CUT TO: INT-INSIDE A SHUTTLECRAFT, ABOARD THE USS MONDAY

CAMERA POV REAR TO FRONT. Sunlight bathes the interior of the bay through the open bay door, dead ahead, seen through the shuttle's large windshield, flooding the inside of the shuttle with light. In the command position is Admiral Keane. To her right in the co-pilot's seat is the chief of security, who had spoken kindly to the girls when they were in the brig. Behind them, in a seat large enough for two adults, sit the Girls; their arms and legs in shackles. They are also shackled to one another with strong chains. Blossom is at camera right, she has a clear view out a window. Buttercup is next to her, with Bubbles on the aisle. Across the aisle to her right is another seat. The shuttle is empty otherwise, and nearly ready to leave the mother ship. The engines are running.

KEANE: [Tapping comm badge.] Keane to Captain Smith. Leaving with prisoners from Shuttlebay 3. She's all yours, Captain.

SMITH: Always a pleasure to have you aboard, Admiral. Have a safe journey. Smith out.

KEANE: [To herself.] That smarmy slimeball would love nothing better than to blow me out of the sky! Not if I see you first, you miserable...All right, Keane, get with it! This day is a looong way from being over.

FEMALE VOICE: [Off-camera.] You're cleared for take-off, Admiral. Take her out when ready.

Keane eases throttle forward and shuttle slowly advances toward open bay door, lifting slightly. A crewman waves her out with blaze orange-tipped batons.

CUT TO: EXT-USS MONDAY-DAY

CAMERA, from a distance above, follows shuttle as it slides out of the bay and away from the starship. As it nears camera position, it banks up and left, out of view. On the side is the designation USS MOS-3.

CUT TO: INT-SHUTTLECRAFT

CAMERA POV REAR TO FRONT. The Chief pulls a hand held scanner and waves it around the interior.

KEANE: Bugs?

BUBBLES: Bugs?!!?

BLOSSOM: No, Bubbles, not that kind!

CHIEF: All clear.

KEANE: Good. [To Chief.] Take over here, will you, Dave?

He reaches for his own set of controls and begins to pilot the shuttle.

KEANE: [ Turning in her seat to face the Girls.] Okay, who wants to start? WHAT THE HELL WERE YOU DOING BACK THERE?!

The Girls jump in their seats. Buttercup fires right back.

BUTTERCUP: [Angrily.] We could ask you the same thing! I thought you were our friends!

KEANE: We ARE your friends!

CHIEF: [Turning his head to look over his shoulder.] Let me jump in here, ladies. Look, we're sorry about that back there, but we had to move in when we did or we would have blown our cover.

KEANE: Not everyone is with us, girls. This is dangerous business here, that's why I asked you to sit tight and do nothing.

BLOSSOM: We don't sit, Admiral, we fight.

KEANE: Some fight. You three could have blown a hole through the side of that ship before we could have moved an inch. So, why didn't you?

BUBBLES: We didn't want to hurt anybody.

KEANE: May I call you by your names?

The Girls nod yes.

KEANE: Nice try, Bubbles, but I'm not buying it. I was watching your eyes. You were upset about something. Your powers are gone, aren't they?

The Girls look at each other, uncertainty on their faces.

KEANE: Aren't they?

BLOSSOM: Yes, but we don't know why.

KEANE: Well, I do, and it's very bad news. First, we really could have used them. Second, it means Professor Utonium is right about the parallel universe thing. You don't belong here. The loss of your powers could be a sign this universe may be about to collapse.

BUTTERCUP: So let us out of here and we'll go home.

KEANE: I tried to get the Commanders to do just that but they had other ideas. That was before. I have NO idea what they'll do now that your powers are gone. Believe me, they know; they're not stupid. Girls, there are a million questions I want to ask you but we don't have time. There are some things you need to know. But I need to know a little more about you first. Blossom, you are in charge?

BLOSSOM: Yes.

KEANE: Okay. I think I know a little about how you came to be, so tell me about what you do and how you see yourselves.

BLOSSOM: Well, our da- I mean, the professor...made us in his lab and me and my sisters decided we would fight crime and evil, so that's what we do. We use our superpowers to help people.

KEANE: [To herself.] So, they DO think of him as their father. That's wonderful!] [Aloud.] I wish that were true here. Has it ever bothered you that you are a little...different? Have you ever wished you were like other children?

BLOSSOM: I'm sorry, Admiral, I can only speak for myself on that one. Professor always tells us we should try to be like normal kids so they don't feel bad because we can do things they can't. But I like who I am, being different never bothered me!

KEANE: Bubbles? Buttercup? I didn't mean to leave you out.

BUTTERCUP: [Defiant.] I'm me. Anybody doesn't like it, too bad for them!

BUBBLES: Even we're different from each other. I can do stuff they can't, Blossom can do stuff me an' Buttercup can't and...and...

BUTTERCUP: [Frowns and crosses her arms.] I'm still workin' on it, okay?

KEANE: You each have unique superpowers...oh! Don't worry, Buttercup, you'll find yours. Well, girls, I'll let Professor Utonium explain the details about these girls, but the result is what you have seen: The exact opposite of you. I first met them when they were only a few months old. By that time they already hated what they were and hated Professor for creating them. They had this tremendous power but no sense of what it was or how to use it. There was no one to train them to channel it for something useful, no one on earth knowing what it was in the first place, so how could anyone teach them? I tried to show them they were loved, as did Professor, but to the rest of the world they were a mistake, mutants, or worse.

At that last statement, the girls bow their heads sadly.

BUBBLES: That's what they thought about us, too.

Keane and the chief are surprised by that. Blossom looks up.

BLOSSOM: Oh, not at first. Everyone seemed to like us OK until we wrecked the city...

They look down again. Keane and the chief look even more surprised.

KEANE: You destroyed Townsville?

BUTTERCUP: It was kind of an accident.

BUBBLES: We were playing tag.

BLOSSOM: And we got a little...exuberant.

Keane and the chief look even MORE surprised.

KEANE and CHIEF: TAG?!!

BUTTERCUP: It's a loooong story...

BUBBLES: Y'see, we were playing tag, and Buttercup was it, and she was trying to get me and Blossom to be it, and-

Her sisters' hands fly out to cover her mouth and shut her up.

BLOSSOM: Let's just say that we didn't make a lot of friends right away. But, after Mojo tricked us into helping him hatch his evil plot, we saw what he was up to and saved the city, and after that, we became the Powerpuff Girls and dedicated our lives to saving the day!

KEANE: Girls, that's remarkable that you were able to turn your lives around like you did. I hope I wasn't one of the ones who turned against you.

BUBBLES: You were just scared, Ms. Keane.

BUTTERCUP: Uh, yeah. The school kinda took it on the chin that day.

Keane looks regretful that she could have played a part in the girls' rough start.

BLOSSOM: It's OK, Ms. Keane. Everybody was kinda scared of us.

BUTTERCUP: Yeah. So, what happened here?

KEANE: Oh! Well, like I said, no one really understood their power. It wasn't something obvious like yours, and people were afraid of them. Instant children don't come along every day. They were received even less warmly than you girls were, I'm afraid. Not everyone treated them that way, of course, but the damage was done. They somehow turned all that negativity back against the world that rejected them. I gave up my teaching job and tried to influence them in a positive way, for all the good it's done. At least they haven't killed anyone, yet. They were telling the truth about that, although I thought for sure you were going to be the first. If you could have seen how pale they were...they've never used that amount of energy on anyone. How did you recover so quickly?

BLOSSOM: Must be we're extra strong even without our powers.

BUTTERCUP: Yeah, you don't keep US down for long. I guess I said the magic word, huh?

KEANE: Freaks. Yes, I would say so. A little boy called them that in my classroom the second week I had them. Monday put him through a window. He was very lucky, but I think that day was their first real awareness of what they could do.

BLOSSOM: But Admiral, I don't understand how they could have done all this in five years?

KEANE and CHIEF [Loudly, stunned.] FIVE? Did you say FIVE?!!

KEANE: How old ARE you?

BUBBLES: Duh! We're five!

KEANE: [Sighs wearily.] Professor was right again. Girls, it seems these parallel universes don't happen along the same timeline.

BLOSSOM: Why? How old are they? What year are we in?

KEANE: You are in the year 2007 and they are 12 years old.

The Girls look shocked.

KEANE: Doesn't it bother you that you will never grow? The day they learned that was the day they put Professor in prison. That's where you are headed. He was exposed to the same chemical that formed them so their power doesn't affect him. Prison and torture are the only revenge they have.

POWERPUFFS: [Horrified.] Torture? How?

KEANE: Once a month they take him on a shuttle ride so they can watch his reaction to the mess they've made. There's always something new. His guilt would have driven a lesser man to insanity.

BUTTERCUP: Hmmm. Sounds like you LIKE him.

At this Chief turns his head back toward them with a brief smile. Keane blushes slightly.

BLOSSOM and BUBBLES: You DO like him!

KEANE: Well, what about your Professor? Would I like him, too?

BUTTERCUP: Yeah, right. Every time he meets a lady he goes all goo-goo eyes and forgets how to talk!

BUBBLES: Just like you with boys! Heehee!

Everyone laughs except Buttercup.

BUTTERCUP: [Growling.] I'll get you for that, Bubbles!

BLOSSOM: Ms. Keane, is everybody here-oops, I mean Admiral-

KEANE: It's all right, Blossom. I've forgotten how much I miss hearing that.

BLOSSOM: Is everybody on this world like on ours?

KEANE: I don't know. Name some of the people in your lives.

BUTTERCUP: [To Chief.] Hey, I remember you now!

Chief turns back, eyebrows raised.

BUTTERCUP: You're Mr. Jackson, the manager at Malph's!

BLOSSOM and BUBBLES: Hey, yeah!

CHIEF: [Looking at Keane and smiling.] Oh, manager, now. Moving up in the world, ain't I? [Chuckles.]

BUBBLES: Who's Mayor?

KEANE: There isn't one anymore. We have a different form of government now, its leaders all hand picked by you-know-who. Before that, Wilbur Lumkins was Mayor.

POWERPUFFS: WILBUR?!! HAHAHAHAHA!!

BUTTERCUP: Is he big and furry and kind of a redneck?

BUBBLES: Pink neck! An' his name's Fuzzy!

KEANE: He was the mayor, all right, but you didn't want to call him Fuzzy. No one's seen him in years, he took off for the woods. Anyone else?

BLOSSOM: Well, there's the Gangreen Gang, and Mojo Jojo and Mayor Mayor and Ms. Bellum and...

KEANE: Whoa, slow down. Mojo JOJO? Is he by any chance a chimpanzee?

BUTTERCUP: Yeah, he's our worst enemy!

KEANE: [Startled.] Oh! I think I'll let Professor explain him to you. Don't know a gangrene gang, but we do have some green-skinned jail guards. The Mayor family was a long-time political force in Townsville but the last of them wasn't very bright. I think he works in building maintenance somewhere now. You DID say Bellum, didn't you?

BLOSSOM: Yes, Sara Bellum. She's the Mayor's personal assistant and a real good friend of ours.

KEANE: [Suddenly sad.] Sara and I went to school together. She was the Mayor's assistant, too, until the girls came along. They took right to each other. [Stiffening, with controlled anger.] We used to be friends but Sara always was a political animal. She's now the mouthpiece for the puppet government we have, and her face is known to every man, woman and child on the planet.

BLOSSOM: That's weird. Back home she's just a faceless bureaucrat. I guess these parallel universes CAN be lots different. You don't know some of the people we do but it sounds like they're still here.

BUBBLES: I know. You gotta know Him. You were right, Buttercup, I bet he's behind alla' this.

VOICE: [Off-camera.] PLEASE, will you STOP referring to that MISERABLE third rate PRANKSTER?!!

A sudden sharp intake of breath is heard coming from the shuttle's five occupants. WHIP PAN to the seat to the right of Bubbles, across the aisle, where, sitting with a bemused smirk, arms crossed, and wearing the Star Trek TNG command uniform of black trousers and purple tunic, is the character portrayed by JOHN DeLANCIE.

KEANE and POWERPUFFS: Q!!!

JACKSON: What the?

BLOSSOM: But, you aren't real?!!

Q: [Looking down, spreads hands apart.] Oh, you mean THIS. Of COURSE I'm real. I merely chose this ridiculous...shell...so you unimaginative humans would recognize SOMETHING. You incompetents couldn't pronounce my REAL name, so I'll allow you to continue using what that silly screenwriter came up with. He never knew that I gave him the ideas about the Continuum to use in his mawkish fantasies.

BUTTERCUP: You're not that Q guy! You're Him, messin' with us! I knew it!

KEANE and JACKSON: Who's Him?

Q: [Throwing his hands over his ears.] Please, stop giving that joker credit for this marvelous cosmic foul-up!

BUBBLES: You KNOW Him?

Q: Unfortunately, child, he's a distant relative. Not nearly distant enough...

The Girls sit in open-mouthed disbelief.

Q: Yes, it seems my mother's aunt's sister-in-law had a thing for a young lad from Crustacea IV. That would explain Lobster Boy's ruddy complexion and...

He wiggles two fingers of each hand in a sideways V sign, imitating claws. The Girls all giggle.

BUTTERCUP: Lobster Boy! Ha! You guys are family? That's a riot!

Q: Quiet, you, or I'll turn you into a chicken!

BUTTERCUP: You can't!

Buttercup is immediately transformed into said creature, flies at Q and bites his nose.

Q: Ow, you little...

She is instantly back in her seat as herself, in restraints again.

BUBBLES: Better not mess with her, even if you ARE Q! Are you REALLY related to Him?

Q: [Crosses his arms, with a look of disgust.] Constantly being humiliated by kindergarteners! He's a disgrace to the Continuum! He never goes to family reunions anymore.

KEANE: Who is this Him you keep mentioning, Girls?

Q: [Interrupting.] Hardly worth talking about, Admiral, but if you insist. May I borrow your view screen?

Without waiting for an answer, he points a finger toward the console and the screen comes to life, making everyone jump in their seats.

JACKSON: Hey, we've stopped in mid-air! What's going on!

Q: [Ignoring him.] Let's see what's on, shall we?

On the screen are, from left to right, Malice, Misery and Monday, lying on the bed in their room, which looks nearly identical to the Girls' room except the bed's headboard has the letters PPG carved into a skull instead of a heart. They have their hands behind their heads, looking at the ceiling, and appear to be talking.

BLOSSOM: Yuck! Look at that!

Q: Shhh! I just love to eavesdrop, don't you?

MISERY: [On-screen.] So, what now, Leader-Girl?

Buttercup and Bubbles stifle a giggle, looking at Blossom.

BLOSSOM: HMMMPH!

MONDAY: [On-screen.] So Utonium was right. Big deal. We can still get their powers before the universe blows up, we just have to move fast. Whatever chemical worked on them, he can isolate it in their bodies and give us their powers. Then he can use the power transfer machine to give them ours. Once we leave here for their Earth, things will be balanced.

MALICE: [On-screen.] What if they don't know how to use them right away?

MONDAY: Hey, good thought! One of you two should stay here and teach them, and your twin can go with us. We'll have to learn how to fly and everything. Which one of you wants to stay?

MALICE: I'll do it, but not until I shave Blossom's head!

Evil Powerpuffs laugh.

MONDAY: All right, then. First thing tomorrow.

POWERPUFFS: NO WAY!!

KEANE: That's what they're after, Girls. Did your Professor make a 'power transfer machine'?

BLOSSOM: Yes! He used it once to give our powers to Mojo!

Q: Oh, this is boring! Let's see what's going on elsewhere.

He 'changes the channel', so to speak, merely by pointing. On the screen appears TV reporter STANLEY WHITFIELD, holding a microphone, standing in front of Townsville Hall. The TV crew's camera pulls back to take in the large crowd which is growing larger by the second. He speaks in a muted, funereal tone, as sounds of sobbing are coming from the crowd.

WHITFIELD: Stanley Whitfield reporting from Townsville Hall, where the vigil continues; as it now appears the tragic loss of the Powerpuff Girls is a sad reality. There has been no trace of them or the alien vessel they were sent to investigate three days ago. Professor Utonium remains in isolation, unavailable for comment. Mayor Mayor is expected to announce at a press conference fifteen minutes from now that a memorial service will be held this Friday in Townsville Park...

Keane, Blossom and Bubbles are sobbing audibly.

BUTTERCUP: [Angrily.] Three days? That's a lie! Don't believe it, guys! We only left this morning! I told you he was...

Q: Posh! I would hardly expect a five-year-old to understand time-space wrinkles.

He 'changes channels' again. Sitting at her desk in her empty classroom, as a small TV screen on the desk flickers and Whitfield's voice can be heard, MS. KEANE has tears running down her face. She puts her arms on the desk and buries her head in them, sobbing loudly. Keane and the Girls are now all crying.

Q: Oh, you pitiful humans are all so maudlin, it's sickening!

JACKSON: [Standing suddenly, pulling his phaser.] You son of a...

He fires at Q, confetti flies out and scatters about the cabin.

JACKSON: [In shock, sits down.] What the...?

KEANE: [Screaming.] WHO ARE YOU AND WHY ARE YOU DOING THIS?!!

BUTTERCUP: You jerk! I'm gonna cream you like you've never been creamed! I told you guys, it's Him!

Q: Stop calling me that!

He flips channels again. Him is soaking in his bathtub, watching on television what everyone else in the other Townsville is watching.

KEANE and JACKSON: What IS that thing?!!

POWERPUFFS: That's Him! He's always trying to destroy us!

A bowl of popcorn suddenly appears in Q's lap.

Q: [Munching.] Be quiet, this is the best part!

HIM: [On-screen, female voice.] What, the Powerpuff Girls, destroyed? Oh, this is terrible! [Evil Voice.] They can't do this to me! [F.V.] Leaving me like this without even saying goodbye! Oh, Girls, how could you? [E.V.] I'm supposed to destroy you! I'll get you for this!

Him raises a claw out of the tub, in it is MR. QUACKERS, his rubber duck.

HIM: [F.V.] Oh, Mr. Quackers, what are we going to do?

Q: [Shocked and angry.]: WHAT? Why, you insufferable...

On screen, Him has an alarmed look as Mr Quackers disappears. Q points and the view screen goes dark. Mr. Quackers is now in his hands, dripping with water and suds. He holds it in one hand and strokes its head with the other.

Q: Oh, Mr. Quackers! I haven't seen you in eons!

He looks up to see everyone staring open-mouthed at him.

Q: What? That good-for-nothing stole him from me when we were children. I never knew it was Him. Believe me, I'll get even!

KEANE: [Pointing at the blank view screen.] What WAS that thing? We don't have anything like Him here!

Q: Don't you have enough problems already?

BLOSSOM: [Angry.] All right, Q, we believe you! What's the point of all this? Are you here to help us?

Q: HELP you? Of course not, you foolish child. It's against the rules to interfere. Besides, I'm enjoying myself far too much!

KEANE: Why, you, how dare you torture us like this! What kind of sick thing are you, anyway?

BUBBLES: Yeah, you're worse than Him and Them put together!

Q: [Thundering, his face turning red.] How dare YOU, you INGRATES! Can't you see when someones's doing you a FAVOR? Why, I'm about to lay it all out for you, the cosmic calamity awaiting if you make the wrong decisions. Watch!

The screen comes to life again. On it are the Powerpuffs seen as tri-colored streaks, zipping around a bleak looking Townsville, tearing down a large pink, blue and green statue of the evil sisters, and generally putting everything right.

Q: Will you three save this miserable place that's hardly worth the trouble?

The screen changes to show the Powerpuffs zipping around a beautiful Townsville, trashing it and sending people running in all directions, hands over their ears, screaming in obvious pain.

Q: Or will THOSE three create another MASTERPIECE?

Screen changes a final time, to a split screen showing two solar systems side by side, connected by a wormhole, as the planets begin imploding in pairs, starting with Pluto and ending when both Suns go super-nova and the screen goes dark again.

Q: Or will everything simply go [Pushes hands together and pulls them apart rapidly.] POOF! Whatever happens, it will be a delight to see. The buttons are yours to push, better not push the wrong ones!

BUTTERCUP: Thanks for nothin', you creep! You better watch your back, buddy; I ever get the chance...

Stitch marks appear across her mouth as an invisible needle instantly sews it shut.

Q: I'll make you a promise, Admiral. In the one-in-a-trillion chance you get out of this, I'll make sure Him never finds his way here. On one condition: [Pointing at Powerpuffs.] You three must agree to deliver a package for me. I won't tell you who it's for until the proper moment...

BUTTERCUP: It's for Him, ain't it. You think we're stupid, you jerk?

Q: [Startled.] You're TALKING? How did you do that? I've never seen anyone get out of an Entarean strait jacket!

BLOSSOM and BUBBLES: You don't know our sister!

Q: [To himself.] THAT one bears watching! She'd be an EXCELLENT candidate for membership in the Continuum!

KEANE: [Enraged.] If you can help us but you won't; if we are nothing more than playthings to you, then GET OFF OF MY SHIP!!

Q: As you wish. Better get moving, the time bomb's ticking. Ta ta!

He vanishes in an instant and the shuttle jumps forward, throwing everyone back.

JACKSON: Whoa...okay, I've got it under control.

KEANE: [Looking at the floor, running her fingers back through her hair.] Incredible. I must be having a nightmare. There isn't any Q?

BLOSSOM: Ms. Keane? We thought the same thing about wormholes and starships.

KEANE: [Looks up in surprise.] Why, thank you, Blossom! He WAS real, wasn't he? But now we have to forget that whole thing and get back to the task at hand.

BUTTERCUP: Maybe he did do us a favor. Now we know just how bad things really are.

BUBBLES: Ms. Keane, how were you gonna stop them before we got here?

BLOSSOM: Good question, Bubbles! How are we gonna be any help if we can't fight, Ms. Keane?

KEANE: Well, the plan was to reverse the damage they've done. Professor is the only person who can do that. We have been planning this for a long time. It WAS scheduled for the Commanders' next little shuttle ride with him, or the one after that. The only ones who know about it are Chief Jackson, here; myself, Professor, the captains of our other two starships and a few of their crew, and Jojo and his people. How many of THEM there are, I don't know. Now that you showed up, that's all history.

BUBBLES: What about the captain of the ship we were on?

KEANE: Captain Smith can't be trusted. He wants my job.

BUTTERCUP: His name isn't Harold, is it?

KEANE: You know him?

BUTTERCUP: Oh, brother...We put him in the slammer, twice!

BLOSSOM: So, speaking of the slammer, we are the perfect excuse to get Professor out of jail. Where's it gonna happen, in his laboratory? How's he gonna do it?

KEANE: My, you are just as bright as Monday. Unfortunately, you've shown me you won't follow instructions. The less you know the better. We only get one shot at this. It has to work.

BUTTERCUP: Well, I don't like any plan with Mojo in it! What's up with that?

KEANE: Like I said, Professor can tell you more about him. But he did play a part in creating them, too. His guilt matches the Professor's. He believes their creation is his fault. Jojo disappeared shortly after what everyone calls [Holding up her fingers like quotation marks.] 'the accident'. Don't let THEM ever hear you say it, though. He's a master of disguise. If I've ever seen him, I didn't know it.

BUBBLES: I can't believe Mojo's a good guy!

KEANE: I don't get the Mojo part, but if he never did another thing, he's still a hero. He single-handedly stopped the monster attacks.

POWERPUFFS: No more MONSTERS?!!

BUBBLES: Cool!

BUTTERCUP: Cool? Bubbles, are you NUTS?

BLOSSOM: How did he get rid of the monsters?

KEANE: They need the electromagnetism found around large cities and power lines and such. They used to live underground and were much smaller. They got what they needed from the earth's core. When humans came along, digging up the earth, exposure to the atmosphere caused them to grow, along with their need for power. Jojo learned this from talking to them and made a deal with Monday. The monster attacks would stop if their need for elctromagnetic energy was met. Huge power plants were built with basically slave labor. In exchange for Jojo's service to the world, the Commanders agreed to lift the ban on music. Animals and plants like it, too. Of course, Monday didn't keep her word.

POWERPUFFS: No music?

KEANE: No art, no dancing, no entertainment. No TV or movies that aren't propaganda.

BUBBLES: [Distraught.] No pictures?

KEANE: Nothing that doesn't have themselves in it.

BUTTERCUP: No football?

KEANE: Nothing. Of course, they can have anything they want. What you've seen is their desire to make Star Trek, the TV show, into reality, and, by God, they've been able to achieve much of it in only twelve years. At such a frightful cost...

She shakes her head sadly, then turns to Jackson.

KEANE: How are we doing, Dave?

JACKSON: Almost there. Brace yourselves, ladies, it ain't pretty.

KEANE: You're going to see OUR Townsville, girls. In a way, we've gotten what we deserve.

WHIP PAN TO CAMERA ABOVE shuttlecraft, taking in the looming Townsville scape. Aside from the green of grass and trees, there is no color other than shades of gray and black. The suburbs are passing below; all of the homes and buildings are colorless. Where parks used to be, they now look like overgrown jungles from years of neglect. What few vehicles are seen on the streets are either drab military or service cars and trucks. WHIP PAN TO interior of shuttle.

BUBBLES: [Pointing toward right side window as best as possible while shackled.] Hey, there's our school! [Screaming.] What happened to all the colors?!!

Jackson takes the shuttle lower, past the school. The playground is gone. The sign out front reads: POKEY OAKS MILITARY ACADEMY.

BLOSSOM: Oh, no.

KEANE: Sad, isn't it?

WHIP PAN to aerial view. Proceeding toward the center city, everything is colorless and gloomy. The tall buildings of downtown are visible; again there is no color. Continuing to PAN as shuttle moves closer to the city, while the conversation continues.

KEANE: First, they ordered everything repainted. You know the rules. Next, they had huge concrete walls built around the parks, so only they could enjoy them. When they learned that workers were fighting to get park maintenance jobs, the parks were closed completely. Except one.

BLOSSOM: What does everyone do?

KEANE: They get up. They go to work in the government factories or go to school. They go home. They go to bed. They get up.

BUBBLES: It's so depressing! But what was that thing Q showed us?

KEANE: Oh, right. Townsville Park, Dave.

Aerial camera continues to pan on shuttle as it peels to the right and Townsville Park begins to come into view.

JACKSON: You got it. You ladies will love this. It's the one park that's been kept up, with no walls around it either. You'll see why in a second. To get one of these jobs you had to rat on a neighbor.

Shuttle reaches the park and lowers down toward Volcano Mountain where...

BLOSSOM: Hey, what happened to the observatory?

WHIP PAN to ground level, at the base of the THING, looking up at it as shuttle sweeps above coming in from the right and circling it. Towering at least 200 feet over the park is a statue; three, actually. Standing hands on hips, backs to each other, forming a huge three-sided figure, are statues of Malice in pink concrete, Monday in blue and Misery in green. Each of their sets of eyes are actually observation decks, able to survey their domain in all directions. The faces are set in scowls with teeth showing. (Picture a much taller, concrete Dynamo.)

KEANE: Girls, this is the one park they want everyone to see.

BUTTERCUP: Oooooh, they are SO over if I get my hands on them!

WHIP PAN to inside shuttle.

BUBBLES: Ms. Keane, was Q showin' us what might be, or what will be?

KEANE: The Dickens if I know. Like he said, it's up to us. Dave, I think we've seen enough here.

WHIP PAN to aerial camera as it follows the shuttle, first as it leaves the park area and heads directly over downtown Townsville. The city resembles Gotham City more than it does Townsville. Leaving the city behind, a large building surrounded by walls comes into view, sitting on a hill and growing nearer. It is Townsville Correctional Facility, AKA Townsville Prison. The conversation aboard the shuttle continues over this footage.

BUBBLES: Everything's so dark.

BLOSSOM: Yeah, Batman would feel right at home here.

JACKSON: Sorry, kids. They wanted you to see this.

BUTTERCUP: Dumb move. I'm REALLY fired up now!

KEANE: Buttercup, I love your spirit, but in there, it's 'play nice or pay the price'.

JACKSON: Here we are, ladies, Townsville Correctional Bed and Breakfast. Check out time's ten, five with good behavior, heh heh!

BLOSSOM: What now, Ms. Keane?

KEANE: Chief will take you inside, where you will spend the night next to the Professor's cell. He'll fill you in on what went wrong, he probably will want to know everything about you. He may be in shock seeing you; I sent word but I don't know if the message got to him.

WHIP PAN to sideview of shuttle directly above prison, descending until it is obscured by the walls. WHIP PAN to inside prison yard, side view of shuttle as it touches down and four armed guards approach. WHIP PAN to inside shuttle.

JACKSON: Okay, girls, I have to turn into a bad guy for a bit. Just play along and don't talk, okay?

POWERPUFFS: Okay, Mr. Jackson. 'Bye, Ms. Keane.

KEANE: Don't sit up all night talking. You need your sleep, tomorrow's a big day. Dave, make it fast. I've got to contact Monday, that slimeball Q put us behind schedule.

WHIP PAN to exterior of shuttle as right side hatch pops open. Jackson steps out, and helps the shackled Girls out. WHIP PAN to faces of the four guards, as they register shock at the sight of the Powerpuffs. CAMERA pulls back to take in all eight figures standing.

JACKSON: You can relax, it's not them. Seems our Commanders have twins. Not to worry, though, these snot-noses are harmless. [With his phaser, he quickly cuts the chains, arm and leg shackles and they fall to the ground.] Move it, ladies.

Two guards quickly form on each side of the Girls, with Jackson following. The group heads toward the main building as camera follows their backs. WHIP PAN to inside shuttle, side view of Keane (from where Jackson was sitting).

KEANE: [Tapping comm badge.] Keane to Monday.

MONDAY: [Off-camera.] How did he react to them?

KEANE: I don't know. Jackson just took them in. We had a problem with one of our engines.

MONDAY: Oh, all right. Just get over here. We know they lost their powers, looks like you were right. No matter, the chemical is still in their bodies. We're going ahead anyway. Tomorrow.

KEANE: [Sighing, to herself.] How WILL he react to them? I hope it doesn't send him over the edge!