID, refuses 
                         to tell us his name or where he comes 
                         from.

               As the two approach, Steven is pulling the monitoring devices 
               off of his body and ripping the IV out of his arm.  The Nurse 
               and Loretta run to his side.

                                     NURSE (CONT'D)
                         Whoa whoa whoa!  What do you think 
                         you are doing?

-----------------------------------------------------------------------------------------------------
                                                                        14.


                                     STEVEN
                              (without looking at 
                              them)
                         I have to leave.

                                     NURSE
                         Not until I say you can leave.

                                     STEVEN
                         Get out of my way.

               Steven tries to sit up, but the Nurse clotheslines him and 
               lays him back out.

                                     NURSE
                         You still stay here until I tell you 
                         differently.  Understand?

               Steven replies with nothing but an androgynous glare.  His 
               gaze turns to Loretta.  They stare at one another like their 
               old friend.  In each other's eyes they recognize something 
               in each other.  Loretta almost speaks, then doesn't. 

               The Nurse steps aside with Loretta to speak privately.

                                     NURSE (CONT'D)
                         We did a psyche consult and they 
                         refuse to admit him.  He's very 
                         insistent about getting his bag back.  
                         Is he one of yours?

               Loretta pulls her gaze away momentarily to answer the Nurse.

                                     LORETTA
                         No, I don't think I've ever seen him 
                         before.

               Loretta turns back to Steven, who's eyes are still on her.  
               She steps away from the Nurse to Steven.

                                     LORETTA (CONT'D)
                         Hello, I'm Loretta Neal.  I run the 
                         a Gospel Rescue's Mission on Fifth 
                         Street.

               Steven is silent, but Loretta is locked in on his eyes.  
               Behind his eyes she feels like she sees it all and wants to 
               help.

                                     LORETTA (CONT'D)
                         Do you need a place to stay?  A warm 
                         bed to sleep in?

                                     STEVEN
                         I need my bag.

-----------------------------------------------------------------------------------------------------
                                                                        15.


                                     LORETTA
                         Ok, well, why don't you come with me 
                         and we'll see what we can do about 
                         getting you your bag back?

               Steven shows his first sign of a smile.

                                                                   CUT TO: 

               INT. LORETTA'S OFFICE -- NIGHT

               Loretta leads Steven into her office.  Loretta walks over 
               and moves files off her couch and onto the floor.

                                     LORETTA
                         All the beds are full, so you're 
                         going to have to sleep on my couch.

                                     STEVEN
                         I really need to find my bag.

                                     LORETTA
                         In the morning.

               Loretta walks over to a cabinet and pulls a few blankets and 
               pillows out.

                                     STEVEN
                         Do this a lot?  Let strangers stay 
                         in your office?

               Loretta hands Steven the blankets and pillows.

                                     LORETTA
                         Honestly.  No.  I don't.  But you 
                         have a kind face.  And blind trust 
                         is a big part of my job.

               Loretta heads for the door.

                                     STEVEN
                         I really need to find my bag.

               Loretta pauses.

                                     LORETTA
                         You feel like telling me your name 
                         yet?

                                     STEVEN
                         Steven.

                                     LORETTA
                         We'll find it in the morning Steven.  
                         You just have to have faith.

-----------------------------------------------------------------------------------------------------
                                                                        16.


               Loretta exits, closing the door behind her.  Steven looks 
               around the room, inventorying his surroundings.  He picks up 
               a picture from the desk and looks at it for a moment then 
               sets it down.

               Steven sits on the couch, reaching into his jacket and pulling 
               out a small squeeze bottle.  He squeeze a small amount onto 
               his fingers and begins to rub it onto his wounds.  He winces 
               in pain.

                                                                    CUT TO:

               INT. GOSPEL RESCUE MINISTRIES - LORETTA'S OFFICE -- LATER

               STEVEN

               Lies on the couch asleep, the blanket covering him.  His 
               jacket sits on a nearby chair.

               STEVEN'S EYE

               Is healing quickly and we see is slowly losing its swelling 
               at a faster rate than normal. 

                                                                    CUT TO:

               EXT. RWANDAN VILLAGE - ARTIST'S COTTAGE -- DAY

               The beautiful African woman from earlier sits as the muse 
               for a painting.  Silence fills the room as Steven paints her 
               on a large wooden plank, like the Mona Lisa.  Steven crisp, 
               clean shirt flutters in the draft. 

               STEVEN 

               Stares and smiles at her. 

               THE AFRICAN WOMAN 

               Smiles coyly back.

               STEVEN 

               Turns his head.  He hears something, but we hear nothing.  
               Steven looks back. 

               THE AFRICAN WOMAN 

               Continues to sit where she is, still smiling as if she hears 
               nothing. 

                                     STEVEN
                         Do you hear that?

               But nothing comes out of his mouth.  She continues to sit 
               and smile. 

-----------------------------------------------------------------------------------------------------
                                                                        17.


               Steven takes his painting implements with him and walks to 
               the front door. 

               Steven steps outside of the building to see hundred's of 
               Hutu Men waiting patiently, each wielding a machete.  Steven 
               looks down, his clean shirt is bloodied and dirty.  His 
               painting implements gone, he holds two machetes's of his own 
               that drip with blood.  He looks back at up the men.  The men 
               SCREAM and run at him.  This time we hear them and it is ear 
               piercing.

                                      END OF ACT ONE
 
-----------------------------------------------------------------------------------------------------
                                                                        18.


                                         ACT TWO

               INT. GOSPEL RESCUE MINISTRIES - DORMS -- MORNING

               Steven wakes with a start.  He's had another nightmare.  The 
               room is large and full of light.  It's a multiple bed dorm, 
               with beds lining the walls.  They are empty, their occupants 
               moved on for the day.  His face is completely healed.

               LEGEND: "One month later..." 

                                     JULIUS (O.S.)
                         Nightmare?

               Steven looks over to see JULIUS, an old African American man 
               in an Army Ranger Jacket.  Julius's face is weathered from 
               combat and life, but it is kind.  He is genuinely concerned 
               with Steven's well being. 

                                     STEVEN
                         Is there a reason you are watching 
                         me?

                                     JULIUS
                         You were shaking and twitching in 
                         your sleep.  I'm just making sure 
                         you actually wake up and weren't 
                         having a seizure.

                                     STEVEN
                         Oh... thanks, I guess.

               Steven sits up slowly.  He holds his head like it hurts.

                                     JULIUS
                         You're head ok?

                                     STEVEN
                         It's fine.  Just... nevermind.

               Julius looks more intently at Steven, studying his face.  
               Steven looks back with a perplexed expression.

                                     STEVEN (CONT'D)
                              (uncomfortably, but 
                              firm)
                         What? 

                                     JULIUS
                         Do I know you from somewhere?

                                     STEVEN
                         No.

                                     JULIUS
                         You spend a lot of time in shelters?

-----------------------------------------------------------------------------------------------------
                                                                        19.


                                     STEVEN
                         No.

                                     JULIUS
                         You been here a long time?

                                     STEVEN
                         A month. 

                                     JULIUS
                         That's a long time to spend in a 
                         shelter when you don't spend a lot 
                         of time in shelters.

               Steven squints at, w

                                     STEVEN
                         Is there a reason for this line of 
                         questioning?

                                     JULIUS
                         Just curious.  That's all.  See you 
                         around.

               Julius rises and exits.  Steven watches as Julius exits.  He 
               looks down at his watch.  Steven rolls his eyes back and 
               falls back onto the cot.

                                                                    CUT TO:

               INT. GOSPEL RESCUE MINISTRIES - DINING AREA -- LATER

               The Dining area is full of people in line to get food.  Many 
               are homeless veteran's with nowhere to go.  Steven sits at a 
               table eating his breakfast of scrambled eggs and toast.

               STEVEN 

               Looks up to see Julius in the serving line, dolling out eggs 
               to the homeless.  The two men's eyes meet for a moment and 
               then Steven looks back down.

                                     EARVIN (O.S.)
                         Look who's back.

               Earvin sits down across from Steven.

                                     EARVIN (CONT'D)
                         How's it going?

                                     STEVEN
                         Eggs are soggy.

                                     EARVIN
                         I'll inform the chef.

-----------------------------------------------------------------------------------------------------
                                                                        20.


                                     STEVEN
                         When did that guy get here?

                                     EARVIN
                         Which one?

               Steven nods toward Julius.  Earvin turns to look.

                                     EARVIN (CONT'D)
                         Julius?  Couple days ago.  He lived 
                         here a while back, but we got him on 
                         assisted living.  He started 
                         volunteering while you were out on 
                         walkabout.  You find your bag?

                                     STEVEN
                         Nope.  My month long search has yet 
                         to bare any fruit.

                                     EARVIN
                         What if I told you that I know where 
                         to find it?

                                     STEVEN
                         What?

               Steven looks up from his soggy eggs with an urgent look at 
               Earvin. 

                                     EARVIN
                         Some guys at a party were bragging 
                         last night.  Saying how they gaffled 
                         some fool about a month ago.  Found 
                         some weird stuff in it.

                                     STEVEN
                         Really...

                                     EARVIN
                         What kind of weird stuff you keep in 
                         that thing?

               Steven's expression does not change in the face of the 
               question.  

                                     STEVEN
                         Do you know where they are?

                                     EARVIN
                         I might.  But there BGD... Black 
                         Gangster Disciples.  I don't think 
                         you want to mess with them.

               Steven just stares at Earvin.

                                                                    CUT TO:

-----------------------------------------------------------------------------------------------------
                                                                        21.


               INT. HOUSING PROJECT - HALLWAY -- DAY

               Earvin and Steven stand in front of a door that has distinct 
               graffiti on it.  The markings of the BGD.  

               POV OF DOOR

               Steven kicks the door in. 

               INT. HOUSING PROJECT - BGD APARTMENT

               A MOVING SHOT 

               Of Steven as runs inside the apartment.  The inside is a 
               mess, couches with no legs, the windows draped shut with bed 
               sheets.  It looks like they've been squatting here as opposed 
               to living. 

               BGD MEMBERS 

               Scatter from the center, including the three who mugged 
               Steven.  Steven works his way through the apartment, disarming 
               various gang members from their weapons, and dispensing with 
               them easily.  He moves faster than they do and it's obvious.

               INT. HOUSING PROJECT - HALLWAY

               An OLD WOMAN, clutching her robe closed tightly in one hand 
               and a cat in the other, sticks her head out of her front 
               door.

                                     OLD WOMAN
                         Is it the police?

                                     EARVIN
                         Uh, yes ma'am.  It's a raid.

                                     OLD WOMAN
                         For drugs?

                                     EARVIN
                         Sure.

               NEW ANGLE 

               As a GANG MEMBER flies out through the front door and slams 
               into the hallway wall.  Earvin smiles at the Old Woman, who 
               squints at him suspiciously and closes her door.

               INT. HOUSING PROJECT - BGD APARTMENT

               POV STEVEN

               As Gang Member One is backing towards a corner, attempting 
               slide his clip into a gun.  His hands shake like crazy.

               POV GANG MEMBER ONE

-----------------------------------------------------------------------------------------------------
                                                                        22.


               We see Steven approaching deliberately, completely unafraid. 

               Just as Gang Member One locks the clip into place and raises 
               it to face Steven, Steven slaps it away and kicks Gang Member 
               One in the chest, launching him against the wall.  Steven 
               walks over and stands over Gang Member One.  He crouches 
               down in front of him.

                                     STEVEN
                         Where is my bag?

                                     GANG MEMBER ONE
                         I don't know what the...

               CRACK 

               Steven hits him one across his face, so fast we only see him 
               pulling his fist back away from Gang Member One's face.

                                     STEVEN
                         I'll ask again.  Where is my bag?

                                                                    CUT TO:

               INT. HOUSING PROJECT - HALLWAY -- MOMENTS LATER

               Steven walks out the front door of the apartment to a stunned 
               Earvin.

                                     EARVIN
                         Find your bag?

                                     STEVEN
                         No.  But I know where to look.

               Steven heads down the hall.

               Earvin glances inside the apartment.  He looks back down the 
               hall at Steven.

                                     EARVIN
                         What have I gotten myself into? 

                                                                    CUT TO:

               EXT. NATIONAL RADIO ASTRONOMY OBSERVATORY - DAY

               MOVING SHOT 

               Of the NRAO. 

               LEGEND: National Radio Astronomy Observatory, Green Bank, 
               West Virginia.

                                                                    CUT TO:

-----------------------------------------------------------------------------------------------------
                                                                        23.


               INT. NATIONAL RADIO ASTRONOMY OBSERVATORY - DAY

               An ASTRONOMER sits at his desk, reading a reprinting of the 
               Oct. 1940 edition of Astounding Stories.  The NRAO building 
               is filled with banks of computers processing copious amounts 
               of information from its radio telescopes.  The Astronomer is 
               ignoring his own monitors, which hardly ever change.

               ASTRONOMERS COMPUTER SCREEN 

               The waves that had a normal pattern begin to grow and shift 
               at a rapid rate. 

               THE ASTRONOMER

               Glances at the computer screen, then does a double take. 

                                     ASTRONOMER
                         What the hell is that?

                                                                    CUT TO:

               EXT. BARNHARDTS HOUSE/LAB -- DAY

               DR. BARNHARDT 

               Sits in front of his computer screen, mulling over data.  He 
               looks at temperature spike levels and radio wave info.  The 
               phone RINGS.

                                     DR. BARNHARDT
                              (answering the phone)
                         Barnhardt.

                                     ASTRONOMER (V.O.)
                         Dr. Barnhardt, this is Steven Landry 
                         at the NRAO.  We're getting some 
                         strange interference that matches 
                         some wave forms that you asked us to 
                         look out for.

                                     DR. BARNHARDT
                         Really?

               INT. NATIONAL RADIO ASTRONOMY OBSERVATORY - DAY

               Same as before.  The lights on the consoles flicker and make 
               funny noises.

                                     ASTRONOMER
                         In fact, it's starting to affect my 
                         equipment.

               BLACKOUT.  The lights in the building go out and the 
               astronomer is sitting in total darkness.

-----------------------------------------------------------------------------------------------------
                                                                        24.


                                     ASTRONOMER (CONT'D)
                              (mildly afraid)
                         Dr. Barnhardt?  Dr. Barnhardt, are 
                         you there?

                                                                    CUT TO:

               INT. BARNHARDTS HOUSE/LAB -- CONTINUOUS

               ANGLE ON DR. BARNHARDT 

               Who is caught in a stare.  

               REVERSE ANGLE

               On a FIGURE in a trench coat, a fedora for a hat, standing 
               in the shadows by his front door.  He's a towering figure, 
               slender and imposing. 

                                     FIGURE
                         Dr. Barnhardt.

                                     ASTRONOMER (V.O.)
                         Dr. Barnhardt?

                                     DR. BARNHARDT
                              (into phone)
                         I'll have to call you back.

               Dr. Barnhardt hangs up.

                                     FIGURE
                         Hello, Doctor. 

               The Figure removes his fedora.  It is KLAATU, a tall man 
               that looks to be in his early 70's (even thought he is more 
               like 130) with a silver main of hair.  He's the spitting 
               image of himself from 1951 when he landed, but with more age 
               and a weathered expression on his face. 

                                     DR. BARNHARDT
                         Who are you?

                                     KLAATU
                         I'm a friend of your late uncle.  I 
                         was sad to hear of his passing.

                                     DR. BARNHARDT
                         My uncle... who are you?

                                     KLAATU
                         My name is Klaatu.

               A look of amazement and terror washes over Dr. Barnhardts 
               face.

-----------------------------------------------------------------------------------------------------
                                                                        25.


                                     KLAATU (CONT'D)
                         Do you mind if I have a seat?

               Dr. Barnhardts pauses for a moment and then nods heartily, 
               motioning to a seat in the corner across from him.

                                     KLAATU (CONT'D)
                         Thank you, Doctor.  You are most 
                         kind.

               Klaatu sits. 

                                     KLAATU (CONT'D)
                         I just seem to keep getting older, 
                         despite my best attempts to the 
                         contrary.

               Dr. Barnhardt is bewildered.  In all his days he never thought 
               he'd meet the mysterious traveler Klaatu. 

                                     DR. BARNHARDT
                         You should be dead, shouldn't you?  
                         I thought your life spans were only...

                                     KLAATU
                         One hundred and forty years?

                                     DR. BARNHARDT
                         Yes, exactly.  So if you were seventy 
                         eight on your last trip that would 
                         put you at... 

                                     KLAATU
                         That's if we were counting years on 
                         your planet, Doctor.  When I said 
                         that, I meant years on my planet, 
                         not here.

                                     DR. BARNHARDT
                         I see.  So that would make you?

                                     KLAATU
                              (mildly impatient)
                         Is this really necessary, doctor.

                                     DR. BARNHARDT
                              (embarrassed)
                         No.  No, of course not.  I'm sorry. 

                                     KLAATU
                         You're work has intrigued me for a 
                         long time Doctor.  Your attempts to 
                         track our monitoring of your planet 
                         has been admirable.

-----------------------------------------------------------------------------------------------------
                                                                        26.


                                     DR. BARNHARDT
                              (impressed with himself)
                         So you have been watching us.

               Klaatu picks up the picture of Professor Barnhardt from the 
               desk.  He looks at it with affection as he speaks. 

                                     KLAATU
                         Since before I came and ever since I 
                         left.  Your planet has never ceased 
                         to be a concern of ours.  As you 
                         have developed more and more advanced 
                         weaponry, our interests in your planet 
                         has grown.  And for a time, we thought 
                         you might solve the problem and 
                         destroy yourselves.  But that doesn't 
                         seem as likely anymore, which has 
                         led us to take more direct action.

               A wave of fear grips Dr. Barnhardt.  

                                     DR. BARNHARDT
                              (expressionless and 
                              terrified)
                         So you're here to destroy the planet.

               Klaatu looks up from the picture. 

                                     KLAATU
                         No, Doctor.  I'm not.

                                     DR. BARNHARDT
                              (quizzically)
                         Then what are you here for?

                                     KLAATU
                         Your Uncle helped me once.  He was a 
                         very great man.  I only wish I could 
                         have returned sooner to offer him 
                         the same option I'm going to give 
                         you.  So out of respect for his 
                         kindness and genius, I'm making you 
                         an offer.

                                     DR. BARNHARDT
                         What kind of an offer?

                                                                    CUT TO:

               INT. PAWNSHOP -- DAY

               Various pawned paraphernalia hang from the walls of the shop.  
               There are several glass cases that line the walls, filled 
               with things from camera's to knives. 

               THE PAWNSHOP OWNER, a balding fat man, is thrown against a 
               wall of his own merchandise.

-----------------------------------------------------------------------------------------------------
                                                                        27.


               Steven is in his ass kicking mode again.  He grabs the 
               Pawnshop Owner by the throat and holds him against the wall.

                                     STEVEN
                         I'm not a fan of violence.  I never 
                         have been.  Killing is never 
                         enjoyable.  Hurting people brings me 
                         no joy.  But I will end you if you 
                         do not give me back what is rightfully 
                         mine.

                                     PAWNSHOP OWNER
                              (through being choked)
                         It's.. it's in the back... just...

               Pawnshop Owner motions towards the back.  Steven looks over 
               and lets him go.  He shoves the Pawnshop Owner towards the 
               back.

                                     STEVEN
                         Then get it.

                                                                    CUT TO:

               INT. PAWNSHOP - BACKROOM -- CONTINUOUS

               The Pawnshop Owner squats in front of a safe, turning the 
               dials and putting in the combination.  He opens it and reaches 
               in.

               He pulls out Stevens bag and hands it to him.

                                     STEVEN
                         Is everything in it?

                                     PAWNSHOP OWNER
                              (nervously)
                         Yeah.  Yeah.  That thing started to 
                         glow and I got freaked out.  Haven't 
                         opened the safe in almost a month.

                                     STEVEN
                         Good.

               Steven turns around and exits.

               He passes by a VIDEO MONITOR and we see that there has been 
               a camera recording everything he's just done.

                                                                    CUT TO:

               EXT. BURGER JOINT -- DAY

               Steven and Earvin sit outside of a Burger Joint eating burgers 
               and fries.  The sun beats down on the two as they enjoy their 
               meal.  A few people litter the other tables, but it's a 
               relatively slow business day for the Burger Joint. 

-----------------------------------------------------------------------------------------------------
                                                                        28.


               There's silence between Earvin and Steven.  Earvin studies 
               his friend, who's head is down and concentrating on his food. 

                                     EARVIN
                         So tell me this, where did you learn 
                         to fight like that?

                                     STEVEN
                         Around.

                                     EARVIN
                         Around?

                                     STEVEN
                         Yup. 

                                     EARVIN
                         Anyone ever tell you you're a man of 
                         few words?

                                     STEVEN
                         A few.

                                     EARVIN
                         How does a guy, who seems to come 
                         from money end up getting mugged in 
                         some alley in DC, anyway?

                                     STEVEN
                         What makes you say I'm from money?

                                     EARVIN
                         That's a nice watch you got on there.

               Steven picks his head up and stares at Earvin.  He looks at 
               his watch and realizes it does look like it would be from a 
               monied individual.  

                                     STEVEN
                         A gift... from a friend.

                                     EARVIN
                         So how did you end up over there, 
                         man?

               Steven returns to eating, but is more congenial than he was 
               moments before.  He keeps his head up more to speak.

                                     STEVEN
                         I was trying to find Ellipse Park.

                                     EARVIN
                         What, you mean by the Washington 
                         Monument?

-----------------------------------------------------------------------------------------------------
                                                                        29.


                                     STEVEN
                         I'm supposed to be meeting someone 
                         in soon and I got lost trying to get 
                         there.

                                     EARVIN
                         You still having nightmares?

                                     STEVEN
                         Sometimes.

                                     EARVIN
                         You want to talk about it?

               Steven stares back down at his fries, returning to his more 
               morose self.

                                     STEVEN
                         No.

                                     EARVIN
                         Few words.  Well, I have to get to 
                         work.

                                     STEVEN
                         Back at the shelter?

                                     EARVIN
                         Nope.  My second job.  I have to 
                         lead a tour of French tourists through 
                         the Smithsonian.  You're more than 
                         welcome to come along.
                              (in French, with 
                              subtitles)
                         {The French love the morose.}

                                     STEVEN
                         {I'm not morose, I'm thinking.}

                                     EARVIN
                         You speak French?

               Steven doesn't answer, his head still hanging low.

                                     EARVIN (CONT'D)
                         Well, if you change you're mind, 
                         tour starts at 1pm. And now that you 
                         have your bag, I doubt you have much 
                         else pressing your time.  Catch you 
                         later.

               Earvin heads off.  Steven, realizing he's been rather rude, 
               picks his head up and yells after him.

                                     STEVEN
                              (yelling)
                         Thanks for lunch!

-----------------------------------------------------------------------------------------------------
                                                                        30.


               Earvin turns back and yells back to Steven. 

                                     EARVIN
                              (smiling)
                         No problem!  After all, what are 
                         friends for?

               Earvin turns back and continues walking.  Steven watches as 
               he goes.

               INT. WHITE HOUSE - HALLWAY -- DAY

               MOVING SHOT 

               Of Senator Benson trailing after the President's White House 
               Chief of Staff, JOHN SPENCER.  Spencer is in his mid forties, 
               he's sleeves rolled up, his tie perfect.  He's a busy man 
               and is obvious he doesn't want to be bothered by the Senator 
               right now.

                                     SPENCER
                         I know you want to see the President, 
                         Bob, but I can't get you in.

                                     SENATOR BENSON
                         John, this is incredibly important.  
                         If I could just...

               Spencer stops in his tracks and turns to face the Senator. 

                                     SPENCER
                         Bob.  I know what this is about.
                              (Benson tries to speak 
                              up, but Spencer 
                              continues)
                         I know you want us to restore funding 
                         to Dr. Barnhardt's person SETI 
                         program, but there isn't any money.

                                     SENATOR BENSON
                         But there's money for new tanks and 
                         aircraft carriers...

                                     SPENCER
                         What would you like us to do John?  
                         Protect ourselves from little green 
                         men that may or may not return?

                                     SENATOR BENSON
                         He wasn't little or green.

               Spencer continues walking toward his office, Senator Benson 
               in tow.

                                     SPENCER
                         I know, Senator.  I know.
                                     (MORE)

-----------------------------------------------------------------------------------------------------
                                                                        31.


                                     SPENCER (CONT'D)
                         My point is, we've got a great deal 
                         more immediate threats to worry about.  
                         Terrorism, poverty, AIDS.  Hell, 
                         we're even more concerned about Global 
                         Warming than we are about this.  
                         That should tell you something.

               They reach Spencer's office.  Spencer stops at the threshold 
               to it and spins around to face Senator Benson.

                                     SPENCER (CONT'D)
                         Look, John.  You're my friend.  And 
                         I appreciate all that you've done 
                         for me.

                                     SENATOR BENSON
                         Like your first job on my campaign.

                                     SPENCER
                         Yes, sir.  But I can't get you in to 
                         see him about this.  The moment 
                         Klacktow or whom ever you're expecting 
                         comes calling, trust me, you'll be 
                         the first person we call.  Now, if 
                         you'll excuse me.

               Spencer closes his office door.

                                                                    CUT TO:

               INT. BARNHARDTS HOUSE/LAB -- DAY

               Same as before.

                                     KLAATU
                         It's been good speaking with you, 
                         Doctor.  I hope you will consider 
                         what I've said.

               ANGLE FAVORING Klaatu as he stands and walks towards the 
               door, leaving Dr. Barnhardt with a look of bewilderment on 
               his face.

                                     DR. BARNHARDT
                         Where are you going?

                                     KLAATU
                         I have other friends I have to speak 
                         with.  Good day, Doctor.  And good 
                         luck.

               Klaatu exits. 

-----------------------------------------------------------------------------------------------------
                                                                        32.


               Dr. Barnhardt continues to just sit there, his look saying.  
               "What just happened?".  He glances over at picture of his 
               Uncle.

                                                                    CUT TO:

               INT. LORETTA'S OFFICE -- DAY

               Loretta sits behind her desk going through her papers. 

               ANGLE ON JULIUS appearing in her doorway.  He raps lightly 
               on the door.

                                     JULIUS
                         Ms. Neal?  Are you busy?

               Loretta looks up from her work. 

                                     LORETTA
                         Julius.  No, it's ok. What can I do 
                         for you?  Are you settling in with 
                         the other workers?

                                     JULIUS
                         Yes.  They're great people.

                                     LORETTA
                         Good, that's good. 

                                     JULIUS
                         There was this guy I saw this morning.  
                         He was having a nightmare and I just 
                         sort of watched over him to make 
                         sure he was ok.

                                     LORETTA
                         Ok. What's the problem with him?  
                         Did he steal something.

               Julius walks over towards Loretta.  He pulls an old photograph 
               out of the breast pocket of his jacket.  He hands it to her.  
               Loretta glances at it then looks up at Julius.

                                     LORETTA (CONT'D)
                         What am I looking at?

                                     JULIUS
                         I was drinking one night in Saigon 
                         and ran into an English photographer.  
                         This man here.

               Julius points to a man in the photograph.  Loretta looks 
               down again and looks hard. 

               INSERT PICTURE

-----------------------------------------------------------------------------------------------------
                                                                        33.


               Clear as day, Steven sits around a table with four other 
               men, including a young Julius, holding up a beer and smiling.

                                                                   CUT TO: 

               INT. SMITHSONIAN ARTS AND INDUSTRIES BUILDING -- DAY

               MOVING SHOT

               Earvin leads a large group of French tourists through the 
               Smithsonian.  Steven straggles behind, just inside ear shot 
               to hear Earvin spouting out French.

               STEVEN 

               Glances to his right and stops as if he's been glued to the 
               ground.  His stern expression changes to that of a joy and 
               sadness.  RUSHING WATER, like a river, can be heard.

               CLOSE SHOT

               Of Steven as he stares at the painting. 

                                                                    CUT TO:

               EXT. RIVER, RWANDA -- DAY

               STEVEN 

               Walks along the banks of a river in Africa.  The river is 
               fairly calm, 

               SOME WOMEN 

               Wash clothes in the water. 

               FAVORING STEVEN 

               As he steps to the waters edge, to drink some water from the 
               river.  All dialogue in {} is French.

                                     JANAE (O.S.)
                         {I wouldn't do that if I were you.}

               Steven turns his head. 

               STEVENS POV

               It is the same beautiful woman that was in his previous 
               memories.  It is JANAE, a radiant beauty in a clean white 
               dress, who exudes intelligence and kindness.  She is reading 
               "Utopia" by Thomas more under the shade of a large tree.

                                     STEVEN
                         {Oh really?  And why not?  }

               Janae points. 

-----------------------------------------------------------------------------------------------------
                                                                        34.


               SOME CATTLE 

               Sitting in the water, relieving themselves.

                                     JANAE
                         {This is their bathroom as well.}

               Steven looks back smiling at her.

                                     STEVEN
                         Do you have any suggestions?

               She smiles knowingly.

                                                                    CUT TO:

               EXT. NYAMUGALI, RWANDA - DAY

               Steven and Janae sit at a small sidewalk cafe having espresso.  
               Janae stirs her coffee with a stick daintily.  Steven smiles 
               at her, openly and broadly.  He is really taken with her.

               JANAE

               Looks up to see him staring. 

                                     STEVEN
                         Not a fan of foam?

                                     JANAE
                         It tickles my nose.

               Steven smiles even more broadly.  Janae blushes.  She changes 
               the subject. 

                                     JANAE (CONT'D)
                         How long have you been in Nyamugali?

                                     STEVEN
                         I just got here.

                                     JANAE
                         And what do you think of our fair 
                         town?

                                     STEVEN
                         It's nice.  Pleasant.

                                     JANAE
                         You don't feel out of place?

                                     STEVEN
                         Out of place?

                                     JANAE
                         Being the only white man in town.

-----------------------------------------------------------------------------------------------------
                                                                        35.


                                     STEVEN
                         That's not how I'd put it, but no.

                                     JANAE
                         How would you say it?

                                     STEVEN
                         Uh... being the only... American?

                                     JANAE
                         Oh, we have other American's.  Can 
                         you not tell?

                                     STEVEN
                         I tend to just see people.  Not skin 
                         color or national heritage.  Does 
                         that make me ignorant?

                                     JANAE
                              (smiling)
                         No.  I'd say that makes you... kind.

               Steven smiles and dips his head down.  He's not really use 
               to flirting, and it's obvious.  He looks for something else 
               to divert the obvious nature of their conversation. 

                                     STEVEN
                         What's the book you're reading?

                                     JANAE
                         "Utopia".

                                     STEVEN
                         I've never heard of it.

                                     JANAE
                         It's about... something we all strive 
                         for but is ever elusive.

                                     STEVEN
                         And what is that?

                                     JANAE
                         Happiness.  If everyone shared the 
                         same heart, I think more people would 
                         find it.

                                     STEVEN
                         The heart or happiness?

                                     JANAE
                         Both I think.
                              (nervously, but with 
                              obvious overtones)
                         Do you have a place to stay while 
                         you are here?

-----------------------------------------------------------------------------------------------------
                                                                        36.


               Steven looks are her with a smile.  She coyly turns her head 
               down. 

                                     DR. BARNHARDT (V.O.)
                         I've got something I need to tell 
                         you.

                                                                    CUT TO:

               INT. SENATOR BENSON'S OFFICE -- DAY

               Senator Benson sits behind his desk and Dr. Barnhardt sits 
               in a guest chair.

                                                                    CUT TO:

               EXT. SMITHSONIAN PARK AREA -- DAY

               STEVEN

               Sits on a park bench.  He stares off into the distance. 

               REVERSE ANGlE 

               We can see the Washington Monument in the distance, standing 
               tall surveying its surroundings. 

               OVER THE SHOULDER SHOT

               Steven takes an orb out of his bag.  It is a perfect silver 
               sphere that glimmers in the light.  

               EARVIN 

               Looks over from one of the exits to the building.  He is 
               bidding his tour group good bye.  He walks over to the Steven, 
               who is lost in thought.

                                     EARVIN
                         You enjoy the tour.

               Steven slips the orb back into his bag as Earvin sits down 
               next to him.

                                     STEVEN
                         Yes, thank you.

                                     EARVIN
                         You seemed even more distracted than 
                         usual.  Something on your mind.

                                     STEVEN
                         Some of the art work reminded me of 
                         someone.  A friend of mine that died.

-----------------------------------------------------------------------------------------------------
                                                                        37.


                                     EARVIN
                         I'm sorry.  You want to talk about 
                         it.

                                     STEVEN
                         No.  Thank you, but no.

                                     EARVIN
                         So what now?

                                     STEVEN
                         Now...

               Steven looks back at the Washington Monument, then down at 
               his watch.  He looks back over at Earvin.

                                     STEVEN (CONT'D)
                         We go home.

                                                                    CUT TO:

               INT. SENATOR BENSON'S OFFICE -- DAY

               Same as before.  Dr. Barnhardt rises from his seat.  The two 
               men nod at each other and Dr. Barnhardt exits.

               Senator Benson picks up the phone.

                                     SENATOR BENSON
                         Get me Senator Maxwell on the phone.

                                                                    CUT TO:

               INT. GOSPEL RESCUE MINISTRIES - HALLWAY -- DAY

               STEVEN AND EARVIN

               Walk through the halls of the shelter.

               LORETTA steps out of the doorway to her office.  She locks 
               eyes at Steven.

                                     EARVIN
                         Whoa, Loretta.  What's up?

                                     LORETTA
                              (staring at Steven)
                         We need to talk.

               Loretta gestures toward her door.  Steven walks inside.  
               Loretta follows.

                                     EARVIN
                         Be careful.  Steven and small rooms 
                         have a nasty track record today.

-----------------------------------------------------------------------------------------------------
                                                                        38.


               Loretta closes the door. 

                                                                    CUT TO:

               INT. GOSPEL RESCUE MINISTRIES - LORETTA'S OFFICE -- DAY

               Loretta walks over to her desk and pulls the picture out of 
               a drawer.

                                     STEVEN
                         Did I do something?

               Loretta extends her hand out with the picture in it.  

               Steven gives her a quizzical look then glances at the picture.  

                                     STEVEN (CONT'D)
                         Is there something I'm supposed to 
                         be seeing?

                                     LORETTA
                         Is that you?

                                     STEVEN
                         Is who me?

                                     LORETTA
                         Don't play games with me Steven.  Is 
                         that you?

               Steven looks at the picture again.  He looks back to her.

                                     STEVEN
                         How old is this thing anyway?

                                     LORETTA
                         That guy looks an awful lot like 
                         you.

                                     STEVEN
                         I've also been told I look like 
                         certain movie stars.  Where was this 
                         taken?

                                     LORETTA
                         Saigon, Vietnam.  Nineteen-sixty-
                         eight.

                                     STEVEN
                         Nineteen... I was born in nineteen-
                         sixty-eight.

                                     LORETTA
                         Steven, I put a lot of faith in you.  
                         Blind faith, that you are a good 
                         man.  All I'm asking is a little bit 
                         back in return.

-----------------------------------------------------------------------------------------------------
                                                                        39.


               Loretta and Steven lock eyes.  He can see her compassion and 
               concern.  She's been kind to him and he's tired of lying.

                                     STEVEN
                         Ok. Ok. Fine.  But I'm not sure you'll 
                         believe me.  But you're going to 
                         want to sit down.

               Steven gestures toward a chair.  Loretta shakes her head and 
               sits.  Steven sits down across from her.  Pause.

                                     LORETTA
                         Ok. Well?

               Steven takes a deep breath.  He's never told anyone what 
               he's about to tell her. 

                                     STEVEN
                         The summer of 1951 was the landing, 
                         right?

                                     LORETTA
                         You mean the alien.

                                     STEVEN
                         Yes, named Klaatu.  And he spent 
                         time on Earth for a few days before 
                         he left, mingling with regular people, 
                         right?

                                     LORETTA
                              (quizzically)
                         Riiiight....

                                     STEVEN
                         Well, what if he wasn't the only 
                         person that came down.  What if while 
                         he was only here for a few days, 
                         someone else was designated to be 
                         stationed on Earth a good while 
                         longer.  To make a final judgment as 
                         to what action should be taken.

               Loretta squints at him. 

                                     LORETTA
                         Have you been drinking?.

               Steven holds the picture up for Loretta to see it.

                                     STEVEN
                         This...
                              (pointing to one of 
                              the men in the 
                              picture.)
                         ... is George Fitzgerald.
                                     (MORE)

-----------------------------------------------------------------------------------------------------
                                                                        40.


                                     STEVEN (CONT'D)
                         He teaches high school in Norfolk, 
                         Virginia.  This...
                              (pointing to another 
                              man)
                         ... is Erol Warren.  He died three 
                         days after this photo was taken.  
                         And this...
                              (pointing to Julius)
                         ... is Julius Morton.  And this...
                              (pointing to himself 
                              in the photo)
                         ... is me.  When I was forty two.

               Loretta stares at him in disbelief.

                                                                    CUT TO:

               INT. NURSING HOME - HELENS ROOM -- NIGHT

               HELEN BENSON, a woman in her mid-80's with beautiful white 
               hair and an angelic expression, sits in a wheel chair staring 
               out the window.  The snow has left a delightful layer of 
               white across the lawn at the home and she is enjoying watching 
               people walk by.  She's just as beautiful as she was in 1951.

               KNOCK-KNOCK.

                                     HELEN
                         Yes?

               Helen's attention turns to her door. 

               ANGLE ON THE DOORWAY

               The door opens.  An ORDERLY enters.

                                     ORDERLY
                         Your brother's here to see you, Ms. 
                         Benson.

                                     HELEN
                         My brother?

               Klaatu steps through the threshold, past the Orderly.  He 
               removes his fedora. 

                                     KLAATU
                         Hello, Helen.  It's good to see you.

               Helen stares at Klatuu with an amazed bewilderment.  Klaatu 
               walks over and sits in a chair next to her.

                                     KLAATU (CONT'D)
                         It's been a long time.
                              (to orderly)
                         Thank you, I think we'll be all right.

-----------------------------------------------------------------------------------------------------
                                                                        41.


               The Orderly smiles and leaves.

                                     HELEN
                         Is it?  Is it you?

                                     KLAATU
                         Yes, it's me.

                                     HELEN
                         It's been so long.

                                     KLAATU
                         Yes, it has.

                                     HELEN
                         I thought you would have died by 
                         now.

                                     KLAATU
                         I still have a few years left in me.

                                     HELEN
                         Have you spoken to Bobby?

                                     KLAATU
                         No, I haven't.  But I have plans to 
                         see him.

                                     HELEN
                         That's nice.  How long are you in 
                         town for?

                                     KLAATU
                         Not terribly long.  I'm just here to 
                         pick someone up.  Then I must leave 
                         again.

                                     HELEN
                         Are they family?

                                     KLAATU
                         No.  Just an associate.

                                     HELEN
                         That's nice.

                                     KLAATU
                         Helen, I have a question to pose 
                         you.  And you don't have to tell me 
                         your answer right now.

                                     HELEN
                         All right.

-----------------------------------------------------------------------------------------------------
                                                                        42.


                                     KLAATU
                         Very soon, this planet will be at a 
                         tipping point.  A place where no 
                         amount of technology or prayer will 
                         reverse its course.  And I want to 
                         take you away from it.

                                     HELEN
                         Oh my.  What do you mean?

                                     KLAATU
                         In the very near future, this planet 
                         will cease to support life.  And I 
                         want you to leave it with me.

                                     HELEN
                         I see.  And what about Bobby?

               Klaatu stares into Helen's eyes.  He's not sure what to say.

                                                                    CUT TO:

               INT. GOSPEL RESCUE MINISTRIES - KITCHEN -- NIGHT

               Loretta and Steven sit on stools at a counter drinking coffee.  
               Loretta is enthralled with Steven's stories.

                                     LORETTA
                         So how long have you been here?

                                     STEVEN
                         Since the day we landed in '51.

                                     LORETTA
                         How come I've never heard about you?

                                     STEVEN
                              (sarcastically)
                         No one has, Loretta.  That's why 
                         they call it a secret.

               Loretta smiles at his sarcasm, as does he.

                                     STEVEN (CONT'D)
                         The idea was to blend in.  Not stand 
                         out. 

                                     LORETTA
                         How old were you when you landed?

                                     STEVEN
                         Twenty-five.

                                     LORETTA
                         Is that young in your... society?

-----------------------------------------------------------------------------------------------------
                                                                        43.


                                     STEVEN
                         Where I come from, twenty-five is 
                         the age where life starts.  Your 
                         body is completely developed, like 
                         it is here, but instead of beginning 
                         its slow decline, ours maintains 
                         itself for the next fifty or so years 
                         before it starts to degrade.  And 
                         when I was selected for this task, I 
                         was very young, very green, but eager 
                         to learn everything I could from 
                         this planet.  The logic for us is 
                         that you take someone that is young, 
                         place them in the society and see 
                         how they grow and change.

                                     LORETTA
                         You don't miss your family?  Your 
                         friends?

                                     STEVEN
                         Our lives are considerably different 
                         from yours.  There is no traditional 
                         family structure where I come from.  
                         You're raised in a large group 
                         setting, by various mentors and 
                         teachers.

                                     LORETTA
                         It sounds kind of lonely.

                                     STEVEN
                         Lonely?

                                     LORETTA
                         Who did you go to when you skinned 
                         your knee?

                                     STEVEN
                         The nurse.

                                     LORETTA
                         And she kissed it and made it better?

                                     STEVEN
                              (smiling)
                         Uh, no.  She didn't.  She disinfected 
                         it and sent me on my way.

                                     LORETTA
                         Sounds like there's something missing 
                         in this great society of yours.

                                     STEVEN
                         Which is?

-----------------------------------------------------------------------------------------------------
                                                                        44.


                                     LORETTA
                         Love.

                                     STEVEN
                         It's just... different.  A little 
                         more, logical.  A little less... 
                         feeling.

                                     LORETTA
                         Sounds like a cold place.

                                     STEVEN
                         It really... sort of...
                              (laughing)
                         Yeah, a little. 

                                     LORETTA
                         So you've been here for fifty years.  
                         What have you been doing with your 
                         time?

                                     STEVEN
                         Traveling, mostly.  There's been a 
                         great deal to absorb.  I only spent 
                         so much of my time on interpersonal 
                         relationships.

                                     LORETTA
                         So what, your saying you've been 
                         here half a century and don't have 
                         any friends?

                                     STEVEN
                         I've had friends.  It's just... it's 
                         hard to keep them when they are 
                         getting older so much faster than 
                         you are and are frailer than you 
                         are.

                                     LORETTA
                         So why this?  Why tell me?

                                     STEVEN
                         I'll be leaving, very soon.  And I 
                         thought... I'd ask if...

               Loretta's eyes wide and she sets down her mug.  Steven 
               acknowledges the look on her face then turns his head around. 

               TWO POLICE OFFICERS advance on Loretta and Steven.

                                     POLICE OFFICER
                         Sir, I'm going to have to ask you to 
                         come with me.

-----------------------------------------------------------------------------------------------------
                                                                        45.


                                     STEVEN
                         What?  What's this about?  Am I under 
                         arrest?

                                     POLICE OFFICER
                         Please stand up and put your hands 
                         behind your back.

               Steven does so and the Police Officer cuffs him.

                                     POLICE OFFICER (CONT'D)
                         Sir, you are under arrest for robbery, 
                         assault, and battery.  You have the 
                         right to remain silent...

                                     LORETTA
                         This must be some kind of a mistake.

               The Police Officer continues with the Miranda Rights as he 
               pulls Steven off of his stool.  Steven eyes his bag. 

               Loretta looks down and pushes the bag under the table with 
               his foot.

                                     STEVEN
                         I'll be back.

               The Police tug at his cuffs and lead him down the hall.  
               Loretta watches as they lead him off.  She looks back down 
               at his bag. 

                                                                    CUT TO:

               EXT. NURSING HOME -- NIGHT

               KLAATU 

               Steps out the front doors of the Nursing Home.  He puts on 
               his hat and heads down the street. 

               A BLACK SUV 

               Turns its headlights on begins to pull forward.

               P.O.V. BLACK SUV

               FIVE US MARSHALS watch as Klaatu walks down the street.  
               Klaatu maintains a casual pace.  He makes a right down an 
               alley.  As the SUV pulls up to view down the alley, the 
               Marshal see Klaatu has begun sprinting down the alley.  They 
               gun the engine and follow him down alley.

                                                                    CUT TO:

               EXT. ALLEY WAY -- CONTINUOUS

               The SUV pulls up and the Marshals get out. 

-----------------------------------------------------------------------------------------------------
                                                                        46.


               They look around and can't seem to find Klaatu.  He's 
               disappeared despite the alley appearing to have no exits. 

               SCREECH.  A loud-high pitch noise drops the Marshals to their 
               knees, the pain of the sound too much for them to bare. 

               KLAATU 

               Steps from the shadows, holding some kind of device emitting 
               the sound.  He turns up the volume, the Marshals writhe.

                                     KLAATU
                         I'm sorry gentlemen, but I really 
                         must be going.

               Klaatu heads toward the end of the alley way. 

               A MARSHAL 

               In a momentary fit of consciousness grabs his leg and tasers 
               Klaatu. 

               KLAATU 

               Falls to the ground, visibly shaken by the electric shock, 
               but not totally out. 

               THE MARSHALS 

               Regain their wits and the one with the taser moves to shock 
               him again, but another grabs his arm.

                                     US MARSHAL
                         They want him as unharmed as possible.

               The Marshals cuff and shackles Klaatu and dump him in the 
               back of the SUV.

                                                                    CUT TO:

               INT. POLICE STATION - INTERROGATION ROOM -- NIGHT

               Steven sits behind a table, still handcuffed, getting 
               questioned by DETECTIVE #1.

                                     STEVEN
                         I don't have time for this.

                                     DETECTIVE #1
                         I'm sorry to have disrupted your 
                         time table.  But we have this video 
                         tape....

               Detective #1 picks up a remote control and turns on a tape 
               of Steven robbing the Pawn Shop.

-----------------------------------------------------------------------------------------------------
                                                                        47.


                                     DETECTIVE #1 (CONT'D)
                         ... that says you did.  So if you'll 
                         just sign this piece of paper, I'd 
                         appreciate it.

               Detective #1 slides the paper and a pen toward Steven.  Steven 
               looks down at it and then back up at Detective #1.

                                     STEVEN
                         A confession?

                                     DETECTIVE #1
                         Just may be blind, but she can still 
                         read.

                                                                    CUT TO:

               INT. POLICE STATION - INTERROGATION VIEWING ROOM -- 
               CONTINUOUS

               DETECTIVE #2 stands watching through the two way mirror as a 
               video camera records Steven's interrogation.  DETECTIVE #3 
               enters with a file and hands it to Detective #2.

                                     DETECTIVE #2
                         So what do you have?

                                     DETECTIVE #3
                         Social Security number, a few previous 
                         addresses, but that's about it.  And 
                         the Social Security number must be a 
                         fake because it says that he started 
                         collecting it ten years ago.

                                     DETECTIVE #2
                         So we've got him for defrauding the 
                         Federal government, too.

                                                                    CUT TO:

               INT. SECRET GOVERNMENT INSTALLATION -- NIGHT

               Klaatu sits behind a table, much like Stevens, hand cuffed.  
               The room lacks a viewing window and two GUARDS holding M-
               16's stand sentry. 

               MR. DAVIS, a CIA Interrogator enters, carrying a briefcase.  
               He's a man of average height and less than intimidating 
               demeanor.  His presence belies the fierceness beneath his 
               skin. 

               Klaatu is visibly not pleased.

                                     INTERROGATOR
                         Mr. Klaatu.

-----------------------------------------------------------------------------------------------------
                                                                        48.


                                     KLAATU
                         Just Klaatu.

                                     INTERROGATOR
                         Of course.  I apologize.  Klaatu.  
                         My name is Mr. Davis.  Do you mind 
                         if I sit?

               Klaatu doesn't respond.  The Interrogator takes a seat. 

                                     DAVIS
                         I've been assigned the task of 
                         interrogating you.

                                     KLAATU
                         To what end?

                                     DAVIS
                         I need to know why you are here 
                         Klaatu.  Why have you returned?

                                     KLAATU
                         I'm sorry.  But I can't tell you 
                         that.

                                     DAVIS
                         It's a simple question.  You were 
                         very forth coming in your last visit, 
                         just before you left.

                                     KLAATU
                         That message was for the world, not 
                         one person.

                                     DAVIS
                         I understand.  Is there some other 
                         message you wish to convey to the 
                         world?  Is that why you have returned?

                                     KLAATU
                         I wonder, Mr. Davis, what makes you 
                         think that under these conditions I 
                         would be interested in telling you 
                         anything?

                                     DAVIS
                         I grant you, they are not ideal...

                                     KLAATU
                         I was electrocuted and dragged here, 
                         Mr. Davis.  I don't recall Mr. Harley 
                         being so violent.

                                     DAVIS
                         No, but I do remember that previously 
                         you were shot.  Or had you forgotten.

-----------------------------------------------------------------------------------------------------
                                                                        49.


               Klaatu doesn't answer.

                                     DAVIS (CONT'D)
                         We've become a more peaceful people, 
                         Klaatu.  A simple shock is much safer 
                         compared to being shot, wouldn't you 
                         say?

               Klaatu still doesn't answer.  He seethes in his seat. 

                                     DAVIS (CONT'D)
                         The Earth is coming together in ways 
                         you couldn't have imagined.  And in 
                         order to maintain that togetherness, 
                         that sense of freedom, the governments 
                         of the world have given us carte 
                         blanche to ascertain your exact 
                         intentions.  You do understand what 
                         carte blanche means, don't you?

               Klaatu is still silent.

                                     DAVIS (CONT'D)
                         It means, they have give us the power 
                         to do whatever is necessary to get 
                         the information from you that we 
                         need.  And I'm sure are aware that 
                         my government has been fighting a 
                         war for some time now, and we've 
                         gotten very good at gathering the 
                         information we need.  

               Davis takes his briefcase and places it out on the table.  
               Klaatu's eyes follow it carefully.

                                     DAVIS (CONT'D)
                         Now, normally, I'd spend a lot of 
                         time asking you questions, trying to 
                         figure out what the best way to get 
                         the answers I need.  But unfortunately 
                         I'm a bit pressed for time.  So I'm 
                         going to give you one more chance.  
                         Why are you here?

               Klaatu is the very epitome of a statue.  He's glare his only 
               response. 

                                     DAVIS (CONT'D)
                         Your unwillingness to cooperate I'm 
                         afraid leaves me with no other choice.

               Davis opens his briefcase. 

               THE BRIEFCASE 

               Contains various bottles and syringe's. 

-----------------------------------------------------------------------------------------------------
                                                                        50.


                                     KLAATU
                         You should know that there's nothing 
                         you can inject me with that my body 
                         can't break down.

                                     DAVIS
                         Oh yes, I know that.  Our tests of 
                         your blood from 1951 indicate that.

               Davis reaches inside the case and pulls up the false bottom 
               revealing a notepad and pen.  He takes a seat across from 
               Klaatu.

                                     DAVIS (CONT'D)
                         That's why we're going to try another 
                         tactic.

               Davis motions for the Guards.  The Guards approach Klaatu.  
               GUARD ONE grabs Klaatu and lifts him from his seat.

                                     DAVIS (CONT'D)
                         Now, this may hurt a little.

               GUARD TWO hits Klaatu across the face. 

                                                                    CUT TO:

               INT. LORETTA'S OFFICE -- NIGHT

               Loretta is staring at Steven's sack on her desk.  Earvin 
               knocks on her door.

                                     EARVIN
                         You called.  What's up?

                                     LORETTA
                         Come in and close the door.

               Earvin steps inside and shuts the door behind him.  Loretta 
               opens the bag and rummages through, pulling out various 
               earthly looking items.

                                     EARVIN
                         What are you doing?

                                     LORETTA
                         Looking for answers.

               Loretta pulls a Glock 9x19 hand gun out of the bag.

                                     EARVIN
                         Whoa.  What do you think that is 
                         for?

                                     LORETTA
                         I don't know.  Did you know he had 
                         this?

-----------------------------------------------------------------------------------------------------
                                                                        51.


                                     EARVIN
                         From what I saw today, he would barely 
                         even need that.

               Loretta daintily sets it down on the desk. 

               Loretta reaches in and finds something of interest.  She 
               pulls out the perfectly smooth orb from the bag.

                                     EARVIN (CONT'D)
                         I saw Steven with that earlier.

                                     LORETTA
                         Did he say what it is?

                                     EARVIN
                         No.  But I know that's the thing he 
                         was looking for the last month. 

                                     LORETTA
                         What do you suppose it...

               The begins to glow.  Two beams of light emanate from the 
               ball and lock onto Earvin and Loretta's foreheads.

                                                                    CUT TO:

               EXT. TROPICAL BEACH -- DAY

               The beach is beautiful and spotless.  It is pristine and 
               spotless, the surf rolling in.  The view is slightly 
               distorted, almost as if the place is artificial.  It's 
               slightly fuzzy around the edges, like a haze. 

               LORETTA AND EARVIN 

               Stand on the beach, the surf lapping against the sand.

                                     STEVEN (O.S.)
                         Well...

               The two turn around.  They see a twenty-five year old Steven, 
               dressed in a silver space outfit.

                                     STEVEN (CONT'D)
                         Let's get started.

                                                                    CUT TO:

               INT. NURSING HOME - HELENS ROOM -- NIGHT

               HELEN 

               Sits in a wheel chair in her room, staring out the window.  
               KNOCK.  Helen turns to look back.

               SENATOR BENSON

-----------------------------------------------------------------------------------------------------
                                                                        52.


               Stands at the door.  A US Marshal stands behind him.

                                     SENATOR BENSON
                         Mom?

                                     HELEN
                         Bobby!

               Helen's face lights up.  The Senator doesn't visit often 
               enough.

               Senator Benson nods to the Marshal, who steps outside and 
               stands sentry in the hall.  Shutting the door behind him. 

               Senator Benson walks over and kisses his mother on the 
               forehead.  He sits down on the bed next to her.

                                     SENATOR BENSON
                         It's good to see you, Mom.

                                     HELEN
                         It's good to see you too.  You don't 
                         visit often enough.

                                     SENATOR BENSON
                         I know, mom.  It's busy on the hill. 

                                     HELEN
                         It's all right.  How have you been?  
                         Have you been eating enough?

                                     SENATOR BENSON
                         Yes.

                                     HELEN
                         That's good.  You work too hard.

                                     SENATOR BENSON
                         I know.  I know.  I wanted to ask 
                         you something...

                                     HELEN
                         You know, you should really think 
                         about the future.  You're not getting 
                         any younger?

                                     SENATOR BENSON
                         I know that someone has been to see 
                         you recently.  Klaatu.

                                     HELEN
                         Oh yes.  He just left recently.  
                         Such a nice man.

                                     SENATOR BENSON
                         Mom.  I need to know what he said, 
                         if anything, to you.

-----------------------------------------------------------------------------------------------------
                                                                        53.


                                     HELEN
                         You mean he hasn't seen you yet?

                                     SENATOR BENSON
                         No.  Why do you ask?

                                     HELEN
                         When he left me, he said he was going 
                         to see you.  That he was going to 
                         ask you...

               Helen cuts herself off.  She's said too much.

                                     SENATOR BENSON
                         Tell me what mom? 

                                     HELEN
                         If he hasn't seen you.. then...

                                     SENATOR BENSON
                         What?  Then what mom?

                                     HELEN
                         I'm sorry.

               Senator Benson rubs his face in frustration.  He looks down 
               at his mother's lap.  One hand is under the quilt covering 
               her lap, moving. 

                                     SENATOR BENSON
                         Mom, what are you holding?

               Helen looks away sheepishly.  Senator Benson reaches over 
               and flips over the quilt.  Helen is holding a shiny silver 
               sphere, much smaller than the one Loretta held.  Senator 
               Benson takes it in his hand.

                                     SENATOR BENSON (CONT'D)
                         What is this?

                                     HELEN
                         I'm not supposed to tell.

                                     SENATOR BENSON
                         Mom.  You need to.  This is very 
                         important.  A lot of lives are at 
                         stake.  Klaatu's life is at stake.

               Helen looks back at Senator Benson, with worry in her eyes.

                                     HELEN
                         He said if you came to see me before 
                         he did, that I was to squeeze it.

-----------------------------------------------------------------------------------------------------
                                                                        54.


                                     SENATOR BENSON
                         And what does that do?

                                                                    CUT TO:

               EXT. SPACE

               A silvery-green, leaf-shaped like SPACE SHIP moves from the 
               starry, silent field of space and begins it's decent to Earth.  
               The friction from the atmosphere whips fire around the ship.  
               It moves toward North America.

                                                                    CUT TO:

               INT. POLICE STATION - INTERROGATION ROOM -- NIGHT

               Steven still sits being questioned by Detective #1.  He's 
               tired of the attempts Detective #1, his head cocked back 
               looking to the sky.

                                     STEVEN
                         I told you.  I have nothing to do 
                         with that. 

                                     DETECTIVE #1
                         Look, we have the video.  We have 
                         the pawn shop owners testimony.  
                         Signing the confession will just...

               There's a green glow behind Steven's back.

                                     DETECTIVE #1 (CONT'D)
                         What the hell is that?

               Detective #1 gets up and walks over to look behind Steven's 
               back.  

               STEVEN'S WRIST WATCH

               Is glowing.  Steven raises his head back from its cocked 
               position.

                                     STEVEN
                         They're early... I apologize.

                                     DETECTIVE #1
                         For what?

               STEVEN 

               Quickly gets to his feet, running his shoulder into Detective 
               #1's stomach, slamming him against the wall.  He leaps in 
               the air, moving his handcuffs to the front of his body by 
               passing them under his feet. 

               He grabs Detective #1 and tosses him through the viewing 
               window, making the Detectives inside recoil to a wall. 

-----------------------------------------------------------------------------------------------------
                                                                        55.


               Steven leaps through the broken glass grabs Detective #2's 
               gun as he is trying to unholster his gun and swings around, 
               pistol whipping Detective #3 as he is reaching for his weapon.  
               He then turns around, and puts the gun in Detective #2's 
               face.

                                     STEVEN
                         Undo the cuffs.

                                     DETECTIVE #2
                         You'll never get out of here.

                                     STEVEN
                         Un-do-the-cuffs.

                                                                    CUT TO:

               INT. SECRET GOVERNMENT INSTALLATION -- NIGHT

               MOVING SHOT 

               From Davis, who sits at the table, tapping his pen on a legal 
               pad.  There's nothing on it.

                                     DAVIS
                         Well this has been frustrating.  
                         Extremely frustrating for that matter.  
                         I knew you would be tough, but I 
                         didn't think it would take this long.  
                         I suppose I just assumed, incorrectly, 
                         that you would "break" far faster.  
                         Arrogance on my part.  I take my 
                         work very seriously and pride myself 
                         on the speed at which I can illicit 
                         information from an individual.  But 
                         you, my friend.  You are proving a 
                         tough cookie to crack.

               KLAATU 

               Sits in the corner, bloodied and beaten.  His face is nearly 
               unrecognizable.  One eye is shut completely from swelling.  
               But his hateful glare streams from his one good eye at Davis.  
               If he could move, he'd tear him apart.

               DAVIS

               Rises from his seat and walks toward Klaatu. 

                                     DAVIS (CONT'D)
                         I should have known that you would 
                         be harder.  So we'll just keep trying.  
                         As long as it takes.  So I'll ask 
                         you one more time, what is your 
                         mission here?

-----------------------------------------------------------------------------------------------------
                                                                        56.


                                     KLAATU
                         You have laws that make this illegal.

               Davis towers over Klaatu.  

                                     DAVIS
                         You know for a superior race, you're 
                         not very bright.  Have you ever heard 
                         of a signing statement?

               Davis crouches down next to Klaatu and whispers in his ear. 

                                     DAVIS (CONT'D)
                         You know, you guys should really 
                         learn to read the fine print.  So 
                         out of interest for your own well 
                         being, I'll ask you again: what is 
                         your mission here?

               Klaatu sits unmoving, his good eye holding fast on Davis.  
               Klaatu looks away.  He's not interested in cooperating.  

               Davis rolls his eyes and stands.  He motions for Guard #1 to 
               continue beating Klaatu. 

               As the Guard is about to strike him, a bright green light 
               emanates from behind Klaatu's back.  The Guard leans Klaatu 
               forward.  Davis pears over Klaatu's shoulder behind his back. 

               A WATCH

               The same as Steven's glows from Klaatu's wrist.

                                     DAVIS (CONT'D)