by Larry and Andy Wachowski

NUMBERED SHOOTING SCRIPT March 29, 1998

FADE IN: 1 ON COMPUTER SCREEN so close it has no boundaries. A blinding cursor pulses in the electric darkness like a heart coursing with phosphorous light, burning beneath the derma of black-neon glass. A PHONE begins to RING, we hear it as though we were making the call. The cursor continues to throb, relentlessly patient, until -Yeah? Data now slashes across the screen, information flashing faster then we can read: "Call trans opt: received. 2-19-98 13:24:18 REC:Log>." WOMAN (V.O.) Is everything in place? On screen: "Trace program: running." MAN (V.O.) 1

We listen to the phone conversation as though we were on a third line. The man's name is Cypher. The woman, Trinity. TRINITY (WOMANV.O.) I said, is everything in place? The entire screen with racing columns of numbers. Shimmering like green-electric rivers, they rush at a 10-digit phone number in the top corner. CYPHER (MANV.O.) You weren't supposed to relieve me. TRINITY (V.O.) I know but I felt like taking a shift. The area code is identified. The first three numbers suddenly fixed, leaving only seven flowing columns. CYPHER (V.O.) You like him, don't you? You like watching him? We begin MOVING TOWARD the screen, CLOSING IN as each digit is matched, one by one, snapping into place like the wheels of a slot machine. (CONTINUED)

2. 1 CONTINUED: TRINITY (V.O.) Don't be ridiculous. CYPHER (V.O.) We're going to kill him. Do you understand that? He's going to die just like the others. TRINITY (V.O.) Morpheus believes he is the One. Only two thin digits left. Do you? TRINITY (V.O.) I... it doesn't matter what I believe. CYPHER (V.O.) You don't, do you? TRINITY (V.O.) If you have something to say, I suggest you say it to Morpheus. CYPHER (V.O.) I intend to, believe me. Someone has to. The final NUMBER POPS into place -TRINITY (V.O.) Did you hear that? Hear what? On screen: 0690. "Trace complete. Call origin: #312-555CYPHER (V.O.) CYPHER (V.O.) 1

TRINITY (V.O.) Are you sure this line is clean? CYPHER (V.O.) Yeah, 'course I'm sure. We MOVE STILL CLOSER, the ELECTRIC HUM of the green NUMBERS GROWING into an ominous ROAR. I better go. (CONTINUED) TRINITY (V.O.)

destroying several rooms as it spooled soot up the walls and ceiling. Lieutenant? Oh shit. 1 She hangs up as we PASS THROUGH the numbers. AGENT BROWN. is TRINITY. and a powerbook computer. (CONTINUED) LIEUTENANT AGENT SMITH 3 . HEART O' THE CITY HOTEL . Suddenly. a flashlight cuts open the darkness and we find ourselves in -2 INT. HEART O' THE CITY HOTEL . BIG COP Hands behind your head! it! Now! Do She slowly puts her hands behind her head.Rev.NIGHT A black sedan with tinted windows glides in through the police cruisers. and AGENT JONES get out of the car. leaving patterns of permanent shadow. The other cops pour in behind him. the cord coiling back into their shirt collars. 3 EXT. The only light in the room is the glow of the computer. 3/9/98 1 CONTINUED: (2) 3. guns thrust before them. They wear dark suits and sunglasses even at night. There is a foldup table and chair with a phone.NIGHT The hotel was abandoned after a fire licked its way across the polyester carpeting. The biggest of them violently kicks in the door.THE MATRIX . Police! BIG COP Freeze! 2 The room is almost devoid of furniture. We FOLLOW four armed POLICE OFFICERS using flashlights as they creep down the blackened hall and ready themselves on either side of Room 303. Sitting there. her hands still on the keyboard. a woman in black leather. a modem. They are also always hardwired. AGENT SMITH. entering the nether world of the computer screen. small Secret Service earphones in one ear.

BULLETS RAKING the walls. they know they've got her. the other cops holding a bead.THE MATRIX . a two-hundred-fifty pound sack of limp meat and bone that slams into the cop farthest from her. HEART O' THE CITY HOTEL The Big Cop flicks out his cuffs. flashlights sweeping with panic as the remaining cops try to stop a leather-clad ghost. AGENT SMITH No.Rev. They're bringing her down now. There is a final violent exchange of GUNFIRE and when it's over. you were given specific orders -LIEUTENANT I'm just doing my job. They've done this a hundred times. 4 INT. blood erupting. You gimme that Juris-my dick-tion and you can cram it up your ass. LIEUTENANT I sent two units. The Lieutenant laughs. Trinity is the only one standing. so smooth and fast. 4. and FIRED. 3/9/98 3 CONTINUED: AGENT SMITH Lieutenant. your men are already dead. until the Big Cop reaches with the cuffs and Trinity moves -It almost doesn't register. Her leg kicks with the force of a wrecking ball and he flies back. (CONTINUED) 4 . twisted. A GUN still in the cop's hand is snatched. 3 Agent Smith nods to Agent Brown as they start toward the hotel. Lieutenant. AGENT SMITH The orders were for your protection. The eye blinks and Trinity's palm snaps up and the nose explodes. LIEUTENANT I think we can handle one little girl. Trinity moves again. inhumanly fast.

MORPHEUS (V.Rev. 5 EXT. centering herself. There is a phone. This line is not a viable exit. TRINITY Are there any Agents? Yes.O. You can make it. 3/9/98 4 CONTINUED: A flashlight rocks slowly to a stop.) You have to focus. pacing.O.) TRINITY TRINITY MORPHEUS (V.O. answered. 4 5 Agent Brown enters the hotel while Agent Smith heads for the alley. All right -Go. She drops the phone.) .O.O. 6 INT. HEART O' THE CITY HOTEL Trinity is on the phone. Shit. TRINITY Morpheus! The line was traced! don't know how. HEART O' THE CITY HOTEL TRINITY 5. They cut the hardline. MORPHEUS (MANV.) I The other end is 6 MAN (V.) I know.THE MATRIX . Goddamnit! MORPHEUS (V. Operator. She takes a deep breath. Wells and Lake.

COP Jesus Christ -. 50 feet beyond the point where her path drops away into a paved chasm. she sees her only chance. launching herself into the air. running as hard as she can and -(CONTINUED) 10 9 8 .Rev. COP That's it. exiting through a broken window onto the fire escape. 7 She bursts out of the room as Agent Brown enters the hall. From above. Trinity races to the opposite end. we got her now. her movements so clean. still running hard. slack-jawed. leading another unit of police. 8 EXT. WINDOW A yellow glow in the midst of a dark brick building. realizing they are about to see something ugly as Trinity drives at the edge. The roof falls away into a wide back alley. Trinity is running as Agent Brown rises over the parapet. Trinity sees Agent Smith staring at her. contrasted to the wild jumps of the cops. has the same unnatural grace. as Agent Brown duplicates the move exactly. landing. The next building is over 40 feet away. then hits. She can only go up. there is -10 EXT. It is a dizzying chase up and over the dark plateaued landscape of rooftops and sheer cliffs of brick. Trinity begins to jump from one roof to the next. 3/9/98 7 INT. ROOF On the roof. leading the cops in pursuit. The cops slow. the ground seems to flow beneath her as she hangs in flight. staring at some point beyond the other roof. somersaulting up. FIRE ESCAPE In the alley below. HALL 6. Trinity zeros in on it. Agent Brown.that's impossible! They stare. Ahead. however. 9 EXT. but Trinity's face is perfectly calm. rolling over a shoulder up onto one knee. gliding in and out of each jump.THE MATRIX .

Gritting through the pain. Obviously hurt. focusing in completely. trained. a garbage truck suddenly u-turns. bearing down on the box of Plexiglas just as -She answers the phone. She wheels on the smashed opening above. A10 10 TRINITY Get up. There is a frozen instant of silence before the hulking mass of dark metal lurches up onto the sidewalk -(CONTINUED) 11 . You're fine. the headlights blindingly bright. Across the street. waiting for Agent Brown but is met by only a slight WIND that HISSES against the fanged maw of broken glass. she starts down the concrete walk. in a pool of white street light. slamming into the booth. 11 EXT. bouncing down stairs bleeding. Everything hurts.just get up! She stands and limps down the rest of the stairs. 10 CONTINUED: Hurtles herself into the empty night space. Trinity sees the headlights of the truck arcing at the telephone booth as if taking aim. tumbling. as the PHONE begins to RING. Get up -. then falls onto a back stairwell. STREET Trinity emerges from the shadows of an alley and. it's TIRES SCREAMING as it accelerates. at the end of the block.7. broken -But still alive. Trinity tries to move. she sees it -The telephone booth. She falls. she races the truck. arms covering her head as the whole world seems to spin on its axis -A10 INT. her body leveling into a dive. BACK STAIRWELL And she crashes with an EXPLOSION of GLASS and WOOD. Trinity. her gun instantly in her hand. her pace quickening.

There is no body. Agent Jones and Brown walk up behind him.Rev. 3/9/98 11 CONTINUED: 8. The DARKNESS CRACKLES with phosphorescent energy. Agent Smith almost smiles. AGENT BROWN The informant is real. Yes. His jaw sets as he grinds his molars in frustration. After a moment. 11 Barreling through the booth. AGENT JONES We have the name of their next target. CLOSER and CLOSER. The handset of the pay phone lays on the ground. We are SUCKED TOWARDS the mouthpiece of the phone. the word "searching" blazing in around us as we EMERGE FROM a computer screen.THE MATRIX . SMASHING it to PLEXIGLAS PULP. AGENT SMITH We'll need a search running. AGENT JONES It's already begun. AGENT BROWN The name is Neo. bulldozing it into a brick wall. We DRIFT BACK FROM the screen and INTO -AGENT SMITH AGENT JONES . She got out. The screen flickers with windowing data as a search engine runs with a steady relentless rhythm. AGENT SMITH It doesn't matter. Agent Smith inspects the wreckage. until the smooth gray plastic spreads out like a horizon and the small holes widen until we FALL THROUGH one -Swallowed by DARKNESS. Trinity is gone. separated in the crash like a severed limb. a black loafer steps down from the cab of the garbage truck.

He notices the screen." What the hell? He hits the "ESC" button. He sits up. NEO'S APARTMENT It is a studio apartment that seems overgrown with technology. Who is it? It's Choi. pushing random functions and keys while the computer types out a message as though it had a mind of its own. He keeps typing. duct-taped into and around the legs of several filled with cannibalized equipment autopsied corpse. knock.. He looks back at the computer. NEO NEO NEO .9. but the screen is now blank. 12 INT. He is asleep in front of his PC. looking around. 12 At the center of this technological rat-nest is NEO. A prompt appears: "Wake up.? He hits another and an "H" appears." He hits it again and the message repeats. Neo.. Someone KNOCKS again. What. Another message appears: "Follow the white rabbit. Behind him. Weed-like cables coil thickets that wind up desks. Neo. the computer screen suddenly goes blank. He rubs his eyes but when he opens them." Neo's eye pries open.S) Neo rises. He types "CTRL X" but the letter "T" appears. still unnerved. one eye still closed. a man who knows more about living inside a computer than outside one. Tabletops are that lay open like an everywhere. He stops and stares at the four words on the screen: "The Matrix has you. (CONTINUED) CHOI (O. there is another message: "Knock." Someone KNOCKS on his door and he almost jumps out of his chair. unsure of where he is.

man? You look a little whiter than usual. On the floor near his bed is a book. CHOI Something wrong. My computer. I know. door. Right. sticks the money in the book and drops it NEO CHOI Opening the door. He takes out an envelope and gives it to Neo through the cracked door. CHOI (MAN) It's her fault. You don't exist. NEO I don't know. on the floor. he hands the disk to Choi. Simulacra and Simulations... Neo nods as the strange feeling of unrealness suddenly returns.. The book has out and inside are several computer disks. (CONTINUED) NEO . man! My own personal Jesus Christ! NEO If you get caught using that -CHOI I know. Hold on. He closes the Baudrillard's been hollowed He takes one. 12 NEO You got the money? Two grand... 12 CONTINUED: Neo flips a series of locks and opens the door. This never happened. A young Chinese MAN stands there with several of his friends. CHOI Hallelujah! You are my Savior. I know. leaving the chain on.. NEO You're two hours late.10.

11. 12 CONTINUED: (2) 12

He looks back at Choi, unable to explain what just happened. NEO You ever have the feeling that you're not sure if you're awake or still dreaming? CHOI All the time. It's called mescaline and it is the only way to fly. He smiles and slaps the hand of his nearest droog. CHOI It sounds to me like you need to unplug, man. A little R&R. What do you think, Dujour, should we take him with us? Definitely. I can't. Come on. promise. NEO I have to work tomorrow. DUJOUR It'll be fun. I DUJOUR

He looks up at her and suddenly notices on her black leather motorcycle jacket dozens of pins: bands, symbols, slogans, military medals and -A small white rabbit. Yeah, yeah. 13 INT. APARTMENT An older apartment; a series of halls connects a chain of small high-ceilinged rooms lined with heavy casements. Smoke hangs like a veil, blurring the few lights there are. Dressed predominately in black, people are everywhere, gathered in cliques around pieces of furniture like jungle cats around a tree. (CONTINUED) The ROOM TILTS. NEO Sure, I'll go. 13

12. 13 CONTINUED: Neo stands against a wall, alone, sipping from a bottle of beer, feeling completely out of place. He is about to leave when he notices a woman staring at him. The woman is Trinity. She walks straight up to him. 13

In the nearest room, shadow-like figures grind against each other to the pneumatic beat of INDUSTRIAL MUSIC. Hello, Neo. NEO How do you know that name? TRINITY I know a lot about you. I've been wanting to meet you for some time. Who are you? TRINITY My name is Trinity. NEO Trinity? The Trinity? The Trinity that cracked the I.R.S. D-Base? TRINITY That was a long time ago. Gee-zus. What? NEO I just thought... you were a guy. Most guys do. Neo is a little embarrassed. NEO Do you want to go somewhere and talk? TRINITY No. It's safe here and I don't have much time. (CONTINUED) TRINITY TRINITY NEO NEO TRINITY

13. 13 CONTINUED: (2) 13

The MUSIC is so LOUD they must stand very close, talking directly into each other's ear. NEO That was you on my computer? She nods. NEO How did you do that? TRINITY Right now, all I can tell you, is that you are in danger. I brought you here to warn you. Of what? TRINITY They're watching you, Neo. Who is? TRINITY Please. Just listen. I know why you're here, Neo. I know what you've been doing. I know why you hardly sleep, why you live alone and why, night after night, you sit at your computer. You're looking for him. Her body is against his; her lips very close to his ear. TRINITY I know because I was once looking for the same thing, but when he found me he told me I wasn't really looking for him. I was looking for an answer. There is a hypnotic quality to her voice and Neo feels the words, like a drug, seeping into him. TRINITY It's the question that drives us, the question that brought you here. You know the question just as I did. NEO What is the Matrix? (CONTINUED) NEO NEO

They have to see it to believe it. 3/22/98 13 CONTINUED: (3) TRINITY When I asked him. 14. slowly dragging Neo to consciousness. She leans close. lectures Neo without looking at him. Neo. the ultimate company man. NEO'S APARTMENT The sound is an ALARM CLOCK. (CONTINUED) 16 15 NEO 14 . he said that no one could ever be told the answer to that question. growing out of the MUSIC. META CORTECHS OFFICE The main offices are along each wall. Neo stares at two window cleaners on a scaffolding outside. 15 EXT. SKYSCRAPER The downtown office of Meta CorTechs. 13 She turns and he watches her melt into the shifting wall of bodies.M. RHINEHEART. Shitshitshit.THE MATRIX . A SOUND RISES steadily. that somehow the rules do not apply to you. a software development company. It's looking for you and it will find you. her lips almost touching his ear. Mr. the windows overlooking downtown. Anderson. pressing in on Neo until it is all he can hear as we -CUT TO: 14 INT. Obviously. you are mistaken. dragging their rubber squeegees down the surface of the glass. TRINITY The answer is out there. RHINEHEART You have a problem with authority. if you want it to. 16 INT. He strains to read the clock-face: 9:15 A. You believe that you are special.Rev. typing at his computer continuously.

RHINEHEART The time has come to make a choice.15. VOICE (O. NEO'S CUBICLE The entire floor looks like a human honeycomb. Perfectly 16 17 Neo signs the electronic pad and the Fedex Guy hands him the softpak.S. Thus. Do I make myself clear? NEO Yes. Yeah. He opens the bag. he flips it open. Either you choose to be at your desk on time from this day forth. bony fingers resume clicking the keyboard. Unnerved. Inside is a cellular PHONE. Rhineheart. or you choose to find yourself another job. clear. FEDEX GUY Have a nice day. NEO That's me.) Thomas Anderson? Neo turns and finds a FEDERAL EXPRESS GUY at his cubicle door. He turns again. Hello? (CONTINUED) NEO . Mr. the company has a problem. It seems the instant it is in his hand. if an employee has a problem. RHINEHEART This company is one of the top software companies in the world because every single employee understands that they are a part of a whole. Anderson. with a labyrinth of cubicles structured around a core of elevators. 16 CONTINUED: His long. Mr. it RINGS. 17 INT.

but unfortunately. Morpheus.) I've been looking for you. Right now? Yes.O.Rev. is? MORPHEUS (V. NEO Who's coming for me? MORPHEUS (V.) The elevator. MORPHEUS (V. Neo..) NEO . And I'm not sure what they're going to do. we have run out of time.O. One cop stays at the elevator. MORPHEUS (V.O. Now. Neo.O. Holy shit! Yes. A female employee turns and points out Neo's cubicle.O. he sees Agent Smith. At the elevator. They're coming for you.. 3/9/98 17 CONTINUED: Hello. 17 Neo's knees give and he sinks into his chair. Agent Brown and Agent Jones leading a group of cops. the others follow the Agents. NEO What the hell do they want with me?! (CONTINUED) MORPHEUS (V.) Neo starts to stand.O. Neo. I don't know if you're ready to see what I want to show you. Neo ducks.) Do you know who this 16. Do it slowly.THE MATRIX .) Stand up and see for yourself. NEO NEO His head peeks up over the partition. MORPHEUS (V.

Sweat trickles down his forehead.O.) A little longer.17. Now.. go to the end of the row to the first office on the left.O. stay as low as you can. Brown is talking to another employee.) When I tell you.O. but if you don't want to find out. The Agents enter Neo's empty cubicle..? Go! Now! MORPHEUS (V. search the bathroom..O.O. clutching the phone tightly to him. you better get out of there. diving into the other cubicle just as the Agents turn into his row.) The cubicle across from you is empty. 17 CONTINUED: (2) MORPHEUS (V..) I'm not sure. MORPHEUS (V. Neo crams himself into a dark corner.) I can guide you out. MORPHEUS (V. How?! MORPHEUS (V.O.) . MORPHEUS (V. but you have to do exactly what I say. MORPHEUS (V.) Stay here for a moment.O.) Neo lunges across the hall. The agents are moving quickly towards the cubicle.O. A cop is sent to NEO 17 Morpheus' voice is a whisper in Neo's ear. (CONTINUED) MORPHEUS (V. NEO But what if.

) The answer is coming. Good. Neo. He hangs up. No! NEO It's too far away. One is that scaffold. MORPHEUS (V.O. Neo looks at the door. Neo looks down. MORPHEUS (V. 18 INT.THE MATRIX . He opens the window.O. The other is in their custody.) You can use the scaffold to get to the roof. 17 Neo rolls out of the cubicle. he sneaks away down the row. the scaffold. Staying crouched. EMPTY OFFICE The room is empty. MORPHEUS (V.) There's a ledge. NEO No way.O. You can make it.O. 3/9/98 17 CONTINUED: (3) 18. no way. Open it. The WIND HOWLS into the room. 18 NEO How do you know all this? Morpheus laughs quietly. MORPHEUS (V.Rev. this is crazy. his eyes popping as he freezes right behind a cop who has just turned around. There is a window in front of you. then back at (CONTINUED) . You take a chance either way. shooting across the opening to the first office on the left. I leave it to you.) There are only two ways out of this building.O.) Outside there is a scaffold. It's a short short climb. the building's glass wall vertigos into a concrete chasm. CLICK. MORPHEUS (V.

NEO I'm going to die.19. The scaffold seems even farther away. he steps onto the small ledge. He watches as it is swallowed by the distance beneath him. knocking Neo off balance. he clings harder to the frame. INTERROGATION ROOM CLOSE ON a camera monitor. the door opens and the Agents enter. We MOVE INTO the monitor. entering the room as if the monitor was a window. The WIND suddenly BLASTS up the face of the building. Recoiling. Shit! 19 EXT. a wide angle view of a white room where Neo is sitting at a table alone. I didn't do anything. and the phone falls out of his hand. Trinity watches in the rearview mirror of her motorcycle. SKYSCRAPER The Agents lead a handcuffed Neo out of the revolving doors. 20 INT. A thick manila envelope slaps down on the table. At the same moment. The name on the file: "Anderson. 18 CONTINUED: NEO This is insane! Why is this happening to me? What did I do? I'm nobody. Thomas A." (CONTINUED) 20 TRINITY 19 NEO 18 . Shit. He climbs up onto the window ledge. NEO This is insane! I can't do this! Forget it! He climbs back into the office just as a cop opens the door. Hanging onto the frame. Agent Smith sits down across from Neo. forcing his head down as they push him into the dark sedan.

Anderson. 20 He opens the file. Mr. AGENT SMITH We know that you have been contacted by a certain individual. you pay your taxes and you help your landlady carry out her garbage. Anderson. The fact is that he is wanted for acts of terrorism in more countries than any other man in the world. AGENT SMITH I'm going to be as forthcoming as I can be. In one life. Whatever you think you know about this man is irrelevant. Mr. 3/9/98 20 CONTINUED: AGENT SMITH As you can see. and are guilty of virtually every computer crime we have a law for. The pages continue to turn. Anderson. He removes his sunglasses. program writer for a respectable software company. AGENT SMITH The other life is lived in computers where you go by the hacker alias Neo. Paper rattle marks the silence as he flips several pages. Neo feels himself sinking into a pit of shit. AGENT SMITH It seems that you have been living two lives. A man who calls himself Morpheus. 20. you are Thomas A. One of them does not. his eyes are an unnatural iceblue. He closes the file. Neo cannot tell if he is looking at the file or at him.THE MATRIX .Rev. AGENT SMITH One of these lives has a future. (MORE) (CONTINUED) . we've had our eye on you for some time now. You are here because we need your help. You have a social security number.

Mr. How about I just give you the finger -He does. AGENT SMITH My colleagues believe that I am wasting my time with you but I believe you want to do the right thing. AGENT SMITH We are willing to wipe the slate clean. But I think I have a better one. Wow. AGENT SMITH You disappoint me. NEO Yeah. Anderson. to give you a fresh start and all we are asking in return is your cooperation in bringing a known terrorist to justice. and that you are interested in the future. That sounds like a real good deal. It is obvious that you are an intelligent man. NEO And you give me my phone call! Agent Smith puts his glasses back on. I want my phone call! Agent Smith smiles. Neo tries to match his stare. 20 CONTINUED: (2) AGENT SMITH (CONT'D) He is considered by many authorities to be the most dangerous man alive. That is why I believe you are ready to put your past mistakes behind you and get on with your life.21. He leans closer. I know my rights. Anderson. (CONTINUED) 20 . Neo nods to himself. Mr. NEO You can't scare me with this Gestapo crap.

becoming an organic creature that resembles a hybrid of an insect and a fluke worm. Neo struggles helplessly as Smith dangles the wire over his exposed abdomen. forcing him up out of bed. Neo bolts upright in bed. what good is a phone call if you are unable to speak? The question unnerves Neo and strangely he begins to feel the muscles in his jaw tighten. he watches as the electronic device animates. everything-is-okay breath when -The PHONE RINGS. From a case taken out of his suit coat. 20 CONTINUED: (3) AGENT SMITH And tell me. whether you want to or not. It continues RINGING. He starts to take a deep. watching Neo's confusion grow into panic. NEO'S APARTMENT . The standing Agents snicker. building pressure in the room. He bucks wildly as Smith drops the creature which looks for a moment like an uncut umbilical cord --. he lunges for the door but the Agents restrain him. AGENT SMITH You are going to help us. Mr. its tail thrashing as it worms its way inside. melding into each other until all traces of his mouth are gone. He realizes that he is home. whisker-like tendrils reach out and probe into Neo's navel. Neo feels his lips grow soft and sticky as they slowly seal shut. 21 INT. His stomach looks fine.before it begins to burrow. holding him in the chair.NIGHT Screaming. (CONTINUED) 21 20 . It almost stops his heart. Horrified. Mr. Wild with fear. Anderson. Thin. Smith nods and the other two rip open his shirt. fiber-optic wire tap. saying nothing.22. Anderson. Was it a dream? His mouth is normal. He answers it. sucking him in with an almost gravitational force. Smith removes a long.

CITY STREET ..O.O. Neo feels sick. If they knew what I know. you may have spent the last few years looking for me. unsure of what he has done. TRINITY . 22 NEO NEO 23.) Go to the Adams Street bridge.NIGHT It is just beyond the middle of the night. Get in. You see.Rev. 3/9/98 21 CONTINUED: MORPHEUS (V. but I've spent most of my life looking for you. but they've underestimated how important you are.O.THE MATRIX . MORPHEUS (V. MORPHEUS (V.O.. 22 EXT. that time when it seems there are no rules and everything feels unsafe.) This line is tapped so I must be brief. Yes. As he reaches the bridge. NEO What are you talking about? What the hell is happening to me? MORPHEUS (V. headlights creep in behind him. CLICK. Neo. Rain pours from a black sky. The back door opens. 21 He closes his eyes. you would probably be dead.) Do you still want to meet? .) You're the One.O. The Agents -MORPHEUS (V. Neo's boots scrape against the concrete. Every pair of eyes he passes seems to follow him. He turns just as the car slides quickly to a stop beside him.) They got to you first.

SWITCH Take off your shirt. She lifts a strange steel and glass device that looks like a cross between a rib separator. CAR 24.Rev. WINDOW WIPERS BEAT HEAVILY against the windshield. you have to trust me.THE MATRIX . Our way or the highway. speculum and air compressor. TRINITY Neo. He looks at the strange device and the gun still trained on him. For our protection. 3/9/98 23 INT. 23 A large man named APOC is driving. SWITCH Listen to me. NEO What the hell is this?! TRINITY It's necessary. Why? (CONTINUED) NEO NEO NEO TRINITY NEO . aiming a large gun at Neo. Apoc does. Fine. coppertop! We don't have time for 'twenty questions. What? Why? SWITCH Stop the car. Neo. Neo opens the door. From what? From you. please. Beside him is a beautiful androgyne called SWITCH.' Right now there is only one rule.

its glass snout forming a seal over his navel.. (CONTINUED) . Neo stares out into the sheets of rain railing against the dark street beyond the open door. 24 INT.THE MATRIX . come on. Neo. DARK STREET A moment later the green street lights curve over the car's tinted windshield as it rushes through the wet underworld. 23 A23 24 Trinity aims the device at Neo.Rev. He gasps as something wiggles beneath his skin inside his stomach. TRINITY 25. 3/9/98 23 CONTINUED: TRINITY Because you've been down there. Neo screams. the cylinder sucking hard at his stomach. relax. TRINITY And I know that's not where you want to be. NEO What is this thing? TRINITY We think you're bugged. Lie back. Try to She turns a dial and the machine bears down on Neo's midsection. CAR Neo grudgingly strips off his T-shirt. Switch snaps a cable into the front seat cigarette lighter.. You already know that road. TRINITY Come on. You know exactly where it ends. On a small monitor that projects an ultrasound-like image. we see Neo's insides begin to slither and churn. A23 EXT. squinting in pain as Trinity watches the needle on a pressure gauge climb steadily. He closes the door.

Shit. its tendrils flapping against the clear walls. as the car disappears into the rainy night. HOTEL LAFAYETTE It is a place of putrefying elegance. a rotting host of urban maggotry.THE MATRIX . CAR It hits the pavement with a metallic tink. No I'm not. TRINITY 26. 3/9/98 24 CONTINUED: SWITCH It's on the move. TRINITY Clear.Rev. SWITCH You're gonna lose it. (CONTINUED) TRINITY 27 26 25 . Electric current hammers into Neo and rigid convulsions take hold of him beneath the flickering car lamp until -Something finally rockets wetly out of Neo's stomach through the extractor's coils. the small fluke-like bug flips and squirms. 26 EXT. NEO Jesus Christ! It's real?! That thing is real?! Trinity lifts a glass cage at the end of the tubing. They stop outside room 1313. 27 INT. This is it. She unrolls the window and dumps it out. 25 EXT. Inside. reverted back into a common wire tap. 24 The foreboding word hangs in Neo's ear for a moment when Trinity squeezes a trigger. Trinity leads Neo from the stairwell down the hall of the thirteenth floor. HOTEL LAFAYETTE The car stops in a deserted alley behind a forgotten hotel.

THE MATRIX . curls the corner of his lips. ROOM 1313 27. A dull ROAR of THUNDER shakes the old building. He strides to Neo and they shake hands. TRINITY Let me give one piece of advice. He knows more than you can possibly imagine. tumbling down the rabbit hole? NEO You could say that. MORPHEUS I can see it in your eyes. At last. MORPHEUS No. MORPHEUS I imagine. As you no doubt have guessed. Neo. A smile. They sit across from one another in cracked. Come. He wears a long black coat and his eyes are invisible behind circular mirrored glasses. 28 INT. I am Morpheus. Sit. 27 28 Across the room. It's an honor. right now. He turns and his smile lights up the room. You have the look of a man who accepts what he sees because he is expecting to wake up. MORPHEUS Welcome. a DARK FIGURE stares out the tall windows veiled with decaying lace. 3/9/98 27 CONTINUED: Neo can hear his own heart pounding. (CONTINUED) NEO MORPHEUS . He nods to Trinity and she exits through a door to an adjacent room.Rev. the honor is mine. Please. burgundy-leather chairs. you must be feeling a bit like Alice. Be honest. razor-thin.

why are you MORPHEUS this is not far from But I'm getting ahead Can you tell me. here? 28 NEO You're Morpheus. You have come because you know something. (CONTINUED) NEO MORPHEUS NEO . 28 CONTINUED: Ironically. driving you mad.28. the truth. Most hackers would die to meet you. that smile that could cut glass. Do you believe in fate. You're a legend. MORPHEUS Yes. of myself. What you know you can't explain but you feel it. Neo? No. Why not? NEO Because I don't like the idea that I'm not in control of my life. MORPHEUS Let me tell you why you are here. But I think we both know there's more to it than that. You don't know what. MORPHEUS I know exactly what you mean. Do you know what I'm talking about? The Matrix? MORPHEUS Do you want to know what it is? Neo swallows hard and nods. but it's there like a splinter in your mind. Neo. You've felt it your whole life. It is this feeling that brought you to me. Again. Thank you. felt that something is wrong with the world.

a blue pill. You can see it out your window or on your television. The pills in his open hands are reflected in the glasses. taste. or go to church or pay your taxes. Like everyone else. MORPHEUS Unfortunately. In the left. In the right is a red pill. You wake in your bed and you believe whatever you want to believe. Nothing more. MORPHEUS Remember that all I am offering is the truth. (CONTINUED) . Neo feels the smooth skin of the capsules. Morpheus opens his hands. or touch. the moisture growing in his palms. You have to see it for yourself. 28 CONTINUED: (2) MORPHEUS The Matrix is everywhere. MORPHEUS You take the red pill and you stay in Wonderland and I show you how deep the rabbit-hole goes. It is the world that has been pulled over your eyes to blind you from the truth. no one can be told what the Matrix is. here even in this room. kept inside a prison that you cannot smell. A prison for your mind. Neo. You take the blue pill and the story ends. The LEATHER CREAKS as he leans back. What truth? MORPHEUS That you are a slave.29. NEO 28 MORPHEUS This is your last chance. After this. You feel it when you go to work. there is no going back. it's all around us. you were born into bondage.

MORPHEUS The pill you took is part of a trace program. modules and drives. 'cause Kansas is going bye-bye. which is cramped with high-tech equipment. (CONTINUED) APOC . Apoc. hardwiring a complex system of monitors. 3/9/98 28 CONTINUED: (3) The 30. NEO What does that mean? CYPHER It means buckle up. glowing ash-blue and electric green from the racks of monitors. Dorothy. are we on-line? Almost. MORPHEUS Apoc. Switch and Cypher look up as they enter. Trinity. placing a set of headphones over his ears. Will you take a seat there? Neo sits in a chair in the center of the room and Trinity begins gently fixing white electrode disks to him. They are wired to an old hotel phone. time is always against us. He and Trinity are working quickly. Cheshire smile returns. He whispers to Trinity: NEO You did all this? She nods. MORPHEUS Neo. It's designed to disrupt your input/output carrier signal so we can pinpoint your location. OTHER ROOM MORPHEUS 29 He leads Neo into the other room. 29 INT.Rev. 28 Neo opens his mouth and swallows the red pill. Near the chair is an old oval dressing mirror that is cracked. Follow me.THE MATRIX .

Wide-eyed.. His eyes blink and twitch when he notices the mirror. Neo? How would you know the difference between the dreamworld and the real world? Neo looks at his hand. Neo reaches out to touch the mirror and his fingers disappear beneath the rippling surface. checking reams of phosphorescent data. Quickly. Apoc? (CONTINUED) MORPHEUS NEO . Uh-oh. fingers distended into mirrored icicles that begin to melt rapidly. that you were so sure was real? A flash of lightning flickers white hot against Neo..? Cypher works with Apoc. spreading across his palm where he sees his face reflected.. Be what? MORPHEUS Be real? NEO The strands thin like rubber cement as he pulls away.Rev. 29 Distantly.. dripping. 3/9/98 29 CONTINUED: 31.THE MATRIX . Trinity monitors Neo's electric vital signs. Did you. Neo. he tries to pull his fingers out but the mirror stretches in long rubbery strands like mirrored taffy stuck to his fingertips. until the fragile wisps of mirror thread break. running like wax down his fingers. Sweat beads his face. MORPHEUS What if you were unable to wake from that dream. TRINITY It's going into replication. NEO This can't be. he hears Apoc POUNDING on a KEYBOARD. a webwork of cracks that slowly run together as though the mirror were becoming liquid.. he stares as it begins to heal itself.. MORPHEUS Have you ever had a dream. through the ear phones.

Tank. sucked into his scream and swallowed by darkness.Rev. POWER PLANT . The mirror creeps up his neck as Neo begins to panic. trying to keep his mouth up. rolling up and closing as a HIGH-PITCHED ELECTRIC SCREAM erupts in the HEADPHONES. 3/9/98 29 CONTINUED: (2) Still nothing.THE MATRIX . TRINITY He's going into arrest! Lock! APOC I got him! NEO MORPHEUS Now. It's cold. APOC Targeting. An ALARM on Trinity's monitor ERUPTS. racing. (CONTINUED) 30 . crawling up his arms like hundreds of insects. The mirror gel seems to come to life. It is a piercing shriek like a computer calling to another computer -Neo's body arches in agony and we are PULLED like we were pulled INTO the holes of the phone. 29 Morpheus takes out a cellular phone and dials a number. TRINITY I got fibrillation! Shit! Apoc? MORPHEUS Streams of mercury run from Neo's nose. MORPHEUS Tank. APOC 32. now! His eyes tear with mirror.CLOSE ON MAN'S BODY floating in a magenta amnion. tipping his head as though he were sinking into the mirror. we're going to need the signal soon.. almost there. 30 INT..

disappearing down into a dim murk like an underwater abyss. He tries to pull it out but it would be easier to pull off a finger. The IVs in his arms are plugged into outlets that appear to be grafted to his flesh. until it ruptures. He is struggling desperately now. he waits for his vision to focus. Dizzy. He is bald and naked. he fights wildly to stand. All connected to a center core. The image assaults his mind. fighting against the thick gelatin. there are more. dimly-glowing petal attached to a black metal stem. beneath the wax-like surface. He is standing in an oval capsule of clear alloy filled with magenta gelatin. the stem rises seemingly forever. Above him. It is Neo. clawing at the thinning elastic shroud. surreal versions of hospital tubes. The sound of the plant is like the sound of the ocean heard from inside the belly of Leviathan. 33. the surface distends. He moves to the foot of the capsule and looks out. Towers of glowing petals spiral up to incomprehensible heights. nauseous. pale and motionless. 3/9/98 30 CONTINUED: His body spasms. a hole widening around his mouth as he sucks for air. exaggerating the intensity of the vision. the surface of which has solidified like curdled milk. Tearing himself free. his body slick with gelatin. he sees other human beings. Pressing up. obscure his face. Unable to breathe. Fanning out in a circle. level after level.THE MATRIX . stretching like a red rubber cocoon.Rev. He feels the weight of another cable and reaches to the back of his head where he finds an enormous coaxial plugged and locked into the base of his skull. Air bubbles into the Jell-O but does not break the surface. each capsule like a red. To either side he sees other tube-shaped pods filled with magenta gelatin. 30 Metal tubes. he emerges from the cell. His sight is blurred and warped. Other lines like IVs are connected to limbs and cover his genitals. (CONTINUED) .

like an airplane door opening. 30 CONTINUED: (2) 30 From above. sucks the gelatin and then Neo into a black hole. The other connective hoses snap free and snake away as the machine lets Neo go. paralyzing him as the cable lock at the back of his neck spins and opens. the back of the unit opens and a tremendous vacuum. FADE TO BLACK. 33 INT. The metallic cable then lifts. MORPHEUS Welcome to the real world. SEWER MAIN Neo begins to drown when he is suddenly snatched from the flow of waste.34. A long. beautiful housings of alloyed metal covering organic-like systems of hard and soft polymers. 32 INT. Neo passes out. pulling him up into the belly of the futuristic flying machine hovering inside the sewer main. clear plastic needle and cerebrum-chip slides from the anterior of Neo's skull with an ooze of blood and spinal fluid. WASTE LINE The pipe is a waste disposal system and Neo falls. The machine seizes hold of Neo. It is almost insect-like in its design. 31 INT. 33 32 31 . HOVERCRAFT The metal harness opens and drops the half-conscious Neo onto the floor. Human hands and arms help him up as he finds himself looking straight at Morpheus. Suddenly. sliding with the clot of gelatin. He swallows his scream as it seems to stare at him. He smiles. Neo. flushing up through grease traps clogged with oily clumps of cellulite. The cable disengages itself. a machine drops directly in front of Neo. Banking through pipe spirals and elbows.

) I hope you're right. DOZER He still needs a lot of work. . He focuses and sees his body pierced with dozens of acupuncture-like needles wired to a strange device. something tingling through him. 35.Rev. am I dead? Far from it.THE MATRIX .) I don't have to hope it. We found him. 34 MORPHEUS (O. We see Morpheus' face above us.S. We're rebuilding them. I know it..) . NEO Why do my eyes hurt? MORPHEUS You've never used them before. Trinity. HOVERCRAFT We have no sense of time. Fluorescent light sticks burn unnaturally bright. DOZER and Morpheus are operating on Neo. NEO What are you doing? MORPHEUS Your muscles have atrophied. MORPHEUS (O. 35 INT. TRINITY (O.INFIRMARY He opens his eyes again. We hear voices whispering. FADE TO BLACK.S. HOVERCRAFT . Neo's eyes flutter open. 3/9/98 FADE IN: 34 INT..S. angelic in the fluorescent glow of a light stick. (CONTINUED) 35 MORPHEUS NEO (O.S.) We've done it. Morpheus closes Neo's eyes and Neo lays back.

36. 35 CONTINUED: Rest, Neo. coming. 36 INT. NEO'S ROOM Neo wakes up from a deep sleep, feeling better. He begins to examine himself. There is a futuristic IV plugged into the jack in his forearm. He pulls it out, staring at the grafted outlet. He runs his hand over the short hair now covering his head. His fingers find and explore the large outlet in the base of his skull. Just as he starts to come unglued, Morpheus opens the door. NEO Morpheus, what's happened to me? What is this place? MORPHEUS More important than what is when? When? MORPHEUS You believe the year is 1997 in fact it is much closer to I can't say for certain what it is because we honestly do know. The wind is knocked from Neo's chest. MORPHEUS There is no reason for me to try to explain it when I can simply show it. Come with me. 37 INT. HOVERCRAFT Like a sleepwalker, Neo follows Morpheus through the ship. MORPHEUS This is my ship, the Nebuchadnezzar. It's a hovercraft. (MORE) (CONTINUED) 37 when 2197. year not NEO MORPHEUS The answers are 35

36

THE MATRIX - Rev. 3/9/98 37 CONTINUED: MORPHEUS (CONT'D) Small like a submarine. It's cramped and cold. But it's home. They climb a ladder up to the main deck. 38 INT. MAIN DECK Everyone is there. MORPHEUS This is the main deck. You know most of my crew. Trinity smiles and nods. MORPHEUS The ones you don't know. That's Mouse, Cypher, and Switch. Those two guys are Tank and Dozer. The names and faces wash meaninglessly over Neo. MORPHEUS And this, this is the Core. This is where we broadcast our pirate signal and hack into the Matrix. It is a coaxial battery of life

37. 37

38

swamp of bizarre electronic equipment. Vines of hang and snake to and from huge monolithic slabs, a black portable satellite dish and banks systems and computer monitors.

At the center of the web, there are six ecto-skeleton chairs made of a poly-alloy frame and suspension harness. Near the circle of chairs is the control console and operator's station where the network is monitored. MORPHEUS You want to know what the Matrix is, Neo? The answer is right here. He touches the back of Neo's head. MORPHEUS Help him, Trinity. Neo allows himself to be helped into one of the chairs. He feels Morpheus guiding a coaxial line into the jack at the back of his neck. The cable has the same kind of cerebrum chip we saw inside the plant. (CONTINUED)

38. 38 CONTINUED: MORPHEUS This will feel a little weird. There are several disturbing noises as he works the needle in. We MOVE IN as Neo's shoulders bunch and his face tightens into a grimace until a loud CLICK fires and his ears pop like when you equalize them underwater. He relaxes, opening his eyes as we PULL BACK to a feeling of weightlessness inside another place -39 INT. CONSTRUCT Neo is standing in an empty, blank-white space. MORPHEUS This is the Construct. Startled, Neo whips around and finds Morpheus now in the room with him. MORPHEUS It is our loading program. We can load anything from clothes, to weapons, to training simulations. Anything we need. Morpheus walks past Neo and when Neo turns he sees the two leather chairs from the Hotel Lafayette set up in front of a large screen television. Sit down. Neo stands at the back of the chair as Morpheus sits. NEO Right now, we're inside a computer program? Morpheus smiles. MORPHEUS Is it so hard to believe? Your clothes are different, the plugs in your arms and head are gone. Look at your hair, you were bald a moment ago. Neo touches his head. (CONTINUED) MORPHEUS 39 38

your whole life has been spent inside the map. isn't it? Neo's hands run over the cracked leather. MORPHEUS 'The desert of the real. The world as it was at the end of the Twentieth Century. On the television. He changes the channel and we see a very different city as we enter the television. or see. In the distance.' Beneath us. not the territory. This is the world as it exists today. MORPHEUS You have been living inside a dreamworld. 39 CONTINUED: MORPHEUS It's what we call residual self image. It exists now only as part of a neuralinteractive simulation that we call the Matrix. taste. As in Baudrillard's vision. Wild. we see the ruins of a future city protruding from the wasteland like the blackened ribs of a long-dead corpse. we see images of the Twentieth Century city where Neo lived. The mental projection of your electronic self. MORPHEUS This is the world you know. smell. (CONTINUED) 39 .39. the water is gone. He picks up a remote control and clicks on the television. NEO This -. then real is simply electrical signals interpreted by your brain.This isn't real? MORPHEUS What is real? How do you define real? If you're talking about what you feel. Neo.

MORPHEUS We don't know who struck first. Neo clings to the chair. A singular consciousness that spawned an entire race of machines. trying to get his bearings. 39 CONTINUED: (2) 39 We TURN AND DESCEND. it seems. is not without a sense of irony. But we do know it was us that scorched the sky.I. I must say I find it almost funny to imagine the world slapping itself on the back. .? You mean artificial intelligence? MORPHEUS Yes. At the time. MORPHEUS Throughout human history. It was believed they would be unable to survive without an energy source as abundant as the sun. they were dependent on solar power. Fate. we marveled at our magnificence as we gave birth to A. where we FIND Morpheus and Neo. toasting the new age. Through the blinding inebriation of hubris. He looks up and his sunglasses reflect the obsidian clouds roiling overhead.40. Us or them. SPIRALING DOWN TOWARD the lake bed which is scorched and split like burnt flesh. MORPHEUS We have only bits and pieces of information. As we DESCEND INTO the circular window of his glasses.I. all of mankind was united in celebration. there is a flash of lightning. NEO A. I say almost funny. we have been dependent on machines to survive. at some point in the early Twenty-first Century. What we know for certain is that.

U. we PULL BACK from the darkness which reveals itself to be the black eye of a fetus. pooling around a tiny newborn that suckles its feed tube. we are grown. POWER PLANT From the yawning black of the waste port. A40 40 . The fetus is suspended in a placenta-like husk. the pure. MORPHEUS The Machines discovered a new form of fusion. where its malleable skull is already growing around the brain-jack. endless fields where human beings are no longer born. All they needed was a small electrical charge to initiate the reaction.T.'s of body heat. Still PULLING BACK. FETUS FIELDS On the flash. horrifying precision. we begin to PULL BACK as it snaps shut. facing the efficiency. The husk hanging from a stalk is plucked by a thresherlike farm machine. But then I saw the fields with my own eyes. We RISE UP. I came to realize the obviousness of the truth. MORPHEUS The human body generates more bioelectricity than a 120-volt battery and over 25. lightning tearing open the sky as a harvester sweeps past us. 40 EXT. A40 INT. I wouldn't believe it.41. watched them liquefy the dead so they could be fed intravenously to the living and standing there. Red amniotic gel flows into the pod below us. we see the image of the power plant now on the television as we return to the white space of the construct.000 B. the field stretching in every direction to the horizon. MORPHEUS There are fields. MORPHEUS For the longest time.

Neo. NEO Let me out! I want out! 42 Dozer holds him while Trinity unlocks it. NEO I don't believe it! believe it! I don't (CONTINUED) . Neo. MAIN DECK His eyes snap open and he thrashes against the chair. he reels as the world spins. Once it's out. CONSTRUCT Morpheus steps INTO VIEW as he clicks off the television. The Matrix dreamworld control in being into MORPHEUS is a computer-generated built to keep us under order to change a human this. Sweat pours off him as a pressure builds inside his skull as if his brain had been put into a centrifuge. 41 INT. He opens the back of the television remote control. trying to rip the cable from the back of his neck.42. TRINITY Easy. NEO No! I don't believe it! possible! It's not MORPHEUS I didn't say that it would be easy. NEO Get this thing out of me! Easy. falling as he trips free of the harness. Stop! 42 INT. NEO Don't touch me! Get away from me! On his hands and knees. I just said that it would be the truth. 41 He holds up a coppertop battery. MORPHEUS What is the Matrix? Control. he tears away from them.

regaining consciousness. would you really want to? Deep down. as long as the Matrix exists. Neo is stretched out on his bed. confessing as much to himself as to Neo. But if you could. NEO I can't go back. Neo knows that answer. Their mind turns against them. MORPHEUS I feel that I owe you an apology. can I? Morpheus is sitting like a shadow on a chair in the far corner. I broke the rule because I had to. to remake the Matrix as he saw fit. I've seen it happen. the human race will never be free. It was this man that freed the first of us and taught us the truth.43. (CONTINUED) The room is dark. Neo pitches forward and blacks out. 42 CONTINUED: CYPHER He's going to pop! Vomiting violently. He stares into the darkness. NEO'S ROOM He blinks. 43 42 . There is a rule that we do not free a mind once it reaches a certain age. They have trouble letting go. He pauses. I'm sorry. It is dangerous. 43 INT. MORPHEUS When the Matrix was first built there was a man born inside that had the ability to change what he wanted. MORPHEUS No.

43 CONTINUED: MORPHEUS When he died. That is why there are those of us that have spent our entire lives searching the Matrix.44. He notices that (CONTINUED) TANK Did you sleep? NEO The 45 44 MORPHEUS MORPHEUS You're going to NEO 43 . Morning. need it. an end to the war and freedom for our people. 45 INT. door opens and TANK steps inside. I guarantee it. He offers his hand and Neo shakes it. 44 INT. Neo can feel his eyes on him. I'll be your operator. No. MORPHEUS I did what I did because I believe the search is over. TANK You will tonight. For what? Your training. I'm Tank. there is only darkness and then the fluorescent light sticks flicker on. Tank doesn't have any jacks. HOVERCRAFT There is no morning. looking for him. He stands up. staring up at the lights. the Oracle prophesied his return and envisioned that his coming would hail the destruction of the Matrix. NEO'S ROOM Neo is awake in his bed. Get some rest.

You live long enough. Near the earth's core. Where is it? TANK Deep underground. where it's still warm.45. It's a city? TANK The last human city. I got to tell you. well then this is an exciting time. (he smiles) Goddamn. place we got left. we are one hundred percent pure. Born free.. Genuine child of Zion. We're not supposed to talk about any of that but if you are. I mean if Morpheus is right and all. you might even see it. Me and my brother Dozer. I'm fairly excited to see what you are capable of. TANK Any holes? Nope. MAIN DECK Neo is plugged in. Zion is where the party would be. Zion? TANK If this war ended tomorrow. (CONTINUED) 46 NEO The only NEO NEO 45 . home-grown human. hanging in one of the suspension chairs. oldfashioned.. We got a lot to do so let's get to it. 46 INT. Right here in the real world. 45 CONTINUED: NEO You don't have.

" Morpheus walks in.." file categories flashing beneath it: "Savate. Smiling. he likes it! for more? Hell yes! 47 INT. It is a meter displaying how much download time is left. Ken Po. Jujitsu? jujitsu? NEO I'm going to learn 46 Tank slides the disk into Neo's supplement drive. but this is some major boring shit. Drunken Boxing. An instant later his eyes snap open.. He begins flipping through a tall carousel loaded with micro discs. The monitors kick wildly as his heart pounds. Holy shit! TANK Hey. No way. The title bar reads: "Combat Series 10 of 12. Mikey.46. TANK How about some combat training? Neo reads the label on the disk. 46 CONTINUED: TANK We're supposed to load all these operations programs first. His body jumps against the harness as his eyes clamp shut. Tank punches the "load" code. (CONTINUED) 47 NEO Ready NEO NEO . and his brain sizzles. Why don't we start with something a little fun? Tank smiles as he plops into his operator's chair. adrenaline surges. MAIN DECK CLOSE ON a computer monitor as grey pixels slowly fill a small. half-empty box. Jujitsu.

suspended in the drive chairs. Show me.THE MATRIX . but each and every blow is blocked by effortless speed.Rev. NEO This is incredible. 47 Neo's body spasms and relaxes as his eyes open. fists and feet striking from every angle as Neo presses his attack. He looks like he just orgasmed. Tank monitors their Life Systems. breath hissing from his lips. the two bodies appear quite serene. What you must learn is that these rules are no different than the rules of a computer system. 48 INT. Understand? Neo nods as Morpheus assumes a fighting stance. Others can be broken. similar to the programmed reality of the Matrix. DOJO They are standing in a very sparse Japanese-style dojo. He's a MORPHEUS 47. 3/9/98 47 CONTINUED: How is he? TANK Ten hours straight. noticing that Neo is wildly and chaotically lit up as opposed to the slow and steady rhythm of Morpheus. Neo assumes a similar stance. 49 INT. fu. if you can. machine. MORPHEUS This is a sparring program. It has the same basic rules. It is like a Jackie Chan movie at high speed. 49 48 I know kung MORPHEUS . Some of them can be bent. cautiously circling until he gives a short cry and launches a furious attack. MAIN DECK While their minds battle in the programmed reality. MORPHEUS Then hit me. Rules like gravity.

Morpheus attacks him and it is like nothing we have seen. 50 INT. taking Neo apart. Improvisation. everyone bolts for the door. MORPHEUS Do you think my being faster. on his hands and knees. MORPHEUS How did I beat you? NEO You -. as he hurls himself at Morpheus.You're too fast. nodding slowly. stronger has anything to do with my muscles in this place? Neo is frustrated. Their fists fly with pneumatic speed. His feet and fists are everywhere. MOUSE Morpheus is fighting Neo! All at once. MORPHEUS 51 50 . Panting. interrupting dinner.48. For every blow Neo blocks. speckling the white floor of the dojo. blood spits from his mouth. Adaptation. still unable to catch his breath. teeth clenched. Again. five more hit their marks until -Neo falls. But your weakness isn't your technique. MORPHEUS Good. MESS HALL MOUSE bursts into the room. DOJO Neo's face is knotted. MORPHEUS Do you believe that's air you are breathing now? Neo stands. 51 INT.

Neo. MOUSE I don't believe it! 55 INT. like watching a game of Mortal Kombat. load the jump program. then smiles. NEO I know what you're trying to do -MORPHEUS I'm trying to free your mind. A single blow catches Morpheus on the side of the head. What are you waiting for? You're faster than this. MORPHEUS Come on. but all I can do is show you the door. Neo. Neo's face twists with rage as the speed of the blows rises like a drum solo. Know you are. Tank. You're the one that has to step through. DOJO Morpheus begins to press Neo. countering blows while slipping in several stinging slaps. MAIN DECK There are several gasps. 55 54 53 52 . MAIN DECK Everyone is gathered behind Tank. Morpheus cracks Neo again. 54 INT. Don't think you are. knocking off his glasses. watching the fight. Wham. MOUSE Jeezus Keeerist! He's fast! Look at his neural-kinetics! They're way above normal! 53 INT. 52 INT. MORPHEUS Come on! Stop trying to hit me and just hit me. DOJO Morpheus rubs his face.49. Whack.

HOVERCRAFT Apoc and Switch exchange looks as Tank grabs for the disk. but what if he does? He won't. No problem. Neo looks down at the street twenty floor below. 56 INT. MOUSE I know. Right. 57 INT. his coat billowing out behind him like a cape as he lands on the rooftop across the street. He sails through the air. 58 TANK No one's ever made their first jump. 58 INT. NEO 57 56 And starts to run. Neo. MORPHEUS Let it all go. CONSTRUCT . Shit.DAY Morpheus and Neo are again in the white space of the Construct.50. APOC Not possible. He takes a deep breath. And jumps. running hard at the edge of the rooftop. Free your mind. then at Morpheus an impossible fifty feet away. Disbelief.ROOFTOP . MAIN DECK They are transfixed. Doubt. MOUSE What if he makes it? No way. NEO Free my mind. (CONTINUED) APOC . Fear. we see the jump program rush up at them until they are standing on a rooftop in a city skyline. Okie dokie. Morpheus spins. Beneath their feet.

His eyes widen as he plummets. Neo's eyes open as Tank eases the plug out. He tries to move and groans. ROOFTOP Summoning every ounce of strength in his legs. I didn't think I would? Morpheus smiles and nods. the ground gives way.. CYPHER Everyone falls the first time.but comes up drastically short. (CONTINUED) 60 59 TRINITY 58 . MOUSE What does it mean? SWITCH It doesn't mean anything. Come on.. flat on his back. wiping the windblown tears from his face. but as he hits. 58 CONTINUED: Trinity stares at the screen. Neo spits blood into his hand. her fists clenching as she whispers. cradling his ribs. MAIN DECK They break up. Morpheus exits the building and helps him to his feet. stretching like a trapeze net. Trinity? But Trinity has already left. the ground rushing up at him. 60 INT. He bounces and flips. While Tank helps Morpheus. MORPHEUS Do you know why you didn't make it? NEO Because.51. He laughs. a bit unsure. right. 59 EXT. Neo launches himself into the air in a single maniacal shriek --. slowly coming to a rest. Stories fly by.

CYPHER There's something about him. TRINITY Neo. CYPHER I don't remember you ever bringing me dinner. 60 CONTINUED: NEO I thought it wasn't real. I saved you some dinner -She sees him passed out on the bed. breathing in the scent of him before slowly pulling away. carrying a tray of food. NEO'S ROOM Trinity enters from the hall.52. 62 INT. She pauses. MORPHEUS Your mind makes it real. then inhales lightly. NEO If you are killed in the Matrix. She sets the tray down and pulls the blanket over him. Neo stares at the blood. Trinity says nothing. her face close to his. HALL Trinity steps out of Neo's room to find Cypher watching her. 61 INT. isn't there? TRINITY Don't tell me you're a believer now? (CONTINUED) 62 61 60 . do you die here? MORPHEUS The body cannot live without the mind.

A beautiful woman in a red dress smiles at Neo as she passes by. MORPHEUS You have to understand that most of these people are not ready to be unplugged and many of them are so inured. Neo? Or were you looking at the woman in the red dress? I was. so hopelessly dependent on the system that they will fight to protect it. Neo. 62 CONTINUED: CYPHER I just keep wondering if Morpheus is so sure. lawyers. MORPHEUS Were you listening to me. constantly bumped and shouldered off the path.. A cop writing a parking ticket stares at Neo from behind his sunglasses. But when you are inside and you look around. why doesn't he take him to the Oracle? She would know. teachers. (CONTINUED) NEO 63 62 ..53. MORPHEUS The Matrix is a system. TRINITY Morpheus will take him when he's ready. She turns and he watches her walk away. these people are still a part of the system and that makes them our enemy. what do you see. But until we do. and that system is our enemy. businessmen.TRAINING PROGRAM . The minds of the very people we are trying to save. carpenters. 63 EXT.DAY Morpheus moves effortlessly through a crowded downtown street while Neo struggles to keep up. CITY STREET .

MORPHEUS We've survived by hiding from them. Every single man or woman who has stood their ground. Everything except Morpheus and Neo freezes.this isn't the Matrix? MORPHEUS No. Neo stares at the Agent. which means that sooner or later someone is going to have to fight them. running from them. Freeze it. But where they failed. What are they? MORPHEUS Sentient programs. who has fought an Agent. they're guarding all the doors. they are everyone and they are no one. you will succeed. if you are not one of us. Neo turns just as Agent Smith levels a gun at his face. Neo screams. They can move in and out of any software still hardwired to their system. you're one of them. Neo. it's another training program designed to teach you one thing.54. 63 CONTINUED: Look again. holding all the keys. (CONTINUED) NEO NEO MORPHEUS MORPHEUS 63 . Someone? MORPHEUS I won't lie to you. has died. NEO This -. That means that anyone that we haven't unplugged is potentially an Agent. Inside the Matrix. but they are the gatekeepers.

TANK (V. NEO What? Are you trying to tell me that I can dodge bullets? MORPHEUS No. they're running a parallel pipeline. COCKPIT NEO 55. Because of that they will never be as strong or as fast as you can be. 63 64 65 Morpheus slides into the copilot's chair next to Dozer. 65 INT. electromagnetic wake.O.THE MATRIX . I'm trying to tell you that when you're ready. Morpheus scans the decayed landscape of the sewer main that rolls by as Neo and Trinity squeeze into the cockpit behind him. Morpheus' cell PHONE RINGS and he flips it open. you won't have to. 3/9/98 63 CONTINUED: (2) Why? MORPHEUS I've seen an Agent punch through a concrete wall. Yet their strength and their speed are still based on a world that is built by rules. supercharged. Neo scratches his head. SEWER MAIN The Nebuchadnezzar blisters by. Another ship.) We got trouble. 64 EXT. An ALARM BEGINS TO SOUND. Big Brother I think. trailing a swirling. MORPHEUS Did Zion send the warning? DOZER No. Men have emptied entire clips at them and hit nothing but air. Neo.Rev. (CONTINUED) .

Rev. MORPHEUS Set it down in there. The main deck is plunged into dark silence. 65 Neo feels the ship rock to the side as it squeezes into a tiny supply line.P. 69 INT. MAIN DECK Tank works furiously at the operator's station as the ceaseless WHIR of the ship's TURBINES GRIND TO a HALT. almost wedged into a pipe that barely accommodates its size. DOZER Search and destroy. The rest of the screw stands behind him as he whispers.M. TANK Power off-line. It's a killing machine designed for one thing. 67 INT. COCKPIT Neo leans into Trinity's ear. 66 EXT. Squiddy's sweeping in quick. MORPHEUS How we doing. Tank? 68 INT. 3/9/98 65 CONTINUED: DOZER Shit. Squiddy? TRINITY A Sentinel. HOVERCRAFT The Nebuchadnezzar sets down. armed and ready. E. COCKPIT Morpheus clicks the intercom. (CONTINUED) 69 68 67 66 . NEO 56. Tank's fingers curl around a small key that glows a dim red.THE MATRIX .

It disables any electrical system in the blast radius. In the frozen little room.57. Don't move. Black alloy skin flickers like sequins beneath sinewy coils and skeletal appendages. a shifting shadow of mechanized death. Dozer looks up. In the darkness. their breath freezing into a uniform cloud as it gets colder and colder. HALL The ship is quiet and dark.? TRINITY An electromagnetic pulse. 70 . Strands of green haze curl round mossy icicles that dangle into a pool of churning frozen waste. Without the Nebuchadnezzar's heating systems.P. THROUGH the cockpit's windshield. The crew members huddle together. everyone breathes a little easier. Neo begins to angle around Dozer but Morpheus grabs him. It's the only weapon we have against the machines. MORPHEUS It'll hear you. Neo can feel the hairs on the back of his neck rise as it silently glides over them with shark-like malevolence until it disappears into the darkness. Dozer quietly reaches to brush away the frost on the windshield and as his hand clears a swath -They see it.M. It is beautiful and terrifying. DOZER NEO 69 Neo freezes and they wait. Now we wait. 69 CONTINUED: E. the vast cavern of the sewer main yawns before them. the temperature in the cockpit begins to rapidly drop. Everyone is asleep. 70 INT.

71 INT. CYPHER You know. I know what you're thinking 'cause right now I'm thinking the same thing. Is that. You want a drink? Neo nods and he pours a clear alcohol from a plastic jug. CYPHER No. brunette. All I see is blonde. Your brain does the translating. NEO NEO 71 Neo stares at the endlessly shifting river of information. (CONTINUED) .? The Matrix? CYPHER Yeah. I've been thinking the same thing ever since I got here. NEO Do you always look at it encoded? CYPHER Have to. Cypher is in the operator's chair as Neo comes up behind him.58.. Sorry. you scared the bejeezus out of me. bizarre codes and equations flowing across the face of the monitor. it's all right. Actually. CYPHER Whoa! Shit. and redhead. He raises the glass.. The image translators sort of work for the construct programs but there's way too much information to decode the Matrix. I don't even see the code. though. You get used to it. MAIN DECK The core glows with monitor light. Neo's eyes light up as he steps closer to the screens that seem alive with a constant flow of data. to tell you the truth. Neo.

THE MATRIX - Rev. 3/9/98 71 CONTINUED: CYPHER Why, oh why, didn't I take that blue pill? He throws the shot down his throat. Neo does the same and it almost kills him. Smiling, Cypher slaps him on the back. CYPHER Good shit, eh? Dozer makes it. It's good for two things: degreasing engines and killing brain cells. Red-faced, Neo finally stops coughing. another.

59. 71

Cypher pours him

CYPHER Can I ask you something? Did he happen to tell you why he did it? Neo looks up, unsure. CYPHER Why you're here? ... Yeah. CYPHER Gee-zus! What a mindjob. You're here to save the world. You gotta be shitting me. What do you say to something like that? Neo looks down at his drink. CYPHER I'm going to let you in on a little secret here. Now don't tell him I told you this, but this ain't the first time Morpheus thought he found the One. Really? CYPHER You bet your ass. It keeps him going. Maybe it keeps all of us going. NEO How many were there? (CONTINUED) NEO NEO

60. 71 CONTINUED: (2) Five. CYPHER Since I've been here. 71

NEO What happened to them? Dead. How? CYPHER Honestly. Morpheus. He got them all amped up believing in bullshit. I watched each of them take on an Agent and I watched each of them die. Little piece of advice: you see an Agent, you do what we do; run. Run your ass off. Neo gulps down another shot. NEO Thanks... for the drink. Anytime. Cypher nods as Neo heads for the ladder. Sweet dreams. A71 INT. RESTAURANT - NIGHT CHAMBER MUSIC and the ambiance of wealth soak the restaurant around us as we watch a serrated knife saw through a thick, gorgeous steak. The meat is so perfect, charred on the outside, oozing red juice from the inside, that it could be a dream. We hear a voice that we recognize immediately. AGENT SMITH Do we have a deal, Mr. Reagan? A fork stabs the cube of meat and we FOLLOW it UP TO the face of Cypher. (CONTINUED) A71 CYPHER CYPHER CYPHER All dead. NEO

THE MATRIX - Rev. 3/9/98 A71 CONTINUED: CYPHER You know, I know that this steak doesn't exist. I know when I put it in my mouth, the Matrix is telling my brain that it is juicy and delicious. After nine years, do you know what I've realized? He shoves it in, eyes rolling up, savoring the tender beef melting in his mouth. CYPHER Ignorance is bliss.

61. A71

Agent Smith watches him chew the steak loudly, smacking it between his teeth. CYPHER Mmm so, so goddamn good. AGENT SMITH Then we have a deal? CYPHER I don't want to remember nothing. Nothing! You understand? And I want to be rich. Someone important. Like an actor. You can do that, right? AGENT SMITH Whatever you want, Mr. Reagan. Cypher takes a deep drink of wine. CYPHER All right. You get my body back in a power plant, reinsert me into the Matrix and I'll get you what you want. AGENT SMITH Access codes to the Zion mainframe. CYPHER I told you I don't know them. But I can give you the man who does. Morpheus. AGENT SMITH

APOC You mean the breakfast. MOUSE Exactly my point. maybe what I think Cream of Wheat tasted like actually tasted like oatmeal. lunch. APOC Or a bowl of snot. and dinner of champions. 3/9/98 72 INT. Breakfast of 62. 72 Tank slides it in front of Neo and takes a seat with the other crew members enjoying breakfast. or tuna fish. it almost feels like you're eating runny eggs. MOUSE But you know what it really reminds me of? Cream of Wheat. MESS HALL CLOSE ON breakfast. a substance with a consistency somewhere between yogurt and cellulite. but technically neither did you. how do the machines know what Cream of Wheat really tasted like? Maybe they got it wrong. Maybe they couldn't figure out what to make chicken taste like which is why chicken tastes like everything.THE MATRIX . MOUSE If you close your eyes. It makes you wonder about a lot of things. Did you ever eat Cream of Wheat? SWITCH No. because you have to wonder. (CONTINUED) . Neo scoops up a spoonful. buddy. Mouse. Take chicken for example. TANK Here you go. champions. And maybe -APOC Shut up.Rev.

We grow it in a vat. MOUSE So what did you think of her? Of who? MOUSE The woman in the red dress. I'm taking Neo to see her. With that he turns and leaves.THE MATRIX . We're going in. To deny our impulses is to deny the very thing that makes us human. MOUSE Pay no attention to these hypocrites. MOUSE So I understand you've run through the Agent training program? You know.Rev. 72 (CONTINUED) . She doesn't talk much but if you'd like to. MOUSE Oh no. it doesn't have everything the body needs. I designed her. I wrote that program. SWITCH The digital pimp hard at work. I could arrange a more personalized milieu. He sidles up to Neo. vitamins. you know. Neo. Morpheus enters. Here it comes. NEO APOC 63. and minerals. MORPHEUS I want everyone on twelve-hour standby. Everything your body needs. 3/9/98 72 CONTINUED: DOZER It's a single-celled protein combined with synthetic aminos. meet her.

Morpheus and Neo cross to the car.ROOM 1313 SPINNING COUNTER-CLOCKWISE AROUND an old PHONE that RINGS inside the empty room until we SPIN FULL CIRCLE and FIND everyone now standing there. 73 EXT.Rev.. He is the only one without sunglasses. HOTEL LAFAYETTE .. each body reacting as we. operator's station. everyone please observe that the no smoking and fasten seat belt signs have been turned on. CUT TO: B72 INT. 72 A72 Tank is at the TANK All right.DAY The door opens and for the first time since his release. Sit back and enjoy your flight. A72 INT. We're in. Cypher opens the driver's door of an old car as Trinity. He squints at the sun which seems unnaturally bright. MAIN DECK Everyone is strapped into their chairs. Morpheus answers the phone. then drops something inside a garbage can. Cypher glances about quickly. HOTEL LAFAYETTE . (CONTINUED) 73 MORPHEUS B72 . He strikes the enter key and we RUSH CLOCKWISE OVER the chairs. TANK NEO 64. Neo steps back into the Matrix. 3/9/98 72 CONTINUED: See who? The Oracle. Apoc and Switch remain at the door as the others enter the alley. MORPHEUS We should be back in an hour.THE MATRIX .

CAR Neo sits beside Trinity in the back. He cannot stop staring as the simple images of the urban street blur past his window like an endless stream of data rushing down a computer screen. 73 It is a cellular phone and we see its blue display as the line connects. 74 INT.THE MATRIX . isn't it? Neo nods as the car continues to wind through the crowded city. (CONTINUED) 74 .Rev. MORPHEUS Almost unbelievable. 3/9/98 73 CONTINUED: 64A.

Obviously. NEO I have these memories. TRINITY That's different. NEO Did you go to her? Yes... 74 CONTINUED: God. Really good noodles. almost as if talking to himself. none of them really happened.65... from my entire life but. What? NEO I used to eat there. NEO What does that mean? TRINITY That the Matrix cannot tell you who you are.. NEO But an Oracle can. He is speaking in a whisper.. NEO What did she tell you? She told me.. He turns to her. He turns to the window for a moment and then turns back. (CONTINUED) TRINITY TRINITY NEO TRINITY NEO 74 ... She looks at him and suddenly she is unable to speak or even breathe..

75 EXT. She's very old. opens and Neo follows Morpheus inside. The beginning? MORPHEUS Of the Resistance. 76 INT. 74 CONTINUED: (2) What? The car suddenly jerks to a stop. the rearview mirror at Trinity. eh. Cypher looks into NEO 74 Neo and Morpheus get out of the car. 77 INT. (CONTINUED) . Trin? He smiles as she turns to the window.66. MORPHEUS Neo. We're here. BUILDING Morpheus nods to a blind man who nods back. She's been with us since the beginning. BUILDING 75 Tenement-like and vast. NEO So is this the same oracle that made the. NEO And she knows what? Everything? NEO An elevator 76 77 MORPHEUS She would say she knows enough. it is the kind of place where people can disappear. CYPHER Here we go again. come with me. ELEVATOR The idea of learning one's fate begins to weigh upon Neo with a steadily growing unease. prophecy? MORPHEUS Yes. uh.

NEO Morpheus. I don't think this is a good idea. NEO She helped you? Yes. Why? NEO I told you I don't believe in this stuff. 78 MORPHEUS 77 INT. a disturbing sense of inevitability closes in around him. His hand reaches but stops. DING. Neo blows out a breath. MORPHEUS Don't think of it in terms of right and wrong. With every step. She can help you find the path. 78 The ELEVATOR opens. so what's the point? (CONTINUED) MORPHEUS .67. Neo follows Morpheus out of the elevator and the DOORS RATTLE shut behind him. He backs away. hovering over the spherical handle. Morpheus steps to the side of a door. At the end of the hall. HALL The long dark hall beckons. Neo. You have to step through it. 77 CONTINUED: NEO And she's never wrong. She is a guide. NEO What did she tell you? MORPHEUS That I would find the One. No matter what she says I'm not going to believe it. MORPHEUS I told you that I can only show you the door.

Unbelievable. MORPHEUS Faith is not a matter of reasonability. NEO Did you believe in them too? MORPHEUS I believed what the Oracle told me. This is difficult for Morpheus to admit. I don't believe in anything anymore. I believed that it was all about me. 78 CONTINUED: MORPHEUS What do you believe in? NEO What do I believe in? Are you kidding me? What do you think? The world I grew up in isn't real. NEO Why? So I can hear some old lady tell me. no. My entire life was a lie. it's still going to sound insane and unbelievable.. what? That I'm this guy that everybody's been waiting for? That I'm supposed to save the world? It sounds insane. MORPHEUS That's why we're here. (CONTINUED) MORPHEUS 78 .. NEO Yeah? What about the other five guys? The five before me? What about them? Morpheus tries to hide his heart being wrenched from his chest. And I don't care who says it. I believe them with my heart. NEO And you believe I'm the One? Yes I do.68. In my gut. I do not believe things with my mind. I misunderstood what she told me.

I was wrong. you are the sixth and the last. Morpheus. It doesn't matter. MORPHEUS Until that time all I am asking from you is for you to hold on to whatever respect you may have for me and trust me. the unadulterated confidence of a zealot. PRIESTESS Make yourself at home. Not a day or night passes that I do not think of them. I doubted myself. All I can do is believe. (CONTINUED) PRIESTESS (WOMAN) You're right on time. MORPHEUS And then I saw you. I doubted everything the Oracle had said. 79 INT. believe that one day you will feel what I felt and know what I know.69. You can call it an epiphany. After the fifth. Hello. He reaches for the handle which turns without him even touching it. you can call it whatever the hell you want. A WOMAN wearing white opens the door. It's not about a word. All right. Neo. Terribly wrong. He looks up at Neo. It's about this. Neo. and my world changed. So I can't explain it to you. ORACLE'S APARTMENT It seems particularly normal. Neo feels a rush from Morpheus's intensity. His eyes blaze. Neo. 79 NEO 78 . You are the One. I lost my way. 78 CONTINUED: (2) MORPHEUS I believed that all I had to do was point my finger and anoint whoever I chose. Neo.

SPOON BOY Then you will see that it is not the spoon that bends. Neo nods. PRIESTESS The Oracle will see you now. In front of him is a pile of spoons bent and twisted into knots. only try to realize the truth. 79 CONTINUED: Thank you. All of them exude a kind of Zen calm. Neo watches a little girl levitate wooden alphabet blocks.70. PRIESTESS Neo. Neo crosses to him and sits. Closer to him. it slowly begins to bend until -A hand touches his shoulder. You can wait here. Scattered about the room are a half dozen children. That is impossible. The entire room is reflected inside the spoon and as Neo stares into it. PRIESTESS These are the other Potentials. NEO There is no spoon. Some of them are playing. The boy smiles and hands Neo the spoon which is now perfectly straight. What truth? SPOON BOY That there is no spoon. There is another woman in white sitting on a couch watching a soap opera. It is only yourself. NEO MORPHEUS 79 . Spoon Boy smiles. come with me. Instead. others are deep in meditation. a SKINNY BOY with a shaved head holds a spoon which sways like a blade of grass. She leads Neo down another hall and into what appears to be a family room. SPOON BOY (SKINNY BOY) Do not try to bend the spoon. staring at the spoon.

wearing big oven mitts. Be right with you..71.. What vase? He turns to look around and his elbow knocks a VASE from the table. She pulls out a tray of chocolate chip cookies and turns. Smell good. NEO Shit. NEO How did you know. It BREAKS against the linoleum floor. I'm sorry. (CONTINUED) ORACLE NEO NEO NEO 80 . ORACLE I'd ask you to sit down. 80 INT. Always a pip. She is an older woman. She looks like someone's grandma. don't they? Yeah. Not quite what you were expecting. peering inside through a cracked door. comfortable slacks and a print blouse. NEO You're the Oracle? ORACLE Bingo. I'll get one of my kids to fix it. right? I got to say I love seeing you non-believers. Hello? ORACLE (OLD WOMAN) I know. ORACLE I said don't worry about it. You're Neo. KITCHEN An OLD WOMAN is huddled beside the oven.? She sets the cookie tray on a wooden hot pad. but you're not going to anyway. Almost done. And don't worry about the vase. That vase.

the kind every kitchen has. Say. ORACLE Well. Being the One is just like being in love. see why she likes you. 80 CONTINUED: ORACLE What's really going to bake your noodle later on is. then feels the glands in his neck. except that the words are in Latin. 'ahh. I better have a look at you. Nobody can tell you you're in love. Means. 'Know Thyself. Who? ORACLE Not too bright though. checks his ears. Open your mouth. You just know it. Smiling. She nods. She winks. You think NEO I 80 She gestures to a wooden plaque. then looks at his palms. would you still have broken it if I hadn't said anything. (CONTINUED) .' I'm gonna let you in on a little secret. ORACLE You're cuter than I thought. ORACLE You know what that means? It's Latin. ORACLE So? What do you think? you're the One? Honestly? NEO I don't know.72. Through and through. ORACLE You know why Morpheus brought you to see me? He nods. She puts her cigarette down.' She widens his eyes. Balls to bones. she lights a cigarette.

Without ORACLE NEO NEO 80 NEO What do you mean. (CONTINUED) .. ORACLE I know. Neo almost has to laugh. 80 CONTINUED: (2) ORACLE Okay. ORACLE Sorry.73. now I'm supposed to say. without him? The Oracle takes a long drag. ORACLE Are you sure you want to hear this? Neo nods.' Then you say -But what? ORACLE But you already know what I'm going to tell you. Who knows? That's how these things go. What's funny? NEO Morpheus. kid. What? ORACLE Your next life. maybe.. NEO I'm not the One. 'Hmmm. Poor Morpheus. regarding Neo with the eyes of a Sphinx. him we are lost. He almost had me convinced. that's interesting but. You got the gift but looks like you're waiting for something.

You have a good soul and I hate giving good people bad news. 81 INT. take a cookie. I promise by the time you're done eating it. and no one. What was said was said for you and you alone. you'll start feeling better.74. Morpheus puts his hand on Neo's shoulder. remember? He tries to nod as she reaches for the tray of cookies. You're in control of your own life. as soon as you walk outside that door. SITTING ROOM . you will have Morpheus's life. Neo. you'll feel right as rain. 80 CONTINUED: (3) ORACLE Morpheus believes in you. Which one.DAY Morpheus rises from a couch as the priestess escorts Neo out. You'll remember that you don't believe any of this fate crap. will be up to you. In one hand. ORACLE Here. Neo can't breathe. What? ORACLE You're going to have to make a choice. you will have your own. One of you is going to die. the tightness in his chest slowly beginning to fade. He believes it so blindly that he's going to sacrifice his life to save yours. kiddo. In the other hand. Neo takes a cookie. Neo nods and takes a bite of his cookie. But don't worry. not you or even me can convince him otherwise. When they are alone. 81 NEO 80 . MORPHEUS You don't have to tell anyone what she told you. ORACLE I'm sorry. I really am.

Right as rain. MAIN DECK Sweat rolls down Cypher's face and neck.) They're on their way. wiping the sweat from his forehead. Cypher.. MOUSE Welcome to Movie-Phone. Tank is typing rapidly. At the operator's station.DAY As they get out of the car. CYPHER Well. MORPHEUS 75. good news or bad news? MORPHEUS Not now. welcome to the real world. Cypher smiles at Neo. CAR Neo and Morpheus get in the car. 85 EXT. Trinity looks at Neo who is staring at the final bit of cookie.DAY Mouse's CELLULAR RINGS. nervously glances around.. 83 84 OMITTED INT. He puts it in his mouth and chews. 82 Cypher slaps the car in gear and pulls into traffic.Rev. 86 INT. (CONTINUED) 86 85 83 84 . TRINITY Are you all right? NEO . TANK (V. ROOM 1313 . Let's go. CITY STREET . Cypher. following the others into the hotel.THE MATRIX .O. Cypher looks into the rearview mirror at Neo. 3/22/98 82 INT. CYPHER Like the man says.

THE MATRIX ..? 87 INT. Six figures glide up the dark stairs that wind around the antique elevator.DAY 75A. 3/22/98 86 CONTINUED: TANK What is that. HOTEL LAFAYETTE ..Rev. 86 87 Light filters down the throat of the building through a caged skylight at the top of the open elevator shaft. (CONTINUED) .

87 CONTINUED: Neo notices a black cat. a yellow-green eyed shadow that slinks past them and pads quickly down the stairs. Trinity looks at Morpheus who listens quietly to the RASPING breath of the old BUILDING. vu. NEO Deja vu. NEO Just had a little deja TRINITY What did you see? What happened? NEO A black cat went past us and then I saw another that looked just like it.76. A moment later. Oh shit! 89 TANK Oh shit! 89 88 INT. 88 INT. HOTEL LAFAYETTE . 87 Those words stop the others dead in their tracks.DAY Trinity turns around. TRINITY What did you just say? Nothing. her face tight. MAIN DECK The monitors suddenly glitch as though the Matrix had an electronic seizure. TRINITY How much like it? Was it the same cat? NEO It might have been. I'm not sure. What is it? (CONTINUED) NEO . Neo sees another black cat that looks and moves identically to the first one. Whoa.

then explodes into the room. BASEMENT . APOC Something to ward off evil spirits. TANK (V. He answers it. MOUSE . 90 INT. Mouse spins as the RUMBLE of combat BOOTS BUILDS. Neo nods. Oh no. She also listens as the staccato BEAT of HELICOPTER BLADES GROWS ominously LOUD. 3/9/98 89 CONTINUED: TRINITY A deja vu is usually a glitch in the Matrix. Come on! Apoc slaps a gun into Neo's hand.Rev. 92 INT. stuffing it into his belt.DAY Morpheus looks up the stairs as he hears a HELICOPTER. 89 90 91 92 93 Hearing the HELICOPTER. ROOM 1313 . MAIN DECK Tank sees what was changed. 93 INT.O.DAY MORPHEUS TANK 77. It happens when they change something. The windows are bricked up.DAY Heavy bolt cutters snap through the main phone cable. STAIRCASE . It's a trap! 91 INT.) They cut the hardline! It's a trap! Get out! Mouse yanks open the curtain. Mouse goes to the draped windows as his CELLULAR RINGS.THE MATRIX .

94 95 96 97 Mouse's body thrashes against its harness. HALL .THE MATRIX . then lying perfectly still. no.DAY Flying downstairs. blood coughing from his mouth in one final spasm. We're trapped. Morpheus stops. 96 INT.DAY Morpheus stops as Mouse's SCREAM is drowned out by the report of MACHINE GUN FIRE. There's no way out. 98 99 OMITTED INT.DAY Mouse sails backwards as BULLETS POUND him against the blood-spattered brick window. STAIRWELL . MAIN DECK TANK 78. ROOM 1313 . 97 INT. STAIRS . 3/9/98 94 INT. MAIN DECK Tank watches helplessly. The sound of heavy BOOT-STEPS close around them with the mechanical sureness of a vice. MORPHEUS Give me your phone.DAY He turns and rushes down the hall of the eighth floor. No. he finds the bricked-up windows. 95 INT. no. TRINITY They'll be able to track it. (CONTINUED) A99 98 99 . CYPHER That's what they changed. The flatline ALARM softly cries out from the life MONITOR. A99 INT. hearing POLICE SWARMING below.Rev. At the end of it.

and that's it in front of you.) Now left. TANK (V. 100 INT. 102 INT.Rev. 3/9/98 A99 CONTINUED: MORPHEUS We have no choice.O. Morpheus rips off his jacket. ROOM 1313 . 104 INT. A99 100 101 102 103 Agent Smith stands over Mouse's dead body.) I need the main wet-wall.DAY Morpheus is guided by Tank.DAY Flashlights probe the rotting darkness as the police search every floor.DAY Agent Smith hears the LINE CLICK dead. Got it.) Tank. HOTEL LAFAYETTE . his hand going to his earpiece. ROOM 808 . 105 INT. MORPHEUS (V.O. ROOM 1313 . 103 INT.DAY TANK 79. 101 INT. MAIN DECK Tank answers the call. Good.O.THE MATRIX . find a structural drawing of this building and find it fast. MAIN DECK The diagram windows onto the screen. (CONTINUED) 105 MORPHEUS 104 . MORPHEUS (V.

HALL . ROOM 608 . ROOM 808 . 108 INT. when one hears SOMETHING STRANGE near the bathroom.DAY Agent Brown listens to his earpiece. A105 INT.DAY Cypher has slipped and is wedged between the wall and several thick supply pipes.DAY Cops flood the eight floor. straining for a clue. 106 INT. WALL . 3/9/98 105 CONTINUED: Eighth floor. 111 110 109 108 . HALL .DAY They are inside the main plumbing wall.DAY Boots clatter up the marble staircase. As they pass the bathroom. A106 INT. Above them. we see a man-sized hole smashed through the plaster and lath. WALL . slowly worming their way down the grease-black stack pipes. eighth floor. STAIRWELL .DAY Agent Brown and Agent Smith stand over Morpheus's jacket.Rev. light fills the hole they made to get inside. 107 INT. 109 INT. AGENT BROWN Where are they? 110 INT.DAY AGENT SMITH They're on the 80. 105 A105 106 A106 107 Several cops sweep through the room. It is empty.DAY The cops search in silence. rushing everywhere. STAIRWELL .THE MATRIX . 111 INT.

shatter-cracking as the Cop realizes -COP They're in the walls! 113 INT. his ear almost against the thin membrane of plaster separating them. He can hear WHISPERS. (CONTINUED) 114 . HISSES and a GRUNT when -The wall suddenly bulges. WALL . Neo finds his GUN first and begins BLASTING wildly through the plaster and lath.DAY The COP leans in.Rev. 114 INT. ROOM 608 .DAY 80A. BULLETS PUNCHING shafts of light like swords into the box of soot-black space. ROOM 608 .THE MATRIX . Neo's BULLETS SPLINTERING the door jamb. 3/9/98 112 INT. 112 113 Trinity pulls Cypher free just as the Cop OPENS FIRE.DAY The Cop spins out of the bathroom for cover.

pinning him in an iron grip. In the crawlspace. Two arms suddenly smash through the wall. MORPHEUS Trinity. 114 CONTINUED: About to whirl back in. It's an Agent! Just as Neo's throat is about to collapse. diving on top of Agent Smith. WALL . when he hears FOOTSTEPS RISING FAST. he freezes as something seems to seize hold of him. Go! (CONTINUED) TRINITY . fingers gouging into his neck. Morpheus explodes through the tattered plaster and lath. The two men crash to the wet terrazzo floor.DAY Neo listens for a moment. Do you understand? He is all that matters. No. punching Neo back against the iron stack pipe. long shadows springing up from the mounted flashlight. 115 INT. Apoc. Morpheus! Morpheus squeezes Agent Smith's throat.81. No! NEO Morpheus! Go! She yells down to Don't! TRINITY CYPHER 115 114 Trinity! MORPHEUS Trinity's fists ball in frustration. you must get Neo out. Neo suddenly glimpses what is happening but is powerless to stop it. Before Agent Smith can find his weapon. the gunfire quiet. Trinity tries to scramble up past Cypher. Morpheus is on him. The Cop's body starts to spasm and his M-16 falls to the ground.

Around them they hear a chorus of short. dinosaur-like technology that once pumped hot water like arteries. sharp coughs of grenade launchers from gas-masked figures. then follow the others down the wet-black hole. Trinity watches Cypher disappear into the smoke.DAY This part of the basement. a dark concrete cavern. she finds what she needs. when a gas can bounces near him. locked in each other's death grip. the cover of the catch basin. (CONTINUED) MORPHEUS 117 TRINITY 116 TRINITY 115 . skidding down the inside of the wall. 115 CONTINUED: NEO We can't leave him! We have to! She grabs his ankle and they begin almost falling. Come on! Cypher seems to trip as the cloud envelops him. Trinity never stops moving. AGENT SMITH The great Morpheus. AGENT SMITH I am Agent Smith. BASEMENT .82. Neo and the others crash through the ceiling. Cypher watches her pry open the grate. Smoke blossoms from the green metal canisters. Soldier's blinding lights cut open the darkness as Trinity. 117 INT. ROOM 608 . 116 INT. Searching the floor. There are four enormous boilers. And you are? Smith. We meet at last.DAY Morpheus and Agent Smith remain on the ground. using the lath as a brake. was the main mechanical room.

CYPHER (V. Morpheus staggers back. Striking like a viper. The wall of cops rushes Morpheus. 118 INT. filling the tiny bathroom until he disappears under the tide. and returns Morpheus's head butt with three of his own in pneumatic succession.) I need an exit! Fast! (CONTINUED) TANK 121 119 120 TANK 118 AGENT SMITH 117 . Two eyes peek out just as a TRUCK RATTLES over it. drives a vicious head butt into Agent Smith's face. blood oozing from the shattered bridge of his nose. Morpheus turns in time to see a wall of men in the doorway. The THUNDER DOPPLERS away and the cover opens. Agent Smith.DAY A manhole cover cracks open. Morpheus. 121 INT. Take him. smiles. MAIN DECK Tank is again at the monitors. STREET . 117 CONTINUED: MORPHEUS You all look the same to me. His nose and glasses shatter.83. searching the Matrix when the PHONE RINGS. No! 119 120 OMITTED EXT. Agent Smith counters Morpheus and slowly begins to pry his hands from his throat. Operator. MAIN DECK Tank reaches out to the screen as if reaching for Morpheus. his body going slack when another kick buries him deep into crunching plaster and lathe. Trinity climbs out.O. unfazed.

123 INT. TRINITY (V. NEO Is Morpheus alive? TRINITY Is Morpheus still alive.Rev. someone up there still likes me. MAIN DECK The PHONE RINGS. CYPHER Just get me outta here. Cypher hangs up and smiles as we hear FIRE TRUCKS in the distance. An actor. They're moving him. 124 EXT. STREET . 121 122 Cypher is standing at a public phone.) Tank. An old TV repair shop.THE MATRIX . Boom.O. I got you. TANK (V.O.O. CYPHER There was an accident. Jesus. (CONTINUED) 124 CYPHER Definitely. Across the street is the burning paddy wagon that appears to have collided with an oncoming car. STREET .O.) Yes. 123 TANK (V.DAY TANK 84.) . 3/9/98 121 CONTINUED: Cypher? 122 EXT. A goddamn car accident. All of a sudden. I don't know where yet. it's me.) Nearest exit is Franklin and Erie.DAY All four are moving quickly down a back street. Tank answers. Tank? TANK (V.

Cypher steps onto a dumpster in front of a small boarded-up window. TRINITY Cypher. a PHONE that has not rung in years begins to RING. A124 EXT.DAY Dead machines. and Erie.DAY TANK (V. inevitability seems to cinch around Neo.O. Got him.) You're not far from Cypher. MAIN DECK Tank punches the exit command. 127 INT. STREET . 3/9/98 124 CONTINUED: He's alive. Deep in the back room.Rev. TV REPAIR SHOP . TANK 127 126 125 . 124 A124 In a deserted alley. Cypher's body twitches in its harness. TV REPAIR SHOP . eviscerated and shrouded with dust.O.THE MATRIX . Again. I thought -So did we.) I sent him to Franklin TRINITY TRINITY 85. Plywood covering a small window is ripped off and Cypher crawls inside. TRINITY We need an exit! TANK (V. 126 EXT. 125 INT. jerking itself awake. Got it. lay on metal shelves like bodies in a morgue.DAY Trinity sees the TV repair shop.

129 INT. Neo.DAY The PHONE is still RINGING. TV REPAIR SHOP . TRINITY DOZER CYPHER 86. unable to believe he missed. exposing a high-tech rifle. SWITCH God. blasting him into the air. TRINITY You first. Shit. 130 INT.DAY Neo crawls through the window that Cypher opened.Rev. a white bolt of LIGHTNING EXPLODES against Tank's chair. Cypher checks the GUN. square into his chest. MAIN DECK Suddenly. signal. NEO It just went dead. MAIN DECK Tank finishes loading the exit program as Cypher pulls back a heavy blanket. Neo answers the PHONE when there is a CLICK. TV REPAIR SHOP .THE MATRIX . 131 INT. Tank is on his feet. lunging when Cypher FIRES again.DAY The PHONE begins to RING as the others crawl in. What happened? I don't know. No! 132 INT. 128 129 130 131 132 There is no Trinity listens to the dead line and takes out the cellular. Nothing but silence. TV REPAIR SHOP . I love that sound. . 3/9/98 128 INT.

THE MATRIX .O.DAY Every unanswered RING wrings her gut a little tighter. TV REPAIR SHOP . CYPHER You know. 134 INT.. Cypher moves among the silent bodies. Cypher? TRINITY Where's Tank? 134 CYPHER (V. staring down at it hanging in its coma-like stillness. Wearing Tank's operator headgear. Cypher steps over the SIZZLING BODY of Dozer and looks at the monitor. Trinity.) He had an accident. 3/9/98 133 INT. He nuzzles his face against hers. What?! Oh. 133 The operator PHONE begins to RING.. I used to dream about you.O. until -CYPHER (V. for a long time. CYPHER You are a beautiful woman.Rev. God. I thought I was in love with you. MAIN DECK He walks over to Trinity's body. Too bad things had to work out like this. An accident?! INTERCUT WITH: 135 INT. (CONTINUED) SWITCH APOC 135 TRINITY .) Hello. MAIN DECK 87. feeling the softness of it. Trinity. TRINITY You killed them.

But there. Trinity. CYPHER Surprise. CYPHER He lied to us. I'm tired of this ship. TRINITY My God. asshole. I'm tired of this war. her face going white. of eating the same goddamn goop every day. I'm tired of this jagoff and all of his bullshit. of being cold. Morpheus. I wish I could be there when they break you. Cypher. I wish I could walk in just as it happens. I mean.Rev. I disagree. you have to watch a man die. talking to Morpheus. I choose the Matrix. I think the Matrix can be more real than this world. Trinity. TRINITY The Matrix isn't real! CYPHER Oh. He set 88. I disagree. I'm tired of fighting. so right then. Cypher leans over. If I have to choose between that and the Matrix. She looks up at Apoc. 135 CYPHER Free? You call this free? All I do is what he tells me to do. Trinity! He tricked us! If he would've told us the truth. we would've told him to shove that red pill up his ass! TRINITY That's not true. But you never saw this coming. you'd know it was me. You gave them Morpheus.THE MATRIX . all I do is pull a plug here. (CONTINUED) . us free. But most of all. 3/22/98 135 CONTINUED: CYPHER I'm tired. did you? God.

They're going to reinsert my body. I'll go back to sleep and when I wake up. a scream caught in his throat. You can't SWITCH CYPHER That's what you think.THE MATRIX . if you have anything terribly important to say to Switch. eh baby? Apoc seems to go blind for an instant. please don't. I'll be fat and rich and I won't remember a goddamned thing. and then falls dead. She suddenly feels her body severed from her mind as she is murdered. go back. Cypher. TRINITY Oh no. Trinity eyes find Switch and she knows she's next. (CONTINUED) CYPHER . CYPHER By the way. SWITCH Not like this. CYPHER Welcome to the real world. They've promised to take me back. his hands reaching for nothing. his hand sliding around the neck of Switch as he takes hold of her plug. I suggest you say it now.Rev. Not like this. No! TRINITY But you're out. He laughs. twists it and yanks it out. 3/22/98 135 CONTINUED: (1A) Trinity? APOC 88A. It's the American dream. Yoo late. 135 He grabs hold of the cable in Apoc's neck.

I'm just the messenger. you're still going to burn. CYPHER If Morpheus was right. those big pretty eyes and tell me the truth. Did you buy Morpheus's bullshit? Come on. He stands over Neo. Right? How can he be the One if he's dead? He takes hold of the cord. when I asked you before. is there? She turns to Neo. And right now I'm going to prove it to you. (CONTINUED) CYPHER TRINITY 135 . then in the next few seconds there has to be some kind of miracle to stop me.. Look into his eyes. you piece of shit. Cypher! CYPHER Don't hate me. Trinity stares at Neo as a single word falls soundlessly from her lips. Trinity.. Tank levels the gun. 135 CONTINUED: (2) TRINITY Goddamn you.89. yes. eyes wide with fear and he knows he is next. CYPHER You never did answer me. then there's no way I can pull this plug. You can tell me. did you? All I want is a little yes or no. Trinity. CYPHER If Neo is the One. No! Charred and bloody. CYPHER I don't believe it! TANK Believe it or not. . Yes or no. Trinity.

As Tank unplugs her. Agent Jones gets out of the helicopter. staring out the windows at the city below shimmering with brilliant sunlight. 140 INT. 139 EXT.THE MATRIX . (CONTINUED) 140 139 TRINITY NEO You first this time. 138 136 137 . EXECUTIVE OFFICE . flanked by columns of Marines. 3/9/98 135 CONTINUED: (3) 90. TANK I'll be all right. 138 INT. 135 He FIRES a CRACKLING BOLT of LIGHTNING that knocks Cypher flying backwards. MAIN DECK Trinity's eyes snap open. you're hurt. TRINITY Tank. They open the roof access door and enter the top floor maintenance level of the hotel. Dozer? Tank's face tightens and she takes him into her arms.DAY A government highrise in the middle of downtown where a military helicopter sets down on the roof.Rev. a sense of relief surging through her at the sight of the ship. TV REPAIR SHOP Trinity throws her arms around Neo and for a moment they are alone and alive until the PHONE RINGS. Go. she sees his charred wounds. GOVERNMENT BUILDING . 136 137 OMITTED INT.DAY Agent Smith stands.

He sits down directly in front of Morpheus. He turns from the window. it really became our civilization. Entire crops were lost. where everyone would be happy. what this is all about. Its genius. Agent Brown sucks a serum from a glass vial. Agent Brown jams the needle into Morpheus's shoulder and plunges down. human beings define their reality through suffering and misery. AGENT SMITH Some believed we lacked the programming language to describe your perfect world. No one would accept the program. as a species. Morpheus? Marveled at its beauty. of course. Morpheus is handcuffed to a chair. (CONTINUED) 140 . Billions of people just living out their lives. wired to various monitors with white disk electrodes. which is. It was a disaster. Agent Brown studies the screens as the life signs react violently to the injection. He is alternately shivering and sweating. filling a hypodermic needle. AGENT SMITH I say 'your civilization' because as soon as we started thinking for you. oblivious. Which is why the Matrix was redesigned to this: the peak of your civilization.. Beside him. But I believe that.. stripped to the waist. 140 CONTINUED: AGENT SMITH Have you ever stood and stared at it.91. AGENT SMITH Did you know that the first Matrix was designed to be a perfect human world? Where none suffered. AGENT SMITH The perfect world was a dream that your primitive cerebrum kept trying to wake up from.

MAIN DECK Tank drapes a sheet over his dead brother. You had your time. (CONTINUED) NEO . He lifts Morpheus's head. The future is our time. Agent Smith looks at Agent Brown.92. 140 CONTINUED: (2) AGENT SMITH Evolution. How much time? TANK Depends on the mind. Morpheus stares hard at him. The other 141 140 Neo looks at Morpheus. AGENT SMITH Like the dinosaur. 141 INT. NEO What are they doing to him? TANK They're breaking into his mind. trying not to show the pain racking his mind. AGENT SMITH The future is our world. AGENT SMITH Double the dosage. Look out that window. AGENT JONES There could be a problem. It's like hacking a computer. Morpheus. bodies are covered. Evolution. whose body is covered with a cold sweat. Morpheus. it will crack and his alpha pattern will change from this to this. All it takes is time. Agent Jones suddenly enters. But eventually.

If an Agent had those codes and got inside Zion's mainframe. 142 INT. Trinity. Goddamnit! TRINITY Goddamnit! Rage overtakes her and 141 NEO There has to be something that we can do. they could destroy us. Or you. she kicks him. He looks up at Trinity who is pacing relentlessly. or even Morpheus. GOVERNMENT BUILDING Morpheus is fighting to hold his mind together. Morpheus will tell them anything they want to know.93. There is. The monitor waves change from a chaotic pattern to an ordered symmetrical one. TANK We can't let that happen. we don't have any other choice. TANK When it does. Trinity sees Cypher's dead body. NEO What do they want? TANK The leader of every ship is given the codes to Zion's mainframe computer. plug. TANK We have to pull the TRINITY You're going to kill him? Morpheus?! Kill TANK Trinity. Zion is more important than me. The 142 (CONTINUED) . Agents stand over him. 141 CONTINUED: Tank punches several commands on Morpheus's personal unit.

Immediately. fate rushing at him like an oncoming train. Deploy the sentinels. this has to be done! (CONTINUED) NEO . TANK Morpheus. You were. AGENT JONES In either case -142 AGENT SMITH We have no choice but to continue as planned. Neo is paralyzed.. Stop! They both look at him. AGENT BROWN If. his whole life is suddenly suspended by the finality of this moment hurling at him with the speed of a bullet. they will sever the connection as soon as possible. MAIN DECK Tank kneels beside Morpheus's body. Trinity can't bear to watch. We will miss you. NEO Goddamnit! I don't believe this is happening! TANK Neo. tears slip free. As she closes her eyes. Neo suddenly sees it perfectly clear. 143 INT. unless -They are dead. her 143 Tank closes his eyes and takes hold of the plug. 142 CONTINUED: AGENT SMITH Never send a human to do a machine's job. a father. the insider has failed.94.. you were more than our leader. indeed. always.

What choice? He makes his choice. The Oracle hit me with that. he walks to his chair.. Trinity..95. You can't! I have to. It can't be! Can it? TANK What are you talking about? NEO The Oracle. (CONTINUED) TRINITY NEO TRINITY NEO . Trinity is stunned. She told me. too. She told me this would happen. TRINITY Morpheus sacrificed himself so we could get you out! There's no way you're going back in! NEO Morpheus did what he did because he believed that I'm something I'm not. Turning. NEO That I would have to make a choice. TRINITY 143 TRINITY What are you doing? I'm going in. 143 CONTINUED: NEO Does it? I don't know. his stare fixed on Morpheus. What? NEO I'm not the One. Neo stops. This can't be just coincidence...

Why? NEO Because I believe in something. have to be. NEO I'm sorry. I can't logically explain to you why it's not. Neo. TRINITY No. but what you are talking about is suicide. those are Agents holding him. Why? Because. They've got Morpheus in a military controlled building.. That's not true. What? NEO I believe I can bring him back. this is loco.. Morpheus is the one that matters. (CONTINUED) TRINITY TANK TRINITY NEO It 143 . 143 CONTINUED: (2) TRINITY No. too.. Morpheus believed something and he was ready to give his life for what he believed. can't be true.96. but it's not. I'm just another guy. I'm not. That's why I have to go. Uncertainty swallows her words and she is unable to tell him what she wants to. NEO I know that's what it looks like. you.. TANK Neo. I understand that now. Three of them! I want Morpheus back. Even if you somehow got inside.

NEO What are you doing? TRINITY I'm coming with you.DAY Agent Smith sits casually across from Morpheus who is hunched over. because you aren't going anywhere else.97. I believe that if you are serious about saving him then you are going to need my help and since I am the ranking officer on this ship. It came to me when I tried to classify your species. 143 CONTINUED: (3) 143 Trinity stares at him. The life signs continue their chaotic patterns. But you humans do not. AGENT SMITH I'd like to share a revelation that I've had during my time here. AGENT SMITH Every mammal on this planet instinctively develops a natural equilibrium with the surrounding environment. Her jaw sets and she starts climbing into the chair beside him. if you don't like it then I believe that you can go to hell. I believe Morpheus means more to me than he does to you. EXECUTIVE OFFICE . There is nothing more to say except -TRINITY Tank. 144 INT. No you're not. (MORE) (CONTINUED) 144 NEO . I've realized that you are not actually mammals. TRINITY No? Let me tell you what I believe. load us up. hovering on the edge that he just jumped off. his body leaking and twitching.

CONSTRUCT Racks of weapons appear and they begin to arm themselves. TRINITY No one has ever done anything like this.. A144 INT. 144 CONTINUED: AGENT SMITH (CONT'D) You move to an area and you multiply and multiply until every natural resource is consumed and the only way you can survive is to spread to another area. MAIN DECK Neo and Trinity's bodies hang motionless in their drive chairs as Tank hits load.) Okay. 145 A144 144 . You are a plague. And we are. CONSTRUCT Neo and Trinity stand in the white space of the construct as he answers his RINGING cell PHONE.. the cure. (CONTINUED) NEO 146 NEO Lots of guns. a cancer of this planet. He leans forward. 145 INT.98. AGENT SMITH There is another organism on this planet that follows the same pattern.. He smiles. Do you know what it is? A virus. Guns. Yeah? He snap-cocks an Uzi. TANK (V. What do you need? Besides a miracle.. AGENT SMITH Human beings are a disease. 146 INT.O.

coating the tips of his fingers. Agent Smith hides his knotting fist. holding them to Morpheus' nose. AGENT SMITH Can you hear me. isn't it? (CONTINUED) AGENT SMITH 147 146 . It is something that isn't supposed to happen to Agents. This zoo. letting it dangle over his shoulder. Agents Brown and Jones look at each other. 147 INT. if there is such a thing.99. AGENT SMITH Leave me with him. Now! They leave and Agent Smith sits beside Morpheus. He is becoming angry. I feel saturated by it. AGENT SMITH I hate this place.DAY Agent Smith is again at the window. AGENT SMITH Why isn't the serum working? AGENT BROWN Perhaps we are asking the wrong questions. This reality. He removes his earphone. I can taste your stink and every time I do. EXECUTIVE OFFICE . I fear that I've somehow been infected by it. 146 CONTINUED: NEO That's why it's going to work. I can't stand it any longer. whatever you want to call it. Morpheus? I'm going to be honest with you. He wipes sweat from Morpheus' forehead. AGENT SMITH Repulsive. It's the smell. This prison.

AGENT SMITH I must get out of here. GOVERNMENT BUILDING . 147 CONTINUED: He lifts Morpheus' head. Trinity has a large metal suitcase. You have to tell me how. AGENT SMITH Once Zion is destroyed. He takes hold of his hand. whose face is ashen like someone near death. his fingers gouging into his flesh. raising his metal detection wand.DAY A dark wind blows. I have to get inside Zion. 149 EXT. there is no need for me to be here. My key.100. game faces. Trinity and Neo push through the revolving doors. holding it tightly with both hands. In this mind is the key. GOVERNMENT BUILDING .DAY In long black coats. They cut across the lobby to the security station. He begins squeezing. AGENT SMITH You are going to tell me or you are going to die. They're coming. 150 INT. Do you understand? I need the codes. MAIN DECK Tank sits down beside Morpheus. TANK Hold on. Dark glasses. I must get free. drawing nervous glances. They're coming for you. 148 INT. Neo is carrying a duffel bag. Neo calmly passes through the METAL DETECTOR which begins to WAIL immediately. A SECURITY GUARD moves over toward Neo. Morpheus sneers through his pain. Morpheus. (CONTINUED) 150 149 148 147 .

AGENT BROWN What were you doing? Agent Smith recovers. 3/9/98 150 CONTINUED: GUARD Would you please remove any metallic items you are carrying: keys. Know what? (CONTINUED) AGENT SMITH Agent Smith 151 . clutching his radio. the last thing he sees. A wave of soldiers blocking the elevators. In a split second. revealing an arsenal of guns. releases Morpheus. and crater under a hail storm of EXPLOSIVE-tipped BULLETS. Weapons like extensions of their bodies. crack. Backup! GUARD #4 Send in the backup! It is GUARD He looks up as Trinity sets off the metal detector. three guards are dead before they hit the ground. 150 Neo slowly sets down his duffel bag and throws open his coat.Rev. replacing his earpiece. AGENT JONES You don't know. Bodies slump down to the marbled floor while Neo and Trinity hardly even break their stride. The concrete cavern of the lobby becomes a white noise ROAR of GUNFIRE. 151 INT.THE MATRIX . Holy shit -Neo is a blur of motion. A fourth guard dives for cover. Slate walls and pillars pock. are used with the same deadly precision as their feet and their fists. knives and grenades slung from a climbing harness. The backup arrives. EXECUTIVE OFFICE Agents Jones and Brown burst into the room. They are met by the quivering spit of a SUB-HAND MACHINE GUN and the RAZORED WHISTLE of throwing knives. loose change -- 101.

Neo hits the emergency stop. ELEVATORS . 152 .DAY They get in. Trinity immediately drops and opens the suitcase. wiring a plastique and napalm bomb. not believing what he is hearing. 3/9/98 151 CONTINUED: 101A.Rev. 152 INT. He pulls down part of the false ceiling and finds the elevator shaft access panel.THE MATRIX . 151 Agent Smith listens to his earphone.

Agent Smith smashes a table.DAY Agent Jones looks at Morpheus. 153 INT. LOBBY .DAY The Agents hear the BLAST of FIRE ALARMS. Another enormous EXPLOSION thunders above them.DAY Neo ratchets down a clamp onto the elevator cable. 154 INT. distending space.DAY The ELEVATOR hits the bottom. EXECUTIVE OFFICE . dark throat of the building and takes a deep breath. AGENT JONES I think they're trying to save him. EXECUTIVE OFFICE . emergency sprinklers begin showering the room. filling it with the sound of WHISTLING METAL as they sear to the top. fire clouds engulfing the elevator section of the lobby. lower than they attached themselves. BA-BOOM! The massive explosion blows open the doors. ELEVATOR SHAFT . Both of them lock on. The ALARM sounds. Lower level -AGENT BROWN They are actually attacking. yanking Trinity and Neo up through the shaft as the elevator falls away beneath them. BOOM! The CABLE SNAPS. 155 INT. (CONTINUED) AGENT JONES 156 155 . shaking the building. 156 INT. NEO There is no spoon. He looks up the long.102. Neo whips out his GUN and presses it to the cable. 154 153 The counter-weights plummet.

dancing up and away. ROOF . Just as she drops the final Marine.. bends. we look THROUGH the sights and gun smoke AT the Agent blurred with motion -Until the hammers click against the empty metal. narrows the gap. (CONTINUED) NEO NEO 157 156 . ducks just between them.BULLET-TIME. one hand on the ground as a spiraling gray ball shears open his shoulder. Neo sees her. consumed by spreading locust-like swarm of static as Agent Jones emerges. Across the roof. Trinity! Agent Jones charges. 157 EXT. bent impossibly back. Fingers pumping.103. . we are under attack! Suddenly his face. the bullets coming faster until Neo. shells ejecting. His GUN BOOMS as we ENTER the liquid space of --. The AIR SIZZLES with wads of lead like angry flies as Neo twists. PILOT I repeat.. his whole body dissolves. and he knows what is behind him. Help.DAY The roof-access tower is now engulfed in flames as Neo and Trinity stand amongst a pile of their fallen enemies. the PILOT inside the army helicopter watches the last of their ferocious onslaught. Agent Jones. Trinity sees what's coming. guns filling his hands with thought-speed. 156 CONTINUED: AGENT SMITH Find them and destroy them! Agent Jones nods and touches his earpiece. he whirls. still running. the fear in her face. Screaming.

3/9/98 157 CONTINUED: 104.jammed tight to his head. TRINITY Are you all right? NEO I'm fine. how did you do that? Do what? TRINITY You moved like they moved. Dodge this! BOOM! BOOM! BOOM! The body flies back with a flash of mercurial light and when it hits the ground.THE MATRIX . click. Neo sees the helicopter. NEO Can you fly that thing? Not yet. He hears a sharp metal AGENT JONES Immediately. to see Agent Jones standing over him. TRINITY Neo.. Trinity helps Neo up. 157 He starts to scream as another digs a red groove across his thigh. NEO It wasn't fast enough. She pulls out the cellular phone. we have to keep moving. raising his gun a final time. Suddenly Agent Jones stops. he whirls around and turns straight into the muzzle of Trinity's .45 --. Only human. it is the pilot. Come on. He checks his shoulder wound. TRINITY NEO TRINITY .. I've never seen anyone move that fast. He has only time to look up.Rev.

aiming the mounted . Over the RUSHING WATER and the ALARMS. (CONTINUED) AGENT SMITH 160 161 TRINITY 159 . punching the "load" commands on her keyboard.Rev. But Neo is too close.THE MATRIX . Hurry! TRINITY (V. HOVERCRAFT Tank is back at the controls. walking through the puddles pooling in the carpet.DAY Trinity's eyes flutter as information surges into her brain. ROOF . I need a pilot program for a military B-212 helicopter.) TANK 105. PERFORATING the room. No. all the essentials of flying a helicopter absorbed at light-speed. Agent Smith hears a sound and understands the seriousness of the attack.50 machine gun. 3/29/98 158 INT. 160 161 OMITTED INT. the . Let's go.DAY Agent Jones throws open the door and enters. Operator. 158 His fingers flash over the gleaming laser disks.50 caliber too fast and BULLETS are everywhere. TRINITY (V. He turns to the wall of windows as the helicopter drops INTO VIEW -Neo is in the back bay. Tank is immediately searching the disk drawers.O. finding one that he feeds into Trinity's supplement drive.O. 159 EXT.) Tank. EXECUTIVE OFFICE . The GUN jumps and BULLETS EXPLODE THROUGH the WINDOW in a CACOPHONY of CRASHING GLASS as the Agents go for their weapons.

trying to will him into action.DAY Slowly. Morpheus lifts his face into the room's rain. a bullet buries itself in his leg. And as Morpheus starts his dive for the window. they are again dark and flashing with fire. his GUN still FIRING as his body falls. blood arcing out with a sudden flash of light -Then Agent Brown.DAY Just outside the executive office. Morpheus lunges. his body jack-knifing back. every move a whip crack. For an instant. NEO He won't make it. Neo stares at Morpheus. EXECUTIVE OFFICE . three Marines blister with snow-static. out of control -As Neo spins. Agent Smith stops and sees Morpheus run past the open door. And finally Agent Smith. we see the BULLETS SHRED. 161 CONTINUED: Agent Jones is hit first. searing through the wet air with jet trails of chalk. 162 INT. He rises from the chair. 163 INT. flying for a moment. Morpheus! Get up! Neo grabs the climbing rope and attaches one end to his harness. NEO Get up. When he finally opens his eyes. snapping the other rope-end on to a bolted bar as -Morpheus begins to fall. knocking him off balance. HALL . when Neo hurls himself into the wide blue empty space.106. snapping his handcuffs just as the Agents enter the adjoining room. Nooo! He FIRES SWEEPING ACROSS the sheetrocked WALL in a perfect line. PUNCTURING the WALL. (CONTINUED) AGENT SMITH 163 162 161 .

legs flipping over. rushing at each other on a seemingly magnetic course until they collide.Rev. GOVERNMENT BUILDING . set in motion. trying to detach himself but -(CONTINUED) NEO TRINITY 164 NEO . PONK. 163 As their two bodies. falling down -The ground deliriously distant as Neo snatches hold of his mentor's still handcuffed wrist. legs scrambling. aiming his GUN out through the curtain of rain. Neo gets to his feet. 107. an umbilical cord attached to a machine. Gotcha! 164 EXT. Uh-oh -Trinity throws the helicopter towards the roof of the nearest building. PONK. The ENGINE GRINDS. hands searching in furious desperation. cracking their fragile embrace. the chopping blades start to slow while -Trinity guides the parabolic fall over the nearest roof where -Neo and Morpheus drop safely. Until the LINE ends. Morpheus and Neo cling to one another as they and the machine above them begin to fall.DAY Trinity pulls the copter up and away as Agent Smith stands in the shattered window. SNAPPING taut. Morpheus tumbles. Shit-shit-no! Neo hears the helicopter begin to die.THE MATRIX . finding hold and clinging. 3/9/98 163 CONTINUED: The rope snaking out behind him. rolling free as the rope goes slack. Almost bouncing free of each other. The rear hull is punched full of holes and smoke and oil pour out like black blood. arms. PONK.

connected to Neo. Holding on to the rope she swings. yanking Neo off his feet. NEO Morpheus. when his feet hit the rain gutter and he levers up just as -Trinity fires. 164 The helicopter is falling too fast.DAY Neo pulls Trinity up into his arms. her gun in one hand. severing the cord from the helicopter. the Oracle. Neo. you're going to realize just like I did the difference between knowing a path and walking a path. ROOFTOP . Both shaking. falling free of it as it SMASHES. arcing over the roof like a setting sun -The coils of slack snap taut. Sooner or later.. they TANK He's the One! 166 167 165 MORPHEUS Do you believe it now. That's all. she told me -MORPHEUS She told you exactly what you needed to hear. hurtling at the parapet. who stands on the building's edge watching her arc beneath him as the HELICOPTER EXPLODES -She bounces against a shatterproof WINDOW that SPIDERCRACKS out while flames erupt behind her.Rev. . blades first into a GLASS skyscraper. grabbing for the rope with the other -Neo flies like a skipping stone. Trinity? Trinity looks at Neo. MAIN DECK Tank stares at the screen. hold each other again. dragging him with ferocious speed towards the edge even as -Trinity lunges for the back door. 165 INT.THE MATRIX . 3/9/98 164 CONTINUED: 108. I knew it! 166 167 OMITTED EXT.. his mouth agape.

3/9/98 168 INT.O. TANK Goddamn! It's good to hear your voice. MORPHEUS (V. AGENT SMITH They're not out yet. Trinity and Morpheus are already gone.O. State and Balbo.) 109. But Neo. shadows gathered around him like blankets. Damnit! AGENT BROWN The trace was completed. AGENT JONES We have their position.THE MATRIX . ROOFTOP .) We're on our way -169 EXT. sir! MORPHEUS (V. MAIN DECK The PHONE RINGS. SUBWAY STATION .DAY An old man sits hunched in the far corner of the station. TANK Got one ready. Subway. looking out at the surrounding city. Agent Smith can't stand listening to them.O.DAY We rush at the roof access door as it suddenly slams open and the three Agents charge out.Rev. 168 MORPHEUS (V. Tank. (CONTINUED) 170 AGENT SMITH 169 .) We need an exit. sir. AGENT BROWN Sentinels are standing by. He moves to the edge of the building. 170 INT. AGENT JONES Order the strike.

the phone dropping. Let's go! NEO You first. SUBWAY . 171 EXT. 170 Morpheus gets in and answers the phone. she told me that I was going to fall in love. dangling by its cord. I think I've been afraid to. the PHONE begins to RING. she told me. never be free of the Matrix. Behind her.. TRINITY When I went to the Oracle. (CONTINUED) 172 . 170 CONTINUED: Mumbling..DAY Agent Smith stares. Morpheus. TRINITY I've never told anyone this before.DAY Through the old man's eyes as the world begins to RUMBLE... the old man watches as Morpheus disappears. Neo leads Trinity and Morpheus bounding over a set of turnstiles towards the ringing phone inside a graffiticovered booth. ROOFTOP . he nurses from a bottle of Thunderbird when -A PHONE begins to RING. the ground beginning to shake. I don't know what it means or even if it matters but I feel I have to say it. glowing white in the dark. Trinity hangs up the phone.OLD MAN'S POV . TRINITY Neo. He will 171 He starts to turn from the edge of the building when he suddenly hears it. His eyes grow wide. staring -172 INT. I have to tell you something. his face twisted with hate. his head whipping back around. But... The RUMBLE GROWS. then turns to Neo.110. Lost in the shadow.

Neo turns to Agent Smith whose gun stares at him like a third eye. 173 INT. Neo! TANK What the hell just happened? An Agent! back! I can't! 174 INT. shivering as her conscious exits the Construct. drowning her voice. Mr. the BULLET flying at her. they are frozen by the strobing lights of the train until Neo whispers in her ear. In the darkness of the far corner. AGENT SMITH 174 TRINITY You have to send me TANK TRINITY 173 NEO 172 . Neo sees the old man in the flashing train-light as he becomes -Agent Smith.DAY The destroyed phone dangles in the empty booth. SHATTERING the EAR-PIECE. raising a fistful of black gun-metal. Anderson. Neo is drawn towards her.111. The PHONE RINGS once more before she lifts the receiver when. 172 CONTINUED: The RUMBLE RISES. their lips close enough to kiss when a TRAIN BLASTS into the station. BURSTING through the PLASTIC WINDOW just as Trinity disappears. NEO Promise me you'll tell me the rest? She nods as he closes the booth. For a moment. The handset hanging in the air as the BULLET HITS. HOVERCRAFT Trinity blinks. SUBWAY STATION . No! The GUN FIRES.

Slowly he turns back and in his eyes we see something different. An instant later they are nearly on top of each other. what is. Run. 177 178 INT. Agent Smith smiles. Neo. Neo sweating. (CONTINUED) 178 . MAIN DECK Trinity is unable to understand. SUBWAY STATION . 176 TRINITY Run. GUN REPORT THUNDERS through the underground. 176 175 INT. There is only 177 INT. Agent Smith machine-calm.112. MAIN DECK Morpheus and Trinity stand behind Tank riveted to the scrolling code. SUBWAY STATION . panting.DAY Neo whip-draws his gun with the flashpoint speed of lightning as -Smith OPENS FIRE. rolling up out of a move that is almost a mirrored reflection of the other -Each jamming their gun tight to the other's head. There is no past or future in these eyes. For a blinking moment we enter BULLET-TIME. bullets float forward like a plane moving across the sky. TRINITY What is he doing? MORPHEUS He's beginning to believe. something fixed and hard like a gunfighter's resolve.DAY Neo looks at the dead escalator that rises up behind him. They freeze in a kind of embrace. moving at impossible speed. both men BLASTING. 175 INT. Gun flash tongues curl from Neo's gun. cartridges cartwheel into space.

delivering a necksnapping reverse round-house. CLICK. Neo leaps into the air. like an animal cry. From deep in the tunnel. Agent Smith's glasses fly off and he glares at Neo. Anderson. Agent Smith's face warps with rage and he attacks. Mr. CLICK. Neo pulls the TRIGGER. 178 CONTINUED: You're empty. Behind him. his life signs going wild. HOVERCRAFT Trinity watches Neo as his body jerks. 179 INT.113. The sound of an ONCOMING TRAIN. NEO AGENT SMITH 178 . TRINITY Jesus. SUBWAY STATION . he ducks just under a punch that CRUNCHES into the BEAM. where he falls inches from the electrified third-rail. The smile falls. So are you. AGENT SMITH I'm going to enjoy watching you die. hurling him against the curved wall of the train tunnel. fists flying at furious speed. Neo retreating as -A knife-hand opens his forearm. mouth coughing blood. Agent Smith attacks with unrelenting fury. a BURST of HIGH-SPEED METAL GRINDING against METAL. Stunned. The Agent is about to jump down and press his attack when he hears something. he's killing him! 180 INT. lifting him into the air. fists pounding Neo like jackhammers. blows and counters. STEEL CHUNKS EXPLODING like shrapnel. and a kick sends him slamming back against a steel column. his eyes ice blue. (CONTINUED) 180 179 Agent Smith yanks his TRIGGER.DAY Agent Smith grabs hold of him.

as Agent Smith tightens his hold. AGENT SMITH It is the sound of your death. Neo sees it coming and he starts to fight. Neo stands. Mr. Impossibly. AGENT SMITH That is the sound of inevitability. NEO My name is Neo. Agent Smith jumps down onto the tracks and drop-kicks him in the face. The TRAIN ROARS at them. swallowing Agent's Smith's words. he hurls himself straight up. Anderson.114. The world again begins to shake. much LOUDER. CLOSER. With an ear-splitting SHRIEK of tortured RAILS. Mr. AGENT SMITH Good-bye. They fall as the sound and fury of the TRAIN EXPLODES into the station. knees shaking. when the TRAIN SLAMS on its emergency brake. the train slows. Neo turns. The veins bulge in Neo's head. RUMBLING as a TRAIN NEARS. There is another METAL SCREECH. smashing Smith against the concrete ceiling of the tunnel. Anderson? Agent Smith grabs Neo in a choke-hold forcing him to look down the tracks. racing for the escalator -As the train comes to a stop and the doors of the last car open. Neo backflips up off the tracks just as -The train barrels over Agent Smith. as he grits through the pain. part of it still in the station. AGENT SMITH Do you hear that. Agent Smith bursts out in furious pursuit. the train's headlight burning a hole in the darkness. limping. 180 . Neo is unable to breathe. He is not ready to die. his glasses again intact. 180 CONTINUED: Neo tries to get up. starting to run.

TANK I lost him. Oh no. TRINITY You can't use that until Neo is out! MORPHEUS I know. 181 MORPHEUS He's on the run -Suddenly.) .M. He's going to make it. sir.O. TRINITY What just happened? I don't know. a SIREN SOUNDS. 182 TANK Morpheus lifts the headset. TANK (V. HOVERCRAFT Tank searches the Matrix. charge the E. Trinity. MORPHEUS Tank. he sees the sentinels. How long? Five minutes. Oh shit! Morpheus bolts to the ladder.115. MORPHEUS Maybe six. Yes. 182 INT. TRINITY TRINITY On the hologram radar. 181 INT. COCKPIT Morpheus climbs into the cockpit. Trinity is behind him.P. Don't worry.

3/9/98 183 EXT. CITY STREET . CITY STREET .THE MATRIX . every potential Agent. wheeling and dealing into his cell phone when it disappears. Tank searches for an exit. NEO (V. Hurry. Operator. HOVERCRAFT Tank answers.) Mr. snatched by Neo as he flashes by. MAN (BUSINESSMAN) What the shit -. Agent Smith starting to gain. (CONTINUED) 187 NEO I got some serious 185 TANK 184 186 .DAY 116. get me the hell out of here! 185 EXT. 184 INT. Wizard. Neo is in a full-out sprint. it is Agent Smith. I'm trying. you better get your ass back here! 187 EXT. 183 A BUSINESSMAN walks along the sidewalk. Tank! pursuit! 186 INT. ALLEY Agent Smith stops and takes aim. HOVERCRAFT The KEYBOARD is CLICKING. He flips open the cell phone and dials long distance. Trinity screams into the headset.DAY Neo dives down an alley.O. TRINITY Neo. Trinity.Rev. spinning and weaving away from every pedestrian. NEO I'm trying.my phone! The Man turns to call for help and when he turns back.

MAIN DECK Tank speed-reads the reams of Matrix code. turning. 188 INT. 189 190 OMITTED EXT. Room 303. TANK I got a patch on an old exit. 191 192 OMITTED EXT. 194 EXT. ALLEY He dives from the maze down a service alley dead end. tent flaps and crates. help! 193 INT.Rev. 3/9/98 187 CONTINUED: 117. behind fish counters. and finds himself in an open market that teems with people. careening through the labyrinth. out of control. The door. 187 A BULLET SHATTERS the image of Neo in a truck's rearview MIRROR. Uh. And at every turn there is an Agent. ALLEY Neo dives for it but -(CONTINUED) 194 TANK NEO Need a little help! 193 . A hotel.THE MATRIX . He kamikazes his way down the little avenues lined with vendors and shops. but it is a 191 192 189 190 188 Neo turns back as the Agents emerge from the market. MAIN DECK Tank frantically scans the monitor like a road map. OPEN MARKET Neo spins away. Wabash and Lake. appearing from crowds.

charging for the end of the alley. 195 INT. . Neo almost kicks the door from its hinges.O. battering through the door which splinters. APARTMENT BUILDING . broken and bleeding.) EXT. leaping for the fire escape just as a knife buries itself in the window casing.FIRE ESCAPE Tumbling down the RATTLING FIRE ESCAPE. kicking in an apartment door. Kick it in! TANK (V. That window! Neo throws it open. An old woman watches TV as Neo blurs past her and into her kitchen. where another woman is chopping vegetables. A195 INT.THE MATRIX . A195 195 Neo lurches. long strides when a door explodes open at the end. 194 Peeling back.O. APARTMENT BUILDING .Rev.HALL He is halfway down the hall. APARTMENT BUILDING . No! TANK (V. Shit! TANK (V.STAIRCASE Neo springs up the old crooked apartment building stairs.) The door on your left. Neo scrapes himself to his feet.O. 3/9/98 194 CONTINUED: It's locked. lunging from the Agents' BULLETS. running in sharp.) NEO 118.O. Neo leaps the last ten feet into the alley below with Agent Brown right behind him.O.) TANK (V.) Other left! He whirls back to his other left. perforated by BULLETS. Down! B195 Down! B195 TANK (V.

MORPHEUS He's going to make it. HOVERCRAFT The hovercraft booms down as they hit. Morpheus looks up. 3/22/98 196 INT. the faded NEON BUZZES: Heart O' The City Hotel. HOVERCRAFT Tank loads the exit. SEWER MAIN The sentinels open and shift like killer kaleidoscopes as they attack. TANK That's it! You're almost there! That fire escape at the end of the alley! 197 EXT. 199 EXT.DAY 119. TANK I'm going to make the call. No. MORPHEUS Here they come. 198 INT. Morpheus opens 200 199 TRINITY MORPHEUS 198 . the lights go red. Do it! Suddenly. the lock on the EMP detonator. MAIN DECK Finger on the monitor.THE MATRIX . Tank traces Neo's path. slamming down on the Nebuchadnezzar. HEART O' THE CITY HOTEL . Trinity watches him. 196 197 Agent Smith suddenly pauses as if recognizing something.Rev. 200 INT.

A201 INT. 203 INT.can't think -BOOM. The doors count backwards: 310.. . 3/9/98 201 EXT. 204 INT.. 305. BULLETS SPARKING and RICOCHETING around him as Agents Brown and Jones close the gap.. TANK They've burned through the outer hull. (CONTINUED) 204 . and everyone hears it as the LIFE MONITORS SNAP FLATLINE.. Neo. ALLEY . Hurry. Neo can't move -..45 cocked.. waiting. 203 TRINITY 202 Agent Brown reaches the broken window behind him just as Neo grabs the handle of 303. HALL .. Morpheus stumbles back in disbelief. he kicks in the window.THE MATRIX . MAIN DECK Neo's body jerks.Rev.DAY 120. MAIN DECK Another SYSTEM ALARM SOUNDS.DAY Neo scrambles up the fire escape. 202 INT. jumping into the hall. HALL . throwing open the door to find -Agent Smith. Trinity screams. 309.DAY Neo can hear the PHONE RINGING. 201 A201 On the third floor. 304..

207 INT. standing over him. He's gone. still aiming. The Oracle. MAIN DECK In tears. blood smearing down the wallpaper. You see? You can't be dead. HALL . listen to me. please..121. Trinity takes hold of Neo's body. I promised to tell you the rest.DAY Three holes in his chest. she told me that I'd fall in love and that man. Neo. Agent Brown checks his vital signs. Mr.. MAIN DECK Amid the destruction raining around her. You hear me? I love you! (CONTINUED) 208 AGENT BROWN 207 TRINITY 206 AGENT SMITH 205 204 . Agent Smith smiles. Morpheus takes hold of the EMP switch. the man I loved would be the one. it can't be. Neo falls to the blue shag carpeting. TRINITY Neo. Lasers suddenly sear through the main deck as the sentinels slice open the hull. AGENT SMITH Good-bye. It can't be. Trinity whispers in Neo's ear.DAY Kneeling beside him. Neo. Check him. you can't be because I love you. 206 INT. 205 INT. taking no chances. Agent Smith stands over him. Anderson. 204 CONTINUED: MORPHEUS No. HALL . 208 INT.

No! Neo raises his hands and the BULLETS. They hang frozen in space. fixed like stainless steel stars. HOTEL HALL . and Morpheus look at each other.DAY He does. 208 CONTINUED: Her eyes close and she kisses him. At the end of the hall. For a moment. Now get up! 211 INT. they FIRE. like a cloud of obedient bees. We MOVE CLOSER UNTIL the bullet fills our vision and the distorted reflection morphs.122. 209 208 His eyes snap open. HALL . the floor. the Agents wait for the elevator when Agent Smith glances back. 210 INT. Neo gets to his feet. Neo struggles to get up. He rips off his sunglasses. Neo plucks one of the bullets from the air. slow and come to a stop. MAIN DECK Trinity screams as the monitors jump back to life. even the Agents become a rushing stream of code. And they do. The Agents are unable to absorb what they are seeing. looking at Neo as if he were looking at a ghost. now able to see through the curtain of the Matrix. As one. It is a miracle. the walls. 209 INT. believing in all her heart that he will feel her lips and know that they speak the truth.DAY Holding his chest. Neo looks out. He drops the bullet and the others fall to the floor. We see him and the hall reflected in the bright casing. becoming the "real" image. all three Agents grabbing for their guns. NEO 211 TRINITY Tank 210 .

Agent Smith EXPLODES like an empty husk in a brilliant cacophony of light. 213 INT. But the impact doesn't come. For the first time since their inception. HALL Agent Smith screams. as -Each screen fills with brilliant. Then with one quick strike to the chest he sends Agent Smith flying backwards. as if the machine language was unable to keep up or perhaps describe what is happening.?! He is the one. His attack is ferocious but Neo blocks each blow easily. the same idea striking simultaneously -They run. faster and faster. something that is going to change everything. the Agents know fear. then balloon as -Neo BURSTS up out of him. his tie and coat rippling as if he were a deep pool of water. something deep. He rushes Neo. Neo sinks into Agent Smith. And with a final death scream. his shards spinning away. like a tremor before a quake. Neo faces the remaining Agents. They begin to blur into streaks... 212 INT. disappearing. saturated color images of Neo standing in the hall. MAIN DECK All three stare transfixed with awe as the scrolling code accelerates. absorbed by the Matrix until -Only Neo is left.123. Suddenly a SEARING SOUND stabs through his earpiece as his chest begins to swell. MORPHEUS He is the one! TANK 212 An EXPLOSION shakes the entire ship. They look at each other. 213 . his calm machine-like expression shredding with pure rage. shimmering ribbons of light that open like windows. bracing himself as Neo charges him and springs into a dive. How. Spinning around he looks to the others and feels something. Agent Smith gets up.

rushing toward it even as -216 INT. sentinels blink and fall instantly dead. FADE TO BLACK. MAIN DECK sentinels are everywhere destroying the ship. only the humans are alive. Neo! 215 INT. HOVERCRAFT In the still darkness. FADE IN: 219 CLOSE ON COMPUTER SCREEN as in the opening. waiting. OVERFLOW PIT A blinding shock of white light floods the chamber. Tears pour from her smiling eyes as he reaches up to touch her. Neo? His eyes open. MAIN DECK A sentinel descends towards Morpheus. He reacts to the RINGING PHONE. And she kisses him. see Neo dive for the phone as -Now! Morpheus turns the key. The cursor beating steadily. 218 INT. 217 INT. HALL Again he hears her. 214 INT.124. (CONTINUED) 219 TRINITY 218 217 TRINITY On the screen we 216 215 TRINITY 214 . A PHONE begins to RING. filling the pit with their cold metal carcasses. it seems like it might last forever.

THE MATRIX . After a long beat. You have to change yourself. Of peace. I can feel you now. we both want this world to change.) Hi.) I imagine you can also feel me. NEO (V. surging UP THROUGH the darkness. you'll find the way. is up to you. I'm done running. A different world where all things are possible. NEO (V. NEO (V. its boundaries. But now. its rules and controls.) I believe deep down. but I know if you can free your mind. We DIVE THROUGH the numbers. we recognize Neo's voice. NEO (V.Rev.O. I believe that the Matrix can remain our cage or it can become our chrysalis. that's what you helped me to understand. It's me. sucked TOWARDS a tight constellation of stars. . I suppose.) You won't have to search for me anymore. 219 We CLOSE IN ON the racing columns of numbers shimmering across the screen. The numbers begin to lock into place. Whether I'm done fighting. That to be free. Done hiding.) When I used to look out at this world. all I could see was its edges.O. Seen from inside. NEO (V. its leaders and laws. A world of hope. I know you're out there.O. I see another world. 125. you cannot change your cage. 3/9/98 219 CONTINUED: It is answered and the screen fills instantly with the trace program.O.O.O. We realize that the constellation is actually the holes in the mouthpiece of a phone.) I can't tell you how to get there. We GLIDE IN TOWARDS the screen. NEO (V.

3/9/98 220 EXT.Rev. 220 (CONTINUED) .PHONE BOOTH We SHOOT THROUGH the holes as Neo hangs up the phone. STREET . 125A.THE MATRIX .

until the city is miles below. 220 THE END . He looks up and we RISE. Neo blasts by us. 220 CONTINUED: He steps out of the phone and slides on a pair of sunglasses. After a moment. black coat billowing like a black leather cape as he flies faster than a speeding bullet. FADE OUT. HIGHER and HIGHER.126. his long.

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