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Previous Episode: The Storm Renewed, Part II
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                        TEASER

FADE IN:

INT. PROXIMA STATION - COMMANDER'S OFFICE

Faireborn is sitting at her desk.  The door CHIMES.

		FAIREBORN
	Enter.

Edwards and Reese ENTER, the former carrying a data disk.

		EDWARDS
	We just intercepted a communique‚ from
	the Devoron System.  Even with the
	destruction of our base there, our
	listening posts are still picking up
	transmissions.
	   (hands disk to Faireborn)
	I think you should see this.

Faireborn inserts the disk into her computer console and
plays it back.  There recording is poor quality - garbled
and full of snow -- but the image of a Quintesson can be
seen intermittently in the static.

		QUINTESSON
	We will rendezvous with the
	Decepticon flagship in [STATIC]
	megacycles.

		GALVATRON (COMM VOICE)
	What about the human scientists?

		QUINTESSON
	We have [STATIC] them on a secure
	facility at the Calyx System.  We
	may [STATIC] later.

The transmission ends there.  Faireborn looks at Edwards and
Reese.

		REESE
	That face... I've seen it before.
	   (beat)
	Four days ago, Colonel, I escorted
	a Dr. Pilar and her staff to
	Devoron Station.  They planned to
	take a transport to Proxima to give
	you a sitrep on the strange gateway
	that we found on Devoron Seven.
	   (beat)
	The gateway that we found, it had
	that face embedded in it.

		FAIREBORN
	Quintessons.

		EDWARDS
	Dr. Pilar and her team never
	arrived here.
	   (beat)
	Their flight plan would've been
	logged in the Devoron computers.
	Their disappearance would have sent
	up red flags, had Devoron not
	been...

The words hang in the air, unspoken.

		FAIREBORN
	   (to Edwards)
	Draw up a battle plan for raiding
	the Calyx System.  If Dr. Pilar has
	been captured, we have to get her
	back.

		EDWARDS
	Colonel, if we're planning battle
	maneuvers, we should coordinate --

		FAIREBORN
	   (sighs, silently nods)
	Contact Optimus Prime.


					FADE OUT.

                    END OF TEASER

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

                       ACT ONE


FADE IN:

INT. FORTITUDE - RECEIVING ROOM

Faireborn, Edwards, and Reese are in the receiving room
meeting with Optimus, Ultra Magnus, Hot Rod, and Kup.

		OPTIMUS
	Quintessons?

		EDWARDS
	We intercepted a transmission
	between the Decepticons and the
	Quintessons.
	   (incensed)
	They've captured Earth citizens and
	are holding them in the Calyx
	System.  We intend to get them
	back.

		ULTRA MAGNUS
	Quintessons?  Do you think they're
	behind this new Decepticon
	offensive?

		REESE
	   (a bit awed to be in the
	   presence of the Autobots)
	Ultra Magnus... sir... I didn't
	realize its significance before...
	back in the Devoron System, a group
	of scientists discovered a gateway
	buried beneath the surface.  It was
	marked with their faces.

		OPTIMUS
	   (concerned)
	A gateway?  What kind of gateway?

		REESE
	I couldn't say, sir.  It was
	dark... I didn't manage to get that
	good a look.

		ULTRA MAGNUS
	   (to Optimus)
	It seems likely that this gateway
	is the reason for the Decepticons'
	latest attack.

		OPTIMUS
	Possibly... then again, they did
	attack Proxima Station as well.

		ULTRA MAGNUS
	Decepticons and Quintessons working
	together?  It seems unlikely.

		OPTIMUS
	Perhaps... but perhaps they share a
	common goal unknown to us.

		FAIREBORN
	You can discuss Decepticon strategy
	all you like on your own time.  We
	plan to mount a strike on Calyx to
	rescue Dr. Pilar.  This briefing
	was strictly a courtesy.

		KUP
	You're not planning on going on an
	assault against Quintessons by
	yourself?

		ULTRA MAGNUS
	   (concerned)
	Your place is here at Proxima.
	Earth defense has to be our primary
	concern.
	   (playing to Faireborn's
	   sense of self-reliance)
	We'll need your help if the
	Decepticons decide to attack again.
	We need your fleet to be ready.

		HOT ROD
	Kup and I can plan the strike.
	We've had some experience dealing
	with Quintessons before.  If you
	can spare Grimlock and the
	Dinobots...

Prime nods assent.

		FAIREBORN
	There should be an EDC presence.

		REESE
	Then I volunteer, sir.  I owe Dr.
	Pilar that much.  I helped get her
	into this situation.  The least I
	can do is help get her out.

Faireborn agrees.  This strategy makes the most sense.

		FAIREBORN
	Good luck, Lieutenant.

INT. FORTITUDE - SHUTTLE BAY

Hot Rod is prepping a smaller fighter shuttle for flight.
Reese FLIES into the bay from space in his Delta Two fighter
and steers it into the Autobot shuttle to dock it inside.
Kup and Ultra Magnus ENTER, conversing.

		ULTRA MAGNUS
	For all we know, the Quintessons
	have an entire army in the Calyx
	System.

		KUP
	You know our status.  With the
	recent Decepticon attack, our
	forces are stretched thin as it is.

		HOT ROD
	Don't worry, we can handle the
	Quints.

Grimlock and the Dinobots SHUFFLE in to prepare to embark as
well.

		KUP
	   (gesturing towards the
	   Dinobots)
	After all, we have some heavy
	hitters of our own.

		SLUDGE
	Me Sludge no like waiting.

		HOT ROD
	Shuttle's fully prepped.  We're
	ready to go.

		SLAG
	Finally, we going to have some fun.

Hot Rod ENTERS the shuttle, followed by the Dinobots and
Kup.  The shuttle's thrusters FLARE as it lifts off and
EXITS the Fortitude, on its way to the Calyx System.


					FADE OUT.

                    END OF ACT ONE

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

                       ACT TWO

FADE IN:

INT. AUTOBOT SHUTTLE

Hot Rod and Kup are at the two main stations flying the
shuttle.  The Dinobots are milling around in the back.
Reese is walking around, awed by everything and slightly
frightened of the Dinobots; it's the first time he's seen
Autobots up close.  Hot Rod notices his unease.

		HOT ROD
	Don't worry, they won't bite.

		REESE
	Those are awfully big teeth just
	for decoration.

		HOT ROD
	Don't worry.  They're friendly.
	   (to Dinobots)
	You guys are going to play nice,
	right?

		GRIMLOCK
	Me Grimlock is not cuddly dino!  Me
	great warrior.

Swoop TRANSFORMS into his robot mode in an attempt to be
less intimidating and kneels on one knee to lower himself to
Reese's level.

		SWOOP
	Me Swoop not scary.  We Dinobots is
	friends.

		SLAG
	   (muttering to himself)
	Me is saying you making fool of
	yourself.

Swoop glares at the always hostile Slag.  Slag glares back.
Reese takes the opportunity to back himself away.

		KUP
	Oh, don't pay any attention to
	them.  They're always looking to
	impress new people.

		HOT ROD
	Come on, you guys, save it for the
	Quints.

		REESE
	Who are these "Quints," anyway?
	   (Kup looks at him)
	I know Colonel Faireborn seems to
	have had prior dealings with them,
	but beyond that...

All the others, in turn, look towards Kup.

		HOT ROD
	Ask him, he tells it better than
	anyone.

		GRIMLOCK
	Yes, Kup, tell Grimlock long ago
	Quintesson story.

		HOT ROD
	   (chuckling)
	Grimlock, you've heard this story a
	hundred times.

		GRIMLOCK
	But they is getting better each
	time me hears it!

		HOT ROD
	We've got a while before we reach
	Calyx.

		KUP
	All right, all right.
	   (beat)
	It is a story worth telling.
	   (to Reese)
	The story begins on our home planet
	of Cybertron, nearly eleven million
	years ago...

DISSOLVE TO:

EXT. CYBERTRON

The planet Cybertron, eleven million years ago, a
technological marvel, still in its Golden Age, SHIMMERS
brightly, covered by giant awe-inspiring metropolises, the
greatest being the Quintesson capital Iacon.

		KUP (V.O.)
	The planet Cybertron was a wonder
	throughout the galaxy.  It was the
	capital of the Quintesson Empire.

INT. CYBERTRON TUNNELS

But we move below the surface to the tunnels underneath,
where vast armies of proto-Transformers -- Cybertronic
robots designed before the era of transformation -- slave
away at maintaining the various aspects of the cities above.

		KUP (V.O.)
	But that empire was built on slave
	labor.

INT. CYBERTRON CORE - PLASMA ENERGY CHAMBER

Quintesson technicians operate the Plasma Energy Chamber,
which SPARKS its glowing green energy furiously as it FORGES
the bodies of new robots.  From within the Plasma Energy
Chamber, newly built "blank" robots EMERGE to be sent off
for programming.

		KUP (V.O.)
	To sustain their empire, the
	Quintessons built a vast army of
	robots to serve them in their
	pursuit of power, and branded them
	with their slave markings.

A newly built robot EMERGES from the Plasma Energy Chamber,
and we can see a close-up of a Quintesson machine embedding
the Autobot symbol upon his chest.

INT. CYBERTRON - IACON - QUINTESSON CITADEL

Quintesson overseers sit in command chairs while proto-
Autobots, household and maintenance robots, SCURRY along
working the machinery and engineering of the citadels.

		KUP (V.O.)
	Some, designed as maintenance
	robots, the Quints kept to run
	their cities.

EXT. ALIEN PLANET

On the surface of an alien planet, human-sized alien
fighters are firing at an invasion force, but they are no
match for the comparatively giant war robots, marked with
what would become the Decepticon logo, led by their
Quintesson masters.

		KUP (V.O.)
	Others, designed to be war
	machines, they used to conquer the
	galaxy and expand their empire.

INT. CYBERTRON TUNNELS

A small gathering of proto-Autobots and proto-Decepticons
are plotting in a secret meeting in a dimly lit corner in
the tunnels.  A3, a thin yet distinguished Autobot, is
leading, along with Beta, a female maintenance robot, and
Deceptitron, a powerfully built war robot.

		KUP
	But the Quints were too cruel and
	too complacent.  The seeds of
	rebellion were planted in the
	hearts of the slaves.  And then,
	one day, the hero A3 led our people
	to salvation.

EXT. CYBERTRON - IACON

All appears normal around the Quintessons' headquarters, but
suddenly, swarms of rebel robots, both proto-Autobot and
proto-Decepticon, come and start ATTACKING the Citadel.  The
Quintessons respond by sending out the giant Dark Guardian
robots, but the rebels are too numerous, and some Guardians,
like Omega Supreme, have joined in the rebels' fight, and
the Dark Guardians are brought down.

		KUP (V.O.)
	It was Cybertron's finest hour.
	All of us, household robots and war
	machines, healers and fighters
	alike, united in a common goal, to
	win our independence.

INT. CYBERTRON - IACON - QUINTESSON CITADEL

An elite group of rebels, led by A3, Beta, and Deceptitron,
SMASH through the entrance of the citadel and STORM the
Quintessons' command centers.  A3 himself carries no
weapons, but he directs the others in their attack.  A
Quintesson guard tries to fight back, but Deceptitron,
heavily armed, VAPORIZES him with a single blast.  The
Quintessons try to RETREAT, but they are surrounded on all
sides by the rebels.  Outnumbered, staring down the barrels
of guns, the Quintessons surrender.

EXT. CYBERTRON - IACON

A3 and his raiders -- the latter carrying sidearms slung
over their shoulders, the former carrying only his charisma
and force of will - EMERGE on the balcony atop the citadel
with the Quintessons helpless before them.  The crowd below,
household robot and warrior robot alike, unified together,
erupts into CHEERS.

EXT. CYBERTRON - IACON

After the rebellion, we can see the robots WORKING together
all across Cybertron to rebuild their cities and create a
new society of freedom.

		KUP (V.O.)
	With the Quintessons gone, we could
	move forward.  We had won our
	freedom.  We were no longer slave
	robots.  We were now autonomous
	robots.
	   (beat)
	Auto-bots.
	   (beat)
	We were unified in war and now we
	were going to be unified in peace
	to build a new and better
	Cybertron.  At least, that was what
	we hoped.

INT. CYBERTRON TUNNELS

In a parallel of A3's secret meetings planning the rebellion
against the Quintessons, a group of proto-Decepticons, lead
by Deceptitron, conspires secretly in the tunnels.

		DECEPTICON ONE
	We should not be sitting here while
	the
	   (contemptuously)
	household robots attempt to run a
	government.

		DECEPTICON TWO
	They are weak.  Unfit to lead.

		DECEPTICON THREE
	The Quintessons built a galactic
	empire.  They used our power.  They
	lost their empire through
	incompetence.  We still have our
	power.  We will not make the same
	mistakes.

		DECEPTITRON
	We have the might to conquer the
	galaxy.  I say we use it.

EXT. CYBERTRON - IACON

A peaceful day on Iacon is disrupted by an EXPLOSION in the
citadel, as flames fly out through the roof.  From the
wreckage, the Decepticon rebels fly out, floating
majestically over the city below.  The faces of the Autobots
are glazed with horror.

EXT. CYBERTRON

Full-out war erupted.  Autobots and Decepticons are FIGHTING
each other all across the planet.

		KUP
	It was the end of the dream.  War
	erupted between the Autobots and
	the new faction of war machines.
	Calling themselves Decepticons,
	they cut a swath across the planet.

EXT. CYBERTRON - STARSHIP LAUNCH PLATFORMS

Dozens of shuttles can be seen blasting off from the surface
and leaving the planet.

		KUP
	Some Cybertronians fled their home,
	scattering themselves across the
	galaxy to escape the fighting.

EXT. CYBERTRON - IACON

We see a close-up of the Autobot leader, Sentinel Prime,
leading a squad of Autobots to engage Deceptitron.

		KUP
	Others stayed to fight.

Sentinel and Deceptitron GRAPPLE, as do their lieutenants.
We see a million years pass in a day, as the once golden
backdrop of Cybertron DISSOLVES into its current dead blue.
The greatest leaders of Cybertron flash before our eyes...
Deceptitron falls and FADES and Megatron ARISES... Megatron
bests Sentinel, who FADES, and Optimus APPEARS to replace
him... Optimus and Megatron, Optimus and Galvatron, Rodimus
and Galvatron...

					DISSOLVE TO:

INT. AUTOBOT SHUTTLE

Kup sighs a heavy sigh.

		KUP
	That war rages on even to this day.
	   (beat)
	To think, as soon as we won our
	freedom, we set upon each other.
	As soon as we beat our enemy, we
	create a new one in ourselves.
	It's enough to make your circuits
	ache.

		HOT ROD
	History has recorded that people
	can always find reasons to
	exaggerate their differences and
	fight one another.

A moment of silence.  Then...

		GRIMLOCK
	Me Grimlock no like stories with
	morals!

Kup glares at Grimlock, but he does succeed in lightening
the mood.  Reese, entranced and fascinated during the story,
is curious for more information.

		REESE
	Quintessons, they're not allies
	with the Decepticons?

		KUP
	No, they've got no more love for
	the Decepticons than they do for
	us.  They'd love to see all of us
	back slaving for them.  They've had
	schemes and plots, trying to
	rebuild their empire and re-conquer
	Cybertron for eons.

		HOT ROD
	With limited success.

		REESE
	Wait.  You say the Quintessons
	ruled an interstellar empire eleven
	million years ago.  They built an
	entire race of sentient, thinking
	machines.  And yet, since being
	driven off Cybertron, they've never
	retaken it, or conquered the rest
	of the galaxy?

		KUP
	After we drove them off in the
	Autobot Rebellion, their empire
	collapsed.

		REESE
	But that doesn't make sense.  After
	all, look at us: humans have gone
	from living in caves to exploring
	the galaxy in ten thousand years.
	The Quintessons have been galactic
	powers for ten million.
	   (looks at Kup)
	It doesn't add up.  There must be
	something else.

Kup and Hot Rod just look at Reese, pondering.  Reese starts
to wilt a bit under their stares; he is still intimidated by
them and is not sure what they're thinking, what they make
of him, if he's been too presumptuous.

The moment is suddenly interrupted, however, as the ship
ROCKS from the impact of a laser blast.

		COMPUTER VOICE
	Warning.  Enemy weapons systems
	detected.

		HOT ROD
	   (sarcastically)
	Thanks for the heads up!

Hot Rod and Kup sharply SWIVEL their chairs back to their
consoles.  The ship's main viewer shows the shuttle
approaching Calyx Two, the planet where the Quintessons have
their base.  Planet-based defense turrets can be seen
releasing a BARRAGE of laser fire, SHAKING the ship as we...


					FADE OUT.

                    END OF ACT TWO

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

                      ACT THREE

FADE IN:

INT. AUTOBOT SHUTTLE

As before.

		KUP
	The attack is coming from those
	main gun turrets.

		HOT ROD
	I see them.  Hold on...

He pulls on the throttle and the ship SWERVES sharply to the
left.

		KUP
	Targetting... locked.

		HOT ROD
	Fire!

EXT. CALYX TWO

The Autobot shuttle moves in, STRAFING the Quintesson base.
It FIRES pinpoint missiles which home in on the gun
emplacements and DESTROY them.

INT. AUTOBOT SHUTTLE

		HOT ROD
	All right!  The automated defenses
	are down.
	   (beat)
	That'll teach us to keep our eyes
	on the road.

		KUP
	Let's get in and get out fast.

		SLAG
	Me Slag sick of waiting in tin can,
	want to fight!

		SLUDGE
	Mmm, fighting good.

		GRIMLOCK
	Yes!  Me all want to fight!  We go
	fight!

The Dinobots make their way to the hatch.

EXT. CALYX TWO

The shuttle, still hovering above the base, lowers a
platform to bring Hot Rod, Kup, and the Dinobots to the
surface.  From the shuttle's rear bay, Reese flies out in
his Delta Two fighter.

Hot Rod and Kup TRANSFORM into vehicle mode and tear towards
the Quintesson base.

The Quintesson base door is sealed, but it is no obstacle
for the Dinobots.  Slag SMASHES it with his head, Sludge
QUAKES the ground with his stomps, Swoop DIVE-BOMBS, and
Snarl WHACKS it with his tail.  It CRUMBLES before their
onslaught.

INT. QUINTESSON BASE - ENTRANCE

Sharkticon drones in robot mode, dozens of them, hurry out
to defend their base against the enemy.

		HOT ROD
	We've got Sharkticon drones,
	incoming.

		SLAG
	Good.  More to smash!

The drones attack, but they are no match for the invaders.
Hot Rod and Kup TRANSFORM back into robot mode and FIRE at
the Sharkticons, and the Dinobots crush them beneath their
feet.  Even Delta Two flies in and disables several
Sharkticons with its photon charges.  The first wave of
drones is laid to waste.

		GRIMLOCK
	Me Grimlock love crunching puny
	Sharkticons.

		HOT ROD
	   (looking around at the scope
	   of the base)
	We can cover more ground if we
	split up.

		KUP
	You, Reese, and Swoop take the left
	side.  Snarl, Slag, and I will take
	the right.  Grimlock, you and
	Sludge have the center.  Let's go!

The three groups split up and go down the three corridors
leading into the base.

INT. QUINTESSON BASE - POWER FACILITY

Kup, Slag, and Snarl BURST into the power facility that
drives the Quintesson base.  It appears deserted.

		KUP
	   (looking up at the empty
	   Quintesson overseer's post)
	Strange... there are no Quints
	here, just drones.  You'd always
	expect to see an overseer
	controlling them...
	   (to Slag)
	You guys check down there, I'm
	going to look up here.

Slag and Snarl go down into the lower bowels of the power
facility, while Kup goes up to the overseer's post.  Not
noticing the gatherings behind him, he tries to ACCESS the
Quintesson's computer, but is unsuccessful.  He turns to
leave, but then realizes he's staring at nearly twenty
Sharkticon monsters...

INT. QUINTESSON BASE - CONTROL CENTER

The door is sealed, but it is SMASHED in from outside with
tremendous force by Grimlock and Sludge as they make their
way in.  The room is empty, aside from a gigantic computer
console against the wall.  Grimlock starts PLAYING with the
console, pushing buttons at random.

		SLUDGE
	Me Sludge no think that you should
	be playing with that.

		GRIMLOCK
	Me Grimlock knows what me am doing.

The computer starts up, but the only thing that appears is
an ominous Quintesson face and alien language on the screen.

		COMPUTER VOICE
	Enter access code.

Grimlock enters more buttons, faster, completely randomly.

		COMPUTER
	Access code denied.

The background of the screen behind the Quintesson face
suddenly FLASHES red for two seconds, and then the entire
monitor fades to black.

		SLUDGE
	Me told you.

		GRIMLOCK
	   (defiantly, continues to
	   hammer at the computer)
	Me not listening!

INT. QUINTESSON BASE - PRISON

There are four cells, guarded by energy fields.  Dr. Pilar
is being held in one, huddled in the corner, almost
catatonically.  A mental scanning probe can be seen along
the walls of the prison, although it is inactive now.  There
are four more advanced prison drones guarding the cells.

Hot Rod, Swoop, and Delta Two BURST in through the door.
The four guards react and FIRE at the Autobots, but they
easily dodge the blasts.  Swoop TRANSFORMS into robot mode
and BLOWS AWAY two of the guards with his rocket launchers.
Hot Rod TRANSFORMS into robot mode and BLASTS the other two.

Delta Two flies towards the cells.

		REESE (COMM VOICE)
	There she is!

		HOT ROD
	Any idea how to lower this field?

Swoop FIRES a rocket into the cells' control panel.  It
EXPLODES, deactivating the fields.

		HOT ROD
	Nice.
	   (goes over to Pilar)
	Are you okay?  We're here to help.

		SWOOP
	Is human okay?

Pilar looks up.  From her POV, we can see Hot Rod, a
towering giant, and the fearsome looking Swoop behind him.
Terror is written across her face as she draws herself more
tightly into the corner.

		REESE (COMM VOICE)
	Wait!  Let me.

Hot Rod and Swoop back off as Reese lands Delta Two on the
floor of the cell and exits it, walking up to Pilar.

		REESE
	Doctor Pilar!  Remember me?  Reese,
	Lt. Maxwell Reese, of the EDC?

		PILAR
	Reese...?

After her experiences at the hands of the Quintessons and
their robotic drones, the sight and sound of another human
ring within her broken spirit.  She leaps up, crying,
running up to Reese and hugging him tightly just for the
feel of contact with another human being.

		HOT ROD
	   (activates communicator)
	We found her.  How are you guys
	doing?

INT. QUINTESSON BASE - CONTROL CENTER

Grimlock has, by now, completely demolished the computer.
He and Sludge exchange sheepish glances.

		GRIMLOCK
	Me Grimlock okay.

		HOT ROD (COMM VOICE)
	Kup?

INT. QUINTESSON BASE - POWER FACILITY

Kup is leaning back, relieved, in the Quintesson control
booth.

		KUP
	Had a little run-in with some
	drones, but...

We can now see Slag and Snarl, with scrap pieces of the
drones DANGLING from their mouths.

		KUP
	... it's all under control.

		HOT ROD (COMM VOICE)
	Find anything else?

		KUP
	Nope.  It looks like the Quints
	cleared out long before we got
	here.

INT. QUINTESSON BASE - PRISON

		HOT ROD
	That would explains the why the
	drones were so disorganized.

		KUP (COMM VOICE)
	I think I'm going to stick around
	here for a bit, see if I can't
	access one of their computers.

Reese, with Pilar still silently hysterical on his shoulder,
turns to Hot Rod.

		REESE
	She's in shock.  We need to get her
	back to an EDC starbase.

		HOT ROD
	   (to Kup)
	We're heading back to the shuttle.
	You have half a megacycle to see
	what you can find; after that,
	we're headed back.

		KUP (COMM VOICE)
	Understood.

Hot Rod and Swoop TRANSFORM back into their alt-modes.
Reese helps Pilar into Delta Two, and the three EXIT the
prison for the shuttle.

INT. AUTOBOT SHUTTLE

Pilar, still in shock, is lying down on a makeshift bed of
EDC-issued blankets taken from Delta Two, but, with the
Autobot shuttle being scaled to Transformers, there are few
other facilities for her.  Reese is holding her hand as he
presses a damp washcloth on her forehead.  Hot Rod and
Swoop, both in robot mode, look on in concern, but from
afar, so as not to frighten her more.

		HOT ROD
	Is she okay?

		REESE
	I don't know.  She's still in
	shock... I can't imagine what the
	Quintessons did to her.

		PILAR
	   (startled, suddenly sits up)
	Quintessons?

		REESE
	It's okay, it's okay.  They're not
	here any more.  You're among
	friends.

		PILAR
	   (still in shock, hollowly
	   echoes their first
	   conversation)
	Lieutenant Maxwell Reese, Earth
	Defense Command.

		REESE
	   (wry smile)
	The best pilot in the EDC.  You
	remember.

		PILAR
	   (the dam is bursting)
	It was awful... they... they
	kept... they wanted to know
	things... about that gateway we
	found... I couldn't... I couldn't
	stop them...

		REESE
	It's okay, Dr. Pilar, it's okay.
	You're safe now.  Don't worry.
	We're going to take you home.

Pilar grasps Reese's hand a little tighter and manages a
slight smile.  Hot Rod still stands away from Pilar so as
not to frighten her, frustrated that he can't do more,
watching and waiting as we...


					FADE OUT.

                   END OF ACT THREE

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