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





	EXT.  FOREST HIGHWAY - DAY

	Two lanes of cracked blacktop run through thick forest.  The
	sun glares.  The faded yellow line glows.

	TWO FEET stumble down the road.  Filthy sneakers, caked in
	dirt and stained black.  The laces have been cut open,
	leaving short ends hanging loose.

	The feet stagger forward, each step a struggle - the legs
	keep the body from falling over with each ragged step.

	The feet belong to a TIRED MAN.  He stops walking, wobbles
	for a moment, then stands still.

	Baggy Eyes.  Cuts on the cheeks.  Three days worth of stubble
	and sunburns.  The entire face remains unseen.

	His jeans and shirt are caked with dirt and blood.  His left
	arm is crudely bandaged and bloody.

	A shotgun hangs across his chest.  The shining metal barrel
	and cylinder are marked with dried blood.

	He carries a nearly-empty water bottle in one hand.  The
	other hand is loosely wrapped around the shotgun.

	He looks at a sign beside the road: NEXTONVILLE - 5.

	He lifts the water bottle to his mouth and drinks the last of
	it, then throws it into the ditch beside the road.

	He stretches out his legs, then falls into a crouch and
	massages his temples.  He takes a few deep breaths, then
	struggles to stand back up.

	He grabs the shotgun and lifts it, then turns around.

	A hundred meters back, there are-

	TWO THOUSAND ZOMBIES

	Shuffle up the road after him.  They cover the road from
	treeline to treeline, three hundred meters deep.  They're
	recently dead, none more than a week - all very pale.

	The zombies silently walk forward as best they can.  Awkward,
	clumsy steps.  Arms hang limp.  Eyes never leave the Tired
	Man.

	Tired Man raises the shotgun and aims carefully as the
	zombies move towards him.

	He fires.

	A zombie's knee explodes in a red cloud.  He topples.  A
	minor pileup is created as zombies trip over him.

	Tired Man pumps the shotgun and fires again.

	A zombie's right hip explodes, spinning her to the side,
	knocking down three zombies.  Another pile.

	The zombies swarm forward.  The piles of zombies disappear
	into the horde.

	Tired Man pumps the shotgun and aims.

	A badly damaged female zombie without a face stumbles into
	the front of the pack.  Tired Man stares at her, then aims at
	her head.

	His hands shake, throwing his aim off wildly.  He lowers the
	shotgun and turns around, stumbles down the highway.



	EXT. OTHER FOREST HIGHWAY - DAY

	A dark SEDAN speeds down the highway.  It approaches a corner
	- doesn't slow down.  It swerves into the oncoming traffic
	lane and speeds around the corner.

	Tires SCREECH.

	Someone SCREAMS.



	INT. SEDAN - DAY

	LUCY lies in the back seat, SCREAMING.  She's 20s, dressed
	for hiking, and her legs are lifted over the other seat, over
	the lap of NICHOLAS, also 20s in torn hiking garb.

	Nicholas reaches out to steady her legs - the left one has a
	towel wrapped around the shin.

				LUCY
		DON'T TOUCH IT!

	Nicholas' hands snap back.  He tries to hold Lucy's hand, she
	pulls it away.  Nicholas looks at the back of the driver's
	head.

				NICHOLAS
		Easy on the turns.

	COLIN, 20s - hiker number 3 - reaches up to the rear-view
	mirror and adjusts it, gets a look at Nicholas' face.

				COLIN
		Shut up.

				LUCY
		Colin!

				COLIN
		Please.

	Colin glances at the passenger beside him, KAYE, 20s, the
	fourth hiker.  She's reading a crudely-folded map.

				COLIN 
		How much farther?

				KAYE
		Another few kilometers.

	Kaye looks up.  Sees trees whipping by.

				KAYE
		You could slow down.

				COLIN
		No, I can't.

	Lucy cries out.  Colin pushes the engine a little harder.

				COLIN 
		Try the cell phone again.

	Kaye takes the cell phone out of the glove compartment and
	turns it on.  The LED reads: NO SERVICE



	EXT. OTHER FOREST HIGHWAY - DAY

	A POLICE CRUISER is parked across both lanes of the highway. 
	CATALINA MORSE (late 20s) sits in the driver's seat, radio
	raised to her mouth.

				CATALINA
		Got a car coming in.

				BRANDT 
		You know what to do.

	Catalina puts down the radio and flips on the police lights.



	INT. SEDAN - DAY

	Colin's eyes are fixed on the road, his hands tight on the
	wheel.

				KAYE
		Colin!

				COLIN
		What?

				KAYE
		Stop!

	Colin blinks.  He sees the Cruiser.  How did he miss it?

	He hits the brakes.



	EXT.  FOREST HIGHWAY - CONTINUOUS

	The Sedan SKIDS, leaving rubber trails.

	Catalina grabs the steering wheel, braces herself.

	The Sedan JERKS to a stop - five feet of clearance left.

	Catalina charges out of her Cruiser, hand on her holster.



	INT. SEDAN - DAY

	Lucy is whimpering in the back seat.  Nicholas is leaning as
	far forward as he can without moving her legs.

				NICHOLAS
		What the hell are you doing?!

				LUCY
		It's okay...

	Catalina approaches the car.

				COLIN
		I'll handle this.

				KAYE
		Just calm down.

	Catalina arrives at the window.

				CATALINA
		What the hell are you doing?

				COLIN
		I'm sorry officer.  We're on our way to
		the hospital.  My sister's leg is broken.

				CATALINA
		What are you doing out here?

				KAYE
		We're camping a few kilometers down the
		road.

				CATALINA
		There aren't any campgrounds around here.

				COLIN
		It's family property.  Listen, it's a bad
		break, and we've got to get her to a
		doctor.

				CATALINA
		The town is in the middle of a medical
		emergency.

				COLIN
		Then we'll fit right in.

	Catalina looks into the back seat.  Lucy's face is covered
	with sweat.  Blood tinges the white towel.

				CATALINA
		Follow me.



	INT.  POLICE CRUISER - DAY

	Catalina looks in the rear-view mirror.  The Sedan is right
	behind.

	Catalina picks up the radio.

				CATALINA
		I'm coming in.

				BRANDT (RADIO)
		What's happening?

				CATALINA
		It's a woman with a broken leg, three
		others.  She needs medical attention.

	Catalina waits for a second, her eyes on the road.

				BRANDT (RADIO)
		Bring them straight to the hospital. 
		I'll have the Doctor get a room ready.



	INT.  HOSPITAL ROOM (2ND FLOOR) - EVENING

	Doctor STEVE JOHANSEN stands next to the hospital bed where
	Lucy lies, asleep, her lower leg in a cast.

	Nicholas sits beside the bed, holding Lucy's hand.  Colin
	stands beside the doctor.

				NICHOLAS
		How long will she be out?

				STEVE
		Probably until morning.  She needs the
		rest.

				COLIN
		What about her leg?  Will she have to
		stay here?

				STEVE
		She won't be able to walk for a few days. 
		After that-



	INT.  HOSPITAL HALLWAY (2ND FLOOR) - NIGHT

	Kaye walks down the hall, a cup of coffee in either hand.

				STEVE (O.S.)
		-she'll be able to get around on
		crutches...

	Kaye stops beside an open door.  There is some GROANING
	coming from behind it.

				KAYE
		Doctor?

	Kaye looks around.  No one else in the hall.  She slowly
	pushes the door open with her elbow.



	INT.  PRIVATE HOSPITAL ROOM (2ND FLOOR) - NIGHT

	Kaye slowly walks into the well-lit room.

	There is a SWEATY MAN lying in the bed, staring at the
	ceiling.  His breaths come hard and fast.

	Kaye slowly walks towards the bed.

				KAYE
		Hey, sir, do you need a doctor?

	Kaye stands next to the bed.

				KAYE (CONT'D)
		Excuse me?

	The Sweaty Man's breath slows.  His eyes close.

				KAYE (CONT'D)
		Hold on.

	Kaye switches both coffees to one hand and reaches for the
	NURSE button.  She clicks it.

	The Sweaty Man's hand LASHES OUT - GRABS Kaye's left hand.

	Coffee goes flying.



	INT. HOSPITAL ROOM (2ND FLOOR) - NIGHT

	Kaye's SCREAM penetrates two walls and bounces around the
	room.

	Lucy stirs.

	Steve, Nicholas, and Colin are out the door.



	INT.  PRIVATE HOSPITAL ROOM (2ND FLOOR) - NIGHT

	Kaye crouches in the corner of the room, behind the door.

	Steve rushes into the room.  He notices Kaye.

				STEVE
		Check her.

	Steve walks over to the bed - slips on some coffee.  He
	rights himself and takes out the stethoscope head.

	Colin crouches beside Kaye.  Nicholas stands in the doorway.

				COLIN
		Are you alright?

	Kaye nods.

	Steve presses the stethoscope into the Sweaty Man's chest. 
	He checks for a pulse at the neck.  He stands up and turns to
	Nicholas.

				STEVE
		Get a nurse!

	Nicholas runs out of the room.



	INT. HOSPITAL ADMISSIONS AREA (1ST FLOOR) - NIGHT

	Nicholas, Colin, and Kaye sit on chairs, staring straight
	ahead.

				NICHOLAS
		What's going on here?

				COLIN
		I still don't know.

	They continue to stare.

				KAYE
		Big hospital.

				NICHOLAS
		Small town.

				COLIN
		There's a plaque by the bathroom.  It was
		built by a mining baron.

				KAYE
		Mining.  Lots of injuries in mining.

				COLIN
		Hence the hospital.

	Steve walks into the Admissions area and sits down across
	from them.

				STEVE
		It's an infection.  Practically the whole
		town has it.

				NICHOLAS
		Are we safe here?

				COLIN
		My sister had an open wound-

				STEVE
		It's being spread through the water
		supply.  Started just a few days ago.

				KAYE
		How many people are sick?

				STEVE
		Practically the whole town.

				COLIN
		Where are they?

				STEVE
		We loaded everyone up with antibiotics
		and sent them home.

				KAYE
		What if you run out?

				STEVE
		Already have.  We're getting help
		tomorrow. Don't drink any water, you
		should be able to leave then.

				NICHOLAS
		Has anyone died?

				STEVE
		Not many.  Ei- Nine.  So far.  Anyway -
		there's a hotel two streets over.  I'm
		sure they have some empty rooms.

	Colin and Nicholas stand at once.

				COLIN
		I'd like to stay-

				NICHOLAS
		Thanks, but I'll-

	Colin and Nicholas look at one another.

				STEVE
		One person can stay in the room.

	Steve looks at the two men.

				STEVE
		I've got patients to tend to, if you'll
		excuse me.

				KAYE
		Thank you, doctor.

	Steve leaves.

	Colin and Nicolas still stare.

	Kaye slowly stands, and steps over to them.

				KAYE
		Okay, guys...

				NICHOLAS
		Listen, Colin, I understand that-

	Colin punches Nicholas in the cheek.  Nicholas falls to the
	floor, knocking over a chair.



	EXT.  HOSPITAL PARKING LOT - NIGHT

	Catalina stands by her car.  She sees the scuffle through the
	propped-open hospital doors.  She runs towards the hospital.



	INT. HOSPITAL ADMISSIONS AREA (1ST FLOOR) - NIGHT

	Nicholas sits on the floor, holding the cut on his cheek.

				COLIN
		You almost got her killed today, you
		think I'm going to let you-

	Kaye steps in front of Colin.

				KAYE
		Colin!

	Catalina runs into the room and grabs Colin, pushing him away
	from Nicholas.

				CATALINA
		Don't move.

	Colin raises his hands.

	Kaye helps Nicholas to his feet.

				NICHOLAS
		Jesus, Colin...

				COLIN
		You son of-

	Catalina pushes Colin back again.

				CATALINA
		I said stop it.

	She turns to Kaye.

				CATALINA
		Which one's yours?

	Kaye points at Colin.

				CATALINA
		Okay, get him out of here.

				COLIN
		No - I am staying to-

	Catalina raises a finger.

				CATALINA
		You leave with her, or you go to jail.

	Colin scowls and shifts for a moment.

				COLIN
		Fine.



	INT.  HOTEL ROOM - NIGHT

	The lock CLICKS.  The door opens.  Colin and Kaye enter the
	small, poorly-furnished hotel room.

	Kaye pushes the door - HARD.

	It slowly swings closed.  Kaye looks up - There's an auto
	closer.

				KAYE
		God damn it!

	Colin sits down on the bed.

				COLIN
		This isn't about the door - is it?

				KAYE
		Very damn funny.

				COLIN
		Okay, I'm sorry but... This is all his
		fault.

				KAYE
		It's Nicholas' fault you punched him?

				COLIN
		You know what I mean.

				KAYE
		Your sister is an adult.

				COLIN
		Who's never climbed a cliff in her life. 
		She didn't know what she was doing.

				KAYE
		So you punched him.  Are you even now?

				COLIN
		It's not that simple.

				KAYE
		I'm not talking about this any more.

	Kaye walks into the bathrooms and SLAMS the door.

				COLIN
		You can't take a shower, remember?

	There is a muffled SWEAR from the bathroom.  Colin stands and
	walks over to the mirrored dresser.  Looks at himself.

				COLIN
		You're right.

				KAYE (O.S.)
		What?

				COLIN
		Nothing.



	INT.  HOSPITAL ROOM (2ND FLOOR) - NIGHT

	Nicholas sits beside Lucy's bed.  They're holding hands.

				NICHOLAS
		Does it hurt?

				LUCY
		It's kind of numb.

				NICHOLAS
		I'm so sorry.

				LUCY
		Don't be.  What happened to your face?

				NICHOLAS
		I tripped.



	EXT.  HOSPITAL HALLWAY (2ND FLOOR) - NIGHT

	Steve looks at a list as he walks down the hall.

	At the end of the hall BRANDT (40s, cop uniform) steps around
	a corner.  Steve is startled.

				STEVE
		Sheriff.

				BRANDT
		Doctor.  Any updates?

				STEVE
		No change.  We had another death.  Bill
		O'Dell.

	Brandt nods slowly.

				BRANDT
		Is there anything you can do?

				STEVE
		Pray Public Health gets here early
		tomorrow.

				BRANDT
		When was the last time you slept?

				STEVE
		This morning.  For an hour or two.

				BRANDT
		Go home.

	Steve looks down at his list again.

				STEVE
		Yeah, okay.  I've got to get this to
		Janice.



	INT.  HOTEL ROOM - NIGHT

	Colin stares at the mirror and taps his fingers on the
	dresser.

				COLIN
		    (to himself)
		Come on, come on...

	The bathroom door opens.  Kaye stands in the doorway, wearing
	a bathrobe, scowl still present.

				COLIN
		Could you do me a favor?

				KAYE
		What now?

				COLIN
		I need you to change your name.

				KAYE
		What to?

				COLIN
		Kaye with a C.  Think about it for a
		second - we're so close to having
		matching initials.

	Kaye walks out of the bathroom, looking at Colin.

				COLIN
		Think of the money we'd save on
		monogramming.  We could share towels,
		handkerchiefs... cigarette cases.

	Kaye smiles and walks toward him.

				KAYE
		You can stop now.

				COLIN
		I'm serious about this.  It means that if 
		I ever decide to betray you in a way that
		involves signing for something, learning
		to forge your initials won't be
		complicated.

				KAYE
		You're forgiven, okay?

				COLIN
		Was that so bad?

	Kaye grabs Colin's waist.

				KAYE
		You have to stop blaming Nick.

				COLIN
		I will.

	Colin leans in and kisses her.  They hug.

				COLIN
		Could I just have one more punch?

				KAYE
		Colin.

				COLIN
		Fine.



	EXT.  FARM HOUSE - NIGHT

	CAROL (8 - pig tails) sits on a yard swing, playing a Game
	Boy.  The DISCORDANT BEEPS are almost music.

	A Three-Story farmhouse looms behind her, the lights inside
	provide the only illumination.

	A SHAPE moves out of the treeline a dozen metres away.

				CAROL
		Just a little to the- Damn.

	Carol restarts her game.

	The SHAPE walks close to the swing - into the light.  It's a
	MINER, wearing filthy coveralls - and a smashed headlamp.

	The Miner comes closer - his face is pale.  His arms raise.

	Carol turns around - SEES the Miner.  She YELPS, and falls
	sideways off the swing.

				CAROL
		Mom!



	INT.  HOSPITAL MORGUE (BASEMENT) - NIGHT

	A freight elevator CLANKS and DINGS as it reaches the bottom
	floor.  The doors slide open, revealing a sheet-covered
	gurney.

	COHEN (60s) walks out of the elevator, dragging the gurney
	behind him.  He wears scrubs with ATTENDANT written on them.

	MEYER (30s) is the buzz-cut other ATTENDANT, according to his
	shirt.  He waits by an open MORGUE SLAB.

				MEYER
		What's the name?

	Cohen glances at the chart.

				COHEN
		William O'Dell.  Trust you can spell
		that.

	Meyer glances at Cohen, then takes out a pen and fills out a
	tag.

	Cohen wheels the gurney over to the slab.  Meyer lifts the
	sheet and slips the tag over his toe.

				MEYER
		We're running out of room.

				COHEN
		There won't be many more.

				MEYER
		You psychic?

				COHEN
		I've got a good feeling.

				MEYER
		Is that a yes?

	Cohen grins.  The two men lift the BODY and drop it on the
	slab.

	Meyer slides the SLAB into the wall and slams the door shut.

				MEYER
		You're not afraid?

				COHEN
		Not as long as I've got plenty of beer
		left in the fridge.

				MEYER
		I like your...  Do you hear that?

				COHEN
		What?

	Meyer holds a finger up to his lips.

	They listen - and hear a slight CLANG-CLANG-CLANG coming from
	somewhere.

				COHEN
		Hot water pipes.  They rattle if nobody
		uses them.  I'll get Ives on it in the
		morning.

				MEYER
		Sure.

	The two attendants walk into the freight elevator and shut
	the door.

	The CLANGING grows louder.

	And louder.

	A slab door SHAKES.



	INT.  DOCTOR'S OFFICE (3RD FLOOR) - NIGHT

	Steve sleeps in a high-backed leather chair, his white coat
	covering him.

	The window behind him is open.  The edge of the parking lot
	is visible below.

	A DARK FIGURE stands beside a car, tugging at the handle.

	CRINK - CRINK...  The door is locked.  But the Figure doesn't
	stop.



	INT.  HOSPITAL ROOM (2ND FLOOR) - NIGHT

	Lucy sleeps on the bed.  Nicholas holds her hand as he
	sleeps, still sitting in the chair, leaned over beside her.



	INT.  CATALINA'S APARTMENT - NIGHT

	Catalina sleeps on a large bed - still in her uniform.

	The walls are decorated with pictures of a MAN: He's about
	Catalina's age.  Sometimes he's beside Catalina, sometimes
	alone - always smiling.  In a few he's wearing a police
	uniform.

	The photos are unframed, and in no particular order.



	EXT.  CITY HALL - NIGHT

	A POLICE CRUISER is parked in front of City hall.  Brandt
	sleeps in the front seat.



	INT.  HARDWARE STORE - NIGHT

	The hardware store is in disarray.  Boxes are strewn about. 
	A shotgun lays on the counter next to the cash register.

	A set of legs stick out from behind the counter.  One foot
	twitches.

	At the rear of the store a light is on - a bathroom.



	INT.  HARDWARE STORE BATHROOM - NIGHT

	TERRY MCGUIN (50s), stands at the sink.  He pours hydrogen
	peroxide over the wound.

				TERRY
		Where the hell is that gauze?

	Terry puts down the bottle and opens the mirrored cabinet. 
	He grabs a bandage- knocks down a few bottles.  They clatter
	loudly into the sink.

				TERRY
		Oh, fuck this.

	Terry grabs a bandage and covers the wound on his arm - is
	that a bite?  If so - it's a large one.

	A SHAPE steps into the doorway behind Terry.

	Terry swings the mirror closed.

	There is a person behind Terry - obscured by his reflection
	in the mirror.  Only a pale ear is visible to the side of
	Terry's head.

	Terry SPINS.

	SCREAMS.



	INT.  HOTEL ROOM - NIGHT

	Colin and Kaye lie under the covers, asleep in each others'
	arms.



	EXT.  MAIN STREET - PRE-DAWN

	The blue morning light illuminates the street.



	EXT.  HARDWARE STORE - PRE-DAWN

	A DARK SHAPE moves behind the glass door.  The doorknob
	turns.  The door shakes.

	A fist PUNCHES through the glass door.  The hand and arm are
	TORN by the jagged glass.  Dark blood dribbles out of the
	wounds.



	INT.  VARIOUS HOMES - PRE-DAWN

	A MAN sleeps in his single bed, breathing quickly.

	A WOMAN sits in her shower, STEAMING WATER pours down on her. 
	She breathes deeply.

	A MAN sleeps in a large bed, covered with layers of sheets. 
	His breaths grow shallow.

	A WOMAN sleeps on a couch.  She shivers.  The television
	casts a BLUE LIGHT over her face.

	A TEEN sleeps on his bed, his face covered in sweat.  His
	MOTHER sits beside the bed.  She checks his temperature with
	the back of her hand.

	FASTER NOW - Ten new faces in rapid succession, each one
	breathing quickly.

	The ten faces again - each one absolutely still, their eyes
	closed.

	The ten faces again - one by one, their eyes snap open and
	stare - blank.



	INT.  ANTHONY'S HOUSE BEDROOM (2ND FLOOR) - MORNING

	ANTHONY lies on his side, his face half-buried in a pillow. 
	He's the man from Catalina's photos.

	An alarm BLARES.  ANTHONY carefully rolls over, turns off the
	alarm, and rolls back the other way, his arm stretching over
	the other side of the bed.

	Anthony feels around.  He looks up.  He's alone.  He furrows
	his brow.

	A Baby CRIES downstairs.

	Anthony sits up and looks around.  His uniform is on a chair
	next to the door.



	INT.  ANTHONY'S HOUSE KITCHEN (1ST FLOOR) - MORNING

	Anthony walks into the kitchen.  His shirt is half-buttoned.

				ANTHONY
		Have you seen my gun?

	MARYLYN, Anthony's wife, sits at the table.  She raises a
	bottle to the mouth of their baby, CARTER.

				MARYLYN
		Drawer next to the stove.

	Anthony slides the drawer open and grabs his REVOLVER.  He
	shoves it into his holster.

				MARYLYN
		Good morning.

	Anthony steps behind Marylyn's chair.  He hugs her and kisses
	the back of her neck.

	Carter starts crying.

				ANTHONY
		Up long?

				MARYLYN
		All night.  Carter can't sleep.

				ANTHONY
		Why won't he stop crying?

				MARYLYN
		He's teething.

				ANTHONY
		Still?

				MARYLYN
		Always.

	Anthony picks Carter up and carries him around the room,
	kissing his head.

				MARYLYN
		Are the health-

	Anthony raises a finger.

				ANTHONY
		Shh.  Not in front of the boy.

	Anthony carefully covers Carter's ears.

				ANTHONY
		They should be here by noon.  I'm on the
		blockade until then.

	A horn HONKS outside.

				ANTHONY
		And that's my ride.

				MARYLYN
		Why can't she ever just knock?

				ANTHONY
		You know Cat.  Always in a hurry.

	Anthony hands Carter back to Marylyn, then kisses her.

				ANTHONY
		Love you.  I might be a little late.

				MARYLYN
		Love you.  Call if you are.



	INT.  HOTEL LOBBY - DAY

	Colin stands at the front desk.  A CLERK stands behind it.

				COLIN
		May I use your phone?  The one in my room
		isn't working.

				CLERK
		Long distance?

				COLIN
		Yes.

				CLERK
		Lines went out last night.  Should be
		fixed soon.

	Kaye walks down the stairs into the lobby.

				KAYE
		Any luck?

	Colin shakes his head.

				COLIN
		I'm going to the hospital.  You coming?

				KAYE
		I need some food.  Think the grocery
		store's been cleaned out?

				COLIN
		I wouldn't be surprised.  Grab something
		for me, would you?

				KAYE
		Sure.



	INT.  HOSPITAL HALLWAY (2ND FLOOR) - DAY

	Colin walks down the hall.

	The door to Lucy's room opens.  Nicholas steps out and
	carefully closes the door.

	Colin stops.

	Nicholas sees him and walks over.

				NICHOLAS
		She's asleep.

				COLIN
		Oh.
		    (beat)
		I'm sorry.  About last night.

				NICHOLAS
		Hey, that's-

				COLIN
		Wait.  You should know that I'm still...
		Really angry, and I know that I shouldn't
		be, but there it is anyway.  So, if you
		forgive me, fine, and if you don't,
		that's good too.  Just don't say anything
		else, or I might end up punching you
		again, and neither of us want that.

	Nicholas opens his mouth, then closes it.

				NICHOLAS
		I forgive you.

				COLIN
		Thanks.  If she wakes up, tell her I'll
		be back in an hour.  I'm headed to the
		camp to get our stuff.

	Nicholas nods.



	INT.  GROCERY STORE - DAY

	Windows run along the front of the store.

	Kaye walks up to the front door and opens it.

	She steps inside and looks around.  The store is empty.

				KAYE
		Hello?  Customer here...

	Kaye lets the door swing shut.  She takes a step into the
	room.

	She's KICKED something.  It slides across the floor.

	Kaye looks down.  The OPEN/CLOSED sign is on the floor next
	to the counter.  She stoops down and picks it up...

				KAYE
		Found your sign...

	She drops it on the counter.

				KAYE
		Okay...

	Kaye walks through the aisles, picking up a bag of chips and
	a few chocolate bars.  She stops at the clear fridge doors.

	Kaye transfers everything into one hand, and pulls open the
	fridge door.

	Through the back of the refrigerator, the storage room of the
	store is visible.  Something TALL and DARK is right behind
	the shelves.

	Kaye grabs two cellophane-wrapped sandwiches and lets the
	door swing shut.  She turns and walks away.

	Through the glass - behind the shelves - the DARK THING turns
	around.  It's a person - shrouded in shadows.  Eyes glint. 
	The DARK THING turns toward the cash register.

	Kaye walks down the line of refrigerators towards the
	counter.  The DARK THING walks in the same direction - about
	half as fast.

	Kaye puts everything down on the counter.

				KAYE
		Hello?  So, anyway, I'm going to ring
		this stuff up myself, okay?

	Kaye waits a second.

				KAYE
		I'll take that as a yes.

	Kaye looks over the her purchases.  Her head nods and her
	lips move as she counts.

	Kaye takes two five dollar bills and a two dollar coin out of
	her pockets.

	She reaches over the counter and taps the SALE button.  The
	money tray slides open.  She puts the money in and closes the
	drawer.

	Kaye grabs a plastic bag and shoves her purchases into it.

	Kaye leaves the store.



	EXT.  GROCERY STORE - DAY

	Kaye steps outside the store.  As the door swings shut, the
	DING sound of the cash register opening comes from inside.

	Kaye stops and turns around.  She looks through the door.

	The DARK THING stands behind the register.  Kaye can't make
	out any features - it's too bright out in the street.

	Kaye reaches for the door handle, then stops herself.

				KAYE
		I put some money in the register.

	The DARK THING turns its head towards her.

	Kaye waits.  The DARK THING stares.

				KAYE
		You're welcome.

	Kaye leaves.



	EXT.  HOSPITAL PARKING LOT - DAY

	Colin walks out into the lot.  He sees a POLICE CRUISER
	parked on the street.  Colin jogs toward it.

	Brandt sits in the passenger seat of the car, next to GEORGE
	(30s), another cop - his uniform shows signs of wear, and his
	hair is unkempt.

	Brandt is carefully coiffed, and his uniform looks pressed.

				COLIN
		Excuse me.

				BRANDT
		Yes- Do I know you?

				COLIN
		I don't think so.  I brought my sister to
		the hospital last night.

				BRANDT
		The broken leg?

				COLIN
		Right.

				BRANDT
		You need something?

				COLIN
		Yeah, actually I was wondering if I could
		get past that road block.  I think we
		could use a change of clothes.

				GEORGE
		You live around here?

				COLIN
		No, we've got a campsite about twenty
		kilometers down the road. We had to leave
		in a hurry.

				BRANDT
		Do you have any water at the camp?

				COLIN
		A few cases.  Should I bring it back?

				BRANDT
		Every little bit helps.  I'll call the
		roadblock.

				COLIN
		Thanks.

	Colin walks away from the Cruiser.

	The radio CRACKLES.

				DISPATCHER (RADIO)
		Chief, I've got a call in from Bob van
		Allen.

				GEORGE
		I'm drawing a blank.

				DISPATCHER (RADIO)
		Chicken farm just west of town.

				GEORGE
		Thanks.

				BRANDT
		You tell him the public health-

				DISPATCHER (RADIO)
		He said his wife attacked him.  And he
		killed her.

				BRANDT
		Whoa - hold it.  He said he killed her?

				DISPATCHER (RADIO)
		He said she was dead.  He wasn't making a
		lot of sense.

				BRANDT
		Call Cat and Randy, get them over there. 
		We're on our way.

				DISPATCHER (RADIO)
		Will do.

	Brandt hangs up the radio.

				BRANDT
		What are you waiting for?

	George blinks.

				GEORGE
		What?  Oh, sorry.

	George puts the Cruiser in gear and hits the gas.



	INT.  SEDAN - DAY

	Colin drives slowly down the street.  He spots Kaye, then
	swerves over to her and stops the car next to the curb.

	Colin rolls down the passenger-side window.  Kaye leans in.

				KAYE
		What's up?

				COLIN
		Going to get some clothes.  Want to come?

				KAYE
		Very much.



	EXT.  MAIN STREET - DAY

	The Sedan drives down the road.

	Colin drives, and Kaye sits in the middle, leaning on him. 
	As they drive, she feeds chips to Colin and eats them
	herself.

				KAYE
		Any news on when we can leave?

				COLIN
		No.  Soon, I think.  You missing the tent
		that much?

				KAYE
		Have you seen a single person on the
		street?

				COLIN
		Creeped out?

				KAYE
		Very.

				COLIN
		There's a bug going around.  I'm sure no
		one feels much like jogging.

				KAYE
		I think it's a little more serious than
		the flu.

				COLIN
		Bad water.  That's why I hate small
		towns.



	INT.  HOSPITAL ROOM (2ND FLOOR) - DAY

	Nicholas enters the room.  He's got a bottle of water.

	Lucy sits up, stretches her arms.

				LUCY
		What time is it?

				NICHOLAS
		Ten-thirty.

				LUCY
		Has the doctor been by?

				NICHOLAS
		I think he's been busy.  Is something
		wrong?

				LUCY
		It's itchy.

				NICHOLAS
		I could go find a nurse.

				LUCY
		It's not that bad.

	Nicholas stares at the cast.

				NICHOLAS
		I'm not going to apologize again.

				LUCY
		You shouldn't.

				NICHOLAS
		I'm sorry.

	Lucy smack him upside the head.

				NICHOLAS
		Ow!

				LUCY
		Can I have some water now?

	Nicholas offers her the bottle.



	INT.  SEDAN - DAY

	Colin and Kaye drive down the road.  They share a chocolate
	bar.

				COLIN
		Is that a hitchhiker?

	Colin points to a man at the side of the road.

				KAYE
		Doesn't look like it to me.

	They speed past.



	EXT.  ROADSIDE - DAY

	The sedan speeds past the HITCHHIKER.  He's very pale, and
	stares straight ahead.  He walks towards town.

	He wears telephone company coveralls.



	INT.  ANTHONY'S HOUSE KITCHEN (1ST FLOOR) - DAY

	Marylyn walks into the kitchen, her nose buried in a book.

	She opens the fridge, and without looking, reaches in and
	grabs a loaf of bread.  She closes the door and walks over to
	the counter.

	Out in the back yard, a MAN stands at the treeline.  He
	stares at the house.

	Marylyn glances up from her book.  Sees the Man.

	She puts her book down on the counter.  She walks over to the
	door and opens it.

				MARYLYN
		Excuse me?  Hello?

	The BABY MONITOR on the table SQUEALS.

	Marylyn spins.

				MARYLYN
		Carter!

	SOMETHING steps into the doorway behind Marylyn.  A shadow is
	cast over her.



	EXT.  CHICKEN FARM - DAY

	A Cacophony of CLUCKS emanate from the outbuilding next to
	the main house.

	Two POLICE CRUISERS pull up in front of the house.

	George, Brandt and Catalina pile out of their cars.  The last
	man out is RANDOLPH (30s, short, leather jacket even though
	it isn't cold).

				BRANDT
		Randy, Cat - head around back.  We're
		going in.  Keep an eye out for Bob or
		Lisa.

	Randolph and Catalina pull their guns and head around the
	side of the house.

	George walks slowly up the stairs, Brandt right behind.

				GEORGE
		Got her.

	George steps onto the porch.  He points through the open
	front door.  Leaning against a wall in the entry is LISA VAN
	ALLEN - her face a broken and bloody mess.

				BRANDT
		And him.

	Brandt nods past her.  Down the hall a set of legs stick out
	of an open doorway.

				BRANDT
		You check her.

	Brandt runs past Lisa.  She slowly turns her head to watch as
	he crouches down next to the legs.

	George walks up to Lisa, lowering his gun.

				GEORGE
		Ma'am, are you alright?

	Lisa looks forward, straight at George.  Her face is badly
	cut - the flesh hangs in loose flaps.  Her left eye is
	missing - a ragged bloody hole.

				GEORGE
		Oh god.



	INT.  POLICE CRUISER - DAY

	Anthony sips from a cup of coffee.  He looks out the window
	to his right.  A few hundred yards down the road is a speck
	on the highway.

	The Hitchhiker.

	Anthony takes out his pistol and puts it on the dashboard.



	EXT.  CAMPGROUND - DAY

	Colin hoists a large case of water into the trunk.

				KAYE
		Gangway!

	Colin steps aside.  Kaye drops her case into the trunk.  She
	pants.

				COLIN
		That the last of them?

	Kaye nods, breathless.

				KAYE
		You sure we shouldn't get the tents?

				COLIN
		We'll grab them on the way home.  Unless
		you really want-

				KAYE
		Actually, I don't care at all.  I don't
		know why I asked.

				COLIN
		Okay.

	Colin slams the trunk shut.



	INT.  HOSPITAL HALLWAY (3RD FLOOR) - DAY

	Meyer and Cohen roll a covered gurney into the freight
	elevator.



	INT.  HOSPITAL FREIGHT ELEVATOR - DAY

	Meyer slides the doors shut.  Cohen hits the BASEMENT button.

				MEYER
		That's ten.

				COHEN
		Have you been counting again?  Haven't I
		warned you about that?

				MEYER
		I liked Mrs. Jonas.  She seemed nice. 
		When she wasn't coughing up blood.

				COHEN
		You're a beast.

				MEYER
		Yeah, you're right.  I blame you.

				COHEN
		You're welcome.

	The elevator doors DING, then slide open.

	Standing in front of the doors are three NAKED ZOMBIES.  They
	stare blankly at Meyer and Cohen.  Their bodies are pale -
	except for the legs - which are purple and swollen -
	distended and lumpy.

	Meyer's eyes find the control panel.  He lunges for the
	buttons - but the gurney is in the way.

				MEYER
		Hit the button!

	Cohen is frozen - his eyes on the zombies.

	The zombies pile into the freight elevator - arms out.  They
	reach - they grab.

	Screams.  Arms flail.  TEETH FIND FLESH.  TEAR.  More
	screams.

	In the struggle, an elbow hits the '2' button.  The doors
	slide shut.



	INT.  ANTHONY'S HOUSE NURSERY (2ND FLOOR) - DAY

	Carter lies on his back, crying.

	There is a THUMP from the hall.  Then another.

	Slow, heavy FOOTSTEPS.

	The footsteps get louder - closer.

	They stop outside the door.

	The doorknob turns.

	The door swings open slowly.

	Carter turns his head to the doorway.  He stops crying.



	INT.  VAN ALLEN HOUSE - DAY

	Brandt crouches next to Bob's body.  Bob has a knife buried
	in his chest - the handle sticks out sideways - an odd angle.

				GEORGE
		Sheriff, there's something wrong with-

	George is cut off as Lisa lunges forward - SINKS HER TEETH
	into George's throat.

	Brandt is on his feet in a second - gun raised.

				BRANDT
		Get off him!

	George struggles, tries to scream.  He jams his pistol into
	Lisa's gut-

	FIRES THEE SHOTS

	They tear out her back, slam into the wall behind Brandt.

	Brandt ducks.

				BRANDT
		Get clear!

	George pulls away from Lisa - her teeth hold onto a good
	chuck of throat.

	George stumbles backward - holds his hand over the wound. 
	Blood pours over his fingers.

	George fires two more shots.  One hits Lisa's shoulder, the
	other misses.



	EXT.  CHICKEN FARM - CONTINUOUS

	George stumbles out the door.  He trips - falls down the
	stairs, lands HARD.

	Lisa follows him out onto the porch.

	Brandt walks out the front door, gun aimed with both hands.

				BRANDT
		George?  Where are you?

	Lisa turns around and reaches for Brandt.

	He OPENS FIRE. 

	1-2-3

	4-5-6 Shots into her chest - Lisa drops to her knees and
	lowers her head.

	Brandt watches her.

				BRANDT
		Where the hell are you?!

				CATALINA (O.S.)
		Get down!

	Brandt dives to the side.  BOB stands behind him - Bob grabs
	for Brandt, but misses.

	TWO GUNS fire from inside the house - 12 fast shots.

	Bullets SLAM into Bob's back - a few burst out of his chest.

	Chunks are BLASTED off BOB's head - an ear, part of the
	temple - one catches him at the base of the skull.

	Bob sways, then topples over - lies still.

				RANDY (O.S.)
		Chief?

				BRANDT
		I'm good.

	Lisa falls forward - GRABS Brandt's ankle.

				BRANDT
		Christ!

	Brandt aims his pistol at Lisa's head.

	He fires five fast shots.  The pistol's slide locks back.

	Lisa's hand lets go of his ankle.

	Randy and Catalina run out of the house and down the steps. 
	They check on George.

				CATALINA
		He's dead!

	Brandt stares at Lisa's body.

				BRANDT (V.O.)
		    (pre-lap)
		Okay, first things first-



	EXT.  CHICKEN FARM - DAY

	Brandt stands beside his car.  Randy and Catalina watch the
	three bodies laid out next to the porch.

				BRANDT
		-We all saw that.  I'm not asking you to
		pretend you didn't.  They were dead when
		we got here.  And this virus brought them
		back.  But until everyone is safe and as
		far away from this town as possible, I
		don't want any talk about it.  No
		wondering about what it means, no opining
		about the philosophical ramifications. 
		We see any more of them, we put them down
		- but we're not going to talk about it. 
		Is that understood?

				RANDY
		I've never shot anyone before.

				CATALINA
		Me neither.

	They turn to look at Brandt.

				BRANDT
		You still haven't.



	INT.  POLICE CRUISER - DAY

	Anthony holds the radio handset up to his head.

				ANTHONY
		Is this a joke?

				BRANDT (RADIO)
		No.  This is an emergency.  We're going
		to start rounding people up-

				ANTHONY
		Before the zombies get them?

				BRANDT (RADIO)
		Anthony, listen to me, if you want to
		keep your job-

	Hands BURST through the window beside Anthony's head.

	Anthony SCREAMS and pulls away from the hands.

	The Hitchhiker leans in through the window.  Dried blood is
	caked around a huge wound on his neck.

	Anthony leans over and kicks the Hitchhiker in the head.  The
	hitchhiker stumbles backward and falls on his seat.

				BRANDT (RADIO)
		Anthony?!  Are you there?!

	Anthony grabs for his revolver.  It falls into the footwell. 
	He picks up the Radio.  Screams into it as he searches for
	the gun with his other hand.

				ANTHONY
		What the fuck is going on!?

				BRANDT (RADIO)
		Shoot it in the head!

	Anthony finds his revolver.

	The Hitchhiker stands up, a few feet back from the window.

	Anthony raises the revolver and FIRES.  The bullet SMASHES
	into the Hitchhiker's forehead - takes a piece off the back
	of his skull on the way out.

	The Hitchhiker takes a few steps back, then stops.  He walks
	towards the Cruiser again.

				ANTHONY
		He doesn't seem to mind!

				BRANDT (RADIO)
		Just keep doing it!

	Anthony BLASTS AWAY.

	The bullets tear the Hitchhiker's face apart - Right eye -
	left cheek - one in the forehead - the last two go into his
	mouth - BLOW APART the back of his skull.

	The Hitchhiker collapses.

	Anthony slowly lowers his gun.

				ANTHONY
		I think he's dead.

				BRANDT (RADIO)
		He was already dead.  Now listen, you've
		got to get back to town.  We're going to
		round everyone up and get out of here. 
		Get to the hospital as fast as you can.

	Anthony dumps the empty shells out of his revolver, then
	inserts a speed loader and CLICKS six new shells in.

				ANTHONY
		I'll catch up with you later.  I'm going
		home.

				BRANDT (RADIO)
		Wait!  I'll meet you there - don't go
		alone!

	Anthony turns off the radio and puts the Cruiser into gear.



	EXT.  CHICKEN FARM - DAY

	Brandt gets into his Cruiser.

				BRANDT
		I'm going after him.  Stop by the station
		and pick up some shotguns, then start
		rounding everyone up.

				CATALINA
		What about the public health people?

				RANDY
		I don't think this is a public health
		issue any more.

				BRANDT
		Exactly.

	Brandt drives away.

				CATALINA
		Alright, let's get- oh, fuck me.

	Randy turns to follow Catalina's eye line.

	George sits up.  He slowly climbs to his feet.

	Randy and Catalina aim their guns.



	EXT.  SMALL HOUSE - DAY

	The Mother helps the Teen into the passenger seat of a CAR.

				MOTHER
		Don't worry honey.  We'll be in Dexter in
		a couple of hours.

	The Mother puts the seatbelt on her son and closes the door.



	INT.  SEDAN - DAY

	Kaye drives.  Colin leans back in the passenger seat.

				KAYE
		Hey, check it out.

	Kaye nods up to the rear-view mirror.

				COLIN
		What?

	Colin turns around in his seat.  Out the back window, Colin
	sees two vans behind them.  The vans draw closer - but
	they're not going much faster than the Sedan.

				COLIN
		That's the first good news in a while.

				KAYE
		Excuse me?

				COLIN
		Other than the food, I mean.

				KAYE
		Thank you.



	INT.  HOSPITAL ROOM (2ND FLOOR) - DAY

	Nicholas stands by the window.  He looks out.

				NICHOLAS
		There's a few people out on the street.

				LUCY
		So?

				NICHOLAS
		They look a little strange.

				LUCY
		How?

				NICHOLAS
		I don't know, they're walking funny.  And
		they're coming this way.

				LUCY
		They're sick.  They're coming to the
		hospital.

				NICHOLAS
		Maybe that's it.

				LUCY
		Just let me take a look.

	Lucy swings her legs over to the side of the bed.  Nicholas
	runs over and stops her.

				NICHOLAS
		Wait!  You can't get up.

	Lucy raps on her cast.

				LUCY
		This isn't because of my keen fashion
		sense.

				NICHOLAS
		Okay wait a second, just let me go and
		get the doctor.

				LUCY
		And some crutches.

				NICHOLAS
		And some crutches.

	Nicholas leaves the room.

	Lucy gingerly lowers her legs down to the floor.  She slowly
	stands up.

				LUCY
		Ah!

	She sits back down.

				LUCY
		Wait for the crutches.



	INT.  HOSPITAL HALLWAY (2ND FLOOR) - DAY

	Nicholas walks to the end of the hall.  He stops at the
	elevator and reaches for the button - but there isn't one. 
	Just a keyhole.

	Nicholas looks up.  The sign over the doors reads: SERVICE
	ELEVATOR.

				NICHOLAS
		Great.

	Nicholas looks right - sees the 'EXIT' sign.  Heads for it.

	He opens the stairwell door and walks inside.

	The SERVICE ELEVATOR DOORS slide open.

	Meyer FALLS OUT into the hall - his stomach torn open -
	entrails poking out.

	The elevator doors slide closed.

	Meyer sits up.



	INT.  HOSPITAL BACK STAIRS - DAY

	Nicholas stops between the second and third floors.  He looks
	out the window.

	There are more people on the street.  All headed toward the
	hospital.

	Nicholas watches them for a second, then resumes his climb.



	INT.  HOSPITAL HALLWAY (2ND FLOOR) - DAY

	Meyer shambles down the hall, one hand on his stomach.  He
	covers the wound, holds his guts in.



	INT.  HOSPITAL HALLWAY (3RD FLOOR) - DAY

	Nicholas walks down the hall.  As he passes the doors, he
	reads the names off them.

				NICHOLAS
		Doctor Adam Salk.  Doctor Emma Gruber. 
		Doctor Steve Johansen.

	Nicholas stops at the third door and opens it.



	INT.  HOSPITAL ROOM (2ND FLOOR) - DAY

	There is a SCRATCH outside the door.  Lucy looks over at it. 
	Something HITS the knob on the other side.

				LUCY
		Nicholas?

	The doorknob turns.



	INT.  DOCTOR'S OFFICE (3RD FLOOR) - DAY

	Steve's high-backed chair faces the window opposite the door.

	There is a KNOCK on the door.

				NICHOLAS (O.S.)
		Doctor Johansen?

	The door opens.  Nicholas steps in.

				NICHOLAS
		Sorry to wake you, but-

	The high-backed chair starts to turn - stops when it's a
	third of the way turned.

	A PALE HAND reaches from the chair - grabs the desk - pulls
	the chair around.



	INT.  HOSPITAL ROOM (2ND FLOOR) - DAY

	The door opens.

				LUCY
		Nicholas?  Hello?

	Meyer lumbers into the room.  His eyes find Lucy.

				LUCY
		Oh my god!  What happened to you?

	Meyer walks towards her.

				LUCY
		My boyfriend is g-  What are you doing?

	Meyer lunges at her.



	INT.  DOCTOR'S OFFICE (3RD FLOOR) - DAY

	The chair turns the rest of the way.  Nicholas takes a step
	back, his mouth agape.

				NICHOLAS
		Wh- huh?

	Steve sits in the chair - his neck torn apart - his nose
	gone.  Black, dried blood is caked around the wounds.

				NICHOLAS
		Doctor?

	Steve slowly stands up.

				NICHOLAS
		Okay.

	Nicholas takes two steps backwards, then turns and BOLTS.

				NICHOLAS (O.S.)
		Help!  Help me!



	INT.  HOSPITAL ROOM (2ND FLOOR) - DAY

	Lucy ROLLS OFF THE BED - dodges out from under Meyer, who
	falls onto the empty bed.

	Lucy falls onto the floor, her cast SMACKS into the floor. 
	She SCREAMS.

	Meyer crawls after - leaves streaks of blood and viscera on
	the sheets.

	Lucy slides backward towards the other bed.  Meyer falls onto
	the floor after her - grabs her cast.

	Lucy screams and grabs the bed frame behind her.

	Meyer crawls forward, mouth open.  Lucy tries to pull away.

	Meyer SINKS HIS TEETH INTO - her cast.

	Lucy SCREAMS in agony.



	INT.  HOSPITAL BACK STAIRS - DAY

	Nicholas FLIES into the staircase, leaps down the stairs six
	at a time.



	INT.  HOSPITAL ROOM (2ND FLOOR) - DAY

	As he bites her cast, Meyer's hands reach higher up - TEAR
	Lucy's gown.

	Lucy grits her teeth and reaches under the bed.  Her hands
	find SOMETHING.  She pulls it out - a large steel BEDPAN.

	Lucy sits up and SMASHES the bedpan into the back of Meyer's
	head.  His skull FRACTURES - his teeth BITE DEEPER.

	Lucy SCREAMS - then raises the bedpan again.



	INT.  HOSPITAL HALLWAY (2ND FLOOR) - DAY

	Nicholas runs out of the stairwell door, sprints down the
	hall and turns at the elevator.

	A SCREAM from Lucy's room.

	Nicholas sprints harder - pushes through the door into



	INT.  HOSPITAL ROOM (2ND FLOOR) - CONTINUOUS

	Nicholas runs into the room.  Sees Lucy with the blood
	covered bedpan raised over her head.

				NICHOLAS
		Lucy!

	She doesn't look up.

				LUCY
		Get off!

	Lucy SMASHES the bedpan down - crushes the back of Meyer's
	head.

	Lucy SCREAMS.

	Nicholas runs over and crouches next to her.

				NICHOLAS
		Lucy, what hap-

	He sees Meyer.  Lucy has tears on her cheeks.

				LUCY
		    (whimper)
		Get it off me...

	Nicholas grabs Meyer's hair and yanks his head off Lucy's
	cast.  Lucy winces.

	Nicholas lets go of Meyer's head.  It flops to the floor with
	a small THUD.  Nicholas wipes his hand on the bed - leaves a
	blood smear.

				NICHOLAS
		Let's go.

	Nicholas wraps Lucy's arm around his neck and helps her
	stand.

				LUCY
		What was that?

				NICHOLAS
		Zombie, I think.

				LUCY
		Oh.

	Lucy looks down.  She's still got the bloody bedpan.  She
	drops it - it CLATTERS to the floor next to Meyer.



	EXT.  ANTHONY'S HOUSE - DAY

	A Police Cruiser skids to a stop next to the back porch.

	Anthony runs out, leaping up the porch steps.  He freezes-The
	back door is open - there is a wide, uneven pool of blood on
	the kitchen floor.

	Anthony raises his pistol.

				ANTHONY
		Marylyn?  Talk to me if you're here.

	Anthony looks past the pool - bloody footsteps lead out of
	the kitchen.



	INT.  ANTHONY'S HOUSE FOYER (1ST FLOOR) - DAY

	Anthony walks out of the kitchen, leading with his gun.

	The bloody footsteps continue through the foyer and up the
	stairs to the second floor.  (There are two bloody footprints
	on each step - matching left and right feet)

	Anthony follows the footsteps upstairs.

				ANTHONY
		Marylyn?



	INT.  ANTHONY'S HOUSE HALLWAY (2ND FLOOR) - DAY

	Anthony reaches the top of the steps.  The bloody footprints
	lead to the slightly-ajar door at the end of the hall.  The
	Nursery.

	Anthony slowly walks down the hall.  He glances into doorways
	as he passes them.

	Anthony reaches the end of the hall.  He stops, takes a deep
	breath, then reaches for the door.



	EXT.  OTHER FOREST HIGHWAY - DAY

	The Mother's Car speeds down the highway.



	INT.  CAR - DAY

	The Mother drives FAST - glances to her son every few
	seconds.  The Teen stirs.

				MOTHER
		Try to sleep.  We'll be there in no time.

	The Teen's pale hand reaches for her shoulder.



	INT.  SEDAN - DAY

	Kaye squints at the road ahead.

				KAYE
		What happened to the roadblock?

				COLIN
		Huh?

	Colin raises his seat back.

				COLIN
		Maybe they're meeting the vans?

	The CAR zips by the Sedan.

				COLIN
		Sure seems like an emergency.



	EXT.  OTHER FOREST HIGHWAY - DAY

	The Car SWERVES SUDDENLY into the oncoming lane.

	The LEAD VAN BRAKES and TURNS - but it's TOO LATE.

	The Lead Van SMASHES into the side of the Car - goes up on
	two wheels.

	The second Van CRASHES into the back of the Lead, pushing it
	sideways - the Lead Van skids, scrapes, then rolls on its
	side and skids down the highway - throwing up sparks.

	The Lead Van pushes the car forward a few meters, then grinds
	to a stop.  The second Van HITS it again, tearing off a wheel
	and the front bumper.

	The second Van skids to a stop.  Front grill caved-in, front
	tires flat.

	The Sedan brakes HARD.  Colin jumps out and runs towards the
	wreck.

	The LEAD VAN EXPLODES - sets the car on fire.  The second van
	shifts to the side - but remains unlit.

	Colin falls backwards - covers his face.

	Kaye gets out of the car and stands beside it.  She looks at
	the scene.  The wrecked vehicles span the highway from ditch
	to ditch.



	INT.  HOSPITAL HALLWAY (2ND FLOOR) - DAY

	Lucy leans on Nicholas as they walk down the hall.

				NICHOLAS
		Let me put you down for a second, I'll
		find you a wheelchair.

				LUCY
		No.  We're not separating again.  Bad
		things happen when we seperate.

				NICHOLAS
		But we'd get out of here a lot faster if-

	DING!  The service elevator door slide open.

	Lucy and Nicholas turn to look as-

	Cohen and the Naked Zombies walk out of the elevator, eyes on
	the pair.

				LUCY
		I'll hobble.

	They turn back towards the main staircase.



	INT.  HOSPITAL MAIN STAIRCASE - DAY

	It is a square set of stairs that run around the outside of
	an atrium at the back of the hospital, from the ground floor
	up to the third.

	Nicholas and Lucy walk slowly - they're most of the way down.

	Cohen and the Naked Zombies are at the top of the stairs.



	INT.  HOSPITAL ATRIUM (1ST FLOOR) - DAY

	Nicholas and Lucy hobble off the steps.  A long hallway off
	the Atrium leads to Admitting, and the front doors.

	They start down the hallway.



	INT.  HOSPITAL ADMISSIONS AREA (1ST FLOOR) - DAY

	Nicholas and Lucy lope down the hallway.  Lucy winces with
	each step.

				NICHOLAS
		Almost there.

	Just as they get close the doors BURST OPEN!

	Nicholas and Lucy step back as- Catalina and Randy run into
	the hospital, SHOTGUNS in hand.

				CATALINA
		Get down!

	Nicholas and Lucy crouch to the side as Catalina and Randy
	run past.

	Cohen and the Naked Zombies are nearly at the Admissions
	Area.  Catalina and Randy stop ten feet away, raise their
	shotguns, and OPEN FIRE.

	The shots hit TWO AT A TIME - Cohen's arm and NZ 1's leg
	(whenever a leg is hit there is an excessively large blood
	splatter).  NZ 2's head and Cohen's chest.

	Catalina and Randy walk forward as they shoot.  The shells
	TEAR the zombies apart - spread them across the hall.



	INT.  ANTHONY'S HOUSE NURSERY (2ND FLOOR) - DAY

	Anthony is in the doorway, wide-eyed.

	Marylyn stands beside the crib.  She's pale.  Her legs are
	ripped and torn - blood is pooled around them.  She holds
	Carter to her naked chest with her right arm.

	Carter is missing his arm - there's a ragged stump at his
	left shoulder.  His head moves up and down slowly as he GNAWS
	at the flesh of his mother's right breast - most of the flesh
	has been torn from it - no bleeding, though.

	Marylyn stares at Anthony and raises her arm.

	Anthony raises his pistol - aims carefully.

	Marylyn takes a step forward.

	Anthony fires five times.

	Marylyn falls to the floor - most of her head GONE.

	Carter lands a few feet from Anthony.  He looks up, then
	commences a pathetic one-armed crawl.

	Anthony looks at Carter.  Tears run down his face.

	Anthony takes a step forward and poises his foot above
	Carter's head.

	Anthony closes his eyes.

	CRUNCH.

	Anthony slowly turns and walks out of the Nursery.



	EXT.  ANTHONY'S HOUSE - DAY

	Anthony stands on the back porch.  He looks at his gun, then
	slowly pulls back the hammer.  The barrel rotates.  Anthony
	raises the gun and pushes the barrel against his temple.

	He closes his eyes.  Finger vibrates on the trigger.  He
	pulls it-

	THUD.

				BRANDT (O.S.)
		Ow.

	Brandt is beside Anthony.  His thumb blocks the hammer.

				BRANDT
		Look at me.

	Anthony turns his head to Brandt.

				BRANDT
		I said look at me.

	Anthony opens his eyes.

				BRANDT
		I'm going to take your gun now.

	Brandt slowly reaches up and takes the gun.

				BRANDT
		We have to go.



	INT.  SEDAN - DAY

	Kaye drives.  Colin buries his head in his hands.

				COLIN
		They're all dead.

				KAYE
		I saw that.

				COLIN
		Okay, fuck this quarantine.  We're
		picking up Nick and Lucy, and we're
		getting out of here.

				KAYE
		How do you propose we do that?  You saw
		the road.

				COLIN
		It's not the only way out of town. 
		Nextonville is just three hours west of
		here.

				KAYE
		That sounds like a plan.



	EXT.  MAIN STREET - DAY

	The streets are no longer empty.  Now they TEEM WITH ZOMBIES.

	They wander.  They stare in shop windows.  They walk in
	packs.  They stand at corners.  They try to get in their
	cars, but can't get past the cleverly locked doors.

	Many of them are in bedclothes - as far as the eye can see,
	badly-swollen purple legs.



	INT.  SEDAN - DAY

	They slowly drive down main street.  There's a crowd of
	Zombies at the intersection in front of them.  Kaye stops the
	car.

				COLIN
		I don't get it?  I mean, why was she in
		such a hurry?

				KAYE
		Colin.

				COLIN
		What?

				KAYE
		Look up.

	Colin does.

				COLIN
		Oh.  Well okay, then.
		    (beat)
		This is a problem.

				KAYE
		What's going on?

				COLIN
		Pull in over there.

	Colin points to an iron gate on the left side of the street.

				KAYE
		No way.

				COLIN
		Do it.

	Kaye pulls into the driveway.

				COLIN
		Okay, stop.

				KAYE
		What?

				COLIN
		Stop and pop the trunk.



	EXT.  DRIVEWAY - DAY

	The Sedan stops.  Colin gets out and the trunk pops open. 
	Colin grabs some rope and runs for the left swinging gate.

	Kaye gets out of the car and watches as the Zombies notice
	them - start to walk towards the gates.

				COLIN
		Get the other one!

	Kaye runs to the right gate.

	Colin yanks at the gate - it CREAKS as it swings.

	Kaye pulls on the right gate - swings it for a few feet then-
	CLANG!  A rock stops it.

				KAYE
		Colin!

	Colin swings the gate as far as it will go - he crouches down
	and slides the bolt into the metal hole in the ground.

				COLIN
		What?!

				KAYE
		It's stuck!

	Colin runs to the right gate.  It's stuck on a half
	cinderblock.

				COLIN
		Oh, come on!

	Colin squats and grabs the block.  He wrenches it to the side
	- the dirt comes loose.

				KAYE
		Hurry!

	Colin lifts with his legs - tears it out of the ground.  He
	falls backwards, cinderblock in his hands.

	A Zombie walks into the open side of the gates.  She's
	wearing pajamas, and her right wrist ends in a bloody stump.

	Kaye runs the gate in its arc as fast as she can - as she
	reaches the end, she gives it a SHOVE - the bars of the gate
	SLAM into the Zombie.  She falls backwards into the street.

	Colin gets up and grabs the rope.  He runs to the gate as
	Kaye slides the bolt into the ground.  It's SECURED.

				COLIN
		Step back.

	Kaye clears out.  Colin starts winding the climbing rope
	through the bars - he loops it back and forth, in and out -
	he ties knots - LOTS of them.

				KAYE
		Colin, they're almost-

				COLIN
		Just a second...

	Colin wraps the cords a few more times around the bars, ties
	a final knot, and takes a step back as TEN ARMS push through
	the bars - fingers GRAB, but miss their target.

	The ZOMBIES shove at the gate, but it doesn't give.  In
	addition to the bolts, the large BUNDLE of rope and knots
	holds firm.

				COLIN
		Okay, that should hold them.

				KAYE
		I hope you know what you're doing.

				COLIN
		What do you mean?

	Kaye turns around and looks at the end of the driveway. 
	Colin looks as well.

	A few feet past the car the pavement turns to a gravel road
	that winds its way through a LARGE GRAVEYARD.

				COLIN
		Trust me.



	INT.  HOSPITAL ADMISSIONS AREA (1ST FLOOR) - DAY

	Nicholas and Catalina push a large desk in front of the
	BOLTED front doors.  Lucy sits in a chair.  Randy watches the
	hall, shotgun at his side.

	Lucy looks out the window.

				LUCY
		There's a lot of them out there.

				RANDY
		A couple hundred, I think.

				LUCY
		Why are they coming here?

				CATALINA
		They're coming after us.

				LUCY
		Maybe if we're quiet they'll go away.

	Everyone stops moving.

	They wait.

	BANG!  The doors shake.

				NICHOLAS
		Lucy, honey, we're going to need those
		chairs.



	INT.  POLICE CRUISER - DAY

	Brandt drives.  Anthony sits in the rear, caged-off section
	of the cruiser.

				BRANDT
		This is getting worse.

	Out the front window, the town is visible - zombies CROWD the
	streets.

				BRANDT
		How could everyone have...

	Brandt slows to a stop and stares.  Anthony leans forward and
	puts his hand on the grate.

				ANTHONY
		I would like my gun back, please.

	Brandt looks at Anthony in the rearview mirror.

				BRANDT
		You're not ready.

	Anthony leans back.  Brandt picks up the radio.

				BRANDT
		Dispatch?
		    (beat)
		Dispatch?  Mary, are you there?

	Brandt switches frequencies.



	INT.  HOSPITAL ADMISSIONS AREA (1ST FLOOR) - DAY

	Lucy is propped up against a wall.  A disconnected computer
	sits next to her.

	The chairs, the tables, the sofa, the filing cabinets, even
	the Admissions Desk itself are piled against the doors.

	BANG.  The doors shake - not as much as before.

				NICHOLAS
		Okay, good.  How many more doors in this
		place?

	Catalina and Randy look at each other.

				CATALINA
		Got me, I mean-

				RANDY
		I've only ever used the front-

				LUCY
		Maybe there's someone left to ask.

				NICHOLAS
		Oh, god - I forgot to tell you.  Doctor
		Johansen's one.  Last I saw he was in his
		office.

				CATALINA
		Where's that?

				NICHOLAS
		Third floor.

				RANDY
		Anybody else?

				NICHOLAS
		I don't know.

				LUCY
		There were a few nurses yesterday.  They
		might have gone home.

	Randy takes out his pistol and checks the clip.  Catalina
	walks over to the wall and picks up her shotgun.

				RANDY
		What do you say?

				CATALINA
		Secure the doors first.

				RANDY
		Makes sense to me.

	Catalina's belt radio CRACKLES.

				BRANDT (RADIO)
		Randy, Catalina, come back.

				CATALINA
		Where's your-

				RANDY
		Left it in the car.

	Catalina raises the radio to her mouth.

				CATALINA
		Catalina here.  They've got us cornered
		in the hospital.

				RANDY
		Really more surrounded.

	Catalina raises a finger.

				BRANDT (RADIO)
		Is anyone left alive in there?

				CATALINA
		Two so far.  Is Anthony with you?

				BRANDT (RADIO)
		He's here.  We haven't been able to get
		the station on the radio..

				CATALINA
		There's a reason for that.



	INT.  POLICE STATION - DAY

	Desks are overturned, the gun case is shattered.  Papers are
	scattered everywhere.

	There are two bodies on the floor.  A COP and a WOMAN.  Both
	have bite injuries on torsos and arms.  Both have ragged
	stumps and remnants where their heads used to be.



	INT.  HOSPITAL ADMISSIONS AREA (1ST FLOOR) - DAY

	Nicholas sits down beside Lucy.  Randy watches the hall as
	Catalina stands with the radio.

				BRANDT (RADIO)
		Can you hold out there a little while
		longer?

	Brandt looks to Lucy and Nicholas.

				NICHOLAS
		Lucy?

				LUCY
		I'll be okay.

				CATALINA
		We'll lock up and wait.

				BRANDT (RADIO)
		We're going for supplies.  Won't be too
		long.

				CATALINA
		We'll be waiting.

	Catalina puts the radio back on her belt.

				RANDY
		Okay, let's get to work.

				CATALINA
		You two should stay here.

				NICHOLAS
		I'm fine with that.

				LUCY
		If you spot some crutches...

				RANDY
		Will do.



	INT.  GRAVEYARD - DAY

	Kaye and Colin walk between the tombstones.  Kaye watches the
	zombies that line the metal gates.

	The zombies are in various states of damage.  Some missing
	limbs, all with bites out of them.  They stick their arms
	through the bars and stare.

				KAYE
		Are those what I think they are?

				COLIN
		Yes.

				KAYE
		And you think hiding in a graveyard is a
		good idea?

				COLIN
		I have a plan.

				KAYE
		Would you mind explaining it to me?

				COLIN
		Okay, think about it for a second.  One
		way in or out, strong gates, and anybody
		already in here is too dead to be much of
		a threat.

				KAYE
		Some of them have to be...
		    (unpleasant)
		Fresh.

				COLIN
		You can't crawl out of a grave.  Coffins
		are buried inside cement boxes.  Keeps
		rats out.

				KAYE
		So we just hide here?

				COLIN
		Until help comes or they get bored.

				KAYE
		That doesn't sound like a bad- Car!

	Kaye points.  A Police Cruiser drives on the road next to the
	back cemetery gate.  It turns down the road that runs
	parallel to the long cemetery wall.

	Colin climbs on top of a headstone.  He waves his arms.

				COLIN
		Hey!  Over here!

				KAYE
		Louder!  HEY - OVER HERE!

				COLIN
		This isn't working.

				KAYE
		Do we have road flares?

				COLIN
		Good idea.  In the trunk.

	Colin climbs down off the headstone.  He and Kaye turn back
	towards the car.

	TWO ZOMBIES walk down the path towards them - between them
	and the car.

				KAYE
		Where did they come from?

				COLIN
		Get to the car.  I'll distract them.

				KAYE
		How?

	Colin bends down and grabs a shovel off the ground.

				COLIN
		This should help.

	Kaye runs weaves through the tombstones, puts some distance
	between her and the zombies.

	Colin pulls back the shovel, ready to swing, and walks
	carefully towards the zombies.

	As Kaye runs close by, the zombies turn and take a step
	towards her.  Colin lunges forward and SWINGS the shovel -
	SMASHES the back of one zombie's head.

	The first zombie collapses.  The second turns to face Colin,
	her arms outstretched, her mouth wide.

				COLIN
		Okay, take it easy...



	INT.  HOSPITAL SUPPLY ROOM - DAY

	Catalina and Randy shove a large shelving unit in front of
	the rear double doors.  Once it's in place, they step away.

	THUMP.  The door shakes - but not much.

				CATALINA
		That's pretty good.

				RANDY
		I'd feel better if we had some chains.

				CATALINA
		Why couldn't we be trapped in a mental
		hospital?

				RANDY
		Cute.

	Catalina smiles, then leans against the shelves.

				CATALINA
		Do you feel like screaming?

				RANDY
		All I've wanted to do for the past hour
		was curl up into a ball and sob.

				CATALINA
		How are we going to get out of this?

				RANDY
		Sheriff will be here soon.  I'm sure
		he'll figure something out.  Unless
		you've got an idea.

				CATALINA
		Fresh out.

				RANDY
		Is there a TV around here?



	INT.  HOSPITAL ADMISSIONS AREA (1ST FLOOR) - DAY

	Nicholas stands by the wall-mounted television.  Nothing but
	snow on the screen.  Nicholas flips the channel over and over
	again.  All snow.

				LUCY
		You can stop that now.

				NICHOLAS
		Maybe there's something...

				LUCY
		There can't be anyone at the TV station. 
		What do you expect?

				NICHOLAS
		They need to get a satellite dish.

	Nicholas turns the channel again.

	The TV BLACKS OUT - as do the lights.  The curtains are shut -
	the room is very dark.

				NICHOLAS
		Did I do that?

	The is a RUMBLE, then emergency lights flicker to life.



	EXT.  GRAVEYARD - DAY

	The Police Cruiser drives along the fence - as it passes each
	one, the zombies turn away from the fence to look at it.

	Colin SHOULDER-CHECKS the second zombie - she falls to the
	ground.

	Kaye stops at the trunk.  She yanks out the keys, flips
	through them, and shoves the trunk key into the lock.

	The Zombie starts to sit up.  Colin kicks her in the throat
	and follows through - pushes her back to the ground.

	Colin stands with one foot on the zombie's neck.  He aims the
	shovel blade down, lifts it into the air.

	Colin THRUSTS the blade down - it strikes the zombie's brow,
	SLICES the top of her head off, and STICKS in the dirt.

	The top of the zombie's skull falls over, lands upside-down
	on the ground.  Colin stares at it, then takes a slow step
	back from the zombie.

	Kaye rummages through the trunk.  She finds the EMERGENCY
	KIT.  She pops it open - grabs the ROAD FLARES.

	Colin stares at the lopped-off chunk of skull and brain.

	The zombie twitches, then moves - GRABS Colin's ankle.  Colin
	SCREAMS, and starts to fall.  He grabs the shovel for
	support.

				COLIN
		Son of a bitch!

	Colin TWISTS, and kicks his other foot down onto the zombie's
	neck.  A bone CRACKS.  The HAND lets go of Colin's ankle.

	Colin yanks the shovel out of the ground and CHOPS it back
	down - SPLITS the zombie's face open.

	Colin CHOPS the shovel down three more times - until the head
	is broken into pieces.

	Colin tosses the shovel aside and takes a step back - then
	falls over, eyes still on the zombie.

	Kaye runs for the fence, flares in hand.

				KAYE
		Got them!

	Kaye stops before the fence and tears the cap off a flare.

				KAYE
		Colin?

	She turns to look for him.

				KAYE
		Colin?!

	Colin sits up and leans against a headstone - he breathes
	heavily. He looks at Kay, then waves to her.

	Kaye lights the first flare.



	INT.  POLICE CRUISER - DAY

	Brandt watches the Zombies turn away from the fence.

				BRANDT
		Why are they trying to get into the
		graveyard?

	Anthony turns his head and watches the zombies.  His hand
	reaches down to his empty holster.

	A FLARE flies over the fence and lands on the hood of the
	cruiser.

	Brandt hits the brakes and rolls down the window.  He
	switches the radio to LOUDSPEAKER.

	The zombies approach the stopped Cruiser.

				BRANDT (SPEAKER)
		Who's there?

				KAYE (O.S.)
		Officer!  We're in the graveyard!  We're
		parked by the gates!

				BRANDT (SPEAKER)
		Hold on.  We'll be right there.



	INT.  HOSPITAL ADMISSIONS AREA (1ST FLOOR) - DAY

	Nicholas helps Lucy to her feet.  Randy and Catalina walk
	quickly into the room.  Randy carries a set of crutches that
	he offers to Lucy.  She takes them.

				LUCY
		Thanks.

				NICHOLAS
		What happened to the lights?

	Catalina pulls one of the curtains to the side.  A zombie
	CLAWS at the glass - fingers leave bloody streaks.

				CATALINA
		There are lights across the street.  It
		has to be inside the building.

				RANDY
		We'll check the power room.  You two stay
		here.

	Catalina and Randy move towards the hall.

				NICHOLAS
		Wait!

	They do.

				NICHOLAS
		It's too dangerous.  Electricity doesn't
		just go out in a building.  Somebody had
		to turn it off.  Or some thing.

				CATALINA
		Exactly.  At the very least, we have to
		secure the door to the basement.

				NICHOLAS
		I'm sure the Sheriff will be here any
		minute, and besides that, there's still
		doctor Johansen and God knows how many
		patients and nurses running around this
		place.

				CATALINA
		If anything happens, yell, we'll be back
		in a few seconds.



	EXT.  DRIVEWAY - DAY

	The POLICE CRUISER pulls up next to the gate.  Brandt gets
	out, his gun at the ready.

	Zombies approach - the nearest one is twenty feet away.

				BRANDT
		Does your car work?

	Kaye and Colin stand next to the Sedan.

				KAYE
		Yes.  We've even got the water.

				COLIN
		What's going on?

				BRANDT
		Your guess is as good as mine.

	Brandt walks over to the gates and takes a knife out of his
	belt.  He starts to cut the rope.

				BRANDT
		Get into your car.  Follow me.

				COLIN
		Wait - The hospital...

				BRANDT
		What about it?

				KAYE
		Our friends are in there.

				BRANDT
		They're fine.

	He's almost through the ropes.

				BRANDT
		Get in your car now.

	They open their doors.  Kaye gets into driver's seat and
	starts the car.

				COLIN
		We're going to the hospital?

				BRANDT
		Yes.  Just one stop on the way.

	Brandt SLICES the last cord and SHOVES the doors open.

				BRANDT
		Move it!

	Colin gets into the Sedan and shuts the door.  Brandt runs
	back to the Cruiser.



	INT.  HOSPITAL ATRIUM (1ST FLOOR) - DAY

	Below the staircase, in the far wall of the atrium is the
	BASEMENT DOOR.  Catalina and Randy approach it slowly.

				RANDY
		I'll take it.

				CATALINA
		You're covered.

	Catalina steps to the side and raises her shotgun.

	Randy reaches for the door handle.  He takes a breath and-

	The door FLIES OPEN!

	Catalina SHOOTS - blasts a chunk out of the wall - misses the
	Large Naked Zombie that lunges through the doorway.

	Catalina steps back and PUMPS the shotgun.  Randy frantically
	brings his shotgun to bear, but-

	The Large Zombie tackles Catalina.  They fall to the ground.

	Randy aims the shotgun at the Large Zombie's back.

				RANDY
		Get clear!

				CATALINA
		I'm trying!

	Catalina drops her shotgun and grabs the Large Zombie's
	throat, pushes its mouth away.

				RANDY
		Hold on!

	Randy flips the shotgun around and SMASHES the butt into the
	back of the Large Zombie's head.

	The Large Zombie flops down on Catalina.

	Catalina struggles with the large body.  Randy bends down and
	grabs the Large Zombie's shoulder.

				CATALINA
		Help, get this thing-  Randy!  Behind-

	Before she can finish, a THIN ZOMBIE walks out of the
	doorway.  It grabs Randy's shoulders and-

	BITES DEEP into his neck!

	Randy SCREAMS and turns - pushes the Thin Zombie off.  Blood
	SPURTS out of his neck.

	Catalina rolls, half-pushes the Large Zombie off of her.

				CATALINA
		Just hold on-

	Randy lifts his shotgun and BLASTS the Thin Zombie in the
	chest.  The Thin Zombie stumbles backwards and falls down the
	stairs, knocking over a third Zombie.

	Catalina crawls out from under the Zombie and over to Randy.

				RANDY
		Help... Get me a d-

	Randy stops breathing.  The spurts of blood from his neck
	slow.  He squeezes his eyes shut.

	Catalina grabs Randy's shotgun and walks over to the
	stairwell.

	The lights are dim in the stairwell, but there's enough light
	to reveal the shapes of 15 ZOMBIES who mill about and walk up
	the stairs.

	Catalina turns back to Randy.

				CATALINA
		There's a door in the basement!

	Catalina aims the shotgun down the stairs and FIRES.



	EXT.  HARDWARE STORE - DAY

	A Plaid-Wearing Zombie stands in front of the hardware store.

	The Police Cruiser speeds up to the store, jumps the curb,
	and SMASHES into the Zombie - who pitches into the Cruiser's
	WINDSHIELD - head goes clean through.



	INT.  CRUISER - CONTINUOUS

	Brandt looks at the Zombie - face-to-face they're only a few
	inches apart.  The Zombie's face has been SLICED APART - a
	chunk of glass is STUCK in his left eye.

	The Zombie's mouth opens - the good eye stares at Brandt.

	Brandt turns to Anthony.

				BRANDT
		Cover your ears.

	Anthony does.  Brandt opens the door, steps out of the car,
	and aims his pistol at the Zombie's face.



	EXT.  HARDWARE STORE - DAY

	The Sedan stops next to the curb behind the cruiser.

	Brandt fires three times - blows the back of the Zombie's
	head out.

	Colin and Kaye get out of the Sedan.

				KAYE
		What are we doing here?

				BRANDT
		Supplies.  Get inside.

	Kaye and Colin hurry towards the store.

	Brandt walks around the front of the car and grabs the
	Zombie's legs.  Colin nods to Anthony.

				COLIN
		What about him?

				BRANDT
		He's watching the car.
		    (to Anthony)
		Holler if there's any problems.

	Colin and Kaye rush into the Hardware Store.  Brandt pulls
	the Zombie's legs - YANKS his head out of the hole.



	INT.  HARDWARE STORE - DAY

	Colin and Kaye walk into the middle of the store.  There are
	two bodies lying in the aisles - both of them hideously
	MANGLED by gunshots.

	Brandt enters.

				BRANDT
		Grab any guns you can find.  All the ammo
		you can carry.  And axes.

				COLIN
		Axes?

				BRANDT
		Axes.



	INT.  HOSPITAL ATRIUM (1ST FLOOR) - DAY

	Catalina SHOOTS down the stairs.  A Zombie's head is BLASTED
	APART.  She pumps the shotgun - it LOCKS BACK.

				CATALINA
		There's so many...

	She reaches into her jacket pockets and pulls out a few
	shotgun shells.

	Nicholas and Lucy enter - they move faster now.  Lucy hobbles
	quickly on the crutches.

				NICHOLAS
		What happened?

	Catalina feeds a round into the chamber and the cylinder.

				CATALINA
		They got Randy.

				LUCY
		I'm sorry.

	Catalina turns her pocket inside-out.

				CATALINA
		See if he's got any shells.

	Nicholas bends down and searches Randy's pockets.

				LUCY
		How many more of them are there?

				CATALINA
		There's a door down there.  Who knows?

	Catalina unlocks the shotgun.  A zombie is about halfway up
	the steps.  She aims at it.

				LUCY
		We've got to find something to block the
		stairwell!

	Catalina SHOOTS - the Zombie's right leg EXPLODES in a red
	haze.  It falls forward onto a Zombie corpse.

				CATALINA
		Get on that.

				NICHOLAS
		Found 'em.

	Nicholas comes up with a handful of shells.  Catalina grabs
	them and loads the shotgun.

				CATALINA
		Thanks.

	Catalina pumps the shotgun and aims down the staircase.

	Lucy taps Nicholas.

				LUCY
		Let's go find something heavy.



	INT.  HARDWARE STORE - DAY

	Colin walks down an aisle.  Behind him, Kaye takes a box off
	the shelf, examines it, then throws it away.

				KAYE
		I don't know what I'm looking for!

	Brandt walks toward the back wall.

				BRANDT
		They're in the back.  Follow me.

	Colin stops at a rack.

				COLIN
		Got the axes!

	Colin grabs all five axes off the rack.  He walks down the
	aisle.

	Past the end of the aisle, a shotgun is raised by SOMEONE. 
	Colin walks closer to the end.

	Colin stops suddenly - looks at the shelves.  He picks up two
	rolls of double-sided tape.  He tries to pocket them, but
	they won't fit.  He slides them over the handle of an axe.

	Colin walks to the corner.  He starts to turn right - sees
	the shotgun - dives to the side.

	BOOM.  The shotgun BLASTS a corner off the shelf.

				KAYE
		Colin!

	Kaye and Brandt out from behind the counter - Brandt runs to
	the end of the aisles and raises his gun.

				BRANDT
		Drop it!

	Brandt is aiming his pistol at MOLLY MCGUIN (teens - work
	clothes).  She starts to pump the shotgun.

				BRANDT
		Don't.

	Brandt takes a step forward.

				BRANDT
		Lower the gun, Molly.

	Molly does - slowly.  Brandt steps over to her and takes the
	shotgun.  Brandt over his shoulder at Kaye.

				BRANDT
		What's your name?

				KAYE
		Kaye.

				BRANDT
		Kaye.  Catch.

	Brandt tosses the shotgun backwards.  Kaye drops a box of
	shells and snatches it.

	Molly stands up straight.

				BRANDT
		What the hell was that?

	Colin stands.

				COLIN
		Yeah?

				MOLLY
		I thought...

				BRANDT
		We know what you thought.  Molly. 
		Where's your father?

	Molly points down the aisle to one of the corpses.

				MOLLY
		He didn't come home last night.  I came
		here looking for him and-

				BRANDT
		Okay, sit down.  Try to stay calm.

				KAYE
		Who is she?

				BRANDT
		Daughter of the owner.
		    (to Molly)
		You're coming with us.

				MOLLY
		Okay.



	INT.  HOSPITAL ATRIUM (1ST FLOOR) - DAY

	Catalina BLASTS a Zombie in the chest - it falls backwards.

				CATALINA
		They just don't give up, do they?

	At the bottom of the stairs there is a PILE of zombies, 20
	deep - some twitch, most lie still.  Zombies CRAWL over the
	pile to get at the stairs.

	She pumps the shotgun.  Empty again.

				CATALINA
		Few more and we've got a wall.

	Catalina tosses the shotgun aside.  She draws her pistol.

	Nicholas rolls a large filing cabinet into the room.

				NICHOLAS
		Little help?

	Catalina puts her gun away and helps Nicholas push the filing
	cabinet up to the doorway.  They give it a SHOVE.

	The Cabinet tips down the staircase, unable to roll.  It
	lands on its side and slides down the staircase FAST.

	The CRAWLING ZOMBIE gets over the pile.  He looks up just as
	the cabinet SLAMS into him.

	Nicholas grabs the door.

				LUCY
		No.  Leave it open.

	Nicholas stops, looks to Catalina.

				CATALINA
		She's right.  No more surprises.

	Nicholas steps away from the door.



	EXT.  HARDWARE STORE - DAY

	Two shotguns lie on the hood of the cruiser.

	BOOM.  A zombie goes down - leg severed at the knee.

	Brandt pumps a shotgun.  He turns back to the cruiser.

				BRANDT
		I'll hold onto this one.

	Anthony is still sitting in the back seat of the Cruiser. 
	Everyone else is around the Cruiser's hood.  Brandt is a few
	feet away, shotgun at his side.  He nods to Molly.

				BRANDT
		You can handle yourself.

				MOLLY
		Yeah.

	Molly picks up one of the shotguns.

				BRANDT
		Either one of you ever fired a gun?

	Colin and Kaye shake their heads.  Brandt takes out his
	pistol and offers it to Kaye.  He demonstrates as he speaks:

				BRANDT
		It's not brain surgery.  When you're out
		of bullets, the slide will lock back. 
		Press the button, put in a new clip, then
		push this lever.  Good?

				KAYE
		I can remember that.

	Brandt gives her the gun and an extra clip.

				BRANDT
		And you...  Colin?

				COLIN
		Right.

				BRANDT
		Pick up the shotgun.

	He does.  Brand demonstrates on his own shotgun:

				BRANDT
		See the slot in the bottom?  Shells go in
		there, red part forward.  Pump it after
		you shoot.  When you're out, the chamber
		will be open - put a shell directly in,
		then hit the lever to unlock it.

	Colin looks the shotgun up and down.

				COLIN
		I'm good.

				BRANDT
		Molly, you're riding with me.  You two
		follow in your car.

	Everyone but Colin walks to a car.

				COLIN
		What, exactly, is the plan?

	Brandt opens the door, then turns to Colin.

				BRANDT
		We're going to pick everyone at the
		hospital up, and drive out of here.

				KAYE
		There's a problem with that.

				BRANDT
		What?

				KAYE
		There was a car accident.  The road's
		blocked.

				BRANDT
		Blocked?  Blocked how?

				KAYE
		Three wrecked cars.

				BRANDT
		Fuck.

				COLIN
		What's the problem?  There's two roads
		out of here, right?

				MOLLY
		There's a bridge two hours west of here. 
		It's out.

				COLIN
		Fuck.

				MOLLY
		Why don't we just ram the cars out of the
		way?

				BRANDT
		Too risky.  We'll just end up with a four
		car wreck.

				MOLLY
		So let's get a bus.  Or a truck.

				KAYE
		Or a tow truck.

	Brandt looks at her.



	INT.  HOSPITAL ATRIUM (1ST FLOOR) - DAY

	Catalina looks down the stairwell.  The CABINET shakes a
	little, but doesn't move.

				NICHOLAS
		I think we need another one.

	Catalina's radio CRACKLES.  The voice is broken up by static.

				BRANDT (RADIO)
		...a, Ran....  Are you...

	The radio HISSES.

				CATALINA
		Sheriff?  Can you read me?  Sheriff?

				BRANDT (RADIO)
		We're....s station... please.... call
		back...

				CATALINA
		Sheriff!

	Catalina looks at the radio - the antenna is bent at a
	strange angle, and the casing is cracked.

				LUCY
		What's going on?

				CATALINA
		He can't hear me.  Can you fix it?

				LUCY
		No.

				NICHOLAS
		I'm not good with machines.

				CATALINA
		Great.

	Catalina takes the radio off her belt and tosses it aside.

				CATALINA
		I've got to get to the car radio.

				NICHOLAS
		You can't.

				LUCY
		It's not safe.

				CATALINA
		Of course it isn't.  But if we don't get
		in contact with the Sheriff he's going to
		assume we're dead and leave without us. 
		Do you have a better idea?

	Nicholas looks at Lucy.

				NICHOLAS
		I'll go.

				LUCY
		That's crazy!  You can't!

				NICHOLAS
		If she goes and the zombies break in what
		will we do?  I've never fired a gun.  I'm
		fast.  Out on the street I'll be able to
		get around those things.

				LUCY
		You're not going out there.  This is
		insane.  You're not.



	EXT.  HARDWARE STORE - DAY

	A crowd of Zombies close in on the two cars.  Brandt puts
	away the radio.

				COLIN
		Why aren't they answering?

				BRANDT
		I don't know.  We'll try again when we
		get there.



	INT.  HOSPITAL BACK STAIRS - DAY

	Nicholas stands by the emergency door.

				NICHOLAS
		Why isn't this locked?

	He looks up.  Catalina looks down from the second floor
	landing.

				CATALINA
		It's solid.  It can only open outwards -
		and there's nothing out there to pull.

	Catalina looks out the window.

	Lucy stands behind Nicholas, propped up on crutches. 
	Nicholas turns to her.

				NICHOLAS
		I'll be right back.

				LUCY
		Don't leave me here.

				NICHOLAS
		Come on, if your leg was better you'd be
		demanding to come with me.

	Lucy hits his arm.

				LUCY
		Don't joke about this.

				NICHOLAS
		I'm sorry.  I know this is dangerous. 
		But there's nothing else left.

				LUCY
		I know.

				CATALINA
		It's as clear as it's going to get.

	Nicholas leans in and kisses Lucy.

				NICHOLAS
		Right back.

	Nicholas takes Catalina's pistol out of his pocket, then
	pushes through the bar on the emergency door.



	EXT.  HOSPITAL ALLEY - DAY

	Nicholas runs out into the alley.  The door SLAMS SHUT behind
	him.  Nicholas looks towards the front of the alley.

	Nicholas looks towards the front parking lot.  A horde of
	zombies mill about.  They block the alley.  Nicholas spins. 
	There a far fewer Zombies around the rear parking lot.

	He runs towards the back.  A Zombie turns, reaches out for
	him.  Nicholas ducks under the arms, slips past.



	INT.  HOSPITAL BACK STAIRS - DAY

	Catalina runs down the stairs, her shotgun in hand.

				CATALINA
		He's clear.

				LUCY
		Thank god.

				CATALINA
		Now we'll just sit tight.

	Catalina helps Lucy over to the stairs and sits her down.

	There is a distant rumble.

				LUCY
		Did you hear something?

				CATALINA
		Yes.

	Catalina walks over to the doorway.

				CATALINA
		What is that?

				LUCY
		Can the elevator run on emergency power?

				CATALINA
		I don't-  Wait here.

	Catalina walks quickly out the doorway.  Lucy gets the
	crutches under her and struggles to her feet.

				LUCY
		Wait for me!



	EXT.  HOSPITAL REAR PARKING LOT - DAY

	Nicholas runs into the rear parking lot.  There are dozens of
	zombies about - none converged in any particular place.

	Nicholas runs, weaves through the crowd, headed for the road.



	EXT.  GARAGE - DAY

	The garage has a little gas station built into it, with four
	gas pumps outside.  Zombies mill about.

	The Police Cruiser pulls up between the pumps, followed
	quickly by the Sedan, which clips a zombie, knocking it
	against a pump.

	Everyone piles out of the cars.  In addition to their
	weapons, they all carry small bags.  Colin holds the three
	axes.  Brandt opens Anthony's door.

	They run in through the front door.



	INT.  GARAGE - DAY

	The office is deserted.  Brandt holds the door open until
	everyone is inside, then shuts the door, locks it, and pulls
	an oil-covered shelf in front of it.

	Colin, Molly and Kaye put their bags onto the counter. 
	Anthony walks into the corner and sits on a chair, blank.

				COLIN
		We should make sure the doors are locked.

	Brandt picks up the axe with the rolls of tape on it.

				BRANDT
		What's with the tape?

				COLIN
		It's for the handles.  Make them easier
		to hold onto.

				BRANDT
		Get on that.

	Brandt puts his hand on Molly's shoulder.  She winces.  He
	takes it away.

				BRANDT
		You hurt?

				MOLLY
		No, not- I'm fine.

	She shakes it off.

				BRANDT
		Good.  You're coming with me.

	Brandt leads the way down the hall in the back of the office. 
	Molly follows.

	Colin opens a roll of tape and starts to wrap it around the
	hilt of an axe.



	INT.  HOSPITAL HALLWAY (1ST FLOOR) - DAY

	Catalina walks quickly down the hall.  Lucy hobbles along
	behind her.

				LUCY
		What if Nicholas comes back?

				CATALINA
		Go back and wait for him.

	Catalina approaches the corner.  She peeks around it.

	The elevator doors are open.  A DOZEN ZOMBIES stand around in
	front of it.  One sees Catalina.  Walks towards her.  Others
	follow.

	Catalina walks back towards Lucy.

				CATALINA
		Get back in the staircase.

				LUCY
		They're inside?

				CATALINA
		Get back in the staircase.

	Lucy turns as fast as she can.  Catalina stops just behind
	her and turns around, aiming her shotgun down the hall.



	EXT.  CITY STREETS - DAY

	Nicholas sprints down the street, stays well out of reach. 
	The Zombies still try to grab him though - there's quite a
	crowd gathered in his wake.

	He turns a corner - the Hospital is up ahead.  There are
	HUNDREDS of Zombies pushed against the front doors and
	windows.

	On the other side of the street is a Police Cruiser - smashed
	into a wall.

	A Zombie is pinned between the broken grill and the brick
	wall.  It flails its arms, pushes against the wall, but to no
	avail.

	Nicholas runs for the cruiser.



	INT.  HOSPITAL ADMISSIONS AREA (1ST FLOOR) - DAY

	Four Zombies shuffle into the admissions area.

	The BLOCKADE has been disturbed.  The doors are SPLINTERED
	inwards, and numerous chairs have fallen off.

	The Zombies each grab a large piece of furniture and PULL.



	INT.  HOSPITAL BACK STAIRS - DAY

	Catalina holds the door open for Lucy.  Once Lucy is inside,
	she leans out, aims her shotgun, and FIRES.

	Catalina steps inside and pumps the shotgun.  The door swings
	shut.

				CATALINA
		We've got to find somewhere to hide.

				LUCY
		No!  We have to wait for Nicholas.

				CATALINA
		We can't secure this door.  They'll break
		through.

				LUCY
		Then we'll wait until they do.

	Catalina looks at the door.

				LUCY
		Well?

				CATALINA
		Just a second.

	Catalina reaches up to the CLOSER.  She finds a SWITCH and
	turns it.  She tugs on the handle.  The door stays shut.

				CATALINA
		Okay, we'll wait.  But you get upstairs. 
		If they come through the door, I'm not
		going to carry you.

				LUCY
		Okay.



	INT.  GARAGE OFFICE - DAY

	Colin wraps the last of the tape around the third axe handle -
	it's not quite covered.  He picks up the axe and hefts it.

	Kaye walks over to Anthony.

				KAYE
		Is there anything I can do?

				ANTHONY
		You tell me.  I had to murder my wife
		today.

				KAYE
		I'm sure you didn't m-

				ANTHONY
		And my baby son.  Is there anything you
		can do?

				KAYE
		I'm sorry.

				ANTHONY
		You want to help?  Give me your gun.

	Kaye backs away from him.

				KAYE
		I'm sorry.

	Anthony closes his eyes and leans his head against the
	window.

				ANTHONY
		Thanks anyway.

	Kaye takes a candy bar from the shelf and peels off the
	wrapper.



	INT.  GARAGE HALLWAY - DAY

	Brandt walks down the hallway, shotgun raised.  Molly follows
	him, shotgun lowered.

	Brandt pushed open a door on his left.  Storage closet - No
	Zombies.  He points to a door on the right.

	Molly slowly pushes the door open.  Bathroom.  No Zombies.

	Brandt walks towards the last two doors.  He opens the one on
	the left - it leads into the Garage.  He walks through.

	Molly carefully walks down the hall and pushes open the last
	door on the right.

	Inside the small room, a man sits propped up against the wall
	- gun in his mouth, blood and brains on the wall.  His right
	arm is missing a CHUNK.

				MOLLY
		Sheriff!

	After a moment, Brandt comes back into the hallway and joins
	Molly in the doorway.

				BRANDT
		Blood's still wet.  You should have
		waited a little longer, Joe.

				MOLLY
		There's nobody here.  Can I go?

				BRANDT
		Sure.

	Molly walks down the hall.

	Brandt walks into the room and crouches beside Joe and pulls
	the gun out of his mouth.  Brandt wipes the barrel on Joe's
	shirt then pockets the gun.

	Brandt sees a KEY RING on Joe's belt.  He TEARS it off, then
	stands and leaves the room.  He closes the door behind him.



	EXT.  POLICE CRUISER - DAY

	Nicholas runs up to the Cruiser, then slows down his steps
	until he's stopped a few feet away.

	There are two Zombies next to the car, and more on the way.

	Nicholas carefully aims at the closest Zombie's head.

				NICHOLAS
		Come on...

	He squints, looks down the barrel, and FIRES THREE TIMES -
	winces at each shot.

	The Zombie falls forward - SMACKS into the pavement, still.

	Nicholas takes another step towards the Cruiser.  He raises
	the gun and aims at the Next Zombie's head.

	BANG.  Miss.

				NICHOLAS
		Damn-

	Nicholas lowers his aim.  He FIRES TWICE.  One shot SMASHES
	the Zombie's kneecap.  It takes a step - the leg FALLS APART
	as it hits the ground.  The Zombie topples.

	Nicholas leans into the Cruiser window - he spots the Radio
	on the passenger seat.  He GRABS IT and hooks it into the
	waist of his pants.

	Nicholas pulls back out of the window and looks down.  The
	Toppled Zombie crawls towards him.  Nicholas takes a step
	back and runs around the Zombie to the trunk.

	Zombies approach from all sides.

	Nicholas pulls the keys out of his pocket and fumbles through
	them.

				NICHOLAS
		Door, handcuffs...

	He finds the key and sticks it into the lock.  He turns it
	and the trunk pops open.

	It's a MESS.  Everything is strewn about - Nicholas grabs the
	a leather bag - but it's only half-full of shells.  The rest
	are scattered across the trunk.

	Nicholas straps the bag shut, then turns his resin bag inside
	out and shoves fistfulls of shells into it.  He glances over
	his shoulder - keeps one eye on the Zombies.

	The bag is stuffed.  Nicholas slams the truck shut and turns
	around - there's a Zombie FOUR FEET AWAY!

	Nicholas fumbles - pulls the gun out of his pants and BLASTS
	away - SIX fast shots into the Zombie's chest.

	The Zombie stumbles back.  Nicholas runs past it.

	Once he's halfway across the street, Nicholas looks up.  The
	front doors of the Hospital are open - Zombies pour inside.

	Eyes wide, Nicholas sprints for the Alley.



	INT.  GARAGE OFFICE - DAY

	Molly looks out the front windows.  Zombies come up the road
	from either direction.

				MOLLY
		There can't be too many people left.

				KAYE
		What are you basing that on?

				MOLLY
		They're all coming after us.

				KAYE
		Maybe everyone else is hiding.

				MOLLY
		I tried that.  It doesn't work.

	Brandt walks into the room.

				BRANDT
		The tow-truck's in the garage.  I've got
		the keys.  Let's go.

	A door CLICKS down the hall.

	Brandt raises a finger to his lips, then motions for everyone
	to back away from the hall.  They do.  Brandt steps to the
	opposite side and flattens himself against the wall.

	Brandt points to Colin, then to an Axe, then motions back to
	himself.  Colin shakes his head and points to Molly, who has
	her shotgun raised.

				BRANDT
		    (mouthing)
		No!

	He points to the axe.  From down the hall, footsteps CLOMP.

	Colin picks up the axe and throws it.  Brandt snatches it out
	of the air, then gently lays down the shotgun.

	Joe lumbers out of the hallway, a flap of skull hangs from
	his head. He turns right, and walks behind the counter
	towards Colin.  Molly's finger tightens on the trigger.

	Brandt steps up behind Joe.

				BRANDT
		Hey.

	Joe turns left - as his back is to the wall, Brandt SWINGS
	the axe - cuts through Joe's neck, then BURIES it in the
	wall.

	Joe's body falls to the ground, his neck a bloody stump.  The
	HEAD remains in the air - it sits on a makeshift shelf formed
	by the perfectly perpendicular axe blade.

	Brandt lets go of the axe handle and looks over to Colin.

				BRANDT
		Good work.

	Colin gapes for a second, then-

				COLIN
		Thanks.

	Anthony stares out the window.

				ANTHONY
		They're all coming for us.

				KAYE
		We know that.

				ANTHONY
		We can use that against them.

	Everyone looks at Anthony.



	EXT.  HOSPITAL ALLEY - DAY

	Nicholas grabs the building corner, pants.  The ZOMBIES walk
	towards him, arms raised.

	Nicholas runs down the alley and SMASHES his fist against the
	emergency door.

				NICHOLAS
		Help!  Open the door!

	He HITS the door again.

				NICHOLAS (CONT'D)
		Come on!

	Nicholas takes a step back and looks back towards the street. 
	The Zombies swarm into the alley.  Nicholas turns towards the
	rear parking lot.  MORE ZOMBIES.

	Nicholas looks up.  There is a balcony a few meters down the
	wall and five feet above his head.  Nicholas JUMPS, grabs for
	the EDGE.

	Misses.

	The ZOMBIES on either side get closer.  Nicholas looks at the
	wall.  Sheer concrete.  He spins around.  The other wall is
	BRICK.

	Nicholas shoves his pistol into the back of his pants and
	grabs the wall -  his fingertips can't get more than half an
	inch into the seam.

	He flexes his muscles, lifts himself off the ground - winces. 
	He digs his feet into the wall, searches for a purchase.  He
	can't find any.  Falls back down to the alley.

	Nicholas pries his shoes off and ATTACKS the wall.  He
	clambers up it, JAMS the sides of his feet into the crevices. 
	His skin breaks - bleeds.

	The Zombies are close.  Heads tilt back slowly - they raise
	their arms as they walk.  The EMERGENCY DOOR swings open, a
	TALL ZOMBIE walks out - there are countless others inside.

	Nicholas struggles against the wall, YANKS himself up another
	two feet.

	The Tall Zombie's hand grazes his heel.  Fingers GRASP - but
	don't catch.

	A CLIMBING ZOMBIE grabs the wall, fits her fingers into a
	crack, and flexes her arms.

	SNAP.  Her fingers break.

	The Climbing Zombie lowers her fingers to her face.  The last
	knuckles flop backward.

	Nicholas breathes quickly.  He looks down.  He's out of the
	Zombies' reach.  He looks up.  Fifteen feet to the top.

				NICHOLAS (CONT'D)
		No god-damn way.

	Nicholas looks back.  The balcony is only five feet away.  He
	lets go of the wall with one hand and STRETCHES for the
	railing - but his arms just aren't long enough.

	His foot SLIPS.  Nicholas SCREAMS and pulls his arm back,
	frantically grabs the wall.  He pulls his leg back up,
	pushing the ball his foot against the brick.

	Nicholas closes his eyes and tightens his grip on the wall. 
	He looks over his shoulder and takes a deep breath.

	Nicholas KICKS OFF the wall.  He turns as he FLIES THOUGH THE
	AIR, arms outstretched.

	He SMASHES into the balcony rail.  He wraps his arm around
	the rail.  He GASPS - can't find a breath.  The GUN falls out
	of the back of his pants.

	Nicholas is JERKED DOWN.  His grasp on the rail slips from
	SHOULDER to ELBOW.

	The TALL ZOMBIE holds Nicholas' ankle.  PULLS on it.

	Nicholas SCREAMS.

				NICHOLAS
		Let go of me you sick f-

	The Tall Zombie yanks.  Nicholas screams, tears in his eyes.

	Nicholas swings his other leg up onto the edge.  He pulls
	with his arms and pushes with his leg.

	The Tall Zombie's grip SLIPS.  His fingers DIG INTO Nicholas'
	flesh, leaving RED MARKS as they slide.

	Nicholas pulls his leg up, away from the Tall Zombie.  He
	SCREAMS and crawls onto the fire escape.  Nicholas rolls onto
	his back and cradles his foot in his hands.

	Below the grated metal of the fire escape, the Zombies push
	against each other.  Their arms raised high over their heads,
	their eyes on Nicholas' back.

				NICHOLAS
		Oh god!  Fuck!  You bastard!  I am going
		to find a gun and I'm going to blow your
		brains all over this fucking...

	His words drift away as he PANTS.



	EXT.  GARAGE - DAY

	Anthony closes a handcuff around the lever of a GAS NOZZLE -
	gasoline FLOODS OUT.  He grabs another Nozzle.

	Everyone else stands around the edge of the concrete gas
	station lot, their guns at the ready.

	There are a LOT of Zombies on the way from every side.  A
	LOT.  Hundreds.

	Brandt BLASTS one.  So does Molly.

	Kaye fires off a few rounds into the legs of a Zombie.  It
	falls forward.

	Colin aims carefully as a Zombie approaches.  He FIRES -
	blasts a piece out of the Zombie's shoulder and neck.

				ANTHONY
		Done!

	Brandt glances over.  All four pumps are OPEN - the gas forms
	a large pool around the pumps - it spreads quickly.

				BRANDT
		Inside!

	Everyone backs towards the door, walking through the pool.



	INT.  GARAGE OFFICE - DAY

	Joe's head watches the group enter, his eyes dart from side
	to side.

	Once everyone is inside, Brandt locks and blocks the door.

	Molly walks over to Joe's head.

				MOLLY
		This is disturbing.

	As Molly gets close, Joe opens his mouth - which tilts his
	head to the side and pushes it to the edge.  The head slides,
	then FALLS OFF the axe.

	Molly jumps back and aims her shotgun at Joe's head.  Brandt
	stops her.

				BRANDT
		Don't waste it.

	Joe's head lies on its right side.  The mouth opens and
	closes - it slowly scrapes around in a clockwise circle. 
	It's not going anywhere.

	Brandt kicks it into a corner, then turns to Anthony.

				BRANDT
		How much longer?

				ANTHONY
		Got to give it time.  Five minutes,
		maybe.

				BRANDT
		Okay, everyone, let's pack up and move
		into the garage.



	INT.  HOSPITAL ROOM (3RD FLOOR) - DAY

	Catalina helps Lucy sit down on a bed.  Lucy grits her teeth.

				LUCY
		You've got to- Go get him.

				CATALINA
		I can't.  I'm out of ammo and there's too
		many of them.

				LUCY
		He's alone out there.

				CATALINA
		This place is full of zombies.  I'm sure
		he didn't even come back.

				LUCY
		Oh god, please, Nick...

				NICHOLAS (DISTANT O.S.)
		Lucy!  Where are you?!

	Lucy glares at Catalina.

				LUCY
		Nick!  Up here!



	INT.  HOSPITAL HALLWAY (2ND FLOOR) - DAY

	Nicholas limps down the hallway, bag held tight to his chest.

	Zombies POUR out of the woodwork - they seem to come out of
	every doorway - turn out of every offshoot hallway - all of
	them converge on Nicholas.

	He hurries his step - just a little faster than the zombies -
	he's almost at the Main Stairwell.



	INT.  HOSPITAL MAIN STAIRCASE - DAY

	Nicholas stumbles onto the second floor landing.  He looks up
	the stairs - FIVE ZOMBIES walk towards him.  He looks down -
	FOUR ZOMBIES headed up.

				NICHOLAS
		Oh, shit.

	He turns around, his back to the railing.  The hall he came
	down is FULL of Zombies - Fifteen of them.

				CATALINA
		Nicholas!

	Nicholas spins and looks up - Catalina leans over the third
	floor railing.

				NICHOLAS
		Help!  Throw me the gun!

	Catalina looks at the gun, then down at Nicholas.

				CATALINA
		Throw me the bag!

	Nicholas lifts the bag's strap over his head and grabs it by
	the side, turns, and HURLS it through the air.

	The bag FLIES up towards Catalina.  She leans farther -
	reaches...  GRABS IT!

	Catalina lifts the bag over the railing and TEARS the flap
	open.  She grabs a box of shells and drops the bag.

				CATALINA
		The radio!

	Nicholas takes the radio off his belt, then turns - a Zombie
	is on top of him!  He PUNCHES it in the mouth.  The Zombie's
	head twists.

	Nicholas shoves the Zombie, knocks it off its feet.

	Catalina quickly loads the shotgun.

	Nicholas turns again and cocks back his arm - ready to throw.

				NICHOLAS
		Catch!

	He whips his arm forward-

	CHOMP!  A Zombie BITES DOWN on his other arm!

	Nicholas SCREAMS, and FUMBLES the throw.

	The Radio flies through the air - but falls far short.

	Nicholas turns and ELBOWS one Zombie in the temple, PUNCHES
	another in the face.

	Catalina pops up, shotgun aimed.  She BLASTS a Zombie on the
	stairs above Nicholas.

	Nicholas KICKS a Zombie - knocks it sideways.  Another Zombie
	grabs his arm.  Nicholas THROWS HIMSELF BACKWARDS against the
	railing.  He hoists himself onto it.

	A Zombie takes a BITE out of Nicholas' leg - he SCREAMS
	again, then FALLS over the railing.



	INT.  HOSPITAL ATRIUM (1ST FLOOR) - DAY

	Nicholas lands HARD on his side.  He braces an arm against
	the floor and PUSHES - lifts himself halfway to his feet.

	Then SIX ZOMBIES are upon him.  BITING - CLAWING - TEARING -
	all in clear view of Catalina, who watches from two floors
	up.



	INT.  HOSPITAL ROOM (3RD FLOOR) - DAY

	Catalina runs into the room, Shotgun in one hand, bag in the
	other.  Lucy looks at her.

				CATALINA
		We've got to go.

				LUCY
		Where's Nick?

				CATALINA
		Now.

				LUCY
		Where is he?!

				CATALINA
		Downstairs.  He didn't make it.

				LUCY
		What?

	Catalina steps over to Lucy and grabs a crutch.

				CATALINA
		We've got to go now.

	Lucy stares at the crutch.

				LUCY
		Okay.

	Her hand shakes as she reaches for it.



	INT.  GARAGE - DAY

	Everyone gathers around the TOW TRUCK as Brandt holds the
	radio up to his mouth.

				BRANDT
		If anyone can read me, respond.
		    (beat)
		Randy, Catalina-



	INT.  HOSPITAL ATRIUM (1ST FLOOR) - DAY

	A Zombie holds the radio in his hand.

				BRANDT (RADIO)
		-if you can read me, call back now. 
		We're ready to get out of here.



	INT.  GARAGE - DAY

	Brandt's radio crackles to life.  Everyone perks up.  There
	is a SCRAPING sound, followed by a CRUNCH - and then nothing
	but static.

	Brandt drops the radio on a workbench.

				BRANDT
		That's it.  We're leaving.  Get
		everything together.

	Kaye pockets her gun and picks up a large bag.  Molly slings
	her gun over her shoulder and does the same.  Anthony climbs
	onto the back of the truck.

				COLIN
		No.  We can't leave yet.

				KAYE
		Why not?

				COLIN
		Because they could still be alive in
		there.

	Kaye steps over to him.

				KAYE
		I don't want to believe it either, but
		there's nothing we can do.

				COLIN
		We can check.  Maybe their radios aren't
		working, maybe they-

	Brandt SLAMS his fist down on the workbench, then turns to
	Colin.

				BRANDT
		You think I'm not praying there's someone
		else left alive?  This is my town that's
		dying, and there's nothing I can do about
		it.  Those were my deputies in there!  If
		there was any chance, I'd take it.  There
		isn't.  All I can do now is make sure
		that we make it out of here alive.

				COLIN
		We have to try.

				ANTHONY
		No, we don't.  You lost your friends-

				COLIN
		My sister.

				ANTHONY
		Your sister.  I lost everything!

	Anthony climbs down off the Tow Truck.

				ANTHONY
		We've all lost everything!

	Brandt steps between them.  Colin steps back.

				ANTHONY
		We're not going to die for you!

				COLIN
		Fine, I'll go myself.  Give me some ammo
		and drop me off out front.

	Brandt sits down at the counter.  He puts down a box of
	shotgun shells and opens a toolbox.

				BRANDT
		You're not getting any of our ammo.

				COLIN
		Your ammo?  Fuck you.

				BRANDT
		Fuck me?  We don't have much ammo left,
		and we don't know what's out waiting for
		us at that roadblock.  You can fill your
		gun.  That's it.  You want to go alone? 
		Go alone.

	Colin turns to Kaye.

				COLIN
		Please, Kaye, help me.  You've got to
		understand.

	Kaye stares at him, then tightens her grip on her bag.

				KAYE
		No, Colin.  I can't.  It's crazy.  Please
		don't do it.

	Colin closes his eyes and rubs them.

				COLIN
		Okay.  Okay, I can handle this.

	He turns to Molly.

				COLIN
		How about you?  Where do you stand?

	Molly takes a step towards Colin and reaches into her pocket. 
	She takes out a set of KEYS and offers them to him.

				MOLLY
		It's parked behind the Hardware store.

	Colin takes the keys.

				COLIN
		Thank you.

				MOLLY
		Just be careful.

	Colin turns back to Brandt.

				COLIN
		I'll do this alone.  But I won't let you
		kill me.  I want that ammo.

				ANTHONY
		Or what?  Are you going to shoot someone?

	Brandt stands up, a box of Shells in his hands.  He walks
	over to Colin.

				ANTHONY
		Sheriff - you can't.

				BRANDT
		I don't want you to have any illusions. 
		Take these, and go.  But don't think that
		you're accomplishing anything.  It's not
		heroic, or noble, or even useful.  It
		will be meaningless.  Don't do it.  Don't
		kill yourself.  Come with us.

	Colin grabs the box of Shells and shoves it into his pocket.

				COLIN
		I won't let you talk me out of this.

				BRANDT
		Then you'll die.

	Brandt picks up a full bottle and stuffs a damp rag into it.

				KAYE
		Colin-

	Colin turns to her.

				COLIN
		Will you come with me?

				KAYE
		No.  I love you.

				COLIN
		I love you too.



	INT.  HOSPITAL HALLWAY (3RD FLOOR) - DAY

	Catalina is in front of the elevator.  Lucy leans against the
	wall behind her.  The 'DOWN' arrow on the elevator is lit.

				CATALINA
		Get ready.

	The elevator DINGS.  The doors slide open - two Zombies
	inside.

	Catalina raises her shotgun and FIRES.



	INT.  HOSPITAL ELEVATOR - DAY

	The doors slide shut.  Black blood is spattered on the floor
	and walls.  Catalina and Lucy stand in the corners.  The '1'
	button is lit.

	Catalina aims the shotgun at the doors.  The elevator
	descends.

	The floor indicator reads '3'

	'2'

	'1' - Catalina HITS the EMERGENCY STOP button.  The elevator
	shakes to a halt.

				LUCY
		And now we wait.

	Lucy lowers herself into a seated position.



	EXT.  GARAGE - DAY

	Zombies surround the garage.  They POUND on the windows and
	the garage door.  They're all inside a wide pool of gasoline.

	The garage door EXPLODES from inside as the Tow Truck SMASHES
	through it.  Zombies are TOSSED ASIDE and CRUSHED under the
	wheels.

	Brandt drives, Kaye sits in the middle, Molly on the outside -
	her shotgun out the window.  Colin and Anthony stand on the
	back and hang on tight.

	Anthony lifts up the BOTTLE - the rage is on fire - a MOLOTOV
	COCKTAIL.

	The Tow Truck speeds towards the street.  Zombies claw at the
	sides.  One falls to the ground - grabs the back bumper.

	Anthony THROWS the bottle.  It flies through the air, until
	it's CAUGHT by a Zombie.  The Zombie lowers the bottle to his
	face and looks at it.

	Anthony reaches over to Colin.

				ANTHONY
		Give me that!

	Colin hands him the shotgun.  Anthony raises it to his
	shoulder and aims...  He FIRES.

	The Bottle EXPLODES!   The FIREBALL reaches down to the GAS- 

	BOOM.  The gas station GOES UP.  The explosion ENGULFS all
	the Zombies within twenty feet of the gas station.

	The Tow Truck SHAKES - Colin and Anthony are nearly shaken
	loose - but manage to hold on.  The DRAGGING  ZOMBIE is
	thrown off.



	EXT.  CITY STREETS - DAY

	The Tow Truck speeds down the street.  Colin takes the
	shotgun back from Anthony.

	Colin looks to the left as they pass the Hospital.  Zombies
	are scattered throughout the parking lot.  The front doors
	are OPEN WIDE.



	EXT.  BEHIND THE HARDWARE STORE - DAY

	The Tow Truck slows down as it passes a small HATCHBACK. 
	Colin jumps off.

	The Truck accelerates away.  Colin looks at the back.  Kaye
	stares at him through the back window.

	Colin runs over to the Hatchback.  A Zombie stands next to
	the hood.  It turns its head to look at Colin.  Its lower jaw
	is GONE - nothing but hanging flesh.

	Colin opens the car door and slides in.  NoJaw walks slowly
	around the front of the car.

	Colin slams the door shut and starts the car.  NoJaw
	approaches the window.  Colin puts the car in gear.

	He hits the gas.  The car JUMPS FORWARD.  The driver's mirror
	CLIPS NoJaw.  Spins the Zombie around and tears the mirror
	off.



	EXT.  ROAD INTO TOWN - DAY

	A shotgun BLAST to the stomach knocks a Zombie off its feet. 
	The Tow Truck drives past.

	It reaches the roadblock and pulls a slow 3-point turn,
	finally it stops backed up to the front of the second Van.

	Brandt, Molly, and Kaye get out of the cab, Anthony hops off
	the back.  They stand behind the Truck, look back toward the
	city.

	There are Fifty zombies just down the road, with more on the
	way.

	Brandt takes his shotgun out of the cab and hands it to
	Anthony.

				BRANDT
		This is going to take a while.  These
		things are hard to kill - putting them
		down is just as good.  If you're not sure
		you can get the headshot, don't waste it -
		go for the legs.

	Brandt reaches into the cab and pulls out the AXES.  He
	tosses them to the ground.

				BRANDT
		Just in case.

	Brandt runs to the back of the Tow Truck.  Molly hands a
	satchel to Kaye.

	They line up along the road.  Molly on one side, Anthony on
	the other, Kaye in the middle holding the ammo.



	EXT.  HOSPITAL - DAY

	The Hatchback speeds into the parking lot, turns quickly, and
	SCREECHES to a halt next to the front door.

	Colin opens the door and gets out.  There's a Zombie a few
	feet away.  Colin pulls the shotgun out of the car and WEDGES
	IT under the Zombie's chin.

	Colin PULLS THE TRIGGER.



	INT.  HOSPITAL ADMISSIONS AREA (1ST FLOOR) - DAY

	A shotgun blast ECHOES down the hall.

	Colin runs into the room, shotgun raised.

				COLIN
		Lucy!  Nicholas!

	To his left is a Steve.  To his right, Randy.  Down the hall
	straight ahead is a PATIENT ZOMBIE, behind it, a LUCKY
	ZOMBIE.

	Colin turns right and aims the shotgun at Randy.

	He shoots.

	Randy's head explodes.  The body sways, then falls.

	Colin spins around - Steve is only a few feet away.

	Colin pumps the shotgun.

	Steve swipes his arms at Colin, stumbling close.

	Colin raises the shotgun, Steve's arms swing under it.  He
	lowers the shotgun suddenly-

	The barrel is even with Steve's right eye - two inches away.

	BOOM.

	The left side of the Steve's head is torn away.  He falls to
	the right.



	INT.  HOSPITAL HALLWAY (1ST FLOOR) - DAY

	Colin runs down the hallway.  He pumps the shotgun.

				COLIN
		Lucy!  Nicholas!

	The Patient Zombie lumbers forward, eyes on Colin.

	Colin raises the shotgun and fires.

	The Patient Zombie's face EXPLODES - bones, skin and brain
	matter slosh out - leaving a bloody shell of a skull.

	The Patient Zombie continues forward.

	Colin sidesteps.

	The Patient Zombie walks past him, arms at its sides.

	Colin walks down the hall as the Patient Zombie collapses to
	the floor.

	The Lucky Zombie approaches, arms half-raised, ready to grab.			    

	Colin aims carefully, right between Lucky's eyes.

	He pumps the shotgun-

	and the slide locks back.  Empty.

	Lucky grabs at the barrel.  Pulls Colin forward.

	Colin changes his grip on the shotgun and yanks it away from
	Lucky.  He slams the butt into Lucky's temple.

	Lucky stumbles sideways and falls against a wall.

	Colin runs past him - straight for the Atrium.

	Halfway there he gets a look up the staircase.

	Three ZOMBIES slowly walk down it.

	Colin stops and leans against a wall.  He reaches into his
	jacket and takes out the box of shells.  He flips it open-

				COLIN
		That son of a bitch.

	The box is filled with SOCKET HEADS.

	Colin looks to his right.  Lucky is a few meters away,
	stumbling towards him.

	Five more ZOMBIES have walked into the admitting room.

	NICHOLAS walks out of a doorway to Colin's left - pale, his
	clothes bloody.

	Colin is startled.  He drops the box and takes a step
	backwards, half-raising the shotgun.

	The SOCKET HEADS scatter across the hall.

				COLIN (CONT'D)
		Nicholas?

	Nicholas takes another step forward.

				COLIN (CONT'D)
		Nicholas, say something.

	Nicholas turns to face Colin.  The left side of his face is
	RAGGED and TORN.

	Colin takes another step back, raising the gun like a club. 
	He glances over his shoulder.  Lucky is getting close.

	Nicholas takes another step forward.

	His foot lands on a SOCKET HEAD.

	Nicholas slips and falls backwards.  The back of his head
	SMACKS against the floor.  Two shells spill out of his bag.

	Colin pounces on Nicholas, kneels over his chest.

	Nicholas grabs at Colin.

	Colin smashes the shotgun against Nicholas' forehead.  Again.

	Colin raises the shotgun high over his head.  He looks down.

				COLIN
		Sorry.

	Colin SMASHES the shotgun down, CRUSHES Nicholas' skull.

	Colin grabs Nicholas' bag - TEARS it off his belt.

	He stands up and moves forward.  Trips over Nicholas.

	Colin falls, landing on his side.

	Lucky is a few feet away.

	Colin rolls onto his back and pulls a shell out of the bag.

	Lucky's mouth opens wide.  He reaches down towards Colin.

	Colin scoots backwards.  He slides the shell into the chamber
	and unlocks the shotgun.

	Colin's legs flail - kick Lucky's ankle.  Lucky falls
	forward, mouth open, arms outstretched.

	Colin raises the shotgun.  The butt hits the ground, he can't
	bring it to bear-

	Lucky's mouth falls onto the barrel of the shotgun.  His head
	wrenches backward, the neck CRACKS at a bad angle.

	Lucky looks down as far as he can, tries to see Colin.  His
	arms pull at Colin's jacket.

	Colin pulls the trigger.

	The back of Lucky's head is BLOWN OFF.  His arms fall limp.

	Lucky's head slides down the shotgun, the barrel protruding
	from the back.  His teeth catch on the pump and he stops.



	INT.  HOSPITAL ELEVATOR - DAY

	Lucy struggles to her feet.  Catalina moves to help her.

				LUCY
		That's them!  They're here!

	Lucy reaches for the EMERGENCY STOP button.

				CATALINA
		Wait!  Just wait a second.

	Lucy looks at her.

				LUCY
		No.

	Lucy presses the button.  The elevator SHAKES, then descends. 
	Catalina pushes Lucy back against the wall.

				CATALINA
		Okay, stay back.

	The doors slide open - ZOMBIES - walking away.

				LUCY
		Huh?

	Lucy cranes her neck, tries to see around the four Zombies.



	INT.  HOSPITAL ATRIUM (1ST FLOOR) - DAY

	Colin walks quickly into the Atrium.  He slides shells into
	the shotgun, then looks around.

	Many Zombies on the stairs - blood and shell casings by the
	door.  Five Zombies down the hall to his left.

	Colin raises his shotgun and aims.

	BOOM.  A Zombie FALLS FORWARD - its back TORN APART.

	Colin looks at his shotgun, then past the Zombies.  He spots
	the open elevator.

				COLIN
		Lucy!

				LUCY
		Colin!  Help!

	Colin raises his shotgun and BLASTS a Zombie's shoulder APART
	- it spins and falls to the ground.



	EXT.  ROAD INTO TOWN - DAY

	Brandt works furiously.  He slides the metal frame under the
	two front wheels.

	Molly and Anthony BLAST AWAY at the horde of approaching
	Zombies.  Zombies fall with each shot, but it doesn't stem
	the tide.

	The Zombies are getting closer.

	Molly's gun runs out of ammo.

				MOLLY
		I need more!

	Kaye digs into the satchel - there's an empty satchel on the
	ground behind her, as well as dozens of cardboard boxes.  She
	pulls out a fresh box.

				KAYE
		Running low.



	INT.  HOSPITAL HALLWAY (1ST FLOOR) - DAY

	Lucy hobbles her way down the hall.  Catalina and Colin are
	on either side of her, shotguns ready.  They move slowly
	towards the Admissions area.

	Zombie corpses are scattered across the hallway, both in
	front and behind of them.  A Zombie walks into the hallway
	from the Admissions area.

	Colin FIRES - the shot hits its neck and face.  The Zombie
	takes a step backward, then falls over.

	Catalina SPINS - BLASTS a Zombie in the chest.

	Colin pumps the shotgun, then feeds two shells into the
	cylinder.

				LUCY
		Where's Kaye?

				COLIN
		She's safe.  I'll tell you about it when
		we are.



	EXT.  ROAD INTO TOWN - DAY

	Brandt FASTENS the chain to the metal frame, then runs over
	to the Truck and starts the winch.

	The metal CREAKS.  The chain PROTESTS - then LIFTS the front
	of the Van high into the air.

				BRANDT
		Ready to go!

				KAYE
		Great timing.

	Kaye tosses the satchel aside, the last few shells in her
	hands.  She stoops down and picks up an axe.

				BRANDT
		I'm going to move it - get clear.

	Brandt climbs into the Cab and puts the Truck in gear.  The
	Truck turns sharply right and moves forward until it's on the
	shoulder.

	Anthony's gun runs out of ammo.  He tosses it aside and picks
	up an axe.  The line of Zombies is about ten meters away.

	Molly fires her last round into a Zombie's FACE - pellets fly
	out the back of its head.  It collapses.  She pulls the
	trigger over and over again.

	Brandt spins the wheel left - the Truck drives across the
	road, turning hard.

	Kaye and Anthony step forward as a few Zombies approach. 
	They raise their axes.

	BLADES FLASH - A shoulder is sliced off.

	- An axe is buried in a chest, then a foot kicks the body off
	of it.

	- An ARM is lopped off.

	- A HEAD is cleaved down the middle.

	Kaye stumbles back, blood all over her axe.  She notices
	Molly.

				KAYE
		Molly!

	Kaye takes a step towards Molly, then hops back - dodges the
	rear of the van.

				MOLLY
		What?

	Molly looks around.  She throws the shotgun aside like it's
	on fire.

	The Truck horn HONKS.

	Molly backs up and turns - reaches for the back doors of the
	van.

	Kaye runs around the side.

				KAYE
		Come on!

	Anthony SWINGS his axe - Cuts a Zombie's HEAD off.

	The back doors of the van FLY OPEN - Two Zombies FALL OUT -
	knock Molly over.

	Anthony turns around.

				ANTHONY
		Molly!

	He takes two steps towards Molly - The two Zombies are on the
	ground, covering her.  Anthony brings the axe down - it CUTS
	into the base of A Zombie's neck.

	The Zombie goes limp.  Anthony KICKS it off of Molly.  He
	Swings the axe into the second Zombie's NECK.  The SWIPE cuts
	halfway through - the neck flops sideways.

	Anthony KICKS the second Zombie down.  Molly GASPS and FLAILS
	- her throat is GONE.  Anthony stands transfixed.

	Kaye reaches the Cab door -  opens it, then looks back. 
	Nothing but Zombies in sight.

				KAYE
		Anthony?!  Molly?!

	Brandt checks the driver's mirror then leans towards her.

				BRANDT
		Get in!

	Kaye steps up, then hesitates.  Anthony SCREAMS.  Kaye gets
	in and slams the door.

	Anthony stumbles forward, nearly trips over Molly's body.  He
	grabs for the back of the Van - but it JERKS forward, just
	out of his grasp.

	Anthony has a large BITE out of his back.  The Tow Truck and
	Van accelerate away.  Anthony SCREAMS, then SPINS, axe
	raised.

	The Axe CHOPS through a Zombie's head just below the nose -
	the top half of the head FLIES off.

	Anthony swings the axe over and over, SCREAMING as the
	Zombies PILE ONTO him.  Eventually, he's knocked to the
	ground - CRUSHED by the Zombies.

	A Zombie's mouth lowers to the back of Anthony's neck. 
	Anthony looks up - watches the tow truck SPEED into the
	distance before he SCREAMS one last time.



	EXT.  CITY STREETS - DAY

	The Hatchback slows to a stop near the road into town. 
	Zombies crowd the road for a few hundred meters.



	INT.  HATCHBACK  - DAY

	Colin drives.  Catalina is in the passenger seat, Lucy in the
	back, her leg stretched out.

				COLIN
		We can make it.

				CATALINA
		No way.  I hit a deer once.  Wrecked the
		axle, tore the engine up.

				COLIN
		Those aren't deers.

				CATALINA
		And this isn't a pickup.

				LUCY
		So what are we supposed to do?  Is there
		a bank vault around here we can hide in?

				CATALINA
		Turn the car around.  We'll go west.

				COLIN
		There's a bridge out.

				CATALINA
		Most of the way there.  We'll cross it on
		foot if we have to.

				LUCY
		I can't cross a river.

				CATALINA
		This time of the year it's just mud and
		rocks.

				COLIN
		I'll carry you.

	Colin spins the wheel to the right and hits the gas.



	EXT.  ROAD OUT OF TOWN - DAY

	The Hatchback ZIPS down the road toward.  In the distance
	behind it, a CROWD of Zombies gathers on the highway.



	INT.  HATCHBACK - DAY

	Colin grips the wheel.  His knuckles are white.  Straight
	ahead, a dozen Zombies are spread across the road, widely
	spaced.

				COLIN
		What now?

				LUCY
		Go for it.

				CATALINA
		Oh, I hope you're good.



	EXT.  ROAD OUT OF TOWN - DAY

	The Hatchback SWERVES around the first Zombie, then WEAVES
	between two others.

	The car slaloms between the Zombies, CLIPS a few, but doesn't
	run any over.

	The Hatchback reaches the last bunch of Zombies, it SWERVES
	to the side, EDGES the roadside ditch, then TURNS HARD back
	onto the road.

	The Hatchback straightens out, leaving the Zombies in the
	dust.

	The front right tire EXPLODES.



	INT.  HATCHBACK - DAY

	Everyone is THROWN forward as the Hatchback SLAMS into the
	ditch.



	EXT.  ROAD OUT OF TOWN - DAY

	Catalina crawls out of a window, shotgun in hand.  She LIMPS
	onto the road, then aims her shotgun.

	She FIRES EIGHT FAST SHOTS.

	Catalina lets the shotgun swing loose at her side.  Smoke
	curls out of the locked-open chamber.



	INT.  HATCHBACK - DAY

	Colin's head lies on the steering wheel.  Blood trickles from
	a cut on his head.  Lucy WHINES softly - her palms pressed
	into her eyes, her teeth clenched shut.

	One CRUTCH is broken in two - Lucy's arm is freshly cut.

	Catalina leans in the window and pushes Colin's head.  He
	begins to stir.

				CATALINA
		Wake up.  They're coming.



	EXT.  ROAD OUT OF TOWN - AFTERNOON

	Catalina walks down the middle of the road.  In one hand, she
	carries a bottle of water, in the other, a first-aid kit. 
	Her shotgun is strapped to her back.

	Just behind her Colin and Lucy hobble along.  Lucy uses one
	crutch and leans on Colin.  Colin has a bottle of water as
	well, and his shotgun is strapped across his chest.

	Far behind, there is a shadow on the pavement - a huge number
	of Zombies moving up the road.

				COLIN
		About Nick...

				LUCY
		I know.

				COLIN
		I'm sorry.

				LUCY
		I- I think I'm still in shock.

				COLIN
		A couple of hours ago I chopped a woman's
		head apart with a spade.  I think we're
		somewhere past shock.  I think we're in a
		place that makes shock look like a
		fucking-

				CATALINA
		House!

				LUCY
		House?

				CATALINA
		Up there!

	She points - far ahead on the right side of the road a house
	is just barely visible.

				CATALINA
		I'll go ahead.

				COLIN
		Okay.

	Catalina LIMPS faster, slowly putting some distance between
	them.



	EXT.  FARM HOUSE DRIVEWAY - AFTERNOON

	There are BODIES strewn across the lawn - most gathered
	around the front porch.  All have badly damaged heads.  A car
	sits in the driveway - front and back windows broken.

	Colin and Lucy are at the end of the driveway.  Catalina
	stands on the porch.  She speaks to the door, but is too far
	away to hear.

	Lucy stops and watches Catalina.

				COLIN
		What is it?

				LUCY
		There's something going on with her.

				COLIN
		What do you mean?  Is she...

				LUCY
		I think... You should go see what she's
		saying.

				COLIN
		Are you okay here alone?

				LUCY
		I'll be fine.

	Colin puts down the two water bottles and first aid kit.



	EXT.  FARM HOUSE - AFTERNOON

	Colin jogs down the driveway.  He passes a few corpses - one
	of them is Carol - with a horrible GASH in the back of her
	head.

				CATALINA
		This is an order!  Open the door!

	Catalina SMACKS her fist against the door.  Colin runs onto
	the porch.

				COLIN
		What's going on?

				VOICE (O.S.)
		Get out of here!

				CATALINA
		They won't open the door.
		    (to door)
		It's not safe for you here!  Come out!

				COLIN
		Please.  My sister has a broken leg, we
		need you help.

				VOICE (O.S.)
		I'm not going to warn you again!  Go
		away!

				COLIN
		Warn?  What are you talking about?

				CATALINA
		Listen to me.  There are hundreds of them
		on the way.  If you don't get out of here
		you'll be overrun!

				COLIN
		She's right.  Please, we need your help.

	Catalina looks over to Colin.

				CATALINA
		They're not listening.

	She KICKS the door just above the KNOB.  It shakes, but
	doesn't break.

				CATALINA
		I said, open this-

	BOOM!  A hole explodes in the door.  Colin's arm FLASHES RED -
	so does Catalina's CHEST.

	Colin spins sideways - presses his back against the wall next
	to the door.  Catalina stumbles backwards.

	Another shot BLASTS through the door.  Knocks Catalina off
	her feet - she flies off the porch, lands on the driveway.

	Colin unslings his shotgun and steps in front of the door. 
	He aims at the door and FIRES.  A section of the door
	SPLINTERS in.  Someone inside SCREAMS.

	Colin leaps down the steps then turn and fires two more shots
	through the door.  He pumps the shotgun and crouches. 
	Watches the door.

	Another voice SCREAMS inside.  Colin grabs the back of
	Catalina's collar and DRAGS her up the driveway.

	Inside the house, SOMEONE pushes open a curtain and looks
	outside.



	EXT.  FARM HOUSE DRIVEWAY - AFTERNOON

	Lucy is lying on the highway, her head covered.  Colin drags
	Catalina onto the blacktop.

				LUCY
		What's happening?!

				COLIN
		They started shooting!

	Lucy lifts herself up and looks at Catalina.

				LUCY
		Oh my god.

				COLIN
		We have to help her.

	Colin opens the first aid kit.  He finds some bandages and
	crouches over Catalina.

				LUCY
		Colin.  Stop.

				COLIN
		But I-

				LUCY
		She's not breathing.  Even if she was,
		there's nothing we could do.

	Colin grabs Catalina's wrist and looks for a pulse.  He drops
	it and sits down, eyes glazed.

				LUCY
		Take off your jacket.



	EXT.  FOREST HIGHWAY - EVENING

	Colin and Lucy hobble down the road.  Lucy wears Colin's
	jacket.  Colin's left arm is heavily and crudely bandaged.

	The Zombies are much closer.  A little under a kilometer
	back, and gaining.

				LUCY
		Wait.

				COLIN
		Do you need a minute?

				LUCY
		I can't do this any more.  It's like my
		leg is on fire.  I think I've screwed up
		the cast.

				COLIN
		We can't stay here.

				LUCY
		I know that.

				COLIN
		Just give me a second.  I'll think of
		something.



	EXT.  FOREST HIGHWAY - EVENING

	Lucy bounces down the highway, piggybacking on Colin.  She
	holds the water and the crutch.

	The Zombies are only a few hundred meters back.

				LUCY
		Put me down.

	Colin stops.

				COLIN
		Can you walk again?

	Colin lowers her to the ground.

				LUCY
		No.  It doesn't matter.  I can't move
		fast enough.  If you don't go they'll
		catch us.

				COLIN
		I'm not just going to leave you here.

				LUCY
		I didn't think you were going to.



	INT.  FOREST - EVENING

	Colin supports Lucy on his shoulders as she climbs onto a
	thick branch.  She turns and lies down on it.  Colin tosses
	up a bottle of water.  She catches it.

				LUCY
		Can you reach me?

	Colin swings his arms.

				LUCY
		I can't even see the road from here.

				COLIN
		I'll get to the city, I'll get some help,
		and I'll be right back.

				LUCY
		Hurry.

				COLIN
		I will.

	Colin smiles at Lucy, then walks away from the tree.

				LUCY
		Wait!

	Colin rushes back to the tree.

				COLIN
		What?

				LUCY
		How are you going to know where I am?

	Colin looks around he spots a small rotted LOG.  He bends
	down and picks it up.

				COLIN
		I'll put this by the side of the road.

				LUCY
		Okay.  Are you sure you'll recognize it?

				COLIN
		Trust me.



	EXT.  FOREST HIGHWAY - EVENING

	Colin runs out onto the highway.  He drops the log on the
	shoulder.

	The Zombies are only a fifty meters back.  Colin stares at
	the SHEER NUMBER of them.  He lifts his shotgun and FIRES.

	A Zombie's thigh is TORN.  Blood SPLATTERS, and he falls to
	the ground.

	Colin turns and SPRINTS in the other direction.



	EXT.  FOREST HIGHWAY - NIGHT

	Colin jogs slowly.  He's sweating profusely.

	Panting, he slows to a walk and takes a long drink from his
	water bottle.  He looks over his shoulder.

	The Zombies are nearly a kilometer back.

	Colin walks at a measured pace.



	EXT.  FOREST HIGHWAY - DAWN

	Colin walks quickly.  The Zombies are even farther back.  He
	yawns and stretches his arms.  Picks up his pace.



	EXT.  FOREST HIGHWAY - DAY

	Colin walks a little slower.  The Zombies are just a shadow
	in the distance behind him.

	His shoulders droop.  His stare is fixed forward.  His right
	hand is on the strap of his shotgun.



	EXT.  FOREST HIGHWAY - NIGHT

	Colin walks slowly.  Every third or fourth step is awkward -
	he's constantly correcting himself.  There are heavy bags
	under his eyes - stubble on his chin and neck.

	The Darkness is complete - no Zombies in sight.



	EXT.  FOREST HIGHWAY - SUNSET

	Colin's knees wobble.  He's stooped over, looking at the
	ground.  He looks worse - his face is lightly sunburned and
	his hair is greasy.

	The Zombies are only a hundred meters back.

	Colin stakes another step, his foot lands on-

	NOTHING.

	Colin falls out of sight into the RIVER.

	The bridge wasn't really a bridge at all - just a HUGE steel
	drainage pipe with dirt and pavement piled on top of it. 
	It's missing the middle.

	Colin SPLASHES onto the metal BOTTOM of the pipe on his back. 
	His head is under the water.

	Bubbles flow out of his mouth as he stares straight up.

	The bubbles stop...

	Colin blinks, then SITS UP - coughing water out of his lungs. 
	He slowly looks around, then up.

	Colin shakes his head - throws off some of the water.  He
	opens his water bottle and puts it in the river.

	He lets it fill, then slowly stands.  He walks up the slope
	next to the bridge.



	EXT.  BRIDGE OUT - NIGHT

	A near constant SPLASHING sound is coming from somewhere. 
	Faint wet footsteps lead the way to Colin, who's nearly a
	kilometer away.

	A Zombie crawls to the top of the slope next to the bridge. 
	She stands slowly and looks after Colin.  Behind her, the
	river is PACKED with Zombies.

	The Zombies aren't near finished, either - the entire horde
	marches forward - heedless.  They fall down the gap and roll
	down the slopes, all SPLASHING into the river.



	EXT.  FOREST HIGHWAY - DAY

	The events of the prologue replay themselves.

	FAST.



	EXT.  NEXTONVILLE - DAY

	The Zombies fill the street, only fifty feet behind Colin.

	Colin stumbles down the street.  He passes small buildings. 
	Doesn't look at them.  He opens his mouth to speak - Nothing
	comes out.  He stops in the middle of a crossroad.

	Colin raises the shotgun into the air.  He pulls the trigger.

	BANG - the shot ECHOES through the empty streets.  Colin
	looks around.  He takes a deep breath.

				COLIN
		HELP!

	Everything is SILENT - except for Colin's BREATHS.

	And then a FOOTSTEP.

	Colin looks left.  A ZOMBIE steps out of an alleyway.

	Colin mumbles something, then looks around.  He sees a
	convenience store on the corner to his right.  He lopes over
	to it.

	Colin stops in front of the glass door - a DARK SHAPE steps
	in front of it.  Colin raises the shotgun to head level.

	A PALE FACE pushes against the glass - its mouth open wide.

	Colin FIRES.  The glass door SHATTERS - the Zombie's HEAD
	disappears in a pink and black CLOUD.  Colin steps through
	the broken door.



	INT.  CONVENIENCE STORE - DAY

	Colin walks into the store.  He grabs a bag off the counter
	and fills it with candy and chips.  He glances down an aisle. 
	A Zombie is walking towards him.

	Colin raises his shotgun and FIRES.



	INT.  CONVENIENCE STORE BACK ROOM - DAY

	Colin walks in and locks the door behind him.  He looks
	around.  There's a BACK DOOR.  Colin steps towards it.  It
	SHAKES as something SLAMS into it.

	Colin looks harder.  On the far wall a LADDER is set into the
	wall.  He follows it up to a HATCH on the ceiling.

	Colin slings the shotgun over his shoulder and hobbles over
	to the ladder.

	A BODY behind some boxes sits up - there's a GAPING HOLE in
	its chest.

	Colin climbs the rungs.  There is a SCUFFLE behind him.  He
	looks down - the Zombie reaches for his ankle.  Colin lifts
	it JUST in time.

	Colin climbs faster - it's not easy with a full bag over his
	right arm.  He reaches the top.

	The Zombie grabs one rung and lifts its foot onto another.

	Colin reaches for the LATCH - it's STIFF.

	The Zombie grabs at Colin's heel.

	Colin SMASHES his foot down onto the Zombie's FINGERS - they
	CRACK.

	Colin TWISTS the latch - opens it.  He SHOVES the hatch,
	flips it open.



	EXT.  ROOFTOP - DAY

	Colin throws his bag onto the roof.  He CRAWLS out after it -
	lies on the ground for a minute.

	The Zombie climbs the ladder.

	Colin crawls into a crouch and walks over to the hatch.

	The Zombie climbs to the top of the ladder - its HEAD pokes
	out of the hole.

	Colin lifts the hatch and SLAMS it down on the Zombie's neck. 
	The Zombie's head twists to the side - it's trapped.

	Colin walks over to the hatch, lifts his foot, then STOMPS
	with all his might on it.  The hatch closes - SEVERS the
	Zombie's neck.



	INT.  CONVENIENCE STORE BACK ROOM  - DAY

	The Zombie's headless corpse falls to the ground.



	EXT.  ROOFTOP - DAY

	Colin slowly sits down next to the severed head.  He reaches
	over slowly, then GRABS it by the hair and lifts it into the
	air - holds it up to his face.  The Zombie opens its mouth.

				COLIN
		You won't beat me.

	The Zombie SNAPS its jaw shut.  Colin starts to say
	something, then stops.  He tosses the HEAD off the roof.

	Colin slides the shotgun under the hatch's handle and a pipe
	on the roof.  He wobbles, then falls over.



	EXT.  NEXTONVILLE - DAY

	The HEAD hits the ground, bounces, rolls a little, then
	stops, lying on its side.

	A set of feet walk past the Head.  Then others.  Feet soon
	crowd around it.

	The sky clouds over.  A raindrop lands on the Head.



	EXT.  ROOFTOP - DAY

	Colin sleeps peacefully on his back as rain POURS on him.



	EXT.  NEXTONVILLE - DAY

	Rain pours on the THOUSANDS of Zombies that fill the streets -
	packed in like SARDINES.

	THE END


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