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Little Earl's

Little Earl's

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Published by Robert E G Black
a feature length script about a large cast of characters and some demons (literal and figurative) who converge on a truck stop
a feature length script about a large cast of characters and some demons (literal and figurative) who converge on a truck stop

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Published by: Robert E G Black on Feb 08, 2010
Copyright:Attribution Non-commercial


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LITTLE EARL’S FADE IN EXT - HIGHWAY - NIGHT A Mack truck with panoramic front view and a refrigerated trailer

speeds along. Not far behind it, another big rig, sans trailer, follows. That second one is Paris’ cab. INT - PARIS’ CAB - CONTINUOUS PARIS HAWK, a good looking man in his late twenties, drives. There's a sawed off shotgun on the passenger seat. PARIS You asleep back there yet? In the sleeper box behind the front seat lies HELEN HAWK, Paris’s little sister, hidden in shadows. The radio is on, set to a station with slow music, but with the volume low. The CB is on and not so quiet. HELEN No. PARIS We should be coming up on a place to stay the night soon enough. You can sleep in a real bed for the night. How'd that be? HELEN That'd be great. PARIS If this guy would just stop for the night already, we'll get a damn room. The Mack truck is visible through the windshield. Paris keeps his eyes on it. HELEN You promise?


PARIS You bet. EXT - HIGHWAY – CONTINUOUS The two trucks drive on. INT - MACK TRUCK - CONTINUOUS GEORGE COOPER, an overweight man, drives. He's noticeably tired, but not quite to the point that he's dozing off. Like Paris, he's got a shotgun on the passenger seat. His radio is on. A love song begins. GEORGE Hell no. He switches the station. He finds the beginning of a heavy metal song. GEORGE That's more like it. He starts moving to the song, suddenly a whole lot more awake than he was just seconds before. RIBBY G (over CB) Who's that cowboy on US 119? MARVIN (over CB) Would that cowboy be driving a brand new, bright blue Mack CH? RIBBY G (over CB) Marvin Kazer, that you? MARVIN (over CB) Sure is, Ribby G. You planning on stopping at Little Earl's tonight? The old chain gang should be there. ELIAH


(over CB) I’m just pulling in there myself, Marv. RIBBY G (over CB) Can't make it… George turns up the radio, blocking out the CB. INT - PARIS’ CAB - CONTINUOUS Helen, still hidden in the shadows, sits up. HELEN This Little Earl's place nice? We could stop there. PARIS Depends on where this guy stops, Helen. You know that. HELEN You gotta follow this guy? PARIS Phelps is paying me a shitload of moneyHELEN Watch it, Pare. PARIS He's paying me a lot of money to find out where this guy is headed. More money than I made all last year. So, yeah, I've gotta follow him. EXT - HIGHWAY - CONTINUOUS George's truck speeds around a Payne Oil truck. INT - PAYNE OIL TRUCK - CONTINUOUS


Driving that Payne Oil truck is DAMON VASQUEZ, a guy with boyishly good looks. He grabs his CB. He’s got a strong southern accent. DAMON Thought Marv’s in a bright blue rig tuhnight. MARVIN (over CB) That's right. DAMON We gots another cowboy with the hammer down out tuhnight. INT - ELIAH’S CAB - CONTINUOUS ELIAH RELLIFORD, a somber, well dressed man, drives. There’s a picture of a woman hanging from the rearview mirror. Eliah looks relatively emotionless until he grabs his CB. Then, there’s a smile on his face and in his voice. ELIAH That guy got a refrigerator on his back and a bobtail behind him? INT - PAYNE OIL TRUCK - CONTINUOUS Paris' cab speeds around Damon's. Damon watches him pass and shakes his head. DAMON 10-4, Irv. Dat's him. ELIAH (over CB) Saw that fella nearly run a roller skate with a family inside off the road back a few dozen ticks. INT - KEVIN’S CAR - CONTINUOUS A nondescript car. KEVIN ERBEROS-older than he looks and he looks to be thirty-follows behind Damon's truck. He too has a CB radio.


DAMON (over CB) Roger dat. Hell of a driver, dat one. KEVIN (to himself) Too many eyes out tonight. Kevin speeds around Damon's truck. INT - MACK TRUCK - CONTINUOUS George is still rocking out to the music, speeding on down the road. INT - PARIS CAB - CONTINUOUS Paris looks back to see if Helen's asleep yet. She seems to be. EXT - HIGHWAY - LATER Up ahead of the Mack is a car with trailer. INT - CAR WITH TRAILER - CONTINUOUS PHIL MACAVOY drives. His wife, ROSE MACAVOY sits in the passenger seat. The two of them are in their late thirties. Their six year old son, TIMMY MACAVOY is lying down across the backseat, presumably asleep. ROSE Your father's gonna be fine. PHIL No, Rose, he's not. He'll be dead before I can make it back there. I should have said a better goodbye. TIMMY You said a good one, dad. ROSE (flustered) Timmy? Thought you were asleep. Timmy sits up.


TIMMY I was. PHIL Mom's gonna go soon enough herself. ROSE Maybe we should talk about this later, Phil. TIMMY I heard it all so far, mom. No need to stop now. ROSE WellTIMMY I can handle it. I know grandma and grandpa are both getting up there in age. George's Mack truck speeds around the MacAvoys’ car. PHIL God damn it. ROSE Phil! PHIL Don't tell me to watch my language, Rose. I'm not in the mood. In the backseat, Timmy, realizing his parents are probably about to fight, rolls down his window and sticks his head out. The wind drowns out the beginning of his parents' fight. EXT - HIGHWAY - CONTINUOUS Paris’ cab speeds around the MacAvoy's car. Timmy MacAvoy’s head is out the window. INT - PARIS’ CAB - CONTINUOUS


Paris leans forward over the steering wheel. PARIS This guy's nuts. HELEN You're driving as bad as he is. PARIS Thought you were asleep. HELEN Nope. We to Little Earl's yet? PARIS Cooper doesn't stop there, we won't either. HELEN I know. I'm just hoping. How much farther is it? PARIS Not too far. EXT - HIGHWAY - CONTINUOUS Kevin’s car speeds around the MacAvoys' car. INT - KEVIN’S CAR - CONTINUOUS Glancing briefly at the MacAvoys fighting, Kevin shakes his head. Then, he looks ahead. RIBBY G (over CB) You tell Little Earl that the warden's got me home early this trip, or I'd be there. MARVIN (over CB) 10-4. Next time. RIBBY G (over CB)


I'll be in Tampa next month. I'll look you up, Marv. MARVIN (over CB) Looking forward to it. EXT - HIGHWAY - LATER George’s Mack truck is virtually on its own, save Paris' truck right on his tail. INT - MACK TRUCK - CONTINUOUS George drives like a crazy man, still dancing in his seat to the music. Something hits his windshield and hits it hard. George slams on the brakes. EXT - MACK TRUCK - CONTINUOUS The trailer’s axle brakes lock and the trailer swings into the other lane. INT - PARIS’ CAB - CONTINUOUS Paris slams his foot on the brakes. Through the windshield, George’s Mack is visible sliding to a stop. INT - KEVIN’S CAR - CONTINOUS Kevin stops his car rather easily. He watches to see what happens in front of him. EXT - HIGHWAY - CONTINUOUS The Mack and Paris’ cab come to complete stops. INT - MACK TRUCK - CONTINUOUS George lets out a sigh of relief then opens his door. EXT - MACK TRUCK - CONTINUOUS


George gets out and looks at the front. The windshield is cracked and the grill is dented. A dark red liquid, not quite blood, is splashed on both. GEORGE What the hell? He looks closer. He rubs his hand over the dark red liquid then looks at the stuff on his hand. GEORGE Blood? There's movement below the cab. The FIRST CREATURE, a hideous looking thing, something like a cross between a bird, a monkey, an insect and maybe a lizard, but none of those things, its wings broken, its body bloody, crawls out slowly. George quickly climbs back into the cab. INT - MACK TRUCK - CONTINUOUS George grabs his shotgun. Inside his truck, the CB is still on. RIBBY G (over CB) …so I told her to go to hell. But, she'd have none of it… MARVIN (over CB) But, she didn't kick you out? George climbs back out. RIBBY G (over CB) Hell no. EXT - MACK TRUCK - CONTINUOUS George aims the gun at the thing on the ground. Its neck cranes back. The face turns toward George. Two rather large eyes open and look right at him. A rather wicked looking mouth full of sharp teeth opens. A cry not unlike a human baby comes out, quickly changing to a wail of pain.


Paris has now gotten out of his truck and has walked around George's trailer. The back of his jacket has on it, in large block letters, IX. PARIS What the hell happened? George doesn't look up. In fact, he hardly seems surprised at all by Paris' presence. GEORGE This thing hit my windshield. PARIS What is it? GEORGE Damned if I know. The thing on the ground twists around, two thin arms grabbing the front bumper of George's truck, pulling the thing onto its hind legs. Its eyes never move off George. And, his aim never moves off it. The thing cries again, flaps its broken wings. PARIS Kill that thing, put it out of its misery. GEORGE No way. You seen one of those before? This is something new. What it's doing in the middle of West Virginia, I don't know. But, it's something new. I got a feeling people will want to see this thing. PARIS What are you going to do, take it with you? GEORGE Sure. Why not? The First Creature lunges suddenly at George. It hits his gun out of his hand before he can fire. Then, it jumps at his face.


Paris shoots it. Its limp body lands a few feet away. George looks at it, at Paris, then back at the thing again. GEORGE Thanks. PARIS No problem. George picks up his shotgun then looks at Paris. He looks him up and down, then offers a hand. GEORGE Name's George, George Cooper. Folks call me Buddy. Paris shakes George’s hand. PARIS Paris Hawk. George smirks, like he doesn't believe that's a real name. HELEN (O.S.) What's going on, Pare? PARIS (to George) My sister. (yelling to Helen) Nothing. Just sit tight. GEORGE Got your sister in your cab? PARIS Parents died a while back. I look after her. George shrugs then walks over to the First Creature. It's still moving a little. He raises his shotgun, aiming at it. GEORGE You give me a hand with this?


PARIS Where you gonna put it? Suddenly, the First Creature gets up on its hind legs and takes off running. George shoots it and it falls on its face, sliding several feet on the road. George and Paris walk after it. The First Creature looks pretty much dead now, not moving at all. George touches it with the end of the shotgun barrel. The neck twists around, the eyes open, and it looks right at George. The mouth opens and closes, no sound coming out. GEORGE Resilient little fucker, isn't it? The neck sways, the head looks past George, toward his truck. George falls for it, looks back, and the thing lunges at him again. Paris shoots it. It falls down again. GEORGE Thanks again. PARIS No problem. You sure you want to try to take that thing anywhere? The First Creature starts moving again, this time crawling weakly away from the truck. GEORGE Where you think you're going? The First Creature raises an arm, pointing away from the truck, then keeps crawling. GEORGE Did that thing just answer me? PARIS Couldn't have. A sound that could only be laughter comes from the thing. It looks back at George and Paris. It cranes its neck, sniffs at George's gun then laughs again.


HELEN (O.S.) Pare, what's taking so long? PARIS Nothing. Just stay put. The First Creature keeps crawling. Every few seconds, it looks back at George and laughs. He keeps his gun aimed at the thing's head. PARIS George, just shoot it or something, and do whatever you're gonna do with it. GEORGE What's your rush? PARIS Your rig's kinda blocking the road. GEORGE Don't pretend like you're not just following me, Mr Hawk. I was warned there'd be people interested in my load, and I know you've been behind me for the last couple days at least. PARIS I don't know what you're talking about. I just cameGEORGE Don't make up some lie. I know your truck. It's been behind me constantly, and this morning, I had a closer look at that shitty motel we stopped at. I know you're following me. So, what I'm wondering is, why aren't you trying to take advantage of me being away from the cab like this, and stealing the truck? PARIS I'm not after your load. I'm just-


George turns his gun on Paris. GEORGE The truth please. PARIS I'm just supposed to see where you end up. That's all. Guy that hired me works for the FBI same as the guy who hired you to drive that thing. He just wants to know where the storage facility is. That's all, I swear. George lowers his gun and keeps walking after the thing on the ground. GEORGE You know what it is? PARIS That thing? GEORGE My load. Do you know what it is? PARIS No idea. Wasn't exactly necessary information if all I've got to do is find out where you're going. George probes the First Creature's back with the barrel of his shotgun, slowing it down for a second. GEORGE No idea myself. He didn't tell me. Just warned me some people might come after it, then gave me enough money that I could overlook not knowing what it was I've been dragging across this God damn country. The First Creature swipes at the gun barrel with one of its arms. Then, it falls on its face and screams. George kicks one of its legs out from under it. The thing lies still for a


moment, then turns its neck around slowly and looks at George again. It hisses. GEORGE Ugly little thing, isn't it? Paris stops, looks back toward George's truck. PARIS George. GEORGE Yeah? PARIS If you thought I might go for your truck while you were away from it, why are you still moving away from it? GEORGE Well, just figured this thing ain't trying to get my load. PARIS How do you know? George stops and turns toward Paris. GEORGE Look at it, Mr Hawk. That thing don't even got the sense to give up already. And you think it lured me out here? Kevin stands by his car now, smoking a cigarette. George looks suspiciously toward his truck. Headlights approach. George watches. The MacAvoys' car comes around Kevin’s car and Paris’ cab then squeezes around George’s Mack truck on the shoulder and then speeds by. Phil MacAvoy yells something out his window at George, but it's muffled. PARIS Maybe you should just go move that truck, then grab this thing.


George raises his gun toward Paris but doesn't quite point it at him. GEORGE Why don't you just shut up? I'll take my God damn time if I want to take my God damn time, and you'll have nothing to say about it. He lowers his gun and turns toward the thing on the ground again. GEORGE So, if you aren't going to give me a hand, just go sit tight with your sister and be patient. Paris heads back. PARIS You know, I could still take that truck of yours. GEORGE Try it and you'll die soon after, Mr Hawk. I don't know what's in that there trailer, but I've been well paid to protect it, and I've no intention of letting you, or anybody else for that matter, take it. EXT - HIGHWAY - CONTINUOUS The Payne Oil Truck stops behind Kevin’s car. INT - PAYNE OIL TRUCK - CONTINUOUS Damon blows the horn. He opens his door. EXT - PAYNE OIL TRUCK - CONTINUOUS Damon leans out. He sees Kevin. DAMON Wha's goin’ on?


Kevin shrugs, says nothing. He puts out his cigarette on the ground and gets back into his car. INT - KEVIN’S CAR - CONTINUOUS Kevin does as the MacAvoys did. He drives around the stopped truck. As he drives by, he and Paris watch each other. KEVIN Too many eyes. EXT - PAYNE OIL TRUCK - CONTINUOUS Damon climbs down from his cab and approaches the stopped trucks. As he passes Paris' cab, Helen, sitting in the drivers' seat now, ducks back into the sleeper box, so quickly she's nothing but a blur. Damon, startled, jumps. HELEN SorryDAMON 'S okay. Just didn't see you there. Startled me is all. Know wha's goin’ on? HELEN Nope. Damon keeps walking. HELEN You see my brother up there-he's the one with the shotgun-tell him I'm sick of just sitting here. Damon nods but looks confused. DAMON Shotgun? He keeps going. Up ahead, George grabs the First Creature by it's broken wings and lifts it up. It tries to shake free, screaming the whole time. It lashes out with an arm and cuts a gash in George's


cheek. He drops it. He shoots it again with his shotgun and it stops moving. He looks back toward the truck. Paris is standing near it but apparently not trying to take it. George turns back to the thing on the ground. Damon comes around the trailer of George's truck. George fires another shot into the thing on the ground. Back by the truck, Damon looks a little scared. DAMON Must be the girl's brother. Paris turns. PARIS No, that would be me. DAMON Said the one with the shot… He sees the sawed off shotgun in Paris' hand. DAMON Wha's goin’ on? PARIS Thing hit his windshield, some sort of animal. George shoots again. PARIS (yelling) Damn it George, leave it alone already. (to Damon) He's intent on taking the thing with him. Think's it's some new species or something, which from the looks of it, it very well may be. DAMON


Really? PARIS Thing won't die, though. Just keeps on moving. Up ahead, the First Creature takes off running and George chases after it. It leaves the road and heads down an embankment. George stumbles on his way down and falls. He rolls down the hill, losing his gun. He comes to a stop at the bottom, looks around for his gun, sees it, and moves toward it. The First Creature jumps onto him and scratches his face again. He throws it off him, crawls for his shotgun and the thing grabs his leg and pulls him back. He just barely gets his hand on his gun, turns it around and shoves the barrel against the thing's head. Just before he can pull the trigger, the thing laughs, then does something he never would have expected. It speaks. FIRST CREATURE You make this too easy. George pulls the trigger. Back by the truck, Damon looks to Paris. DAMON The hell he’s doing? PARIS Killing it, I guess. A loud thump draws both their attentions to the top of George's trailer. There, a SECOND CREATURE has just landed. This one, uninjured, looks as if it could tear them apart with minimal effort, if any at all. DAMON What the hell? Paris raises his gun and aims at the Creature, but a THIRD CREATURE has just landed on the roof next to that one. They takes turns hissing at him. He lowers his gun. A FOURTH CREATURE, bigger than the other, lands on the trailer. It leans forward, cranes its neck toward Paris and speaks.


FOURTH CREATURE That's better. Paris and Damon are both shocked, frozen there. Helen screams. Paris shakes off the shock and runs. DAMON Good idea. Paris rounds George's trailer to find a FIFTH CREATURE sitting on the hood of his own truck. Damon runs past him, toward his own rig. Paris raises his gun to aim at the Fifth Creature on the hood. Then, the windshield blows out, the Fifth Creature goes flying. Helen has shot it from inside the truck. Paris runs and climbs into the truck, as the injured Fifth Creature gets up off the ground. INT - PARIS’ CAB - CONTINUOUS Helen is still not visible, as it is dark in the cab. But, there seems to be something wrong with her, something about the shape of her head and face. Paris smiles at her then puts the truck in gear and heads around George's trailer. Though there is not enough room, he scrapes by and speeds away as fast as possible. HELEN What was that thing? PARIS Things. There were a whole bunch. HELEN Well, what were they? PARIS Don't know. Don't plan to find out. HELEN What about the job? Paris hits the brakes. PARIS I can't leave, can I? I've got to find out where George was headed.


HELEN Or you could just give back the money. PARIS Can't do that. Phelps would never go for that. EXT - HIGHWAY - CONTINUOUS Damon forces his own truck around George's, now with more than a dozen of those Creatures sitting on it. INT - PAYNE OIL TRUCK - CONTINUOUS Seeing the clear road ahead, Damon hits the gas. EXT - HIGHWAY - CONTINUOUS George comes running back onto the road, the First Creature behind him, and stops just short of getting flattened by Damon’s truck. The First Creature, it's head all but gone, doesn’t slow down. It hits the front of Damon's truck. INT - PAYNE OIL TRUCK - CONTINUOUS And, the First Creature splatters across the windshield. Damon switches on the windshield wipers but doesn't bother to slow down. He just keeps going. Around a curve in the road, he comes upon Paris' cab and barely steers around it. He looks back at Paris as he passes, wondering why the guy stopped. EXT - MACK TRUCK - CONTINUOUS George clambers into his cab. One of the Creatures claws at his legs, but he shuts the door on its hands and it backs off. INT - MACK TRUCK - CONTINUOUS George closes the door all the way, starts the engine and puts it into gear. As he drives off, another Creature launches itself at his windshield, cracking it a little worse than it is already. EXT - MACK TRUCK - CONTINUOUS


The rest of the Creatures try to hold onto the roof but George's erratic driving throws them all off. The swarm of them flies after him. INT - PARIS’ CAB - CONTINUOUS George speeds around Paris' cab, the swarm right behind him. Paris watches, wide eyed, then puts his truck in gear. Helen leans forward, still mostly in shadows, but there’s something strange about her shape. HELEN Oh my God. Paris follows after George. EXT - LITTLE EARL’S - NIGHT It’s a truck stop with gas station, restaurant and motel. A large neon sign proclaims it to be Little Earl’s Truck Stop. Below that sign, a well lit sign with moveable letters says there's a restaurant, driver's lounge, showers, a store, motel rooms, service and parts, and scales. It’s a full service kind of place. But, tonight it’s not very busy. The MacAvoy’s car is parked near the front entrance. A handful of trucks are parked here and there. And, Kevin Erberos’ car is just pulling in. INT - LITTLE EARL’S - RESTAURANT - NIGHT The MacAvoys are sitting at a table, eating. Truck drivers are about: DINAH WOLFRAM, who seems far too young and attractive, a right southern belle, to be a truck driver, though she is one; ELLEN HAZELTON, not quite old but with grey hair; ELIAH RELLIFORD, the somber man from before. There is also a BEARDED DRIVER, a YOUNG DRIVER and a FAT WOMAN DRIVER. SHAYLA CROUSE, a waitress with dyed blonde hair and dark roots. is at Dinah’s table, presumably taking her order. Leaning against one wall, Marvin Kazer, who we’ve seen, is talking to KAYLA NOBLE, beautiful but cheapened a little by too much makeup and clothes that are trying a bit too hard to be sexy. Marvin whispers something in Kayla's ear.


KAYLA That will cost more. Kevin Erberos enters the place. Kayla notices him and ducks behind Marvin. KAYLA Oh shit. What's he doing here? Marvin looks. MARVIN Who? KAYLA Long story. MARVIN We can go get a room and you can tell me that story. Kayla moves as Kevin finds himself a table, keeping herself hidden from him. KAYLA I think there are better things we could be doing in that room. MARVIN Then, tell me the short version and let's get on with business. KAYLA Maybe I'll tell you later, Marv. Let's go. Shayla passes by, glancing over at Marvin and Kayla, and goes into the kitchen. Marvin and Kayla head for a hallway. Out of an office comes EARL MADRIGAL, a very big man, old, but very fit. He sees Marvin. EARL Marv, you made it. Earl wraps his arms around Marvin, practically crushes him with the embrace. Then, he lets him go.


EARL You look good. How long's it been? MARVIN Not that long. Less than a year, I'd say. EARL Really? Seems like longer. Earl notices Kayla's with Marvin. EARL Marvin and me-we used to drive together some years back, before he retired and built this place. Kayla clearly doesn't care. EARL We'll talk later. I'll let you two get going. Kayla and Marvin disappear together down the hall. A sign next to the hall says MOTEL ROOMS. Eliah watches them then looks down at his food. He pushes the remains-really, most of a plate fullof dinner around the plate on the table in front of him, but doesn't eat anything. There’s a crucifix on the table next to his plate. Shayla Crouse exits the kitchen, balancing four plates. She heads for the Bearded Driver’s table and sets all four plates before him. Shayla looks over at Eliah, contemplates coming to get his plate, then rethinks it and disappears into the kitchen again. Earl comes over and sits across from Eliah. EARL Why so glum, El? ELIAH Kim lost the baby. EARL Sorry to hear that.


ELIAH Yeah well, the doctor said nothing could have been done. EARL You know, you sounded your usual jovial self over the radio. Eliah fakes a smile. ELIAH Well, you know me. INT - LITTLE EARL’S - KITCHEN - LATER HOWARD BRIGHT, a middle aged man, is cooking away. Shayla comes up behind him. SHAYLA Not much of a party. I thought it'd be more energetic. Howard looks back over his shoulder at her. HOWARD The night's still young. SHAYLA I guess. Howard keeps his eyes on the food cooking. HOWARD Ellen here? SHAYLA Yeah, Ellen's here. Howard smiles, but just keeps cooking. SHAYLA Go talk to her if you want. I'll watch this stuff for a bit. HOWARD No. That won't be necessary.


SHAYLA She'll think you don't care for her anymore, Howard. Howard looks back at Shayla. HOWARD She knows better than that, Shay. INT - LITTLE EARL’S - RESTAURANT - LATER At the MacAvoys' table, Phil and Rose are fighting again. Timmy is ignoring them, playing with a brand new toy truck from the gift shop. He's hardly touched his food. ROSE Why can't we just stay here for the night? We've been in that car all day, Phil. Timmy could use a good night's sleep before we do all the moving tomorrow. PHIL Rose, didn't I already say the subject was closed? We can make it there tonight. ROSE But why? DC will still be there in the morning and we can't do anything till the movers arrive anyway, and they probably won't be there till noon or after. TIMMY This place can't be any worse than the motel last night, dad. Phil glares at his son. Timmy diverts his attention again, plays with his truck. ROSE Eat your food honey. PHIL Don't coddle the boy.


ROSE I'm not coddling him. I just told him to eat his food. If he's not going to get a decent night's sleep, he might as well eat up, to preserve his energy for tomorrow. In less than a second, Phil's on his feet, slapping Rose. Everybody in the place looks his way. Earl Madrigal rushes over and pushes Phil back from his wife. Phil pushes back. PHIL What's your problem? EARL Nobody lays a hand on a woman at Little Earl's or he answers to me. PHIL And, WHO are you? EARL Little Earl Madrigal. PHIL Well, do yourself a favor, Little Earl. Take a step back. Earl laughs. ROSE I'm okay. Just, leave it alone, please, Mr Madrigal. Earl turns toward Rose. EARL Everybody calls me Little Earl, ma'am. ROSE Well, Little Earl, please just leave it alone.


PHIL Listen to the lady, you ignorant son of a bitch. Earl turns slowly back to face Phil. EARL Please tell me, sir, was that meant as a slight toward my mother, or was it just a bad choice of phrasing? PHIL And, what might you do about it, if it was the former. And, by "former" I mean the first one. EARL (mostly to himself) Condescending little prick. Earl lunges at Phil, his fist swinging to hit the man. Phil easily sidesteps and, with a quick move, sends Earl sprawling to the floor. Before Earl gets up, Eliah, Dinah, the Bearded Driver and the Young Driver get up and come toward Phil. Not really a stupid man, Phil backs off when Earl gets to his feet. EARL (to Rose) Ma'am, might I suggest you get away from this man at your earliest chance, perhaps now. (to Phil) And, sir, get out of my place. Phil grabs Rose's hand. PHIL We were just leaving. Rose resists him pulling her to her feet. PHIL Rose, get up. We're leaving.


Timmy goes around and sits down next to his mother. EARL Rose, is it?-do you want to leave? Rose looks at Phil, at Earl, then at Timmy. The moment seems to take forever. She shakes her head. PHIL Rose, get up and get out to the car. We're going. Rose shakes her head. So does Timmy. Nearby, Ellen Hazelton takes a moment from watching the kitchen door to look over at Earl and Phil. Earl steps forward, grabs Phil by the shoulder and turns him toward the exit. EARL I think it's time you left. Phil seems ready to fight Earl, but the other drivers move closer. Phil reluctantly heads for the entryway and leaves. The drivers return to their seats. Earl stays near Rose, looking down at her. She bows her head, bursts into tears, and covers her face with her hands. Timmy tries to comfort her to no avail. Earl crouches down next to her, reaches out and moves her hands from her face, raises her chin. ROSE What'll I do? Without Phil, I've got nothing. EARL (whispering) You've got yourself a fine little boy, and for the night or as long as you want it, you've got a room here. Rose wipes some tears from her eyes and cheeks. Earl takes a handkerchief from his pocket and gives it to her. Rose wipes


away her tears, blows her nose and hands it back to him. Earl takes it and puts it back into his pocket. INT - LITTLE EARL’S - BEDROOM - LATER Kayla and Marvin are in bed, no clothes on, just finishing with their sex Kayla rolls off of Marvin and lies next to him. On her arms, plainly visible now are track marks. And, it's painfully obvious she was not satisfied by the sex. But, something in her expression also says that wasn't the point in the first place. Kayla turns on her side, eyes Marvin’s wallet on the dresser. MARVIN So, what's the story? KAYLA You really want to know? Marvin gets up from the bed and nods. KAYLA That guy that came in-his name's Kevin Erberos. Marvin pulls on his boxers and his blue jeans. He walks around to the dresser and takes some money from his wallet. KAYLA He's the father of my son. Marvin turns his head abruptly. MARVIN You've got a kid? Earl never mentioned that. He puts his wallet into his pocket, sets some cash on the dresser where the wallet had been. KAYLA That's 'cause I don't have the kid. Kevin does. I never really even saw the kid when he was born. Kevin just kinda took him from the hospital.


MARVIN What do you mean, he just took him? KAYLA He just took him. And, Kevin, you see, works for some people that you just don't mess with. Marvin puts his shirt on then sits down on the edge of the bed to put on his shoes. His socks, he never removed. MARVIN What people? KAYLA Special branch of the government, something like the CIA. I was young and didn't want a kid anyway. So, I didn't put up a fight. Marvin stops what he's doing. MARVIN But, it was your kid. KAYLA I told you, I was young. I didn't want or need a kid. MARVIN But since then, you've rethought it, right? You'd like to see your kid. KAYLA Oh, I've seen him. He's a nice looking boy-Trevor. That’s his name-Trevor. MARVIN That's not what I meant. KAYLA What's it matter? Why do you care? Marvin looks down, thinks about his response.


MARVIN I've just always wanted kids. I hate the idea that this guyKAYLA Kevin. MARVIN -took your kid from you. KAYLA Well, forget about it, already. MARVIN I don't know if I can. I mean, why's he here? What's he doing showing his face here? KAYLA You may be about my only regular customer, Marv, but you are not my protector. So, please just leave it alone. Marvin gets up from the bed again. MARVIN I'll leave it alone, but only after I've talked to the guy. Marvin heads for the door. KAYLA Marv, leave it alone. He's already left. INT - LITTLE EARL’S - SHAYLA’S ROOM - MEANWHILE Shayla’s room is like but more lived in and goes over to the crib too big for the crib, Hey, Mikey. the motel there’s a and looks is asleep SHAYLA room Kayla and Marvin were in large crib by the bed. Shayla into it. MIKEY CROUSE, age 5 and in it.


Shayla pats him on his back and pulls his blanket over him. SHAYLA Sleep tight, baby. She heads for the door, turns out the light and leaves. EXT - LITTLE EARL’S - LATER Outside, Phil MacAvoy is standing by his car. He’s unsure of what to do, whether to leave or go back inside and face Earl. PHIL I sent him to the floor once. I can do it again. He nods, sure that's right. He starts toward the building again. Right then, the Payne Oil Truck speeds into the lot and barely swerves around Phil. INT - LITTLE EARL’S - RESTAURANT - MEANWHILE Earl sits across the table from Rose, his arms on the table, his hands holding hers. She has her head down, crying. Eliah Relliford sits alone. He watches Earl and Rose, and Timmy, who's got his arm around his mother. Damon comes into the restaurant and looks around. He spots Earl and heads toward him. Before he reaches Earl, he’s already talking, quite loudly. DAMON Lil'Earl, weird shit's going down out there. Earl looks up at Damon, a little annoyed. EARL Vasquez, this better be good. Damon looks around and sees Kevin Erberos. Kevin looks away. DAMON


'S Buddy. Sometin's ‘tacking his truck. EARL What do you mean? What's attacking his truck? Earl lets go of Rose's hands and gets up. She looks up, tears in her eyes. Earl looks down at her. EARL I'll be right back. Just sit tight. Earl grabs Damon and leads him away from the table. No other table free, they sit down at Eliah's table. Self consciously, Eliah covers his crucifix with one hand. EARL Excuse us, El. ELIAH No problem. Eliah pulls the crucifix closer to him. Marvin Kazer comes back into the restaurant and heads for Kevin's table. EARL Okay, Vasquez, now what were you saying? DAMON Freaky lookin' creatures were ‘tacking Buddy Cooper's truck. One hit his windshield and he had to stop. Trailer was angled across the whole road. He got out, tried to kill this thing and the thing wouldn' die. Shot it a few times, a couple while I was watching. Thing just wouldn' die. Then, more of them appeared on top his trailer. EARL Appeared?


DAMON Landed. Didn’t I say they had wings? Well, they had wings. Well, a few landed on his trailer. Vicious looking things. And, swear to God, one of them spoke. ELIAH Spoke? DAMON Dis other guy put down his gunELIAH Gun? DAMON -and the thing says "that's better." Swear it said that. Me and the other guy-we took off. Over at Kevin’s table, Shayla takes money from by his empty plate. SHAYLA So, I can't interest you in some dessert? Howard makes some great apple pie. Kevin shakes his head. SHAYLA You can't tell me you don't like apple pie. KEVIN I like it well enough. SHAYLA Well, I'll get you a slice. KEVIN Um… He reads her nametag.


KEVIN Shayla, I don't want any pie. But, maybe I could use another cup of coffee. Shayla smiles. SHAYLA Coming right up. She heads for the kitchen. Marvin nearly bumps into her, steps out of her way, then sits down across from Kevin. KEVIN Can I help you? MARVIN What are you doing here? KEVIN I was under the impression this was a truck stop. I'm not actually driving a truck, but that didn't stop too many other people either. MARVIN You've got some nerve. KEVIN Tell me what you're getting at or leave this table. MARVIN Where's Kayla's son? KEVIN How do you know Kayla? Right then, Kayla comes into the restaurant. MARVIN She works here. I suppose it's just a coincidence that you're here.


KEVIN Um, what’s your name? MARVIN Marvin Kevin sees Kayla. She comes over to the table. KEVIN (to Marvin) Marvin, I had no idea… (to Kayla) I had no idea you worked here. KAYLA Yeah right, Kevin. Your bosses have access to all the information anyone's got, and you didn't know where I worked? KEVIN I swear I didn't, Kayla. Kayla sits down by Marvin. KAYLA You expect me to believe that? MARVIN Where's the kid? KEVIN The kid's mine. I don't know what she toldMARVIN You stole him from the hospitalthat's what she told me. Kevin looks at Kayla. KEVIN Stole? You were about to lose him and you know it. They'd all but decided you were unfit as a mother. If I hadn't taken him,


some family of strangers would have gotten him. MARVIN Is that true? KAYLA Better a family of strangers than you. Across the way, Timmy's listening to Earl, Damon and Eliah. EARL Damon, what the hell are you talking about? ELIAH Thought you were off the juice, Damon. DAMON Clean and sober, four years now, swear. Haven't had anything to drink. Some weird ass creatures out there. TIMMY I saw one. Earl turns to look at Timmy. EARL What? DAMON You saw one? ROSE Timmy, leave the men to their conversation. EARL (to Rose) It's okay. (to Timmy) What did you see?


TIMMY Ugly thing with wings. It was sitting on that truck, the one stopped in the road. Dad drove around it, I thought we were gonna go right off the road, but we made it. My dad may be mean, but he can drive pretty good. DAMON What’d it look like? TIMMY A little like a monkey, but it had wings. DAMON See. TIMMY Had a whole mess of teeth, sharp ones. Earl turns to Damon. EARL And, one of these things spoke? DAMON Swear one did, Lil'Earl. May the good Lord strike my ass dead if I’m lyin’. (to Eliah) Pardon the language. EARL I believe it. I've seen some weird shit in my time. ELIAH Come on. DAMON Know what they are? EARL Have to see 'em to be sure.


DAMON But, ya might know? ELIAH You can't believe any of this, Little Earl. From the look Earl gives Eliah, it's clear he believes it. EARL Surprised you don’t. Eliah closes his fist tightly around his crucifix. Earl gets up. EARL Come on. Damon and Eliah get up and the three man head away from the table. Across the way, Shayla sets down Kevin's cup of coffee in front of him. She looks at Kayla and Marvin. SHAYLA You two want anything? Kayla shakes her head. Marvin glances at a menu, making no real effort to be quick about it. MARVIN Turkey breast on rye. SHAYLA Coming right up, Marv. KEVIN (to Marvin) You done? (to Kayla) You never could have kept him. KAYLA He should have been with me.


KEVIN You didn't even want him. KAYLA Yes, I did. MARVIN That's notKAYLA Stay out of this, Marv. KEVIN (to Kayla) Let him speak. (to Marvin) Go ahead, Marvin. What did she tell you? She told you she was young and not ready for a kid, didn't she? And, did she also tell you that she was high more often then not, and had that kid gone home with her, he would have been dead inside a week? Trevor was better off with me. (to Kayla) In fact, I'm a little surprised that you're still around to wonder about the son that got away. Figured you for an overdose by now. Kayla lunges across the table at Kevin. Kevin easily gets out of the way. KEVIN Keep a leash on her, please, Marvin. She has a tendency toward violence. INT - LITTLE EARL’S - KITCHEN - LATER Shayla comes into the kitchen. Howard's right by the door, watching Ellen through a round window. SHAYLA Just go talk to her already, Howard.


HOWARD Can't. SHAYLA You've talked to her before. Should be easier this time. HOWARD You'd think. SHAYLA Well, since you're staying in here, Marv wants a turkey breast on rye. HOWARD Marv Kazer? He ordered food? He never orders my food. SHAYLA I think he's just trying to annoy that guy he and Kayla are sitting with. HOWARD What guy? Shayla points him out through the window. SHAYLA No idea. Never seen him before, far as I know. INT - LITTLE EARL’S - ENTRYWAY - LATER Earl, Damon and Eliah are right inside the entrance, in sight of the restaurant section. EARL Buddy was headed this way, right? DAMON Yeah. EARL How far behind you?


DAMON Not far. But, he wasn't in his truck yet. Might not've even made it back to the cab. The other guy, in the other truck, he just stopped-don't know why. Maybe one of those things got him, too. EARL Well, I say we go find them and bring them here safe. DAMON Ya better have some weapons round this place, or I ain't goin'. ELIAH Oh, he's got weapons. DAMON The rumors are true? EARL What rumors? DAMON That ya stockpile stuff here, weapons, food, supplies of all kinds. What for, a nuclear disaster, or what? Eliah laughs. EARL You never know. EXT - HIGHWAY - NIGHT Paris’ cab speeds along right behind George's Mack. A swarm of Creatures is all over George's truck. INT - PARIS’ CAB - CONTINUOUS One of the smaller ones falls back and hits the windshield. Helen screams.


PARIS It's okay. Got pretty good glass in this thing. The Creature launches itself into the air again, pushing off the glass. Cracks radiate out from the bullet hole put there by Helen. HELEN Good glass until I shot it. PARIS It'll hold. The cracks go further. HELEN I'm sorry. PARIS It's okay, Helen. It's not your fault. You did good, shooting that other one. HELEN No, I didn't. I just made the whole group angry. PARIS That's not true. If it was, they'd be all over our truck, not his. EXT - PARIS’ CAB - CONTINUOUS Now, the Fourth Creature, the big one, flies right into the windshield. INT - PARIS’ CAB - CONTINUOUS Helen screams again, then cries, whimpers even. More cracks form, but the glass holds. HELEN I'm sorry. I'm sorry. PARIS It's not your fault, Helen.


HELEN Everything else always is. Despite all the commotion outside, despite their high speed, Paris looks back at his sister. PARIS What's that supposed to mean? HELEN Like you don't know. The windshield shatters. The Fourth Creature falls into the cab. Paris loses control of his truck. Helen grabs a gun again and shoots the thing in the head just as it attacks Paris. The thing comes at her, she shoots it again and again. It keeps coming. Paris hits the brakes. EXT - PARIS’ CAB - CONTINUOUS The cab slides to a stop. INT - PARIS’ CAB - CONTINUOUS Paris grabs hold of the Fourth Creature by its neck and twists it, yanks it and throws it out through the broken windshield. HELEN You okay? PARIS Fine. He's clearly not fine. The side of his face is scratched, bleeding. The Fourth Creature, wounded, leaps up onto the hood of the truck. FOURTH CREATURE Gotta do better than that. PARIS Helen, get the red box. HELEN


You sure? The Fourth Creature takes cautious steps toward where the windshield used to be. PARIS Now, Helen. Helen passes a red toolbox to her brother. He opens it, pulls out a grey wad, plastique, plastic explosives. He lunges at the Fourth Creature, grabs it by the neck again and shoves the wad into its disfigured mouth. He puts his hands back and Helen puts a small electronic chip in it. He sticks it into the wad of plastique. PARIS Shoot him again. Helen fires again, hitting the Creature in the chest, knocking it off the truck. Paris puts the truck into reverse and hits the gas. EXT - PARIS’ CAB - CONTINUOUS Paris drives back away from the injured Fourth Creature. He stops about twenty yards back. By now, George's truck is quite a distance down the road, the swarm with it. INT - PARIS’ CAB - CONTINUOUS Paris reaches into the red toolbox again, takes out a small remote, flips up a small antenna then pushes the first button. EXT - PARIS’ CAB - CONTINUOUS The Fourth Creature, lying on the road, explodes, the explosion far too big for such a small thing. INT - PARIS’ CAB - CONTINUOUS Paris puts the remote down. PARIS It better not have lived through that.


The smoke clears and there's nothing left of the Fourth Creature but small bits and pieces, none of it even remotely alive. Paris tucks the remote into his jacket pocket, sets the toolbox on the passenger seat, puts the truck into gear and heads off after George Cooper. EXT - LITTLE EARL’S - LATER Earl, Eliah and Damon come out the front carrying a shotgun, with a pistol in his heading toward the place, turns back for three men. It doesn't look like they see of the truck stop, each belt. Phil MacAvoy, his car upon seeing the him.

INT - LITTLE EARL’S - RESTAURANT - MEANWHILE Inside the restaurant, Marvin and Kayla still sit at the table with Kevin. Marvin picks at his sandwich, but doesn’t really eat any of it. Kevin sips at his coffee. MARVIN Why don't you just leave already, then, Kevin? KEVIN I stopped here for a late dinner and maybe to stay the night, so I'm not about to just go on my way because she's here. KAYLA Where's Trevor? KEVIN What? KAYLA Where's my son, you stupid bastard? Where's my son, while you're out gallivanting across the country doing God knows what? KEVIN I'm working. KAYLA


Whatever the fuck you're doing, where's my son? KEVIN He's my son, Kayla. MARVIN Just answer the question. KEVIN He's with Marina. Kayla calms down. KAYLA Oh. MARVIN Who's Marina? KEVIN My sister. And, Kayla here knows that Marina's a better parent than either of us ever would be. KAYLA Is he always with her? KEVIN Just when I'm out of town. Otherwise, he's with me. He likes it with her, you know. He and her two girls get along great. KAYLA He's never in any danger, is he? I mean, because of your work? MARVIN What is it you do, Kevin? Kevin ignores Marvin. KEVIN Never. KAYLA


And, he's happy? KEVIN He asks about you sometimes, if that's what you want to know, Kayla. He doesn't remember you, of course, but he knows you're out there somewhere. KAYLA Does he want to meet me? KEVIN He hasn't said it so specifically, but I think he does. You should come to Annapolis, see him some time. KAYLA I will. MARVIN What's with the friendliness all the sudden? Kayla, this guy stole your kid. KAYLA I told you I didn't want to come out and talk to him. KEVIN She agrees with me, Marvin. She knows that working here like this would not be good for Trevor. MARVIN Working here like this? KEVIN What do you do here, Kayla? MARVIN You already know. Don't you? KEVIN As I said before, I didn't even know she worked here.


MARVIN You're lying. KEVIN I would not have to lie to the likes of you, Mr Kazer. Kevin leans forward over the table, so only Marvin can hear him, and not Kayla. KEVIN Why don't you go home to your wife and kids and leave this situation to work itself out? Kevin sits back again. KAYLA What'd he say? MARVIN Nothing, Kayla. Nothing at all. EXT - HIGHWAY - MEANWHILE George sees the big sign for Little Earl's Truck Stop ahead and hits the gas harder than he already has been. INT - LITTLE EARL’S - RESTAURANT - MEANWHILE Shayla stops at Ellen Hazelton's table and sits down briefly. ELLEN What do you want, Shayla? SHAYLA Howard's in the kitchen going nuts. He wants to come talk to you. But, he's nervous. ELLEN He's nervous? Again? SHAYLA Again. Maybe you could go in there and talk to him.


Ellen thinks about it. ELLEN I don't think so. SHAYLA You're sure? Ellen nods. Shayla gets up. SHAYLA You two are never going to amount to anything at this rate, you know. Shayla walks away. ELLEN (to herself) I know. EXT - OFFRAMP - MEANWHILE All over George's trailer, the Creatures are clawing at the walls, trying to get to what's inside. One is even clawing at the lock on the back door. A RATHER LARGE CREATURE is on top of the cab. This one leans down the front of the truck then swings its arms into the windshield, breaking through it. EXT - LITTLE EARL’S - CONTINUOUS Earl, Eliah and Damon see George's truck coming and they see the swarm all over it and in the air around it. ELIAH What the hell? DAMON Told you-whole swarm of those things. Lil'Earl, you recognize 'em? EARL Gotta see 'em up closer. George's driving becomes erratic as he turns off the highway toward the truck stop.


ELIAH Looks like you'll get your chance at that. Earl raises his shotgun. Damon follows suit. Eliah does the same. Phil MacAvoy sees them raise their guns and looks toward George's truck. Its path will bring it pretty close to his car. He hurries around and gets into it, starts the engine and barely drives out of George's way. INT - MACK TRUCK - CONTINUOUS George is fighting off the Rather Large Creature trying to steer with the other and not doing too Out the broken windshield, Earl, Damon and Eliah their guns raised. The truck is headed right for main entrance to the truck stop. with one hand, well at either. are visible, them and the

Another Creature bursts in through the driver's side window, another through the passenger side. Briefly, George can see nothing but these things, their wings and limbs flailing about, their claws scratching him, tearing at him, and all he can hear is their screams and laughter. EXT - LITTLE EARL’S - CONTINUOUS Earl, Damon and Eliah lower their guns, realizing simultaneously that George hasn't slowed down or made any effort to turn. INT - LITTLE EARL’S - RESTAURANT - MEANWHILE Timmy MacAvoy's got his arm around his mother. She's looking toward the main entrance. Kevin, Kayla and Marvin are sitting in silence. Other drivers are going about their own business, no one inside aware of what's coming out front. INT - MACK TRUCK - MEANWHILE George, through a small gap between the Creatures, sees Earl, Damon and Eliah getting out of his way, the front entrance getting too close too fast. He hits the brakes. EXT - MACK TRUCK - CONTINOUS


His drive axles lock. His attempts at turning are in vain. Even as the Creatures inside the cab with him claw at him, the truck smashes almost head on into the front entrance of Little Earl's Truck Stop. INT - LITTLE EARL’S - ENTRYWAY - CONTINOUS The wall crash down and the truck goes right through the entryway into the restaurant. Shayla, by Dinah Wolfram's table, is hit hard by the truck and thrown like a ragdoll. Dinah is knocked clear, as her table and bench are pushed aside. Rose and Timmy manage to get clear. The Bearded Driver, heading toward the restroom, is knocked into the wall. Ellen's bench and table is all but crushed underneath the truck, Ellen gravely injured. The truck has entirely missed the table where Kevin, Kayla and Marvin are sitting. The Young Driver is crushed between the truck and the kitchen wall. The truck keeps going into the wall of the kitchen. INT - LITTLE EARL’S - KITCHEN - CONTINUOUS The truck comes through the wall and Howard is thrown back into the stove. The sleeve of his shirt catches fire. The truck comes to a stop finally, before squashing Howard completely. INT - LITTLE EARL’S - RESTAURANT - LATER The dust settles. The Creatures that had been covering and were peeled off easily by the walls and rubble spring to their feet and swarm on the truck again, ignoring the people strewn about. Rose stands and picks up Timmy. She holds him tight against her. Though he's a little big and clearly a little too heavy for her to be holding him like she is, but she's not about to put him


down. She looks at the Creatures around the truck. Her mouth drops open, her eyes go wide, but she does not scream. She's dumbfounded. The Fat Woman Driver is trapped under a table and bench, dead. Kevin and Marvin both run over to Ellen. She is in bad shape, her clothes torn, bloodied, her body strangely misshapen, a little crushed. The truck has rolled right over her. Kayla runs to Shayla. KAYLA Shayla! Shayla can't move. She's propped up awkwardly against the wall, one leg twisted the wrong way beneath her, a bone poking out of the skin of her forearm. SHAYLA Kay? Shayla's dazed, her eyes out of focus. Kayla crouches down next to her, and Shayla doesn't see her. KAYLA I'm here, Shay. SHAYLA Mikey? KAYLA I'm sure he's fine. Kayla looks toward the motel rooms. The truck has knocked down the wall to the kitchen and it’s hard to see the damage past that. The truck had all but left the restaurant when it finally stopped. Kayla doesn't like what she sees. A child's cries suddenly are all that can be heard. Shayla reacts, tries to move, to get up, to do anything, but it hurts too much. SHAYLA Get him, Kay. KAYLA


I will. Kayla heads cautiously toward the gaping hole in the wall, past the Creatures still clawing at the trailer of George's truck. Nearby, Marvin tries to lift up Ellen, but each movement makes her cry out in pain. KEVIN Leave her. MARVIN She's hurt, Kevin. She's hurt bad. KEVIN Moving her isn't going to change that. INT - LITTLE EARL’S - KITCHEN - LATER Howard lies unconscious on the floor. His sleeve is still burning. Suddenly, he wakes up and frantically puts out the fire. He heads for the door. INT - LITTLE EARL’S - RESTAURANT - CONTINUOUS Howard bursts out through the door from the kitchen. He sees Ellen and stumbles over the rubble to her. He pushes Kevin and Marvin aside. Across the way, Dinah gets up, pushes the overturned table aside and looks over at Kevin, Marvin, Howard and Ellen. Dinah gets up and walks over to Rose MacAvoy, who looks out of place standing in the center of the room. Timmy isn't moving. The idea that he's dead in Rose's arms would be an appropriate (but incorrect) assumption. DINAH He okay? ROSE He's fine. Timmy moves a little, turns his head, looks back at Dinah and smiles. Dinah smiles back.


One of the Creatures brushes against Kevin and Kevin pulls out a pistol and shoots the thing. It falls down next to Marvin. Marvin glances at it briefly then looks over at Kevin. He’s not surprised Kevin has a gun but Kevin misinterprets the look he's getting. KEVIN What? What's your problem? That Creature surprises them both, lunges back at them, knocking them both down. The gun is thrown clear. The Creature favors Kevin in its attack, clawing at him, holding him down. This creature isn't big but it's strong. Marvin crawls for the gun, gets it and turns it on the Creature. But, he hesitates before firing. KEVIN Shoot it! Goddamnit, shoot! Marvin fires. The shot misses, hits Kevin in the leg. Kevin screams. Suddenly able to ignore the Creature on him, Kevin lunges toward Marvin. Another Creature dives down at him, stopping him. Marvin fires again, this time hitting the Creature in the head. INT - LITTLE EARL’S - HALLWAY - MEANWHILE Kayla barely squeezes past one rather large Creature and finds herself at the entrance to Shayla’s room. The wall’s crumbling and the door is hanging loose. Kayla pushes the door aside and enters. INT - LITTLE EARL’S - SHAYLA’S ROOM - CONTINUOUS The room is a mess. The bed is shoved up at an angle against the wall and the crib is at an angle, two legs broken. Mikey is in the corner by the bed, crying. There's blood on his face. Kayla rushes to him, bends down and picks him up. He screams louder. Kayla shushes him. She puts one hand to his forehead and finds a cut just above his hairline. It doesn’t look too serious. INT - LITTLE EARL’S - RESTAURANT - LATER Howard cradles Ellen in his arms. She's dying, it's clear. She tries to say something but can't. HOWARD


Quiet, Ellen. Don't try to speak. She tries again. HOWARD Don't. Please, don't. Just, sit tight. Don't try to talk. Don't try to move. Everything's going to be okay. Howard looks around the place and knows he lied. Everything will not be okay. Rose watches, still standing in the center of the room holding Timmy. A Small Creature leaps onto Dinah, ripping a chunk out of her shoulder with its mouth and knocking her down. Suddenly, with a bang, that creature flies back into the wall, its head and neck blown to pieces. Across the way, Earl Madrigal, his shotgun raised, has just shot it. On either side of him are Damon and Eliah, their guns also raised. The Small Creature lunges at the three of them and all three fire simultaneously. The Creature flies back then recovers and comes at them again. They fire again and again and finally the Creature doesn't get up again. Even then, it is still moving just a little. Earl helps Dinah up. DINAH Thanks. EARL No problem. Eliah looks over at Earl incredulously. ELIAH No problem? Earl shrugs. Earl holds up his shotgun to Dinah. EARL


You know how to use this? Dinah nods. Earl hands the shotgun to Dinah. DAMON Lil’Earl, what'll you use? Earl takes out his pistol. EARL Till I can get to the storage room again, this'll have to do. DINAH What's in the storage room? EARL More guns, some explosives. You want it, I got it. Across the way, Kevin, with some unknown strip of cloth tied now around his leg above his gunshot wound, wields a large piece of wood as a club. Marvin has Kevin’s gun. Together, they’re fighting a creature. It’s faltering, but not giving up yet. Nearby, Shayla is having trouble breathing, having trouble staying awake, having trouble doing much of anything. She's straining to keep her eyes open. She turns her head just a little and winces. She closes her eyes. She's not dead. Not yet anyway. INT - LITTLE EARL’S - KITCHEN - MEANWHILE Kayla, holding Mikey tight against her, looks past the front of George's truck. Marvin and Kevin are there, beating one of the Creatures. She decides to go around the other way. But, George Cooper is fighting his way out the driver's side door, four of the Creatures on him. Kayla's at a loss. She returns to the other side and tries to get past Marvin and Kevin and the Creatures over there. Briefly, Kevin and Marvin both look at her. The Creature they're fighting takes advantage and leaps at them. A shot from across the restaurant knocks it back. Marvin, Kevin and Kayla all look. There's Dinah Wolfram, shotgun raised. Marvin fires one last shot into the Creature, to be sure, and it stops moving.


KEVIN Damn things just don't quit, do they? Marvin tosses the gun to Kevin. He catches it in the air and tucks it into his pocket. Another Creature leaps down, right onto Marvin, knocking him down. Kevin draws the gun and fires, blowing the thing's head into bits, splattering Marvin. Dinah comes over and fires a couple shots into this Creature. Kayla moves again. But, the Rather Large Creature lands right in her way. It cranes its neck to get a look at Mikey. RATHER LARGE CREATURE Cute kid. Yours? Kayla's too shocked to say anything. She shakes her head. RATHER LARGE CREATURE Then, you won't mind if I take him? It grabs Mikey from Kayla's arms. Mikey screams and flails about but he can't get away from the thing. KAYLA Mikey! She grabs at him but the Creature knocks her back. RATHER LARGE CREATURE (calm) Mine, now. (yelling) So, get back! The Rather Large Creature leaps to the top of the truck, taking Mikey with it. KAYLA Marv! Kevin! The two men look, see what's happened and run to Kayla. Kevin fires a couple shots at the Creature holding Mikey. Kayla hits his arm down.


KAYLA No! You'll hit Mikey. The Rather Large Creature holds up Mikey with one thin arm that seems too small to hold the kid's weight. It laughs. George finally gets free of the other Creatures. He's covered in fresh cuts, gouges and bruises. He clambers over the hood of the truck, falls to the ground by Marvin, Kevin and Kayla. The Creatures after him jump up onto the hood, look down at he and the others, hiss, then look as if they're going to leap. One small one nudges the other two with its hand and points at Mikey dangling from the bigger Creature's hand up on the trailer. Nearby, Shayla opens her eyes briefly. She tries to turn her head to see Marvin, Kevin and Kayla but it hurts too much. She winces from the pain, coughs twice and closes her eyes. Several seconds pass. There's some commotion from somewhere. Shayla opens her eyes, wants to see it, but she can't move. She blinks a couple times, coughs again. It hurts to do so. Blood comes from her mouth, her nose. Her eyes close. Shayla tries to open them again. She coughs, opens her eyes one last time and then dies. The Creatures on the hood of the Mack take turns leaping for Mikey, their mouths wide open, sharp teeth just barely missing the kid. The bigger Creature, the one holding him, laughs at their game. Understandably, Kayla, Kevin, Marvin and George are shocked, disgusted, frightened. But, there's little they can do. Kevin tries to fires his gun but it’s out of ammunition. Dinah sees what's going on and climbs up onto the hood of the truck, then to the roof of the cab and jumps to the trailer. She moves toward the Creature holding Mikey. It looks over at her. RATHER LARGE CREATURE You don't want to fight me. One of the Creatures hits its nose against Mikey's leg. Mikey screams even more than before. Dinah hesitates.


The Rather Large Creature lets go of Mikey. The Creatures that had been playing at leaping to get him leap upon him before he's even hit the floor. The Rather Large Creature laughs. Dinah, taken aback, raises her shotgun. The Rather Large Creature knocks her off the trailer to the ground below then looks down at her. RATHER LARGE CREATURE Don't even think you have any hope in beating us. Across the way, away from the hisses, the laughter and the screams, Howard still holds Ellen. HOWARD Everything's going to be okay, Ell. You'll see. We'll have you out of here in no time, get you to a hospital, and you'll be fine. You'll get to see those kids you love so much, those grandkids you cherish. Don't you worry one bit. A piercing scream, that of Mikey as the Creatures tear him apart, distracts Howard for a second. He looks up from Ellen. When he looks back down, her eyes are open again, focused on him. There's blood in them, pooled from that coming from the top of Ellen's head. She blinks a few times. Howard wipes the blood from her eyes with his shirt. ELLEN You're a good liar. HOWARD No, El, I'm not. You should know that by now. I haven't been very honest with you ever. I never told you how much I loved you. I should have. Ellen shudders. HOWARD (crying)


I should have done that long before now. I love you more than I've ever loved anyone, Ellen. I love you more than I ever could love anyone else. I wake up each morning yearning for your next time passing through. I go to bed each night dreaming of you. Every breath for these past few years has been for you. Every decision, everything has been for you. You make me complete, perfect. You're my everything, my perfection, my soul. Ellen shudders again and dies. Howard refuses to notice. HOWARD I don't know why I didn't tell you that before. Howard watches across the way for a second. Dinah is beating a Creature with her shotgun. Another one wails and jumps at her. Howard looks down at Ellen. There’s no way he can’t tell she’s dead now. HOWARD I'll get you out of here and we'll get married. Okay? His crying turns to sobs. HOWARD How's that sound? We'll get married, and we'll find someplace nice to go and live, just you and me. We'll… He wipes blood from Ellen's face, tears from her cheeks and from his own. HOWARD We'll… He's finding it hard to say anymore, hard to pretend Ellen's not already dead in his arms.


HOWARD Everything will be fine. He kisses Ellen. He’s hesitant to pull away, to let his mouth leave hers. Finally, he does so. HOWARD I love you, Ellen Hazelton. EXT - LITTLE EARL’S - LATER Phil MacAvoy is sitting by his car. He isn’t moving. Paris’ cab arrives and Phil turns his head slowly to look at it. INT - PARIS’ CAB - CONTINUOUS Paris stuffs explosives and ammunition into his pockets. PARIS Come on, Helen. Grab some stuff, and let’s go. HELEN I'm not going in there. PARIS We've got plenty of ammo, plenty of plastique. I think we've even got some dynamite and some grenades in that green box over there. Helen passes the green box up to him. HELEN You know I'm not scared of those things. He opens the green box. Sure enough, there are grenades and sticks of dynamite in there. He takes some out. PARIS Then, what is it? HELEN You know what it is.


PARIS Say it, Helen. HELEN There's people in there. I'm not going in where there's people. PARIS You wanted to stay here for the night. HELEN I'm sure we could have found a back way into the motel section. PARIS You can't be afraid of people Helen. You haven't got much time left. Instantly, he regrets saying that. Helen cries. PARIS I'm sorry. But, we both know that's true. You can't just hide in the back of my truck forever. What did Dilden do when Prince IX asked her to walk with him? Did she just stay in her cave? The story may seem unfamiliar, but Paris and Helen both know it well. HELEN No. But, if the witch Hesperus had just gone ahead and made her look like everybody else, it would have been a lot less painful. No one would have laughed at her. No one would have cowered at the sight of her. PARIS Well, I'm sure those people there would welcome you, if come in with me. I think we save them, Helen. You can't in you can be


afraid of how they might react to youHELEN -cause they've got worse in there with them. PARIS That's not what I was going to say. HELEN You sure? He isn't. Helen grabs a gun then climbs into the front seat, into the light. She’s the usual size for a twelve year old but she suffers from neurofibromatoses. Her head is malformed, covered with tumors and bony protrusions. There are discolored blotches in various spots on her skin, not just on her face. The sight of her, despite what Paris has said, WOULD frighten most people. She grabs some sticks of dynamite, stuffs them into her pocket then pockets a couple grenades. HELEN Let's go. She gets out of the passenger side and starts toward the building. EXT - PARIS’ CAB - CONTINUOUS Paris gets out the driver side. We see the IX on his jacket again just before he puts a long coat over it and stuffs more ammunition and explosives into that long coat’s pockets. Then, carrying more guns than he could probably use, he catches up to Helen and they head toward the gaping hole in the front of Little Earl’s together. INT - LITTLE EARL’S - RESTAURANT - MEANWHILE Damon is backed against the wall, fighting off a Creature with his empty shotgun. Another Creature grabs a table and throws it at Damon. Damon is hit and falls, dropping his shotgun. The Creature he's been fighting jumps on him and tears him open.


Dinah has moved Rose and Timmy from the center of the room. She sits them down at one of the intact tables. DINAH Stay here. Dinah goes after a Creature that is leaping at Earl. Another Creature blindsides her, tearing her already injured shoulder. Blood splatters onto Rose. This wakes Rose from her stupor. She puts Timmy down on the bench, grabs a piece of a chair and runs at the Creature getting the best of Dinah. A few vicious hits and the thing gets off Dinah and lunges at Rose instead. Now, Earl shoots it. It turns on him, gets his gun from him and turns the gun on Rose and, much to her horror, Timmy. Earl and Dinah freeze, afraid to attack while the Gun Toting Creature has the gun on Rose and Timmy GUN TOTING CREATURE That's much better. Now, stay back. Let us do what we came to do and we'll let you live. ROSE Get that gun off my son. GUN TOTING CREATURE Are you done? ROSE MACAVOY What? It looks at Earl, at Dinah then at Rose again. GUN TOTING CREATURE You back off fighting us and I'll not hurt your child. Across the way, Kayla is on the ground, weeping, screaming, shaken very much. Kevin and Marvin and George are keeping the Creatures off her. Kevin's leg is bleeding again. Suddenly, Kayla looks up. KAYLA Shayla!


She clambers to her feet, stumbles over some rubble and makes her way to Shayla. Marvin is the first to follow her. A second later, Kevin does the same. George is stuck fighting alone. Kayla falls down next to Shayla and shakes her. KAYLA Shay? Shay, wake up. Wake up. Marvin pulls Kayla away a little. MARVIN She's dead, Kay. KAYLA No, she's not. KEVIN She is, Kay. It's probably better that way. Kayla looks over at the remains of Mikey Crouse. After killing him, the Creatures just left him alone and went back to trying to rip through the trailer. Marvin and Kevin also look. KEVIN How could she have gone on, knowing herKayla turns on Kevin. KAYLA What would you know about it? KEVIN I'm just sayingKAYLA I know what you're saying, Kevin. And, you've no right to say any of it. Kayla gets up and faces Kevin. KAYLA


So, shut the hell up! KEVIN What's your problem? MARVIN You stole her child, Kevin. And, now you think you can pretend to care about someone else's? KEVIN I love our son. I've loved Trevor since before he was born. I took him away from her because I knew he'd be dead by now if I hadn't. You didn't know her back then, Marvin. MARVIN Enlighten me. KEVIN Now's not the time forOne of the Creatures leaps at Kevin, throwing him to the floor. Marvin moves to help then stops. Kayla sizes up the situation and does nothing. She goes instead for Mikey Crouse's body. A small Creature attacks her and Marvin grabs it and stomps on it with his feet. Meanwhile, Kevin's being beaten. Across the way, Earl nods to the Gun Toting Creature. EARL Do what you came to do and there'll be no more deaths. The Gun Toting Creature lowers the gun. Then, surprisingly, it hands the weapon back to Earl. The Creature turns and screams, a high pitched wail. Every Creature and every human (Kayla picking up Mikey's body, Marvin stomping on the one Creature, George barely fending off an attack, Kevin losing his fight, Eliah on the ground out of the fight for the moment, Howard still sitting with Ellen in his arms) turn to look at him.


GUN TOTING (NO LONGER) CREATURE Enough! No more fighting. We'll take what we came for and we'll leave. EARL Just one thing. That Creature turns around and faces Earl. GUN TOTING (NO LONGER) CREATURE What? EARL What is it you came for? GUN TOTING (NO LONGER) CREATURE In that truck is what we want. EARL George, open the back, let them take it. I'll pay your boss for whatever it is. GEORGE I don't believe I can do that, Little Earl. EARL Why not? ELIAH Yeah, why not? Kevin Erberos gets up, the Creature on him not putting up any fight. He reaches down and tightens the makeshift tourniquet on his leg as he speaks. KEVIN What's in that truck can't be replaced, can it George? GEORGE I can't know for sure, but that's the impression I got.


EARL What is it? KEVIN Government business, isn’t it George? George nods. ELIAH What is it? DINAH Who cares what is it? Just give it to them. A VERY LARGE CREATURE, the size of a grown man, near the hole at the front of the building speaks up now. VERY LARGE CREATURE What's it matter what it is? Do you want to die? EARL George, open it. GEORGE It's not that simple. KAYLA Just open it, for God's sake. ROSE Open it. Howard lets go of Ellen and stands up. HOWARD Buddy, open that trailer now, or I'll kill you myself and take your keys. GEORGE There's no keys. George points at the electronic lock on the back of the trailer. ELIAH


But, you know the code, right? George nods. Eliah raises his shotgun and aims it at George. ELIAH I intend to see my wife again, Buddy, so open that damn trailer. GEORGE Gonna shoot me, Eliah? You used to be a man of God and now you’re gonna shoot me? George shakes his head. GEORGE Well then, how will you open it? Kevin steps to where he can see the lock. KEVIN I could get that lock open in no time. ELIAH Looks like we don't need you anymore, Buddy. EARL Last chance, Buddy. The Very Large Creature by the entrance spreads its wings, virtually blocking the hole left by the truck. VERY LARGE CREATURE If you're going to open it, open it, now. That Creature turns its head a little, to look behind it, a quizzical expression on its face. Suddenly, the Very Large Creature explodes, sending its parts throughout the restaurant, blood and other fluids splattering on just about everyone and everything.


Right behind where it just stood are Paris and Helen. The formerly Gun Toting Creature by Earl and Dinah and Rose looks at the spot where the larger one just was, sees Paris Hawk and turns to face Earl. GUN TOTING (NO LONGER) CREATURE Deal's off. Chaos ensues. The Creatures give up on the truck and attack the people outright. And, the people are too easily beaten. Paris and Helen throw lit sticks of dynamite toward the main group of Creatures. PARIS Get clear, people! Explosions rock the building, parts of Creatures fly everywhere. George hides under his truck. A VERY THIN CREATURE sees Helen and is taken aback. VERY THIN CREATURE How ugly. HELEN Same to you. She shoots the thing in the face with a shotgun, then grabs a stick of dynamite from her brother's hand and tosses it at that Creature. The explosion blows it into pieces. Earl grabs Rose and Timmy and directs them toward the collapsing hallway to the motel rooms. More explosions, and the Creatures focus their attacks on Paris and Helen. George, from under his truck, watches Paris in action. Marvin grabs Kayla, now holding Mikey's body in her arms, and drags her after Earl and the others.


Marvin notices George is staying behind. MARVIN George! George looks. Marvin tosses him a gun. George crawls out from under his truck and turns the gun on the Creatures and fires. Marvin disappears with Kayla into the hallway. Eliah is too busy fighting to follow the others, though he clearly wants to go with them. More explosions, more flying body parts, more splattering fluids. One Creature gets particularly close to Paris. HELEN Pare! He turns. HELEN Duck! He does. She shoots right over him, knocking that Creature back into the crumbling front wall. PARIS Thanks. He turns and shoots that Creature, now. Then, he shoves some plastique toward it. The Creature leaps away, but the plastique sticks to it. Paris detonates it by remote, only a few feet away. Howard Bright tries to drag Ellen toward the hallway. A Creature grabs her feet and pulls her away. That Creature laughs, then with limbs that seem to small and thin too hold the woman's weight, tosses her simply into the air. Two other Creatures leap at her in the air. Another game. It's too much for Howard. Howard lunges at the Creature that threw Ellen, grabs it by the neck and tears it in two. The parts flail about, the claws lashing out but missing. The other two, now holding onto Ellen's body, throw her aside and come at Howard. Eliah Relliford, suddenly beset by several Creatures at once, closes his eyes.


ELIAH God, deliver me. He opens his eyes, throws off the creatures with almost superhuman strength and then pulls out his crucifix. He holds it up to a Creature coming toward him. ELIAH Get back! The Creature sees the crucifix and hesitates. George, out of ammunition and seeing what Eliah’s doing, digs out of his rather large pants pockets a small Bible and he holds it up to the Creatures backing away. Eliah glances over at George, smiles, then continues as before. ELIAH In the name of God the Father, I command you to get back! The Creatures takes a step back. It's wary but not quite frightened yet. It's not going far. Eliah moves forward, arm outstretched, crucifix leading the way. George follows suit. The Creature backs off. Kevin loves what he's seeing. But, he turns away from it and heads for the back of the truck. He's limping a little. A SECOND LARGE CREATURE jumps down by him, sees that he's going to try opening the electronic lock and leaves him alone. INT - LITTLE EARL’S - HALLWAY - MEANWHILE Earl opens the door to a room in the back. It's some sort of storage room. He motions for people to go in. INT - LITTLE EARL’S - STORAGE ROOM - CONTINUOUS On all the shelves near the door are food supplies for the restaurant, plus other assorted items for the whole place, toiletries for the motel rooms, even some vehicle parts. Earl holds the door open. Rose and Timmy, now on his feet, enter


first. Dinah goes next. As Dinah passes Earl, he reaches out and touches her arm. She pauses in the doorway and she and Earl exchange brief but meaningful looks. Then, she keeps moving. Then, Marvin and Kayla, holding Mikey, enter and finally Earl goes in himself. By the time Earl's in, Dinah is already looking around. Earl sees her and points toward the back of the room. EARL Door in the back corner, Dinah. Dinah moves a couple boxes out of the way and opens a small door, not tall enough for a person to walk through. In the small closet space there are several rows of guns and numerous boxes of ammunition. Earl opens another small door in another corner. There are stacks of explosives there. DINAH What are you going to do? EARL Not much choice, I'd say. That guy out there screwed things up. DINAH You don't really think they were just going to leave us alone? You can't believe that? EARL I think we would have been better off chancing that, Dinah. Now, there isn't much of an option. DINAH What is that option? EARL Blow this place up, with them inside. Faces around the storage room are shocked. But, no one says anything to stop Earl from taking out the explosives.


EARL Dinah, Marvin, can you help me set these up? We'll put them around the restaurant, around the main part of the building. That should do it. Then, I'll only have to rebuild some of it. Timmy pulls on his mother's hand. And, he asks what they're all dying to ask. TIMMY What are they, mommy? ROSE I don't know. She picks up Timmy again. ROSE But, don't you worry a bit, 'causeTIMMY 'Cause Little Earl'll save us. Earl smiles at this. EARL I'll do my best, Timmy. Earl divides the explosives between Dinah and Marvin. Marvin looks over at Timmy, then at Kayla and Mikey dead in her arms. MARVIN I think I might have an idea what they are. Everybody stops what they're doing and looks to Marvin. MARVIN Down in Tampa, back in '93, there was something like this. A bunch of Creatures the authorities could never quite explain showed up at an old folks home. Everybody there would have been killed but-


DINAH But, what? MARVIN I think they're Demons. DINAH What? Earl is the only ones who seems to believe him right away. MARVIN Well, not Demons exactly. You see, down in Tampa, only a couple people were killed, a guy and his grandson I believe, 'cause some old black guy, a minister, started chanting something-from the Bible I guess it was-and they just sort of went away. He didn't call them Demons though. He called them Osangels. They looked just like that, or so I've been told. I wasn't there myself. I just heard about the whole thing secondhand. DINAH I never heard about anything like that. ROSE Something like that would surely make the national news. EARL No, it wouldn't. The government's not about to let that sort of thing go public, especially if only a couple people died. People die all the time at old folks homes. ROSE (to Earl) He said one was just a boy. (to Marvin) Right?


MARVIN Yeah. EARL Doesn't matter. You realize what might happen if the populace as a whole learned what sort of things exist out there. Whole belief systems would collapse. People would panic, riot, go crazy all around. KAYLA Ask Kevin about it. EARL What? KAYLA Kevin works for the government, some covert arm of it anyway. He should know if it happened or not. DINAH It doesn't really matter if it happened in Tampa back in 1993 or not, does it? It's happening here right now. We can all see that much. If these things are-what was the word?-Osangels, or Demons, or something else altogether, even aliens, it doesn't matter. Right now, we've just got to figure out how to keep them from killing all of us. EARL And… Earl looks around at the few people there with him in the storage room. EARL We have got to figure out what's inside that trailer that they want so bad.


ROSE If they are Demons, or Osangels, how do we kill them? EARL Well, so far, they've been pretty resilient, but explosives seem to be doing the trick out there. That guy that just arrived-I don't know who he is or why he's here exactly, but he's got the right idea on how to beat them. Earl grabs some more explosives. Rose puts Timmy down. EARL Rose, Kayla-you two have got to take guns out there and distract those things, make sure they don't know what the three of usHe motions to himself, Dinah and Marvin. EARL -are doing. MARVIN I'd rather do the other part. EARL (to Marvin) Fine. (to Dinah) Dinah, it’s you and me on the explosives. (to everyone) Get what you need and let's go. TIMMY What about me? What do I do? EARL You stay back here where it's safe, away from those things.


Timmy understands, nods. Everybody crowds around the storage closets. They grab guns, explosives and extra ammunition, whatever they think they might need. Rose hands a handgun to Timmy. ROSE Just in case. But, you be careful with it. Timmy smiles, eyes wide, staring at the gun she's handed him. Rose bends down and hugs her son. Earl watches the exchange between Rose and Timmy. ROSE Everything's gonna be okay, I promise. TIMMY You be careful, too. Rose notices Earl watching and smiles at him. She stands up and looks at Earl. They exchange looks that just might seem a little like loving or romantic stares under other circumstances. Dinah notices, frowns and diverts her attention. Rose looks down at Timmy again briefly then back at Earl. ROSE Little Earl? EARL What? ROSE Did Phil leave, or was he still outside? I mean, is he still here somewhere? I know he's been, well, a bad person, but I'd never wish those things out there on anyone, even him. EARL


(hesitant) He's out there. He was out by your car when we went outside. ROSE You think anything's happened to him? Earl shrugs. EXT - LITTLE EARL’S - MEANWHILE Phil MacAvoy nears the gaping hole at the front of the building. Paris and Helen are visible from where he is. The Creatures are not quite visible. INT - LITTLE EARL’S - RESTAURANT - CONTINUOUS Eliah Relliford and George Cooper are herding a dozen Creatures now toward Paris, Helen and the entryway, without any physical contact. They simply back away from Eliah's crucifix and George's Bible. Howard has ceased his fight. That particular Creature (or, if you will, Osangel) backs away from Eliah and George with the rest of them. By the entryway, Paris and Helen are still fighting off the Creatures. The Creatures have abandoned the truck temporarily, all of them not backing away from Eliah and George, are trying to get close to Paris and Helen. Earl enters the restaurant followed closely by Dinah. The two of them each have an armful of explosives and a handgun tucked into their waistbands. Rose, Marvin and Kayla, still holding Mikey's body with one arm, enter not far behind Earl and Dinah. They have guns raised, though Kayla hardly seems to be up to doing anything with hers. GEORGE Little Earl! EARL Cooper? You're still alive? GEORGE


Yeah. This is a motel, right? You got Bibles back there? Earl is already setting one of his explosives. He stops what he’s doing and turns toward George. EARL Yeah, one in every room, given to us by theGEORGE Get them! They'll be more formidable weapons right now than those guns. MARVIN If these things are Demons, or Osangels, then he may be right. Some of the Creatures facing Paris and Helen notice Eliah and George and give up their fight to stay clear. One Creature brushes past Kevin and he looks up from the electronic lock, the panel of which is open, wires dangling every which way. EARL Well, looks like its working. He looks Rose and Kayla and Marvin. EARL One of you, go get some Bibles. Marvin grabs Kayla and pulls her back toward the hallway. MARVIN We'll go. Earl motions for Dinah to move out. She heads for a corner opposite him and starts setting explosives. Rose, now on her own, heads after the Creatures backing away, joining in with Eliah and George. A small Creature gets around Paris and Helen, and moves to come at them from behind. Phil MacAvoy makes the mistake of trying to


stop it. He kicks the thing and it turns on him, hisses and leaps. Phil barely manages to dodge its leap then takes off running for his car. The Creature moves to chase, but Helen grabs it by its tail and sticks a small wad of plastique on its back. She lets it go and it takes off after Phil. Helen reaches for her remote detonator. EXT - LITTLE EARL’S - CONTINUOUS Phil runs to his car and gets in. INT - LITTLE EARL’S - CONTINUOUS He starts it on the first try and puts it into gear. EXT - LITTLE EARL’S - CONTINUOUS The Creature is half way to Phil's car. Back at the entryway, Helen is about to hit the button to blow it up. INT - LITTLE EARL’S - ENTRYWAY - CONTINUOUS A FAT CREATURE pulls Helen down, grabs the remote and laughs. Rather than do anything else, like maybe continue attacking Helen while she's down, the Fat Creature stands there and watches the smaller one outside, waits for it to reach Phil's car, then hits the button itself. EXT - LITTLE EARL’S - CONTINUOUS The Smaller Creature, the car and Phil MacAvoy explode. INT - LITTLE EARL’S - ENTRYWAY - CONTINUOUS The Fat Creature, now holding the remote, laughs heartily. It looks down at Helen. FAT CREATURE Hey, Ugly, let me do a few more of those and I'll let you live. Helen pulls out her shotgun and points it at the Fat Creature. HELEN Go to Hell. The Fat Creature sticks out its tongue.


FAT CREATURE Been there, done that. The Fat Creature raises its foot to stomp on the girl. Helen fires her gun. The Fat Creature hardly reacts. Paris, noticing what's happening, turns around and shoves a grenade into the Fat Creature's open mouth. Despite that in its mouth, the Fat Creature speaks one last time. FAT CREATURE This oughta be good. Paris shoves the Fat Creature away and it explodes. Paris helps Helen up. Over by the trailer, Kevin looks like he's close to success. Howard Bright has found a gun somewhere. He fires on the Creatures backing away from Eliah and George. One BRAVE CREATURE lashes out at George, slicing right through his leg. George falls to the ground and drops his gun. That Brave Creature grabs the gun and turns it on George. It pulls the trigger but the gun is out of ammunition. George starts to get up. The Brave Creature swings the gun like a club into George’s head. George falls back down, dazed, head bleeding. Eliah keeps moving ahead, crucifix out. George crawls over and grabs Dinah’s leg as she passes by. GEORGE Take this. He puts the Bible in Dinah’s hand. GEORGE Read something from it. Anything ought to do. Dinah isn't too sure, but Eliah nods. Dinah positions herself next to Eliah. She opens the Bible to a random passage and reads. DINAH (reading)


When men are brought low and you say "lift them up," then he will save the downcast. He will deliver even one who is not innocent, who will be delivered through the cleanness of your hands. Then Job replied… GEORGE Where are those other two with the Bibles? INT - LITTLE EARL’S - MOTEL ROOM - MEANWHILE Marvin opens a drawer in the dresser and grabs the Bible there. He adds it to the stack Kayla’s holding with one arm. Mikey Crouse is in her other arm. Marvin glances at the dead boy. KAYLA What? MARVIN Nothing. He heads out into the hall. Kayla follows. INT - LITTLE EARL’S - RESTAURANT - MEANWHILE Dinah's words seem to be working. The Creatures are not just backing way from he but also cowering a little as they move. DINAH (reading) …and fill my mouth with arguments. I would findThe Brave Creature with the empty gun uses it as a club to knock the Bible from Dinah's hands. Eliah thrusts his crucifix toward the Brave Creature and the Brave Creature takes a step back. Dinah grabs the Bible again and reads what might not be such a random passage. DINAH (reading) "Come out of this man, you evil spirit!" Then Jesus asked him, "what is your name?" "My name is


Legion," he replied, "for we are many." All the Creatures in the place suddenly turn toward Dinah. She continues. DINAH (reading) And he begged Jesus again and again not to send them out of the area. The Second Large Creature, the one that let Kevin try at the truck's door, steps forward. SECOND LARGE CREATURE Please, I beg of you, don't send us away. He laughs. Dinah keeps reading. DINAH (reading) A large herd of pigs was feeding on the nearby hillside. The Second Large Creature makes pig sounds. The other Creatures copy him. Earl continues setting explosives. There are no more explosions right now, no more gunshots. Everyone is listening to Dinah. DINAH (reading) The Demons begged Jesus, "send us among the pigs; allow us to go into them." SECOND LARGE CREATURE Please, do as much. He laughs again. He moves toward Dinah. Eliah thrusts the crucifix forward and the Second Large Creature backs off. DINAH (reading)


He gave them permission and the evil spirits came out and went into the pigs. All the Creatures laugh now. DINAH (reading) The herd, about two thousand in number, rushed down the steep bank into the lake and were drowned. The Second Large Creature steps forward, ignoring Eliah and his crucifix. SECOND LARGE CREATURE That's not true. DINAH (reading) Those tending the pigs ran off and reported this in the town and countryside, and the people went out to see what had happened. When they cameSECOND LARGE CREATURE (yelling) That's not true! He knocks the Bible from her hand. SECOND LARGE CREATURE (yelling) We were not drowned. Now, all the Creatures speak in unison. CREATURES (speaking as one) We simply went away, knowing our time would come again. The Second Large Creature steps closer to Dinah now. CREATURES (speaking as one)


We wanted to stay there, but He wouldn't have it. And, He always gets what He wants. Eliah moves forward again, thrusting the crucifix toward the Second Large Creature. The Creature does not back away this time. Instead, he comes forward. The smaller Brave Creature moves closer to then melts into the larger Creature. Other Creatures from around the room move toward the larger one, each one melting into him, the larger one growing a little bigger with each new addition. By the entryway, the Very Thin Creature pushes Helen out of his way. VERY THIN CREATURE Out of the way, Ugly. Kayla and Marvin come out of the hallway. Timmy has followed them out. Upon seeing the larger Creature in the center of the room, Kayla drops the Bibles she's holding and wraps both arms around Mikey to protect him. Marvin just stares, wide eyed, open mouthed. Timmy runs to his mother. TIMMY Mommy! Rose drops her gun, picks up her son and hugs him tight against her. KEVIN Got it! The electronic lock pops open. The Larger Creature turns to Kevin. CREATURES (speaking as one) Open it. Kevin lifts the handle on the door and pulls the trailer door open. DINAH What's in there? CREATURES


(speaking as one) Our new body. Inside the truck are three tables bolted to the floor. On each table is strapped what could easily be a dead body, each covered in a sheet. Strewn about from the crash there is a bunch of what could be medical equipment, monitoring devices. Kevin looks in. KEVIN Not aliens. CREATURES (speaking as one) No, not aliens. Dinah has now gone to Earl. Nearly all the Creatures have melted into the larger one, now. There are a few stragglers. ELIAH What are you? CREATURES (speaking as one) Don't you get it, Eliah Relliford? We are the Osangels. We are Legion. Some of the stragglers grab hold of the few Creatures that seem dead, and drag them toward the larger one as well. EARL You've got what you want. CREATURES (speaking as one) That means nothing now, Earl Madrigal. What we care to do to you, you cannot stop. So, just be patient and we'll get to you in time. A few more of the stragglers grab the dead humans and pull them toward the large Creature as well. Needless to say, this doesn't sit well with those still alive. Howard Bright grabs Ellen's


body and plays a little tug of war with a small Osangel. Kayla nearly drops Mikey to go after Shayla's body. Marvin drops his guns and helps hold Shayla back. Their bodies melt into the larger Creature just as the smaller Creatures (both dead and alive) do. The main Creature has turned to the open truck now and is looking inside. One massive, bulbous arm raises, it's bulging fingers moving strangely, as if it's playing a child's game at picking one of the covered bodies inside the trailer (eenie meenie minie moe, that sort of thing). It's laughing as it does this. EARL (hushed) We're getting out of here. Earl and Dinah head toward Eliah and Rose, holding Timmy. George is still on the ground, his head and leg bleeding still but not as badly as before. Howard has successfully kept Ellen’s body from the Creatures. Marvin and Kayla, still holding Mikey, fight to keep Shayla's body. Damon's body is dragged toward the back of the truck. Kevin grabs hold of Damon and pulls him back. The Creature that was dragging him turns its head toward him. CREATURES (speaking as one) This one's ours, Kevin. KEVIN Why do you need him? CREATURES (speaking as one) He is ours. KEVIN Why? Explain. Kayla overhears.


KAYLA Leave it alone, Kevin. For God's sake, don't youCREATURES (speaking as one) That's okay, Kayla. We'll explain. KEVIN Well? EARL (whispering to Eliah and Rose) Head for the entrance, slowly. We've got this place rigged to explode. Eliah and Rose nod. Eliah keeps his crucifix raised. Rose holds her whimpering son close to her. They take cautious steps toward the gaping hole left by the truck. CREATURES (speaking as one) It is not as it should be, the lot of us forced to reside in separate bodies. But, we've been in them for so long, it grows harder and harder to sustain ourselves within one form. We tell you this next thing only because we know that you cannot hurt us. This form you see right here, this one Creaturesustaining this form hurts us. It causes us more pain than you could possibly imagine. But, we still sustain it because it also comforts us. We are Legion and we Osangels are meant to be one. George stands, using the side of the trailer for support. GEORGE And, you want a body. One you can sustain yourselves in. CREATURES (speaking as one)


Yes. Kevin looks into the back of the truck again, at the three tables, the covered bodies. KEVIN Who are they? Dinah reaches Marvin and Kayla and helps them yank Shayla's body from the tiny hands of the Osangel trying to take her. DINAH (whispering) Head for the entrance, you two. This place is gonna blow. Marvin nods, puts his arm around Kayla and urges her toward the entrance. She won't move. Marvin bends down, picks up Shayla Crouse's body in his arms, then Kayla moves. The Creature that was trying to take Shayla watches Kayla and Marvin now, watches them leave. CREATURES (speaking as one) There is a more appropriate question, Kevin. KEVIN What are they? CREATURES (speaking as one) Go have a look. You'll find they are something you have not seen before. Kevin climbs up into the truck, goes to the body closest to the back, pulls the cover off it. The Creatures laugh at Kevin's shocked reaction. CREATURES (speaking as one) Would you find a Demon so shocking?


KEVIN A Demon? GEORGE A Demon? George climbs up into the trailer. Near the entrance, Eliah Relliford stops. ELIAH A Demon? Earl, now crouched down, looks up. EARL That's what you came for? A Demon's body? The large Creature nods. CREATURES (speaking as one) Even dead, the body of a Demon could sustain us for some time. The large Creature sniffs the air inside the truck. CREATURES (speaking as one) Lucky for us, one of these is not entirely dead. Inside the trailer, Kevin grabs George. KEVIN Where'd you get these bodies? GEORGE Guy hired me to drive the truck. That's all. I don'tKEVIN I know that. Philippe Mathilde, an FBI Agent-he hired you. Where did he get these?


George is not that surprised that Kevin knows the name of the guy that hired him. CREATURES (speaking as one) Enough chitchat. The last of the stragglers join the Creature now. There is just one Osangel now, one LEGION that is a dozen or so feet tall, bulging all over, flesh writhing as if the Creatures are still separate within the outer shell, crawling over one another, perhaps fighting over certain positions within the body. Eliah and Rose head for the entrance. Kayla and Marvin do the same. Dinah reaches Howard. He picks up Ellen's body and heads for the entrance as well. Dinah follows. As the Osangel gives this next speech, the writhing and bulging dies down, and the body shrinks to the size of a human. LEGION It is time that we claim what is ours. We are Legion and we Osangels deserve to exist in our most comfortable form. We deserve what you all think you too deserve. And, unlike all of you, we have the power to take what we so deserve. That body thereLegion gestures into the trailer. LEGION -will be ours in a manner of minutes. You cannot stop us. You cannot kill us. KEVIN But, you can kill us. LEGION And, we will. A tentacle of sorts shoots out straight for Eliah Relliford. He raises his crucifix and it slices right through the tentacle, blood spurting out, splattering on Dinah Wolfram's face, into


her open mouth. The tentacle wraps around Eliah's neck and drags him toward the main body. Just before he reaches the body, Earl raises a gun and fires, severing the tentacle. Eliah scrambles to his feet and gets away from Legion as fast as he can. Legion looks at Earl and smiles. Then, it turns to Dinah. She's wiping off her face with her shirt. LEGION How do we taste, Dinah? DINAH Like shit. LEGION Please don't lie, Miss Wolfram. Dinah spits onto the ground. A tentacle even smaller than the one that grabbed Irving lashes out, slaps Dinah's cheek then returns to the main body. LEGION No more talk of escaping. A hand comes up from the body, a finger gesturing for Helen to come. LEGION Come here, Ugly. PARIS Don't go anywhere, Helen. Paris pulls a bayonet from a coat pocket and affixes it to a rifle that's been slung over his shoulder. Helen doesn't budge. LEGION We told you to come here, little girl. HELEN No. A tentacle lashes out at her. Paris moves quickly. He pushes Helen aside and cuts through the tentacle with his bayonet.


ELIAH Try reading again! Dinah opens up the Bible again. DINAH (reading) "I have given the land into their hands." An arm erupts from Legion. Its hand grabs the Bible from Dinah's hands. The arm bursts into flames and drops the book. LEGION No more of His lies! Rose, with Timmy in her arms, has reached the entrance now. Eliah Relliford steps forward, between her and Legion, crucifix held out. ELIAH Go, Rose! Get out of here! Rose moves to leave. LEGION Rose MacAvoy! She stops and turns around. ELIAH Get out of here, Rose. A tentacle shoots out and knocks Eliah aside. LEGION Out of the way, Eliah. That tentacle stops in the air, inches from Rose and Timmy. Slowly, gently, it forms a hand and brushes hair from Timmy's face. The boy stares at the thing, eyes wide, completely silent. Rose pulls Timmy back, away from the hand. ROSE Get your filthy hands off my boy.


LEGION Rose MacAvoy. Tsk Tsk. Or should I say Rose Gellar? You might as well change it back, since Phil is dead. Legion points toward the remnants of the MacAvoys' car. Rose sees it and turns away. LEGION See. TIMMY Daddy? Timmy begins to cry again. Legion’s hand touches the top of the boy's head rather gently. LEGION There, there, Timmy. Everything will be okay now. ROSE Get your hand off my son! She pulls him away again, slaps at the tentacle with one hand. LEGION Don't you get it, Rose? If you leave here alive, it is because we wish you to do so. Until such a thing happens, he is our boy, not yours, for we make all the decisions that matter around here. His life is ours to end whenever we may wish to end it. Eliah steps forward, crucifix raised. ELIAH Get back, Satan. LEGION (many voices simultaneously) Are you deaf? We are not Satan.


Did we say we are Satan? We are Osangels. We are Legion. Eliah holds his crucifix rather close to the tentacle by Timmy's head. The tentacle bends away from the crucifix. ELIAH Whatever you are, whoever you are, this scares you, doesn't it? LEGION It is a mere trinket. ELIAH Then take it from my hand. Another tentacle erupts to knock the crucifix from his hand. ELIAH No! The tentacle stops. Everything seems to freeze for a second, everybody shocked by Eliah's daring. ELIAH If it's just a trinket, then take it from my hand. Do not hit it away. EARL Eliah stop it. Legion looks at Earl, now pretty close to the entrance. LEGION Listen to your friend, Eliah. Little Earl knows not to defy us. Legion looks around. LEGION Well, to an extent, at least, he knows not to defy us. He plans to blow up this building around us, but that, I suppose, can be forgiven. He won't live long


enough to trigger the explosion anyway. At that, Earl reaches into his pocket. A tentacle shoots out, grabs Earl's arm, tears it easily from his body then throws it, remote trigger in hand, across the room. Earl screams in pain. LEGION Now, Little Earl, leave that trigger where it lies. Legion turns to Rose then glances over at Helen. LEGION Helen Hawk, would you give your life for this woman and her child? HELEN What? LEGION You heard us. It's a game. Don't you like games? HELEN I only like games I can win. LEGION Well, Ugly, you can win this one by choosing yourself over Rose and Timmy. You choose yourself, we let you leave here alive. Of course, you probably won't live long, with the neurofibromatoses as bad as it is. If you choose Rose and Timmy, then you join us now, you reside in here with us, forever. Now, choose. HELEN Let them go. LEGION


Perhaps you assumed words we didn't use. We never said we'd let them go. HELEN But, you saidLEGION We gave you a choice, live or join us. HELEN That's not whatLEGION Choose, little girl. ELIAH Enough of your games. LEGION Oh, have you had enough Eliah? We're so sorry. You can go, then. Just walk on out of here. We'll let you go. ELIAH And, what happens to everyone else? LEGION What ever happened to good old selfishness, looking out for numero uno? Who here wants to leave? Raise your hands. ELIAH It's a trick. Cautiously, Dinah is the first to raise her hand. LEGION Dinah Wolfram, you can go. Legion looks over at Eliah. LEGION See, no trick.


Dinah turns to leave. Other hands go up. LEGION Little Earl stays. No one else gets to leave. First one’s first. Hands go back down. LEGION Dinah, you can go, alone. Dinah hesitates. EARL Go on. Go. LEGION Go on, Dinah. It's your last chance. Earl pushes Dinah with his intact arm and nearly falls over in the process. She catches him. DINAH I'm not gonna leave you here like this, Earl. LEGION How touching. Little Earl can take care of himself. Now, go or stay. But, decide now. DINAH I'm staying. Earl looks down and closes his eyes. Kayla lets out an exasperated sigh and shakes her head. EARL You should have gone, Dinah. Should've got out of here when you could. DINAH Not without you.


Legion turns back to Rose. Timmy's stopped crying. LEGION How's our boy doing? ROSE He's not your boy! An arm erupts toward her, heading to hit her. Earl, staunching the bleeding from his right arm stump with his left hand starts to move that direction, but stops, realizing he can't do anything. Legion’s arm strikes Rose in the face. She hardly reacts. LEGION Used to that, are you? Maybe we should hit harder. ROSE Go ahead. That won't make him your boy. DINAH Shut up, woman! ROSE If it's gonna kill us, it's gonna kill us. Doesn't mean we have to let it beat us. LEGION Let's ask the boy. Timmy? Timmy turns his head to look at Legion. LEGION How 'bout you and us make a deal, boy? We'll let your mother leave right this minute if you stay with us. TIMMY You gonna eat me?


A mouth emerges on the side of Legion, a bulging tongue licking at the lips. LEGION (from that new mouth only) Yeah, yeah, yeah, yeah, gonna eat ya. That mouth disappears. Legion looks down at where it was and shakes its head. LEGION Never. We'd never eat you, Timmy MacAvoy. We'd love you like a son. TIMMY And, you'd let my mommy go? LEGION Of course. Rose turns Timmy to face her. ROSE No, Timmy. Don't believe anything he says. LEGION We wouldn't lie to you, Timmy. ROSE (to Legion) Shut up! (to Timmy) We're getting out of here together. TIMMY (crying) But, he'd let you go, mommy. You've been hurt enough, mommy. I believe him. He'll let you go. LEGION That's right. We'll let her go. You just say the word, Timmy MacAvoy, and we'll let your mother go.


Timmy turns toward Legion and opens his mouth to speak, to agree to the deal. Paris interrupts. PARIS Why don't you just get in your new body, kill us all and have done with it? Legion turns on Paris. LEGION Why don't you have a little patience? PARIS I'm not a patient man. LEGION We know, my dear Paris. PARIS What do you know? HELEN Careful, Pare. PARIS (to Helen) Careful as always, Helen. (to Legion) What do you know? Did you know we were coming in here? Did you know we had weapons that could hurt you? LEGION You think you hurt us? Legion laughs. LEGION You could never hurt us, human. PARIS Then, why bother with us at all?


LEGION Who else to play with? Legion looks around. LEGION You see anyone? PARIS You like games? LEGION What do you have in mind? PARIS Be patient. I'll explain in a second. Legion’s arms come down on a pile of rubble, sending smaller fragments and dust into the air. LEGION (yelling) Explain now! Paris looks at Legion, calm as can be. PARIS Why don't you have a little patience? Legion backs off, rebuked. Paris goes over to Helen and leans close to whisper in her ear. LEGION No secrets. PARIS It's part of the game. Legion backs off again, nods. PARIS (whispering)


Get to that trigger, get inside that truck, take our explosives and put them in there. We may not be able to kill that thing, but we CAN hurt it and we can destroy that body it wants. HELEN (whispering) Why don't we just make a run for it? PARIS (whispering) You think it'll allow that? Helen shakes her head then walks away from Paris. Legion watches her. PARIS Don't watch her. Watch me. Legion keeps watching her. Paris motions to George and Kevin to get out of the truck, for Howard to come toward the entrance, for everyone to come toward the entrance. LEGION You know, Paris Hawk, I could absorb you now and know exactly what you're planning. Paris takes a step forward. PARIS Go ahead. LEGION You think that better than the things Deputy Director Phelps might do to you when you come back empty handed? Maybe, maybe not. He is pretty sadistic and very creative. KEVIN


(to Paris) You're working for Deputy Director Phelps? GEORGE Who's Deputy Director Phelps? KEVIN Works for the FBI. A very… Kevin looks at Legion. KEVIN A very sadistic and creative guy. Loves torturing people whenever he gets the chance. PARIS And, you'd be surprised how often he makes sure he gets that chance. LEGION So, you'd rather surrender to me? PARIS Maybe, but not until this game is done. LEGION So, what's this game, already? PARIS I've got to explain it to them first, make sure they understand the stakes before I let you in on it. LEGION So, it's an attempt at escape, and you're trying to disguise it as a game? PARIS Maybe. Does that make it any less fun for you? Legion laughs.


LEGION No, not at all. Explain away. George and Kevin, limping again, fresh blood on the wound in his leg, have reached Paris now. The others are getting there, except for Helen who is headed for Earl's severed arm. KEVIN (whispering to Paris) What's the plan? PARIS (whispering) Haven't really got one. Making this up as I go. All I know is, we can blow up what's inside that truck. Maybe that'll just piss this thing off. Maybe it will hurt it. Maybe it will distract it long enough for us to make a run for it. KEVIN That's your plan? PARIS (whispering) Told you, I haven't got a plan. George wipes some blood from his forehead. GEORGE What about this game? Paris shrugs. PARIS Bought us a little time, didn't I? KEVIN Just delaying the inevitable. PARIS How'd you know about Phelps? KEVIN Now's not the time for that.


PARIS Unless somebody's got a specific plan, it might as well be. Nobody does. The others are there now, huddled together. KAYLA He works for the government. PARIS (to Kevin) What part? (to Kayla) What part? KAYLA (to Kevin) What's it called, Kevin? Magic something or other? KEVIN No. PARIS What is it, then? KEVIN Now isn't the time for this. Kevin looks over at Kayla. She's still holding Mikey Crouse. KEVIN Kayla, put that kid down and let’s go. KAYLA No. His mother's dead. I'm taking him out of here. KEVIN He's dead, too. KAYLA No, he's not. And, what would you know about kids, anyway?


KEVIN I've raised one. I made a life for me and Trevor. I didn't wander the country then hang out at a truck stop for six years selling my body. Marvin moves forward, putting himself between Kevin and Kayla. MARVIN How'd you know how long she's been here? I thought you didn't even know she worked here. KEVIN Oh, I knew she worked here, Marvin. But, I didn't stop here on purpose tonight, so don't get angry on me again. DINAH Not now, guys. MARVIN Just give us a minute, Dinah. Marvin moves toward Kevin. Dinah grabs Marvin and turns him to face Legion again, reminding him what's going on. DINAH You forget about that thing? Kevin's got to have the last word. KEVIN Wouldn't have come here if I'd been able to do otherwise. Seems she's worse off mentally now than she was back when I knew her. Marvin turns back toward Kevin. MARVIN What's that supposed to mean? KEVIN Just look at her, Marvin. She's been working as a prostitute, and


from the look of her arms she's still using just as many drugs as she was then, and she's holding a dead baby for God's sake, thinking it's still alive. Earl looks up, still dazed. EARL Why don't you shut up? KEVIN 'Cause we're all maybe about to die, and I don't want to shut up, Little Earl. And, don't think you can make me, either. You're not that menacing anymore, with only one arm. KAYLA Kevin, shut up. KEVIN Kayla, go play with your new baby or inject yourself with something. Maybe, you can take Marvin here to a room out back and have one last quickie. Now, Marvin really attacks Kevin. He launches at him and knocks him back into a pile of rubble. Kevin laughs through it all, as if enjoying it. Helen returns with the remote. Paris looks up and sees Legion was watching her the whole time and knows exactly what she went to get. LEGION That won't do you any good, Paris. You've got to see that by now. Kevin fights back now. Howard and George move to pull Kevin and Marvin apart. PARIS I know that. But, you can't fault me for trying.


Legion watches Kevin and Marvin now, an amused look on its face. LEGION No, we guess we can't. Howard grabs Marvin and pulls him off Kevin. George gets in the way so Kevin can't get up and go after them. Marvin spins around and hits Howard back. Unfortunately for Howard, that puts him a little too close to Legion. Tentacles burst out, envelop the cook and pull him into the larger body. MARVIN No! I'm so sorry. It was an accident. I'm sorry. KEVIN Who you apologizing to, Marvin? He's dead and gone already. Marvin spins back around and attacks Kevin again. George is knocked down. LEGION There's no game, is there, Paris? PARIS Yes, there is. LEGION Let us rephrase. Howard's head emerges next to Legion’s. LEGION (using Howard's voice) I heard your conversation, Paris. There's no game. PARIS Then, kill us already. Howard's head disappears into the shoulder. LEGION


Not just yet. You people are funny. Legion points at Kevin and Marvin. LEGION Especially those two. Helen heads for the truck, but not too directly or she'd pass within inches of Legion. This time, she isn't watched. EARL You want a game, Legion? LEGION You call us by name. How nice. EARL Do you want to play a game or not? A tentacle holding a revolver appears before Earl. LEGION Okay, our choice. You take this gun, hold it to your head and pull the trigger. It fires, you die. It doesn't, we let you all go. DINAH How many bullets are in there? The tentacle forms two hands, opens the gun and shows that there's only one bullet. It spins the cylinder, pushes it back into the gun and hands it to Earl. LEGION Go ahead, do it. ELIAH How do we know it's not a trick? LEGION What sort of trick? We just showed you, there's only one bullet. ELIAH Maybe you spun it just right, so the bullet is next.


LEGION (to Eliah) Maybe. (to Earl) Open it and spin it yourself. (to Eliah) How's that? Earl can't manage to open it with one hand. In fact, he's hardly able to pull his hand away from the stump of his arm for more than a second. Legion realizes this and shakes its head. LEGION That just won't do. Eliah, you take the gun. Kevin and Marvin are still fighting. Howard and George are still trying to pull them apart. ELIAH I'm not shooting myself. LEGION One in six chance of that, Eliah. The odds are in your favor. Eliah doesn't move. LEGION Okay, fine. You hold it, but you don't have to point it at your own head. You hold it to Little Earl's head. ELIAH No. LEGION You want to die now or in a few minutes, Eliah? ELIAH What kind of choice is that? LEGION


You play our game now, we'll let you live at least a few more minutes and we'll kill you quickly, painlessly. You refuse, we'll kill you now but we'll take it slow. Earl, unable to hold the gun any longer, drops it. Eliah, without even thinking, picks it up. He looks at Earl. Earl nods. ELIAH I can't. LEGION One in six, Eliah Relliford. One in six. EARL End this, Eliah. Eliah raises the gun, opens it, spins the cylinder himself then hits it shut. DINAH No, you can't do this. EARL Let him, Dinah. It's your only chance right now. Eliah puts the gun to Earl's head. Marvin and Kevin stop fighting and watch Eliah and Earl. George and Howard pull them part. In the back of the truck, her bag of explosives unloaded, Helen watches Eliah and Earl. Paris takes the remote trigger from Earl’s severed arm. Still, Eliah doesn't pull the trigger. His hand shakes. LEGION Pull the trigger, Eliah.


A tentacle slides across the floor, grabs Ellen Hazelton's body and starts pulling her toward Legion’s main body. Another tentacle grabs Shayla's body. ELIAH Stop those tentacles. They stop. LEGION What tentacles? ELIAH I do this thing, you leave those last two bodies alone. Legion says nothing. ELIAH Deal? Still, Legion says nothing. ELIAH Deal? LEGION Would you make a deal with the Devil? ELIAH You said yourself, you're not the Devil. LEGION Maybe we're worse. Now, pull the trigger. EARL Pull it, Eliah. I trust you. ELIAH Trust doesn't matter here, Earl. EARL


Well, how good's your luck? Mine's great. LEGION Pull the trigger. Eliah pulls the trigger and blows a hole through Earl Madrigal's head. Earl falls to the floor. Eliah drops to his knees, weeping, screaming, wailing. Dinah screams and runs over to Earl. Legion pulls Ellen and Shayla into its body. A tentacle shoots out and grabs hold of Earl. Eliah attacks that tentacle. ELIAH You leave him alone! LEGION Or? Helen jumps down from inside the trailer. HELEN Or we blow up your new body before you've even had a chance to road test it. Legion turns to face her. LEGION Hey Ugly. Now, what was that? Helen gestures at the explosives. HELEN Our game now, Legion. LEGION You don't really think you've won with that move, Helen, do you? HELEN I think we've bought a way out of here. That's all that matters.


LEGION Go ahead and destroy it. We'll find another. Paris raises the remote triggers, his and Earl's. PARIS Give us a minute, and I'll hit the button. LEGION I could kill you all now. HELEN Then, go ahead and do it. Kill us all. LEGION Shut up, little girl. HELEN Or what? LEGION You die first. HELEN Look at me. She gestures at her face. HELEN I'm gonna die anyway. (to everybody) Get out of here, now. (to Paris) Pare, give me the remotes. Helen puts out her hands. Paris takes out his sawed off shotgun then tosses one remote to his sister. Expectedly, a tentacle shoots out to catch the remote, but Paris stops it with a shotgun blast. Helen catches that remote. PARIS You sure about this, Helen?


She nods. George looks down at Kevin and Marvin. They haven't gone back to fighting. They're just sitting next to each other on the rubble, watching. GEORGE No, Helen. I got us into this. I'll stick around while everybody leaves. HELEN Let me, George. George turns to Paris. GEORGE Mr Hawk, she's your sister right? Paris nods. GEORGE Well, get her out of here. Tonight is not her night to die. HELEN Yes it is. GEORGE No, Helen, it isn't. I don't know how much time you've got left, but you do have some. Go make the most of it. HELEN How? Look at me, Buddy Cooper. It's not like I can go out and do all the things anybody else can do. You want me to go sit in the back of my brother's truck? 'Cause that's about all I do anymore. I don't have a life. Not even the life you've got, which I tell you is not much of one. But, I've seen you in your truck out there on the road. You enjoy the hell out of


it. I don't know how that is, but I can see that it is. Eliah stands up from by Earl's body. Legion’s tentacle drags him away. ELIAH Helen, is it? You've got time. That's something some people don't have. Eliah gestures at Earl. ELIAH You don't have to sacrifice yourself to save us. HELEN I want to. Rose glances over at Paris. He's looking down, hiding the fact he's crying. ROSE Mr Hawk? He looks up, wipes tears from his eyes. ROSE You can't let her do this. Dinah, kneeling by Earl, looks up, her eyes full of tears. DINAH No more. HELEN Throw me the other remote, Pare. ROSE She's your sister. You can't let her do this. PARIS It's her life. He tosses the remote. Legion doesn't even try to catch this one.


HELEN Pare, I'm sorry. PARIS Let's go, people. George heads over to the truck. Marvin gets up and grabs Paris. MARVIN What the hell is wrong with you? PARIS Get your hands off me. MARVIN That's your little sister, for Christ's sake. You can'tPARIS I can. If she wants to stay, if she wants to kill herself, then so be it. MARVIN YouROSE Don't you even care about her? Paris turns rather abruptly toward Rose. PARIS I've taken care of her for a long time now. Don't even… Don’t ask that. ROSE That's not an answer. LEGION Come on people. Enough of this. Make your exits and let's get on with this.


Rose turns toward Legion. ROSE Shut up. HELEN All of you just leave already. George reaches the truck. Kevin gets up and tightens the tourniquet on his leg. Paris looks around at the others. Timmy has his head on Rose's shoulder, but its turned just enough that he's looking back at Paris. Kayla is holding Mikey Crouse tight against her, rocking him a little. She's looking at Paris, too. Eliah, standing again, is holding his crucifix in one hand. Both his hands are shaking. He's staring at Paris as well. Dinah is also staring at Paris. Even Kevin, still sitting on the rubble, is looking at him. PARIS What am I supposed to do? GEORGE Helen, give me the remotes. Helen doesn't give them to George. She's waiting to see what her brother's going to do. No one has answered Paris' question, so he turns and walks around Legion to the back of the truck. As he nears his sister, she starts crying. PARIS Helen, let's get out of here. HELEN Why? PARIS You've got nothing to prove here. You know that. You can save all these people, but what will that matter, with you gone? LEGION


Will you people just figure out what you're doing, already? Paris, without looking, fires with his sawed off shotgun into Legion. PARIS (to Legion) Shut up. (to Helen) I don't want to lose you just yet. HELEN You're gonna lose me soon enough. PARIS You know that's not guaranteed. With surgery, there's still a chance. HELEN How great a chance, Pare? I can do this, now, do something good. PARIS For these people, Helen? Why? You don't know these people. You don't know any people. You said yourself, you spend all your time in my truck. Why should you make any gesture to save people who, under other circumstances, probably wouldn't even look at you twice? LEGION Just let Ugly blow up already. PARIS (to Legion) She's not ugly. (to Helen) You're not. Sometimes I can't help but think you're maybe the most beautiful thing I've ever seen.


Paris reaches out and touches Helen's face, one of the larger deformities. PARIS There's so much more to you than this. GEORGE Give me the remotes, Helen. She doesn't exactly hand them to George, but she doesn't stop him when he takes them from her hands. PARIS Let's get out of here. Paris grabs her hand. Helen rather suddenly wraps her arms around him. LEGION Isn't this nice? GEORGE Shut up, Legion. DINAH Come on, people. Let's go. Dinah takes one last look then heads out. Rose, still carrying Timmy, grabs Kayla's hand and tries to pull her toward the way out. Kayla doesn't move. Rose goes ahead without her. MARVIN Kayla, come on. Kayla looks at him, a confused look. She looks down at Mikey. She's shaking a little now. MARVIN Kayla? Kevin gets up. KEVIN Kayla, let's go.


MARVIN You stay away from her. Kevin raises his hands, a mock surrender. KEVIN She's gonna need help getting out of here. Excuse me if I wanted toMARVIN Just stay away, Kevin. Kevin backs away then turns and heads over the rubble and outside. MARVIN Kayla, let's go. He reaches out and touches her and she flinches. She backs away from him. She looks around the place. KAYLA Where's Shay? (to Mikey) Where's mommy? MARVIN Shayla's dead, Kay. Kayla ignores him and keeps looking around. Paris and Helen head for the entrance. Eliah stares at Legion, fascinated, horrified, entranced. Marvin grabs Kayla's arm. She nearly drops Mikey and pulls away from Marvin. KAYLA You trying to make me drop him? MARVIN No, Kay. Let's go outside. Maybe Shayla's out there.


Kayla considers this, then shakes her head. KAYLA I would have seen her leave. EXT - LITTLE EARL’S - MEANWHILE Dinah, Rose and Timmy are a safe distance from the building. Rose can't help but look at what's left of her car, her husband. INT - LITTLE EARL’S - RESTAURANT - CONTINUOUS Paris sees Marvin and Kayla. PARIS You two, let's go. MARVIN We'll be along soon enough. You go ahead. Paris thinks about it then heads out. Helen hesitates a little longer. HELEN What's her name-Kayla? Marvin nods. HELEN Kayla, it's time to go. MARVIN It's no use. KAYLA Gotta find Shay, first. Then, we can go. Marvin shakes his head. MARVIN Shayla's dead. HELEN Kayla, that's Shayla's little boy, isn't it? What's his name?


Kayla stops looking around and turns to face Helen. She's a little shocked by what she sees and doesn't try to hide it. KAYLA What's wrong with you? HELEN What's his name, Kayla? KAYLA Mikey, Mikey Crouse. Kayla looks around again. KAYLA Or is it Trevor? Kayla looks closely at Mikey now. KAYLA Something's wrong. MARVIN What is it? KAYLA Something's wrong with Trevor? HELEN Why don't you take him outside and we'll have a look at him, see what's wrong. Legion climbs into the trailer. Helen notices. HELEN We haven't got much time. KAYLA Trevor, wake up! Wake up! Marvin puts his arms around Kayla. MARVIN Let's go.


KAYLA (panicked) Something's wrong. Something's wrong with Trevor. GEORGE Just pick her up or something, Marv, and get out of here. Marvin does just that. He picks up Kayla and carries her over the rubble and out. Helen heads out. Eliah finally leaves. EXT - LITTLE EARL’S - CONTINUOUS Eliah stops pretty close to the building and looks back. LEGION Don’t turn to salt on my account, Relliford. INT - LITTLE EARL’S - RESTAURANT - CONTINUOUS Kayla doesn't want to be carried. She wriggles out of Marvin's arms and falls to the floor, dropping Mikey. She hurries to pick the child up and realizes finally that he's dead. She looks up at Marvin, hatred in her gaze. KAYLA You killed him! MARVIN No, Kay! HELEN Let's go. Kayla lunges at Marvin and hits him with both fists, one of those desperate and pitiful attacks, the kind that hurts her more than it hurts him. Marvin stops her easily, holding her wrists in his hands. KAYLA


Let go of me! MARVIN No! We're getting out of here. KAYLA I'm going nowhere with you! She tears her wrists from his grip, steps away from him. Marvin realizes a second too late which direction she's headed. MARVIN No, Kay! Stop! Still facing Marvin, she backs a little too close to the back of the truck and tentacles shoot out of Legion, lash around her and yank her back. George holds up the remotes. GEORGE Stop it! LEGION Go ahead. You'll die, too. MARVIN No, no, no. Legion envelops Kayla. GEORGE Get out of here, Marv! Marvin stumbles backward over the rubble but doesn't quite fall. Helen, still pretty close, grabs him and helps him. GEORGE Just us, now. LEGION You know, maybe we'll use your body instead. We think you might be able to handle us.


George holds up the remotes, as threatening a gesture as he can manage. LEGION No, this body will do much better. Legion moves farther into the trailer, toward the tables. LEGION Go ahead and blow this place up, whenever you want. We can find another body, and you'll be dead. George climbs up into the truck. LEGION So, you're prepared to die on the chance it might hurt us? GEORGE Actually, no, I'm not. LEGION No? Legion turns its head and looks back at George. A rather large tentacle erupts from Legion's chest and spreads over the second table. LEGION I win. GEORGE No, Legion, I don't think so. George reaches behind him, grabs hold of the back door and pulls one half shut as he leaps out of the truck. Landing, he hits the second half shut. This leaves him outside the trailer, the doors shut, Legion inside. LEGION (many voices simultaneously) No! You can't do this. You can't win! No! We are Legion.


We cannot die. No! George takes off running, stumbles over some rubble, but keeps going. EXT - LITTLE EARL’S - CONTINUOUS George reaches the gaping hole left by his truck, triggers both remotes and dives for the ground. Rose, Timmy, Kevin, Dinah, Paris, Helen and Marvin are all together, watching. The place explodes. Eliah Relliford, much closer to the building, is knocked back to the ground by the blast. George stays down, lets fire and rubble pass over him. LATER The smoke clears. What's left of Little Earl's Truck Stop is in flames. Eliah gets up, dazed. His head is bleeding or has been. He puts a hand to his head and pulls it away quickly when touching it hurts. He looks around. The others are all still together. George is just getting up. ELIAH Are you okay? GEORGE Are you? Your head’s bleeding, you know. ELIAH I think it's dried already. George is covered in scrapes and dust and soot, everything dirty. He looks a mess. He heads for the group of survivors. Eliah stays where he is. GEORGE You coming? ELIAH


I think I'll stay for a while, make sure the thing's dead. George sees that Eliah's still holding his crucifix. His hand is bloody now, though, as if his fall made the crucifix cut into his palm, which is exactly what happened. GEORGE You sure? Eliah nods. GEORGE And, if it's not dead? Eliah shrugs. George gives him an odd look then heads for the others. Eliah's left behind, watching the burning building. He just stands there, unmoving, watching, waiting. FADE OUT

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