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Starman (1984)

by Bruce A. Evans and Raynold Gideon with Dean Riesner (uncredited).
Draft script.

More info about this movie on IMDb.com


FOR EDUCATIONAL PURPOSES ONLY


FADE IN:

EXT. HIGHWAY - NIGHT

The wail of a siren grows out of the distance and very faintly 
through the fog we see the headlights and flashing blue rack 
lights of a police car coming toward us. It drops into a 
dip, reappears almost immediately, hurtling down the center 
of the deserted highway. It gets closer and closer until the 
lights and siren fill our senses then zooms past us.

INT. POLICE CAR - NIGHT

A frightened SECURITY GUARD is tensed forward off the back 
seat, his hands clutched into the fabric between the two 
regular POLICE OFFICERS in front.

		GUARD
		(an edge of fear in 
		his voice)
	It's coming up... Slow down...
		(he points out between 
		them)
	There, right there...

Through the windshield we can see the headlights pick up a 
billboard announcing a 'new' housing development.

EXT. HIGHWAY - NIGHT

The squad car skids off the asphalt in front of the sign and 
starts up a rutted dirt road. The sign tells us we are headed 
for 'Pinewood Estates,' a housing development financed by 
the Farmers Bank of Wisconsin.

INT. POLICE CAR - NIGHT

The Security Guard is becoming more agitated. He wipes a 
cold sweat off his brow. The blue flashers reflect off the 
fog onto the faces of the men. Suddenly the Security Guard 
lunges forward and slaps off the rack lights and siren.

		OFFICER
		(startled)
	Benny, God, take it easy...

		BENNY (GUARD)
	I don't want to scare them away.

The two Police Officers exchange an indulgent look.

EXT. HOUSING TRACT - NIGHT

Using only its parking lights, the police car creeps up the 
dirt road between skeletons of unfinished houses.

INT. POLICE CAR - NIGHT

The windows are rolled down. Periodically one of the men 
leans out for a better look at the terrain around them.

		SECOND OFFICER
	Smells smoke...

		BENNY
	I told you.

EXT. HOUSING TRACT - NIGHT

The police car comes around a curve on the hillside and stops. 
Above them on the next hill, a necklace of embers from a 
grass fire and a burning tree flicker through the fog. The 
men get out of the car.

		BENNY
		(loud whisper)
	There!! Up on the hill!!

The officer steps forward for a better look. Benny hangs on 
his shoulder.

		BENNY
	Right in line with that burning tree.

		OFFICER
	I don't see anything.

		BENNY
	It's there. The fog's thicker now, 
	but it's there. What do you think 
	started those fires?

The officer strains to see through the fog.

		OFFICER
	Benny, there's nothing there.

		BENNY
	There is. They came out of the belly 
	of the ship and then went to the 
	first terrace and flew down into the 
	houses.

		OFFICER
	Flew?! Oh, come on Benny...

The second officer is peering intently at something down 
among the houses.

		OFFICER
	You hear that, Mike? Now he's telling 
	us...

		MIKE (SECOND OFFICER)
	What's that?

Benny and the officer look to where Mike is pointing. What 
appears to be the beam of a powerful headlight bobs among 
the houses below them. Further into the track another beam 
of light moves slightly from right to left but seems otherwise 
stationary.

		BENNY
	What did I tell you?

		OFFICER
	Probably kids.

One of the lights rises over a house and settles on the other 
side.

		MIKE
		(not convinced)
	Probably...

EXT. HOUSING TRACT - NIGHT

A light shines directly into our eyes. As it swings away 
from us we realize that it was the searchlight on the police 
car which is idling along the dirt road with its running 
lights off. The fire on the hill gives the fog down here a 
red tint.

INT. POLICE CAR - NIGHT

The police officers are beginning to feel anxious. Benny's 
nervous fidgeting in the back seat doesn't help them any.

		BENNY
	Don't you think you should call a 
	backup?

		OFFICER
	No, we can handle this.

EXT. HOUSING TRACT - NIGHT

The police car passes a road perpendicular to the one it is 
on. A couple of houses down that road a faint glow spills 
over the sides of an industrial dumpster. As we watch we 
hear an eerie high pitched whistle, a shaft of light slowly 
rises out of the metal box and seems to fly off between the 
houses.

INT. FINISHED HOUSE - NIGHT

As a humanoid silhouette passes in front of the picture 
window, a shaft of light floats by in the fog outside. The 
silhouette continues around to look at the kitchen. It raises 
a hand to eye level. There is a sharp "SNAP" and a hard-edged 
cone of light shoots out of the darkness to capture the inside 
of the kitchen and pulls back a three-dimensional image of 
stove, sink, cupboards, electrical fixtures and walls to the 
silhouette.

EXT. HOUSING TRACT - NIGHT

The police car is parked in the middle of the dirt road. 
Benny and the officers are intent on a light that reaches 
them only in strobes as it moves through the houses in the 
direction of the fire on the hill. The police searchlight 
swings onto the house.

		OFFICER
		(over outside speakers)
	This is the police. Identify 
	yourselves.

It is deathly silent.

Carrying a shotgun the officer motions Benny and Mike to fan 
out on either side of him and, guns drawn, they cut across 
the tract to where they last saw the bobbing light.

The fog quickly isolates them, heightening their fear. Each 
man becomes acutely aware of the loudness of his breathing 
and the crunch of his footsteps on the ground. They drift in 
and out of visual contact with each other.

Benny freezes as he hears a burst of the high pitched whistle 
sweep by on his left. He turns slowly to see, through the 
ribs of an unfinished house, a shaft of the white light 
pointing at a cement mixer.

		BENNY
		(to the officers, his 
		voice cracking)
	There's one over here...

The brilliant light swings toward him. Benny, his hands 
trembling, raises the gun.

		BENNY
	Stop!! Police!!

The light fixes on Benny and terrified he shakes off a couple 
shots. The light goes out immediately.

		MIKE
		(in Benny's direction)
	What happened?

		BENNY
	I think I shot one.

		MIKE
	Jesus, Benny. What are you doing?

INT. FINISHED HOUSE (BEDROOM) - NIGHT

We are looking at the back of the humanoid figure. It crosses 
to a high window and looks out. The reddish tinge of the fog 
outlines him.

EXT. HOUSING TRACT - NIGHT

The men strain to see something through the silent fog.

		OFFICER
	You see anything, Mike?

Before Mike can answer, a strange percussive clicking sound 
is heard. He pumps a shell in the chamber of his shotgun and 
swallowing his fear moves toward the voices. They stop.

		OFFICER
	This is the police. Identify 
	yourselves.

Benny, his flashlight throwing a feeble beam in front of 
him, inches around the house looking for what he shot at. He 
gets to where it should be but it's not there. His light 
searches the area. There is nothing but a stack of lumber. 
Shaking visibly he shuffles to it and peers around its corner. 
Nothing. Benny relaxes and allows himself to breathe again.

		BENNY
		(shouts to the officers)
	You wanna give me some help over 
	here.

		MIKE
	Okay...

Benny continues around the house. He flashes his light into 
a doorway. There is nothing but framing. When he moves on, a 
figure steps out of the darkness to fill the space, then 
raises its arms. With a sharp snap cylindrical devices swing 
off its wrist into its hands.

At the corner of the house Benny hears the snap and stops. 
The high pitched whistle starts behind him. He stumbles around 
to face a brilliant white light flying directly at him. Benny 
screams in terror and fires at it. The light swerves and a 
laser streak from one of the hand rockets sears Benny's chest 
and knocks him to the ground in pain. Holding his shoulder 
he watches the light rise and fall erratically between the 
houses.

The officers watch in awe as the beam wobbles through the 
air, then crashes to the earth.

		OFFICER
	Mike, call for back-up.
		(shouting)
	Benny, you all right?

		BENNY
	I don't think so...
		(clutching his shoulder)

		OFFICER
		(waving the beam of 
		his flashlight, shouts)
	Benny, this is me. I'm going to take 
	a look.

Benny's beam flashes back.

		BENNY
	Don't leave me. I'm coming.

The two men begin to trot toward the light. It swings wildly 
around and, accompanied by the high-pitched whistle, starts 
to stagger back up the hill. Benny and the officer break 
into a run. They are on their way up the hill when the light 
in front of them crashes to the earth. It rolls over and 
lays still, the beam shooting straight up into the air. Benny 
and the officer slow their pursuit, terrified of what they 
might find. Suddenly a high-pitched whistle is bearing down 
on them from behind. Before they can turn a light rockets 
over their heads. With a rumble the hill begins to vibrate. 
As they follow its flight, they see lights beginning to ripple 
to life across the skin of a saucer-shaped spacecraft resting 
at the edge of the forest on top of the hill. With a rumble 
the hill begins to vibrate. Frightened, the officers stop.

INT. FINISHED HOUSE - NIGHT

The humanoid figure walks rapidly down the hall into the 
kitchen. An indistinct image plays on the inside of its 
faceplate and we hear the faint sounds of a percussive 
language. Through the window over the sink we can see the 
lights of the spaceship.

The rockets flip into the humanoid's gloved hands and it is 
airborne out the open back door.

EXT. HOUSING TRACT - NIGHT

From the road Benny and the officer watch as the humanoid 
figure that just blasted over them flies between the trees 
and into the white light emitting from the underbelly of the 
spacecraft. The noise from the ship's power plant is deafening 
as it begins to rise above the trees.

With Mike at the wheel the police car, its rack lights 
flashing, fishtails up the dirt road and slides sideways to 
a bone-jarring stop next to Benny and the officer. As they 
jump out of the way they find themselves facing into the 
super white beam of the figure that was in the house. They 
are between it and the ship. At the angle that it is coming 
up the hill, the light looks like it is heading directly for 
them. This is too much for the officer and in terror he raises 
his shotgun and fires wildly at it. The figure veers off and 
disappears into the fog.

With an awesome roar the spacecraft reaches escape velocity 
and hurtles into the night sky. The concussion waves knock 
Benny and the officers off their feet.

EXT. COUNTRY ROAD - NIGHT

The escaped figure's light comes out of the fog at tree 
height. We hear the high-pitched whistle of its rockets. A 
burst of percussive language comes from behind the faceplate.

		SUBTITLE
	Lander four to Mapmaker Wind. Fix 
	position for rescue. Repeat. Fix 
	position for rescue.

EXT. HOUSING TRACT - NIGHT

The fires on the hillside have been renewed. Shaking, Benny 
and the officer rise to their feet and start toward the light 
shafting straight up from the figure lying on the hillside. 
The only sound is police chatter coming out of the radio in 
the open squad car.

EXT. LOGGING ROAD - NIGHT

An 18-wheeler with a load of logs lumbers past us.

INT. TRUCK - NIGHT

It feels cozy with the wipers slapping the rain off the 
windshield. The DRIVER is trying to steal a cigarette out of 
his snoring PARTNER'S pocket without waking him up. He gets 
one and reaches for the lighter.

EXT. COUNTRY ROAD - NIGHT

The escaped figure banks around a blind corner.

INT. TRUCK - NIGHT

The driver gets a glimpse of something in his headlights and 
slams on the brakes, but it is too late. The figure hits the 
spoiler above the cab. We hear the smack of impact. One of 
its boots scars the windshield.

EXT. COUNTRY ROAD - NIGHT

The figure bounces off the jack-knifing truck and like a 
wounded bird tumbles through the air into the trees. With 
the light spinning crazily, it plunges through the boughs 
and smashes face first into the mud at the bottom of an 
embankment. The strip lights on the sides of its helmet go 
out.

EXT. TRUCK - NIGHT

The driver and his partner, standing in the shafts of the 
high beams, are peering into the woods.

		PARTNER
	What the hell was it anyway?

		DRIVER
	Damned if I know.

EXT. WOODS - NIGHT

The figure thrashes over on its back and tries to close a 
shoulder-to-hip tear in its life-support suit. By the faint 
identification light that flickers on and off inside its 
helmet, we see a MAN FROM THE STARS. His skin is translucent 
coral. He is gasping as our atmosphere mixes with his and 
threatens to suffocate him.

Under his translucent skin a maze of veins and arteries extend 
from a white mass that sits in the upper half of his head. 
He is hairless. Underneath a graceful fore-head, transparent 
eyelids droop over black pupilless eyes. The thin lips that 
delineate his mouth are chalk-white.

He tries to clutch the edges of the tear together but is too 
weak. His hands drop limply from the suit, allowing the rent 
to gape open and reveal the translucent body underneath.

		PARTNER (V.O.)
	Come on. I'm getting wet.

		DRIVER (V.O.)
	It musta been a bird.

		PARTNER (V.O.)
	How about if I drive now?

Behind the faceplate a piece of white light breaks off from 
the shining mass in the STAR MAN'S head and moves down his 
neck. Through the hole in the suit we see it arrive at the 
top of his single lung. The white light spreads throughout 
the organ like a phosphorescent tide. The STAR MAN lapses 
into unconsciousness as we hear the truck pull away.

INT. HELICOPTER (COCKPIT) - DAWNBREAK

A light rain is falling.

We are looking through the windscreen at the gray landscape 
passing under the helicopter. MARC SHERMIN, a grizzled man 
in his mid-fifties with an honest stubborn face, shifts his 
attention from the right side to the left side of the craft. 
Below him he can see the road leading into the housing tract 
is blocked by police cars. The helicopter leans into a banking 
turn and the spacecraft's blackened landing site comes into 
view. Below it an orange nylon tent has been erected over 
the dead extraterrestrial. It glows from the inside. An Air 
Force helicopter is parked on the other side of the burn.

EXT. HOUSING TRACT - DAWNBREAK

A man in a white contamination suit is helping Benny and the 
two officers into the Air Force helicopter. The three men 
are glassy-eyed and wrapped in blankets. Benny has a bandage 
across his chest. They look up at Shermin's descending 
helicopter. They are still looking at it when they disappear 
inside.

Shermin's unmarked S65 settles on the clearing. The nose 
door is open and Shermin, carrying the hood of his 
contamination suit, comes down the ladder. A tall homespun 
man, also in a hoodless contamination suit, steps forward to 
greet him.

		MAN
		(around a cigarette)
	Major Aaron Bell...

		SHERMIN
	Marc Shermin, National Security 
	Agency.

Shermin takes a moment to look over at the tent, the green 
hillside and the forest beyond. It is pastoral in the soft 
light of dawn.

		SHERMIN
	This has always been my favorite 
	time of day.

		MAJOR BELL (MAN)
	Very beautiful country up here...

		SHERMIN
	Any signs of biological contamination, 
	excessive radiation, anything like 
	that?

		MAJOR BELL
	Not on the landscape. We're trying 
	to get a tube under the faceplate 
	for a reading on possible deadly 
	lifeforms but it's hard going.

		SHERMIN
	Can you see under the faceplate?

		MAJOR BELL
	No.

Bell's hands shake as he lights a new cigarette off the one 
in his mouth.

		SHERMIN
	There's a good chance you could be 
	wrong about this thing then...

		MAJOR BELL
	Wait'll you see it.

He throws away the cigarette and begins to put on his 
contamination hood. Shermin follows as they start for the 
tent.

		MAJOR BELL
	We had a flight of F16's play tag 
	with the spaceship over Michigan for 
	an hour. Then it shot straight up 
	and disappeared.

		SHERMIN
	Was there visual contact?

		MAJOR BELL
	No, sir. Radar.

		SHERMIN
	It could have been anything.

EXT. BLACKENED LANDING SITE - DAWNBREAK

Hooded, Bell and Shermin make their way past three suited 
scientists examining the landscape with geiger counters and 
other sensing instruments. With the coming of dawn and Bell's 
handlight we can clearly see the pod indentations and the 
huge black glass cup of earth that was fused by the energy 
blasting out of the spaceship's power plant.

		MAJOR BELL
	After I called in, I had a chance to 
	sit down with the three locals. They 
	swear there's another one that didn't 
	make the ship... It might be alive.

		SHERMIN
	People have made mistakes in these 
	situations before.

		MAJOR BELL
	I've been investigating sightings 
	for seventeen years, Mr. Shermin. 
	This one's real. We have a dead extra-
	terrestrial in that tent and another 
	one in the area that might be alive. 
	We've been visited. It's finally 
	happened and the sooner Washington 
	accepts that and starts figuring out 
	how we're going to deal with these 
	beings, the better off we're going 
	to be.

EXT. FOOT OF EMBANKMENT - DAWNBREAK

It is still raining.

The STAR MAN stirs and awakens with a start. He parts the 
tear in his suit and looks at his lung through his translucent 
body. It has changed in color from brown to a rich yellow 
ocher. He takes several deep breaths of our atmosphere and 
his lung expands and contracts easily. He conducts a quick 
inventory of his damaged spacesuit, then struggles to his 
knees and stands up.

INT. BIOQUARANTINE TENT (HOUSING TRACT) - DAWNBREAK

The sound of a powerful slow-speed drill greets Bell and 
Shermin as they enter. The extraterrestrial is still on its 
back with its helmet lights shining straight up. A hose that 
extends from a portable gas chromatograph has been suction-
sealed to a corner of the faceplate. A SCIENTIST is making 
adjustments at the chromatograph while his COMPANION is 
monitoring the progress of the drill into the faceplate. 
Both are wearing contamination suits.

A foam-lined coffin-shaped metal box is on the ground next 
to one of the walls. Bell and Shermin approach the body. 
Shermin's first look is at the faceplate, but all he can see 
is his own reflection. His eyes travel down the body.

		MAJOR BELL
	Look at the hands.

The gloved hands of the figure have only three fingers and a 
thumb.

Shermin takes Bell's flashlight. He angles it at the 
faceplate. As he leans in to follow the beam, the pitch of 
the drill rises. He shifts the light. The drill breaks through 
and the faceplate explodes out of the helmet. The men throw 
themselves back in panic. When they turn back to look, 
distorted impressions of the face inside the helmet reflect 
on the glass of their contamination hoods. (Pause)

		SHERMIN
	Oh, Jesus.

		MAJOR BELL
		(moving toward the 
		body)
	We better get it into the box. Come 
	on...

The other men approach the body but before they can bend to 
it a burst of percussive language, followed by a low buzz, 
comes from inside the extraterrestrial's helmet. The men 
freeze. There is another burst of percussive language and a 
projection beam shoots out of the helmet throwing the image 
of the escaped STAR MAN onto one of the scientists. He jumps 
aside and the beam falls out of focus and indistinct on the 
tent wall behind him.

		SUBTITLE
	Mapmaker Wind. Do you hear me?

		SHERMIN
		(incredulous)
	The other one is alive!

EXT. FOOT OF EMBANKMENT - DAWNBREAK

The STAR MAN is standing. We hear the sounds of his percussive 
language coming from behind his mirrored faceplate.

		STAR MAN
		(subtitle)
	Mapmaker Wind. Do you hear me?

His answer is nothing but the low buzz. He taps a series of 
buttons on his chest panel and speaks again.

		STAR MAN
	Mapmaker Wind. Do you hear me?

Again the buzz.

		STAR MAN
	Mapmaker Wind. Do you hear me?

The buzz continues. He is very still for a moment. Then he 
presses the palms of his hands together, prayer fashion, and 
concentrates. When he pulls them apart, a blue force field 
pulses between them. He stops at shoulder width. A solarized 
aerial view of the United States forms on the force field. A 
green dot appears in the area of western Wisconsin, a red 
dot in the area of Death Valley, California. He drops his 
hands to his lap and sits very still. The solarized compass 
remains floating in the air in front of him. After a long 
moment he reaches up and squeezes it into a ball that 
disappears when his palms come together.

INT. HELICOPTER - DAWNBREAK

Shermin steps through the open bay door into a communications 
room. The radar and radio consoles each have a TECHNICIAN. A 
third technician, LYMAN, sits in front of a square of six 
medium-sized television screens.

		LYMAN
	Is it for real?

		SHERMIN
	Get Fox.

Lyman taps a code into the computer keyboard. There's a shower 
of static on one of the TV screens. When it clears up GEORGE 
FOX, mid-forties, hair slicked straight back, round wire-
rimmed glasses, is peering intently into the camera.

		SHERMIN
		(before Fox can speak)
	It's real, George.

		FOX
	There's no mistake? You're absolutely 
	sure?

		SHERMIN
	I saw it with my own eyes. We've 
	killed an extraterrestrial and...

		FOX
	Is there any possibility that it's a 
	hoax? Could you be mistaken?

		SHERMIN
	None. And there's another one in the 
	area that's alive. I don't know if 
	it's the only one. I don't know if 
	it was left here by accident or it's 
	part of an inva...

		FOX
	Get the body out of there. Load it 
	on the Air Force chopper and get it 
	to Wright Patterson. They'll take it 
	from there... We didn't expect this, 
	Shermin.

		SHERMIN
		(answering the 
		accusation)
	Neither did I.

Major Bell enters the helicopter.

		FOX
	We're going... Damn!
		(he shakes his head 
		in disbelief)
	We'll tell the press that there was 
	an accident. Chemical warfare spill. 
	That cover cannot be violated in any 
	way. Understand me, Shermin?

		MAJOR BELL
	Major Bell here, sir. We have to 
	tell these people that we're friendly. 
	That this whole thing was a mistake. 
	Is anyone trying to contact the ship?

		FOX
		(ignores this)
	Shermin, I want you and Bell to start 
	looking for the one on the ground.

		SHERMIN
	We'll need a lot of help, George. 
	You could hide an army up here.

		FOX
	I'm going to the White House right 
	now. I'll try and get you everything 
	you need.

		SHERMIN
	Wait, wait... What are my orders if 
	we find this thing?

Fox sits silently for a second.

		FOX
	Contain it and get back to me.

		SHERMIN
	What do you mean by 'contain?'

Fox knows Shermin is looking for a definite order.

		FOX
	Just what I said.

The television screen is reduced to static. Shermin stares 
at it blankly then Lyman turns it off.

EXT. HOUSING TRACT - MORNING

The lift off of Shermin's helicopter reveals contamination -- 
suited scientists slipping the dead extraterrestrial's coffin 
into the Air Force helicopter.

EXT. WOODS - DAY

The STAR MAN, still in his life-support suit, looks surreal 
in the twilight world under the canopy of firs. The morning 
rain has gone. A hum of traffic pulls him across the hill to 
a stand of alders that border the forest. Through the leaves 
he can see a highway entering the sprawl of Eau Claire, 
Wisconsin. The cars and trucks zipping along the asphalt are 
of particular interest to him.

When he has absorbed them he walks through the trees to get 
a better look at the town. On the wind he can hear shouts 
from students boarding a line of yellow buses in front of a 
grade school off to his right. Suburban houses have begun to 
snuggle up to the base of the hill he is on.

Keeping to the tree line well above them he continues his 
search for an avenue of escape. His head swivels to watch a 
Volvo station wagon come down the street. It swings into the 
driveway of the house directly below him and stops next to a 
Mustang Hatchback. The back door opens and JENNY HAYDN, a 
pretty girl in her mid-twenties, gets out carrying a crudely 
lettered be-ribboned sign 'Welcome Back, Mrs. Haydn.' Female 
voices drift up to the STAR MAN from inside the car.

		VOICES
	It was great to have you back... The 
	kids loved it. We loved it. You're 
	doing the right thing...

EXT. HOUSE - DAY

		JENNY
	I hope so... We'll see... See you 
	tomorrow... Bye. Bye.

		VOICE
		(as the Volvo backs 
		out of the driveway)
	Remember you're required to have a 
	lesson planned tomorrow.

Jenny laughs and waves. With the Volvo moving away up the 
street Jenny picks her newspaper off her walk and goes into 
the house.

EXT. HILLSIDE - DAY

The STAR MAN presses on through the trees. He hears a light 
plane overhead. He stops and watches until the branches cut 
off his view. A path between two logs leads him to the tip 
of a promontory. From behind the cedars growing there, he 
sits and looks down on the center of Eau Claire.

Arm in arm, a YOUNG COUPLE meander through the trees. The 
boy has a blanket over his shoulder and the girl's hair is 
disheveled. Without seeing him, they walk past the STAR MAN 
crouched in a thicket of small pines. After they've gone by, 
he straightens up and watches them walk down toward the 
highway.

EXT. HILLSIDE - LATE AFTERNOON

The sun is setting over suburban Eau Claire. The colors are 
reflected in the STAR MAN's faceplate as he watches Jenny 
push a hand mower over her back yard.

He takes a dusty gray marble out of a leg pocket and while 
Jenny finishes the lawn he rolls it between his gloves. It 
turns a glowing gold as it grows in size. When it reaches 
the dimensions of a baseball, he brings it close to his 
faceplate and speaks into it.

		STAR MAN
		(subtitles)
	Iron channel message. Suit and rockets 
	destroyed. Radical mixture of this 
	atmosphere and ours in helmet allowed 
	chemo-ion response time to adapt my 
	body to this air. Am going to attempt 
	extreme transformation in order to 
	cross land mass to site of our 
	practice landings. If transformation 
	is not fatal, second message ball by 
	next darkness.

He opens his hands and the ball rises quickly into the sky. 
Jenny is dumping the grass clippings into a garbage can at 
the side of the house when the sudden motion of the message 
ball catches her eye and she watches it quizzically until it 
disappears.

EXT. WISCONSIN SKIES - LATE AFTERNOON

We are on the belly of Shermin's helicopter looking at the 
tree tops rushing underneath.

INT. HELICOPTER - LATE AFTERNOON

Shermin is standing back of Lyman and Bell who are seated in 
front of the square of television screens watching various 
shots of the wooded landscape flowing by under them. Shermin 
scrubs his hands over his face then bends over to stretch 
his back.

		SHERMIN
	Aghh... I'm supposed to umpire a 
	little league game tomorrow.

		LYMAN
	I wouldn't worry about it... There 
	might not be any little league 
	tomorrow.

Pause.

		MAJOR BELL
	I'm telling you they're probably 
	friendly.

		LYMAN
	Then why did they try and sneak in 
	the back door? Tell me that. Why 
	didn't they contact us first and 
	say...

		RADAR TECHNICIAN
		(loud)
	UFO coming out of the grass.

		SHERMIN
	Lock in.

		RADAR TECHNICIAN
	Got it.

Lyman and the technicians tap out orders to their tracking 
units and the views of the forest on three of the television 
screens change to images from their microwave scanners, 
neutron back scatters and doppler radar. On a fourth screen 
the forward-looking infrared module begins creating a picture 
of the UFO. The men relax as they recognize the configurations 
of a light sea plane.

		LYMAN
	This is crazy. What were we going to 
	do if that had been the ship? We 
	have two thirty calibre machine guns, 
	three M16's and some handguns.

		SHERMIN
	Give it a rest, Lyman.

		MAJOR BELL
		(after a pause)
	I've never once heard of anybody 
	being hurt by an extraterrestrial...

Shermin goes hand over hand along the overhead straps to the 
radio operator. He begins to flip through a stack of telex 
messages.

		LYMAN
	That's because the ones that were 
	hurt, died. They couldn't talk to 
	you.

		SHERMIN
		(to technician, after 
		a look at Lyman)
	Any reports about monsters, people 
	in Halloween masks, anything like 
	that?

		TECHNICIAN
	No, but there sure were a lot of 
	people who saw lights in the sky 
	last night. Reports are still coming 
	in.

		MAJOR BELL
		(under above)
	I've heard of blood being drawn, 
	sometimes they were taken for a ride 
	in the ship, a lot of times they 
	said they had sex... But nobody was 
	ever hurt...

		LYMAN
	But you decided those weren't real. 
	This one is.

There is a buzz and a red dot appears in the center of one 
of the screens.

		LYMAN
		(over his shoulder to 
		Shermin)
	Fox.

He taps a three digit code and Fox comes into view.

		FOX
	I've got something for you.

A photograph of a very thin slab of yellow plastic pops up 
on a second screen next to Fox. Above lines of glowing colored 
dots are symbols of a hydrogen atom, pulsars, a nude man and 
a woman and Earth's position in our solar system.

		FOX
	Recognize this?

		MAJOR BELL
	It's a copy of the plaque NASA sent 
	into space on the Pioneer probes.

		FOX
	Houston found it in the 
	extraterrestrial's suit.

		MAJOR BELL
	They must have picked it up in space.

		SHERMIN
	Then it's not an accident that they 
	found us.

		FOX
	We don't think that's necessarily 
	bad. At least it's a point of contact.

		SHERMIN
	Not necessarily bad! If they knew we 
	were here why didn't they let us 
	know they were coming?

		FOX
	We'll get those answers when you 
	find the one you're looking for.

		SHERMIN
	That's not going to happen, George, 
	unless you get us the help you 
	promised us.

		FOX
	We've been back and forth on this 
	all day and keeping in mind the panic 
	that would occur if this got to the 
	general public, it's been decided 
	not to expand the search at this 
	time.

		SHERMIN
	Don't let them do it this way, George. 
	It's too important. We can't find 
	this thing alone.

		FOX
	You have to. We're trying to contact 
	the ship. If we do, I'll let you 
	know immediately. Good luck.

The television screen is reduced to static. Lyman shuts it 
off.

		RADAR TECHNICIAN
	You get the feeling we're expendable?

		SHERMIN
	We always were.

EXT. HOUSE - NIGHT

We are looking through the living room window at Jenny 
watching television while she irons the clothes she plans to 
wear to work tomorrow. The STAR MAN stands just outside the 
light-fall in the back yard watching her.

A commercial interrupts the old movie with a jolly fat MAN 
in a jumpsuit touting his used cars. The two words 'We 
have...' are repeated constantly during the pitch. 'We have 
automatics... We have sticks... We have colors... We have 
financing...' ...

We move in close on the STAR MAN'S faceplate.

		STAR MAN
		(practicing the human 
		sound)
	Wehave...
		(more precise)
	Wehave...
		(well-formed)
	Wehave...

Jenny finishes the skirt, unplugs the iron, picks up the 
clothes, shuts off the television, the light and heads 
upstairs. Half way up she stops.

		JENNY
		(faint through the 
		glass)
	Damn!

She turns around and looks down indecisively, then hurries 
upstairs. A light goes on in the bedroom. The STAR MAN backs 
away to look up at it. He can't see anything. He is on his 
way to try and get in the side door when Jenny comes clumping 
down the stairs in an old sweatshirt and pulling on a pair 
of jeans. She disappears into the kitchen. Without warning 
the door ahead of him is swung open and Jenny rushes out. 
The STAR MAN barely has time to step into the shadows. Jenny 
grabs the handle of one of the garbage cans lined against 
the house and drags it down to the street. When she comes 
back for the second one we see that the STAR MAN is no longer 
in the shadows.

INT. HOUSE - NIGHT

Jenny comes in and locks the door. She passes through the 
kitchen and is on her way to the stairs when the STAR MAN 
steps out of the darkness in the living room. A scream catches 
in Jenny's throat.

		STAR MAN
		(precise)
	Wehave...

Jenny bolts for the front door. At the end of the hallway 
her foot catches in a phone cord pulling the phone off an 
end table. The receiver is jarred out of its cradle. Jenny 
regains her balance and gets to the door ahead of the STAR 
MAN. She jerks it open, but the guard chain stops it three 
inches from the jamb. Frantically, she tries again but the 
chain holds.

The STAR MAN slams the door shut and reaches out to grab 
her. She flails back at him. One of her hands strikes the 
panel on his chest and the identification light comes on 
inside his helmet. At the sight of the STAR MAN, Jenny begins 
to scream. He presses her back against the wall and puts a 
mittened hand over her mouth.

		STAR MAN
	Wehave...

Jenny ceases her struggle and begins to cry. The STAR MAN 
takes his hand away from her mouth.

		JENNY
	Please don't hurt me... please... 
	please.

Holding her with his eyes he grasps one of Jenny's hands and 
lifts it up to look at it.

He raises a piece of skin off her wrist, rolls it between 
his thumb and forefinger.

Jenny lets out a blood-curdling scream and strikes out at 
him. Flashes of light erupt off his exposed chest where she 
hits. The ferocity of her attack knocks him aside and she 
sprints up the stairs.

The STAR MAN recovers and starts after her.

INT. BEDROOM - NIGHT

Jenny gets there two steps ahead of the STAR MAN. She slams 
the door in his face and locks it. With him POUNDING ON THE 
OUTSIDE, Jenny throws open the closet and begins rummaging 
madly through the side pockets of her jackets and coats.

The POUNDING STOPS. It takes her a moment to hear the silence. 
When she does, she whirls toward the door expecting the worst, 
but it remains closed. She waits. All she can hear is the 
sound of the rain. She intensifies her search.

		JENNY
		(hysteria creeping 
		into her voice)
	It's got to be here... it's got to 
	be here...

She finds it in the pocket of a down jacket. The Army issue 
.45 looks big in her hand. She releases the safety and, with 
a wary eye on the door, reaches for the phone on the night 
table next to the bed.

Long before the receiver gets to her ear, she can hear the 
"BLEET" caused by the PHONE BEING OFF THE HOOK for so long 
in the living room. She hangs up and walks around the bed to 
sit on the corner facing the door. In the distance, we can 
HEAR the THUMP OF AN APPROACHING HELICOPTER. After a moment's 
indecision, Jenny gets up and releases the lock. Again she 
waits.

Nothing happens. With the gun ready, she turns the knob and 
opens the door a crack. The hallway is empty. She kicks off 
her shoes and lets herself out of the bedroom.

INT. HALLWAY - NIGHT

Jenny creeps toward the stairs in her stockinged feet. She 
looks in the bathroom. The STAR MAN isn't there. She decides 
to go downstairs.

INT. HOUSE - NIGHT

The STAR MAN isn't in the living room. Jenny sidles along 
the wall for the front door. At the archway to the den a 
hissing sound stops her. She peers around the molding. The 
spill from the stairwell light provides the only illumination.

The STAR MAN is sitting on the edge of a chair with his back 
to her. He is naked. A dot of light is HISSING around his 
head. The shadows in the room make it difficult for Jenny to 
tell exactly what is going on.

Pointing the .45 at the STAR MAN, she steps into the room 
for a better look. The floor creaks and the STAR MAN turns 
to her. Jenny shudders at what she sees. The STAR MAN is 
holding an 8x10 color photograph of Jenny and a man in his 
mid-twenties standing on a beach in their bathing suits.

The dot of light is copying the man's features onto the STAR 
MAN'S translucent head. The top two-thirds of the face is 
already done. Everything is perfect, even the eyes. Jenny 
begins to tremble and lowers the gun.

		JENNY
		(in a small voice)
	No... please don't...

She sags against the armchair, racked by sobs that are drowned 
out by the FLAP OF THE APPROACHING HELICOPTER. The STAR MAN, 
with the dot of light stopped on his left cheek, gets up and 
takes the gun from her.

He drops it on the couch and raises his eyes to the sound of 
the helicopter NOW DIRECTLY OVER THE HOUSE. THROUGH THE 
WINDOWS, we can SEE the searchlight scouring the hillside 
next to the back yard.

The STAR MAN returns to the picture and resumes his 
transformation. He completes the chin, then continues downward 
weaving skin and filling in the human characteristics over 
the entire body.

							DISSOLVE TO:

INT. CLEAN ROOM (HOUSTON) - NIGHT

We come down an electrical cord that ends in a micro-phone, 
then down further to DR. BERGEN, a tall thin balding man in 
his late fifties dressed in the medical equivalent of a 
contamination suit.

		DR. BERGEN
	The creature was hit three times...

Using a laser light indicator Dr. Bergen shows us where.

		DR. BERGEN
	...the arm, the abdomen and the upper 
	chest, the one in the chest being 
	the cause of death. It shattered, 
	for want of a better term, the 
	creature's backbone. It's not really, 
	because it's not jointed. It's simply 
	a hollow shaft of very pliable 
	silicate material, as is its entire 
	endoskeleton. The creature seems to 
	have tremendous regenerative powers. 
	Although it must have died within 
	minutes of receiving the fatal wound, 
	the arm and abdomen wounds are almost 
	totally healed and the bullet here...
		(indicates with the 
		light)
	has begun to dissolve...

INT. SMALL RECTANGULAR ROOM - NIGHT

Fox, another CIVILIAN and two MEN in uniform are watching 
the autopsy on a bank of screens which show Dr. Bergen, the 
room and various close-ups of the dead extraterrestrial lying 
on a white glass table lit from underneath.

		DR. BERGEN
	It has veins but no blood. We think, 
	and this is just speculation, that 
	some form of energy flows from the 
	brain, which is much more 
	sophisticated than ours, throughout 
	the rest of the body... We don't 
	think there is any danger of bacterial 
	contamination. Our biochemistries 
	are too different...

INT. HELICOPTER - NIGHT

Shermin and his crew are glued to the monitors, watching the 
autopsy from Houston.

		DR. BERGEN (V.O.)
	The flesh is gelatinous, the skin is 
	very porous and very moist. This is 
	another guess, but it probably comes 
	from a planet that receives only 
	reflected light, perhaps from a ring 
	of moons. Its atmospheric pressure 
	is slightly less than ours and it 
	contains a great deal more water...

		FOX (V.O.)
	Dr. Bergen, George Fox here in 
	Washington. Can you give us an idea 
	of why they're here?

		DR. BERGEN (V.O.)
	They're so advanced... I... eh... 
	can't imagine what they would want 
	from us. I know they could be 
	dangerous. But they could also be 
	the greatest thing that ever happened 
	to mankind...

Shermin and his crew share mixed reactions.

INT. JENNY'S HOUSE - BEDROOM - DAWNBREAK

Jenny, sitting on the floor with her arms wrapped around her 
knees, is reflected in a mirror fastened to the back of the 
closet door. The STAR MAN edges around the door to look at 
himself in the glass. In baggy tan cords, a windbreaker and 
a plaid shirt, buttoned all the way to the neck and a button 
in the wrong hole halfway down the front, he looks like an 
innocent abroad. He notices the shirt is askew across his 
chest and, with his new hands, awkwardly resets the buttons. 
He looks himself over. His movements resemble a human's but 
are noticeably more precise.

The clothes seem right so he leans into the mirror to inspect 
his face. He squeezes the skin on his cheeks, examines his 
eyes, turns his head as far as he can to inspect the sides 
of his face, folds his ears forward to check the skin behind 
them and he even gives a good two-fisted tug to his hair to 
see if it is on securely.

He turns from the mirror and goes over to where the .45 and 
a leg pouch from his life-support suit are lying on the bed 
next to a snapshot of the man whose identity he has taken. 
In the picture the man is dressed exactly as the STAR MAN is 
now. The STAR MAN picks up the gun and the pouch and, speaking 
to Jenny in his own language, steps to the door and motions 
for her to follow. Jenny consciously ignores him. The STAR 
MAN comes over, reaches down and grabs her arm to pull her 
to her feet. Jenny squirms back, but he holds her tight. She 
looks at the hand, almost touches it, then up at the familiar 
yet disturbingly unfamiliar face above her.

		STAR MAN
	Please...

		JENNY
	Don't... don't do this... please...

The STAR MAN gets her to her feet and hustles her out of the 
room. On the dresser is Jenny's wedding picture. The man the 
STAR MAN has become is her husband.

INT. HOUSE - DAWNBREAK

The STAR MAN pulls Jenny down the stairs.

		JENNY
		(struggles to free 
		herself)
	You're hurting me. Stop.

The STAR MAN guides her into the entryway and reaches for 
the front door. Realizing his intentions, Jenny increases 
her struggle and manages to pull away.

		JENNY
	Oh, God, no! I'm not leaving this 
	house with you. You're going to hurt 
	me, I know...

The STAR MAN looks intently at her, then opens the front 
door. He taps his chest, points to Jenny and motions to the 
dawn outside.

		JENNY
		(through tears)
	I can't. I'd like to help. You look 
	like Scott, but I know you're not. I 
	don't know what you are. You gotta 
	understand, I'm afraid of you...

As Jenny backs into the living room, the STAR MAN closes the 
door. He raises the gun, examines it quickly, then with his 
finger around the trigger, points it at Jenny.

		STAR MAN
	Please.

		JENNY
	Why are you doing this to me? I'll 
	give you whatever...

The STAR MAN swings the muzzle sights across Jenny's body 
and FIRES. A FLOOR VASE EXPLODES. Jenny turns to look at the 
remains, then back to the STAR MAN.

EXT. JENNY'S HOUSE - DAWNBREAK

The Mustang is backing out of the driveway with Jenny behind 
the wheel and the STAR MAN perched nervously on the passenger 
seat.

INT. MUSTANG - DAWNBREAK

Wary of what will happen next, the STAR MAN watches Jenny 
move the gear selector to the drive position.

The car jerks forward and he grabs the dashboard to keep 
from toppling back in the seat.

During the ride up the block, his head swivels from side to 
side trying to take in as much of the darkened urban landscape 
as he can. When the car stops at a 'stop' sign, he looks at 
Jenny questioningly.

		STAR MAN
	Please...

		JENNY
	Which way do you want to go?

She motions ahead and he turns to look at an inter-section 
with streets running in three directions off of it. His eyes 
question Jenny again.

		JENNY
	You can go that way...
		(points left)
	That way...
		(straight ahead)
	That way...

She points right. After another look at Jenny, the STAR MAN 
presses the palms of his hands together, concentrates briefly, 
then slowly draws them apart. The force field appears between 
them. On it the solarized view of the United States rotates 
until the red destination dot is on his right. He drops his 
hands and points to the right.

		STAR MAN
		(measured)
	That way.

The satel compass continues to hover over the dashboard.

		JENNY
		(staring incredulously 
		at the compass)
	God, what are you?

She starts her right turn without looking left and fails to 
see a little MG approaching from that direction. The WAIL OF 
THE AIR HORN startles Jenny and reflexively she slams on the 
brakes.

The Mustang stalls and the MG squeals around them. Jenny 
checks the STAR MAN. He has pressed himself against the 
passenger door. The gun lies on the seat next to him. They 
both look at it. The STAR MAN recovers and picks it up.

		JENNY
		(starting the engine)
	I'm sorry...

This time when Jenny puts the car into drive, the STAR MAN 
is ready for the acceleration. The car completes the turn 
and the compass rotates to its new heading. Looking at it 
from this angle, Jenny suddenly recognizes it for what it 
is: an aerial view of the United States.

		JENNY
	That green dot, that's us, isn't 
	it... and the red's where you want 
	to go?... You don't understand me, 
	do you?

The STAR MAN looks at her uncomprehendingly.

		JENNY
		(to herself)
	I gotta get out of here.

EXT. STREET - DAWNBREAK

The Mustang cruises through the industrial section of Eau 
Claire.

INT. MUSTANG - DAWNBREAK

The STAR MAN is watching Jenny drive. A set of headlights 
rushes TOWARD US in the other lane. Jenny twists around to 
follow the car as it goes by and we SEE the desperation on 
her face.

When she returns her attention to the road, she sneaks a 
glance at the STAR MAN to see if her action has given away 
her state of mind. His expression hasn't changed. Jenny takes 
a deep breath and lets it out slowly. Uttering a phrase in 
his own language, the STAR MAN touches the steering wheel.

		JENNY
		(startled)
	What?

		STAR MAN
		(thinking the steering 
		wheel is called 
		'what," he repeats)
	What.

With the same phrase in his language, he points to the 'gear 
shift.'

		JENNY
		(realizing her mistake)
	Ah... no...

		STAR MAN
		(repeats)
	Ah no.

He points to the dashboard. Jenny senses there is going to 
be a great deal of misunderstanding if she uses more words. 
She shakes her head 'no' and touches the steering wheel.

		JENNY
		(enunciates)
	Steering wheel...

		STAR MAN
		(correcting her)
	What.

Jenny shakes her head 'no.'

		JENNY
	Steering wheel.

		STAR MAN
		(repeats)
	Steering wheel.

		JENNY
		(points to the gear 
		shift)
	Gear shift.

		STAR MAN
	Gear shift.

		JENNY
		(slaps the dashboard)
	Dashboard.

		STAR MAN
	Dashboard.

Jenny sees a police car creeping across the intersection 
ahead of her and interrupts the lesson to stare at it. The 
STAR MAN looks to where she is looking.

		STAR MAN
		(alarmed)
	What?!

		JENNY
	Eh... police.

		STAR MAN
		(remembering)
	Police...

He raises the gun off his lap. Jenny tries to distract him.

		JENNY
		(raps on the steering 
		wheel)
	What?...

With his eyes on the police car the STAR MAN ignores her.

		JENNY
	Steering wheel...
		(she points to the 
		gear shift)
	What?

The STAR MAN is intent on the police car. Jenny gives up 
trying to distract him. The patrol car passes out of their 
view. The STAR MAN lowers the gun and looks at Jenny.

		STAR MAN
		(unprompted, points 
		correctly at each 
		item)
	Steering wheel... gear shift... 
	dashboard...

		JENNY
		(this frightens Jenny 
		even more)
	Good.

		STAR MAN
	Good.

EXT. INTERSECTION - DAWN

We COME DOWN FROM a red light TO FIND the Mustang stopped 
behind the limit line.

		JENNY (V.O.)
	Which way?

		STAR MAN (V.O.)
	That way.

The light changes and the car proceeds straight across the 
intersection.

		STAR MAN (V.O.)
	Good.

INT. MUSTANG - DAWN

While the STAR MAN picks through the contents of the glove 
compartment, Jenny looks for a way to escape. An all-night 
laundromat is a possibility, but it's deserted. The STAR MAN 
finds the switch on a flash-light and flicks it on and off.

		STAR MAN
	What?

		JENNY
		(distant)
	Flashlight.

He puts the flashlight in his lap along with the owner's 
manual and gas slips and takes a stack of Discount Coupons 
out of the glove compartment.

		STAR MAN
	What?

		JENNY
	Coupons.

Jenny sees a set of headlights turn into the oncoming lane. 
She slides her eyes toward the STAR MAN. He is busy looking 
through the Coupons. Jenny measures the distance between the 
Mustang and the oncoming lights. The STAR MAN holds up one 
of the Coupons and points to a picture of the product.

		STAR MAN
	What?

		JENNY
		(curt)
	Pancakes.

		STAR MAN
	Pancakes.

He points to the cluster of letters that spells SAVE 35.

		STAR MAN
	What?

Jenny doesn't answer. The distance between the two vehicles 
is narrowing rapidly.

		STAR MAN
	What?

Jenny sets her jaw and wrenches the steering wheel violently 
to the left.

EXT. STREET - DAWN

The Mustang skids sideways across the center line. The 
oncoming van jams on its brakes and swerves to its left. 
Locked in a skid, it drifts toward the Mustang.

INT. MUSTANG - DAWN

The STAR MAN sucks himself back in terror as the van descends 
on him. It swings past his window and clips the rear fender 
of the Mustang. Both vehicles shudder to a stop. Jenny claws 
at her door. It swings open. She is halfway out before the 
STAR MAN manages to grab the tail of her sweatshirt. Jenny 
begins to scream at the top of her lungs and keeps it up 
while he tries to wrestle her down on the seat.

EXT. STREET - DAWN

A tall, raw-boned MAN in his late twenties storms around the 
front of his van.

		MAN
	You stupid son of a bitch!!

He kicks the Mustang.

		JENNY
		(screaming)
	Help me!!

		MAN
	You could have killed us both!!

		JENNY
		(battling to maintain 
		her grip on the door 
		frame)
	He's kidnapping me!!!

The Man bends down to look at the struggle.

		MAN
	Jesus Christ!! You crazy people...

		JENNY
	Call the police!!

		MAN
		(not sure he wants to 
		get involved)
	Hey buddy... let her go...

The STAR MAN increases his efforts and Jenny loses her grip 
on one of the door frames.

		JENNY
	Help me!!!

		MAN
		(grabbing her other 
		arm)
	Hey, she doesn't want to go with 
	you. Come on.

The STAR MAN frees his right hand and blindly searches the 
floor for the gun. He comes up with it and, shoving the barrel 
in the Man's face, barks a harsh command in his language. 
The Man freezes and Jenny stops struggling. It's suddenly 
very quiet on the street.

		MAN
	Oh God, man... don't shoot me... My 
	mistake... I'm sorry...

		JENNY
	He doesn't understand... just walk 
	away...

The STAR MAN claps a hand over her mouth.

		MAN
	I promise I'm not going to tell 
	anybody about this... None of my 
	business... I'm going to move now, 
	okay...
		(takes a step to one 
		side)
	You guys want to fight, that's up to 
	you...
		(takes another step)
	I'm leaving now... I won't say a 
	word...

He keeps his eyes on the STAR MAN until he reaches the back 
of the Mustang, steals a quick look at the license plate, 
then blots for his van. The STAR MAN takes his hand off 
Jenny's mouth and slams her back into her seat. Uttering an 
expletive in his language he points the gun in her face and 
keeping it there indicates the red dot on the satel compass 
floating undisturbed above the dashboard.

		STAR MAN
	Go.

EXT. STREET - DAWN

The Mustang moves back into the correct lane and continues 
on.

INT. MUSTANG - DAWN

		JENNY
	Could you put the gun down?

The STAR MAN just stares at her. She points to the gun.

		JENNY
	Gun... Down... Down.

Slowly, he lowers it to his lap.

		JENNY
	Thank you.

EXT. ABANDONED LOGGING CAMP - EARLY MORNING

Shermin's helicopter is taking on fuel from an Army tanker 
truck. The pilot and co-pilot are catching forty winks on 
the grass next to the old bunkhouse.

INT. HELICOPTER - EARLY MORNING

Major Bell, bleary-eyed and unshaven, is huddled in front of 
the television screens eating a breakfast off a styrofoam 
plate. On the top left screen is a satellite picture of 
Northern Michigan and half of Wisconsin taken with a Doppler 
radar.

On the lower left screen is an infrared view of the same 
area. Over both these views is a schematic of the state 
boundaries and major cities. On the screens to the right of 
these views are blow-ups of smaller sections of the overview.

Lyman and the radar technician are asleep on the floor. Seated 
in front of the radio console Shermin is going through the 
telex messages. Next to him the radio technician is bent 
over the desk with his head in his forearms.

		SHERMIN
	There's nothing... No reports of 
	sightings or landings or anything... 
	in the other parts of the country or 
	overseas... Seems like a totally 
	isolated incident.

		MAJOR BELL
	It was only an accident that we 
	discovered them.

		SHERMIN
	I know, but...

Shermin continues on through the messages. Bell asks the 
computer to change the pictures on the screens. Rhythmically, 
a sequence of images appears and disappears.

		SHERMIN
	You married, Major?

		MAJOR BELL
	Twenty-eight years.

		SHERMIN
	To the same woman?

		MAJOR BELL
		(smiling)
	Yes.

		SHERMIN
	I tried it once... Fourteen years 
	ago... 'I was a lousy husband and a 
	worse father. The only thing I'm 
	good at is this... At least until 
	yesterday.

Bell stuffs his breakfast plate into a garbage bag and goes 
to get a breath of fresh air in the open doorway. Shermin 
stops at a point on the telex sheet. He reads the message to 
himself again.

		SHERMIN
	How would you describe the sounds we 
	heard coming out of that thing's 
	helmet?

		MAJOR BELL
		(after trying to 
		imitate them)
	It was kind of like clicking, maybe 
	a language wasn't it?

		SHERMIN
	Listen to this.
		(paraphrasing the 
		telex)
	A woman was kidnapped in Eau Claire 
	this morning. When a citizen went to 
	her rescue the kidnapper threatened 
	him with a gun and shouted at him in 
	a strange 'clicking gibberish'...

		MAJOR BELL
	It was a man though... right?

		SHERMIN
	The police think he was high on 
	drugs...

Bell shrugs.

		SHERMIN
	What do you think?

EXT. WISCONSIN FOREST - EARLY MORNING

With a rush the helicopter rises out of the trees and thunders 
away.

EXT. JENNY'S HOUSE - MORNING

There are Eau Claire police cars on the street. Shermin is 
out back watching Bell pick his way down the hill. Through 
the windows we see uniformed policemen in the living room.

		MAJOR BELL
		(slides the last few 
		feet down the hill)
	Nothing up there... The grass is 
	matted down in a few places, but 
	that could have been anything.

		SHERMIN
	It was the husband. The police finally 
	got a hold of the witness at work 
	and showed him a picture of the woman.

The man standing next to her in the picture was her husband 
and the witness said that was the guy who kidnapped her.

		MAJOR BELL
	It's the right area, that's for sure.

Throughout the above, Shermin has noticed a WOMAN in the 
house next door peeping through her blinds at the activity 
around Jenny's. She closes the drapes suddenly when she 
realizes Shermin has spotted her.

		SHERMIN
	Why the clicking language though?

EXT. NEXT-DOOR HOUSE - EARLY MORNING

Shermin knocks and waits on the steps with Bell for someone 
to answer. We hear a chain being pulled off and the door is 
opened by a freckled-face MAN in his late thirties, dressed 
in a business suit and wiping the traces of a breakfast from 
around his mouth.

		SHERMIN
	Sorry to disturb you, sir, but there's 
	been some trouble next door. I'd 
	like to ask you a few questions.

		MAN
	What happened?

		SHERMIN
	There's a possibility that Mrs. 
	Haydn's been kidnapped. We're hoping 
	you might have seen something.

A WOMAN in a robe opens the door a little wider to include 
herself in the conversation. She is as freckled as the man 
and about the same age.

		WOMAN
		(to the Man)
	I told you...

		MAN
	Judy, that's stupid.

		WOMAN
	Well, maybe these men won't think 
	so. We were asleep when a helicopter 
	woke me up. It made me so nervous I 
	went into the kitchen for something 
	to eat. I happened to look out the 
	window and there was Scott Haydn 
	with this green thing draped over 
	his arm pulling Jenny down the walk 
	to the car.

		MAN
	You know that's impossible!

		WOMAN
	I know what I saw. I've seen him 
	enough times.

		MAN
		(giving up on his 
		wife and addressing 
		Shermin and Lyman)
	Scott Haydn is dead. He died about 
	three months ago. We went to the 
	funeral.

Shermin and Bell exchange a glance.

EXT. INTERSTATE - DAY

Jenny's Mustang is sailing through the beautiful Wisconsin 
farmland.

		STAR MAN (V.O.)
	R-r-S-s...

INT. MUSTANG - DAY

The STAR MAN is copying the letters, upper and lower case, 
from the Owner's Manual he found in the glove compartment, 
onto the back of an envelope.

		STAR MAN
	T-t-U...

He draws the upper case but has to check the manual for the 
lower case.

		STAR MAN
	u-V-v...

The STAR MAN looks up as they go by a farm.

		STAR MAN
		(pointing correctly 
		to the various animals)
	Cow... Dog... Pig...

He looks to Jenny for confirmation. She nods absently. He 
returns to the alphabet.

		STAR MAN
	W-w...

He forms both the upper and lower case 'X-x' and shows them 
to Jenny.

		STAR MAN
	What?

		JENNY
		(knows what's coming)
	X...

Without smiling the STAR MAN opens his mouth and emits a 
short chirping laugh.

		JENNY
	What's so funny about X?

The STAR MAN laughs harder. Jenny watches him warily. He 
starts to hiccup. He is unable to control it through the 
laughter.

							DISSOLVE TO:

INT. SMALL RECTANGULAR ROOM - DAY

Shermin's image waits on the television screen. He is gaunt, 
tired and visibly shaken. The picture sizzles and breaks up 
intermittently. Fox and the three men who watched the autopsy 
stride quickly into the room.

		SHERMIN (V.O.)
		(his voice quavering)
	George, we've just confirmed the 
	existence of the live 
	extraterrestrial.

		FOX
		(after a beat)
	When can we expect containment?

		SHERMIN (V.O.)
	Well, we're in pursuit of a green 
	Mustang...

		FOX
		(very controlled)
	It's in a green Mustang?

		SHERMIN (V.O.)
	Yes. It's kidnapped a woman at 
	gunpoint and from what we can make 
	out is forcing her to drive it 
	somewhere.

		MILITARY MAN
		(to the room)
	This one has a weapon.

		SHERMIN (V.O.)
	No, no... A .45, it probably got it 
	in the woman's house. They were last 
	seen in downtown Eau Claire...

		FOX
	Why did you let it get into a 
	populated area?

		SHERMIN (V.O.)
	It's taken on a disguise.

		FOX
	Clarify that.

		SHERMIN (V.O.)
	It's made itself look like the woman's 
	dead husband.

Static breaks up the t.v. picture. When it returns, Fox leans 
toward the screen.

		FOX
	Repeat the last item.

Almost reluctantly Shermin holds up Scott Haydn's picture.

		SHERMIN (V.O.)
	The extraterrestrial now looks like 
	this.

		FOX
		(softly)
	Oh shit!!!

EXT. INTERSTATE - AFTERNOON

Jenny's Mustang moves along through the traffic.

INT. MUSTANG - AFTERNOON

We are CLOSE ON the back of a ten-dollar bill.

		STAR MAN (O.S.)
		(reading slowly)
	The United States of America. In God 
	We Trust. Ten dollars.

We pull back as he holds the ten up to Jenny.

		JENNY
	Money.

		STAR MAN
	Money.

He holds up a quarter.

		JENNY
	Money.

Confused, the STAR MAN puts the money back into Jenny's wallet 
and reads the first card through its plastic window.

		STAR MAN
	Mi-chi-gan driver li-see-ens... 
	Jennyhaydn... Money?

		JENNY
		(shaking her head 
		'no,' exhausted)
	We're going to have to stop for gas 
	soon.

Under the license is a picture of Jenny smiling broadly. The 
STAR MAN looks at Jenny, back at the picture, then imitates 
the smile for Jenny.

		STAR MAN
	What?

		JENNY
	Smile.

		STAR MAN
	Smile... good?

		JENNY
	Yes.

He practices curling the corners of his mouth up into a smile. 
One of them freezes as the Interstate curves and a glistening 
skyline backlit by the afternoon sun comes into view across 
a river.

		STAR MAN
		(impressed)
	What?!

		JENNY
	Minneapolis.

		STAR MAN
		(reaching into the 
		leg pouch he took 
		from his life-support 
		suit)
	Minneapolis... Minneapolis...

		JENNY
	What are you doing?

He takes out his camera.

		JENNY
	...What's that?

He points the white disc at Minneapolis. With a 'POP,' a 
cone of light flashes out. It sucks back, almost instantly, 
bringing with it a three-dimensional image of the skyline.

		STAR MAN
	Minneapolis... good.

		JENNY
	You're full of tricks, aren't you?

The car starts across the twin cities' bridge.

		JENNY
		(taps the fuel gauge)
	We need gas.

The STAR MAN looks at the gauge. Jenny scrunches against the 
door to avoid contact with him.

		JENNY
	No gas.

		STAR MAN
	No gas.

		JENNY
	This car runs on gas.

She presses the accelerator to the floor. The car jumps 
forward.

		JENNY
	Gas...

She takes her foot off the accelerator and the car quickly 
slows down.

		JENNY
	No gas.

EXT. BRIDGE - AFTERNOON

		JENNY
		(V.O.)
	Gas.

The Mustang spurts forward a few yards.

		JENNY
		(V.O.)
	No gas.

It staggers down to a crawl.

		JENNY
		(V.O.)
	Gas.

The car leaps forward again.

		JENNY
		(V.O.)
	No gas.

It drops back to a crawl.

INT. MUSTANG - AFTERNOON

		JENNY
	No gas... car dead.
		(her head lolls forward 
		on her chest)
	We need gas. I don't want to get 
	shot for running out of gas.

		STAR MAN
	Gas good?

		JENNY
	Yes. Very good.

INT. MUSTANG - AFTERNOON

We are LOOKING DOWN Jenny's arm AT a gas station just off 
Interstate 169 in the Minneapolis suburbs.

		JENNY
	Gas...

The STAR MAN contemplates the station as they pass it, then 
turns to Jenny, puzzled:

		STAR MAN
	Go.

		JENNY
	It's closed... closed. We need one 
	that's open.

		STAR MAN
	Closed?

		JENNY
	You'll see.

There are no more gas stations in sight. The STAR MAN becomes 
bored with the silence. He picks up Jenny's wallet. The 
driver's license is familiar so he flips to the next window. 
In it is a picture of an older man and woman standing in 
front of a church.

		STAR MAN
	What?

		JENNY
		(snaps)
	Not what. Who. What is for things.
		(touching the steering 
		wheel, dashboard, 
		seat, gear shift)
	What? What? What? What? For people 
	you use who. Who is he?
		(points to the man in 
		the picture)
	Who is she?
		(points to the woman)
	Who are you?
		(points to the STAR 
		MAN)
	Who am I?

She touches her chest.

		STAR MAN
		(mirrors her gestures)
	Who is he? Who is she? Who are you? 
	Who am I?
		(pause; it clicks for 
		him and he points at 
		Jenny)
	Who are you?

		JENNY
	I am Jenny Haydn.

		STAR MAN
		(flips back to her 
		license and reads)
	Jennyhaydn.

Jenny nods.

		JENNY
	Who are you?

		STAR MAN
	I am...

We HEAR MODULATED CLICKS of his percussive LANGUAGE.

		JENNY
	That's a big help. Where are you 
	from?

		STAR MAN
	From?

		JENNY
		(leans forward and 
		points through the 
		windshield at the 
		sky)
	Are you from up there? Space?

		STAR MAN
		(leans forward to 
		look with her)
	Space?

		JENNY
	Up there... I... eh... can't 
	explain...
		(leans back)
	But that's the only place you could 
	be from.

The STAR MAN spots a station on the other side of the 
Interstate.

		STAR MAN
	Gas.

		JENNY
		(shakes her head 'no')
	Closed.

He taps the fuel gauge which has dipped below empty.

		STAR MAN
	No gas.

		JENNY
	I know.

They both scan the horizon for a gas station. When one doesn't 
come up immediately, the STAR MAN flips to the next picture 
in the wallet. It is of the man he has become. He is leaning 
against a fire truck, in uniform.

		STAR MAN
	Who?

		JENNY
	My... husband.

		STAR MAN
	I am husband?

		JENNY
	No. I don't know what you are, but 
	you're not Scott.

Silence. The STAR MAN catches her mood. A tear rolls down 
Jenny's cheek.

		JENNY
		(brushes it away 
		angrily)
	Shit.

		STAR MAN
	Shit?

		JENNY
	No, no... don't say that. Bad word.

		STAR MAN
		(likes the sound of 
		it)
	Shit... shit... what shit?

		JENNY
		(screams)
	Stop!! Enough!! Jesus! You're worse 
	than a parrot!!

Like closing a zipper, she slides her fingers across her 
mouth.

		JENNY
	Mouth closed... closed.

The STAR MAN does as he is told. He doesn't like it, but he 
does it. With his lips puckered, he looks straight down the 
road. The car rises out of a gulley. Topping a knoll straight 
ahead is a gas station with an enormous Exxon sign revolving 
above it. With his lips firmly pressed together, he tugs 
Jenny's sleeve and points.

		JENNY
	I see it.

The STAR MAN reaches forward and squeezes the satel compass 
back into his palms.

EXT. GAS STATION - AFTERNOON

The Mustang comes up the off-ramp toward the pumps.

INT. MUSTANG - AFTERNOON

The STAR MAN'S hand closes around the butt of the .45 when 
he sees the ATTENDANT step out of the office.

		STAR MAN
	Who?

		JENNY
	Attendant. He'll give us gas. Put 
	the gun down. Under the seat. Under 
	the seat...

		STAR MAN
	No.

		JENNY
	Oh God! You're going to get us both 
	killed. Okay... in your pocket...

She shoves her hand into the pocket of her slacks showing 
him what to do.

		JENNY
	In your pocket... pocket...

Jenny eases in next to the pumps and stops. The Attendant is 
already coming around the front of the car.

		JENNY
	In your pocket, please...

		STAR MAN
		(draws his fingers 
		over his lips)
	You. Mouth closed.

		JENNY
	Okay.

The STAR MAN stuffs the gun into the left pocket of his baggy 
cords just as the Attendant arrives at the driver's door.

		ATTENDANT
	Morning, folks. Fill her up?

The STAR MAN looks at Jenny for help. She sweeps her fingers 
across her mouth to indicate her lips are sealed. The STAR 
MAN peeks around her at the Attendant.

		STAR MAN
		(overly loud)
	...Gas...

		ATTENDANT
	You got it.

He leaves the window. The STAR MAN watches him until the 
nozzle is in the Mustang, then pleased with himself, turns 
to Jenny and lifts his face into a 'smile.'

		JENNY
	I'm going to the ladies' room. You 
	stay here.

EXT. GAS STATION - AFTERNOON

Jenny gets out of the car. When she straightens up, she finds 
the STAR MAN staring at her over the roof. She slams the 
door and strides rapidly in the direction of the ladies' 
room. Stuffing the green pouch in his pocket, the STAR MAN 
trots after her.

		JENNY
		(wheels on him as he 
		catches up)
	Go back to the car.

The STAR MAN looks at her but doesn't move. Jenny snarls in 
frustration, then with the STAR MAN on her heels, stalks to 
the ladies' room and throws open the door.

INT. LADIES' ROOM - AFTERNOON

The STAR MAN follows Jenny inside.

		JENNY
	See. It's a bathroom. I'm not trying 
	to escape. I just have to go to the 
	bathroom.

He checks out the stall.

		JENNY
	Satisfied? Now get out. Out.

		STAR MAN
	No.

Furious, Jenny steps around him and opens the door. She points 
to the sign on it.

		JENNY
	Women... me.

She continues out. The STAR MAN goes after her.

EXT. RESTROOMS - AFTERNOON

Jenny points to the sign on the next door.

		JENNY
	Men. You go in here.

She cracks the door for him.

		JENNY
	Come on.

He takes the door from her and pushes it open for a look 
inside. Jenny ducks into the ladies' room. He is confused 
for a moment then takes a long look at the men's room. It 
means nothing to him. He backs out and tries the ladies' 
room. It is locked. Not knowing what to do, the STAR MAN 
stands uncomfortably in front of the door, then like a child 
waiting for his mother, he sits on the curb. He watches the 
Attendant lift the Mustang's hood and reach in for the 
dipstick. The numbers on the pumps turn over, adding up the 
gallons and the cost of the gas.

Everything is peaceful and quiet within the circle of light 
cast by the gas station. The STAR MAN pulls the camera disc 
out of his pocket and points it at the pumps. The cone of 
light flashes out and pulls back its three-dimensional image. 
The Attendant turns around and waves genially at the STAR 
MAN, who waves back a perfect imitation of the gesture.

The SHARP RUMBLE of a SOUPED-UP HONDA MOTORCYCLE coming up 
the off-ramp shatters the mood and the STAR MAN gets to his 
feet.

He is startled by the image of the RIDER. In a one piece 
driving skin and helmet he looks amazingly like a space 
traveller. The STAR MAN steps cautiously forward for a better 
look and mutters something to himself in his language. The 
rider stops his bike at the second row of pumps and swings 
himself stiffly out of the seat.

		RIDER
	Do I need a key for the head?

		ATTENDANT
	It's open.

Without taking off his helmet, the Rider sets out for the 
men's room.

		RIDER
		(over his shoulder)
	Fill it up.

		ATTENDANT
	You got it.

The rider's approach frightens the STAR MAN. He backs up to 
the ladies' room door and knocks. There is no answer. He 
tries the knob. With the other hand he inches the gun slightly 
out of his pocket.

INT. LADIES' ROOM - AFTERNOON

Jenny is bent over the sink dabbing nail polish around the 
corners of a paper towel. Her head snaps around to look at 
the doorknob. It holds.

		JENNY
	Just a minute.

EXT. RESTROOMS - AFTERNOON

The STAR MAN tenses and forces a smile as the Rider passes 
in front of him. A VOICE comes from behind the faceplate.

		RIDER
	Howdy... can't get her out.

		STAR MAN
		(thru the smile)
	Gas.

		RIDER
	I know how she feels.

The rider enters the men's room. As the door closes behind 
him, the STAR MAN's face falls and he knocks frantically on 
the ladies' room door. Jenny opens it under his knuckles. He 
blocks the doorway and she backs up as he steps inside.

INT. LADIES' ROOM - AFTERNOON

The STAR MAN looks around. Jenny's eyes widen at what is 
happening behind him. The pneumatic arm above the door is 
pulling it shut to reveal her paper towel pasted to the back. 
The message on it, written in red lipstick, reads: KIDNAPPED 
GOING W ON 169 JADE MUS. LIC#PXV237.

		JENNY
		(stepping around him)
	It's still a toilet. Hasn't become a 
	ballroom.

She tries to swing the door open and hide her message against 
the wall, but she is too slow. The STAR MAN sees it and steps 
forward to read.

		STAR MAN
	Kid-nap-ped... go-ing W o-n...

Jenny realizes he doesn't know what it means.

		JENNY
		(on her way out)
	That's very good.

Other graffiti on the door helps convince the STAR MAN Jenny's 
message has nothing to do with him and after a last look at 
it, he follows her.

EXT. GAS STATION - AFTERNOON

A CAN of Coke CLATTERS DOWN the chute of a drink dispenser. 
Jenny picks it up and, with the STAR MAN hovering at her 
shoulder, moves on to the candy machine. He watches a quarter 
disappear into the slot and when Jenny picks another one out 
of her purse, he points to it.

		STAR MAN
	Money.

		JENNY
	Yes.

She inserts the quarter and makes her selection. A Reese's 
Peanut Butter Cup drops from its position into the pickup 
bin.

		STAR MAN
	What?

		JENNY
	Candy.

Using the change from this and another quarter, she selects 
an Almond Joy.

		STAR MAN
		(as it tumbles into 
		the bin)
	Money... candy.

		ATTENDANT
		(to the STAR MAN)
	That'll be fifteen fifty, sir.

		JENNY
	Here.

She hands him a twenty.

		ATTENDANT
	Thank you.

He goes to make change.

		STAR MAN
		(to himself)
	Thank you.

Jenny pops the top on the Coke can and on the way to the car 
takes a sip.

		STAR MAN
	What is...
		(reads off the can)
	...Coke?

		JENNY
	A drink.

		STAR MAN
		(holds his hand out 
		for it)
	I...

		JENNY
	You want to try it?

		STAR MAN
	I want to try it.

		JENNY
	This stuff could kill...
		(changes her mind and 
		smiles)
	Be my guest.

The STAR MAN fills his mouth, swirls it around and swallows.

		STAR MAN
		(after a loud burp)
	Good.

He hands the can back to Jenny. She looks at it and knows 
there are alien bacteria there her body would not like to 
meet.

		JENNY
	Eh... you keep it. I've had enough.

The STAR MAN takes another drink. He stops dead when he lowers 
the can. Jenny continues for a few steps before she realizes 
he isn't with her. She looks back over her shoulder. Her 
eyes go immediately to where he is looking. The license plate 
PXV 237 hangs like an accusation on the front bumper of the 
Mustang. Jenny decides to brazen it out.

		JENNY
	What's the matter?

		STAR MAN
		(throws the can to 
		the ground)
	Shit!

INT. MUSTANG - AFTERNOON

Jenny and the STAR MAN ride along in tight-lipped silence.

		STAR MAN
	What is kidnapped?

Jenny ignores him.

		STAR MAN
		(yells)
	Kidnapped!!!

She flinches but remains silent. The STAR MAN snatches the 
paper towel off his lap and flaps it in her face, jabbing at 
the word violently with a forefinger.

		STAR MAN
	Kidnapped!!! What is kidnapped?!!

Jenny can't take it anymore and screams back at him through 
tears.

		JENNY
	Kidnapped is what you're doing to me 
	now!!! Kidnapped is pointing a gun 
	at me and taking me from my house! 
	Kidnapped is changing yourself into 
	my husband. I don't know what you 
	are and I don't care. I just want to 
	get away from you!

Jenny's outburst rocks the STAR MAN back into silence. He 
waits for her to calm down, then slowly takes the gun out of 
his pocket.

		STAR MAN
	Jennyhaydn.

She doesn't dare look at him.

		STAR MAN
	I am good.
		(and he slides the 
		.45 under his seat)

EXT. INTERSTATE - NIGHT

Jenny speeds up to pass a truckload of horses.

		STAR MAN
	What is that?

She doesn't answer. The car passes the truck. The highway 
before them is empty.

		JENNY
		(finally)
	Horses.

		STAR MAN
		(without looking at 
		her)
	Horses.

Jenny TURNS ON the RADIO and finds a COUNTRY AND WESTERN 
STATION.

		STAR MAN
	What?

		JENNY
	Music.

It is pleasing to him and he listens for a while, then reaches 
in his pouch and takes out one of the dusty gray marbles. He 
rolls it between his palms. It changes to a glowing gold as 
it grows to the size of a baseball.

		JENNY
		(alarmed)
	What are you doing?!

The STAR MAN brings the globe close to his mouth and speaks 
into it.

		STAR MAN
		(subtitles)
	Iron channel message. Transmute was 
	successful. Have captured one of 
	them. It is taking me to the pick-up 
	point in a land vehicle.
		(eyeing Jenny)
	I think I can control it by mastering 
	its language, which is primitive and 
	easy to learn. Will arrive on time. 
	Wait for me.

The STAR MAN opens his hands and, to Jenny's astonishment, 
the ball rises quickly and seeps through her roof without 
leaving a trace.

EXT. INTERSTATE - NIGHT

The Mustang swerves violently, then straightens itself as 
the ball comes through the roof and surges into the sky.

EXT. SKY - NIGHT

Unexpectedly, Shermin's helicopter storms into view. It is 
so close we can count the rivets. As it clears, we go to:

INT. HELICOPTER - NIGHT

The flow of traffic on the Interstate below is being fed 
into the six television screens from infrared cameras on the 
belly of the craft. The image on the screen under the master 
begins to move and ends in a close-up of a green Mustang. 
It's not Jenny's. With a buzz the red dot appears and Fox's 
face interrupts the view of the Mustang.

		FOX (V.O.)
	I just came from a meeting with the 
	Security Council and
		(the picture breaks 
		up, but the voice 
		continues)
	in view of the extraterrestrial's 
	radical change and the fact that all 
	our efforts
		(the picture re-
		assembles)
	to contact its ship remain unanswered, 
	it was decided to issue a ten state 
	'all points bulletin' for Scott Haydn, 
	Jenny Haydn and the green Mustang. 
	The officers have been instructed 
	not to approach the people or the 
	vehicle but to contact you. You will 
	then move in and contain the subjects.

Shermin rubs his hands over his face while he digests this.

		SHERMIN
		(sorting it out)
	You sure you want this, because... 
	that's putting an awful lot of faith 
	in people we have no control over...

		FOX (V.O.)
	I'm afraid the situation demands 
	that kind of risk.

		SHERMIN
	I don't like it, George...

		FOX (V.O.)
	Dammit Shermin. Earlier you were 
	asking for help. What's changed?

		SHERMIN
	It's messy... the thing's got a gun... 
	We're just asking for somebody to 
	get killed...

		FOX (V.O.)
	We don't know what else to do. We 
	need results.

		SHERMIN
		(accepting)
	You'll get results one way or the 
	other, that's for sure... Okay.

		FOX (V.O.)
	I'm gonna be here if you need 
	anything.

His image is replaced by one of the highway.

		MAJOR BELL
	They're gonna let some local cop 
	blow him away.

		LYMAN
	Save us all a lot of trouble.

		MAJOR BELL
	Jesus Lyman, you're an ignorant fool.

		LYMAN
	Bullshit!

		MAJOR BELL
	You have no conception of this, do 
	you?

		LYMAN
	You jerk! You look at all the 
	sweetness and light and goodness you 
	think'll come out of this. You know 
	what's gonna come out of this... The 
	end of religion, the end of 
	civilization, the end of the earth. 
	We could become slaves, we could 
	become a colony of these things. 
	Don't you see that? Are you too stupid 
	to see that?

		SHERMIN
	Are you ladies through?...

Bell and Lyman look at their feet.

		SHERMIN
	Good... It looks like we might be 
	the welcoming committee, so I think 
	we should try and figure out what 
	we're gonna do if we have to come 
	face to face with this creature.

		LYMAN
	Bell wants us to get down on our 
	knees and bow.

		SHERMIN
		(to Bell)
	Did your people have any contingencies 
	rehearsed?

		MAJOR BELL
	No... I guess we never thought it 
	would happen.

It's Shermin's turn to look at his feet.

		SHERMIN
	Terrific.

On one of the screens behind him the camera has picked up a 
lighted billboard advertising 'Kellogg's Corn Flakes' with 
its slogan 'HAVE A GREAT DAY.'

EXT. HIGHWAY - EARLY MORNING

Jenny's Mustang is barreling along well over the speed limit. 
As it PASSES US, we PAN WITH it TO a sign: SLOW FOR 
INTERSECTION.

EXT. INTERSECTION - EARLY MORNING

A truckload of corn is hurtling down ON US from the north. 
An empty semi is rumbling up from the south. The light is in 
their favor.

INT. MUSTANG - EARLY MORNING

The STAR MAN is driving. It is obvious that he doesn't see 
the red light facing him. But Jenny does. And she also sees 
the trucks closing in from either side.

		JENNY
		(loud)
	Red light!

The STAR MAN doesn't see it, doesn't believe her, doesn't 
slow down.

		JENNY
		(screams)
	Stop!!!

EXT. INTERSECTION - EARLY MORNING

It is as if all three vehicles have heard Jenny. They slam 
on their brakes at the same time and begin to skid toward 
each other. It's going to be close.

INT. MUSTANG - EARLY MORNING

The prows of the trucks loom over Jenny and the STAR MAN 
and, for a fleeting instant, it looks like they will join 
the bugs imbedded in the radiators.

EXT. INTERSECTION - EARLY MORNING

The Mustang barely squeaks through and the trucks slam into 
each other behind it, spilling corn all over the highway.

INT. MUSTANG - EARLY MORNING

It finally comes to a stop on the center line.

		JENNY
	That was a red light!! I told you 
	you have to stop at a red light!!

		STAR MAN
		(sheepish)
	It was yellow.

		JENNY
	You didn't even see it.

The STAR MAN looks back for the traffic light. It is hanging 
from a pole in the middle of the road. Under it the truck 
DRIVERS are climbing out of the cabs.

		STAR MAN
	I will see it next time.

		JENNY
	You better.

The STAR MAN angles back into his lane and begins to pick up 
speed.

EXT. SIOUX FALLS - SOUTH DAKOTA - DAY

Deftly, the STAR MAN moves in and out of the afternoon 
traffic. A bus coming in the other direction hits a pothole 
filled with water and the SPLASH covers the Mustang.

INT. MUSTANG - DAY

Jenny watches the STAR MAN calmly turn on the wipers and the 
washer and clean the windshield. The light above the 
intersection ahead turns red and, even though he is still 
fiddling with the wipers, the STAR MAN manages a smooth stop 
back of the crosswalk.

		JENNY
		(indicating the red 
		dot on the satel 
		compass)
	Why are you going here? What is here?

		STAR MAN
	My...
		(searches for word)
	...car will take me...
		(pokes finger toward 
		sky)
	...up there... home.

The light changes and the STAR MAN continues down the street.

		JENNY
		(at the red dot again)
	When do you have to be here?

		STAR MAN
	I do not understand.

		JENNY
		(rubs her temples and 
		laments to herself)
	How will I do this one?...

The answer is hovering above the city in front of them.

		JENNY
		(pointing to the sun)
	Sun...

		STAR MAN
	Yes.

		JENNY
	Sun... day. No sun... night. You 
	understand?

		STAR MAN
	Yes. Day... night.

		JENNY
	How many days and nights do you have 
	to go...
		(prods the red dot)
	...here?

		STAR MAN
	Three nights... two days.

		JENNY
	That's not much time. I'll just slow 
	you down. I have to sleep. I'm very 
	tired. And I have to wash and eat. 
	You don't...

		STAR MAN
	I need you.

		JENNY
	I won't tell anybody if that's what 
	you're worried about. I promise. 
	You'll keep...

		STAR MAN
	No.

		JENNY
	You'll keep the car. I'll take a 
	bus...
		(an awful possibility 
		occurs to her)
	Am I going up there with you... in 
	your ship... up there?

		STAR MAN
	No.

		JENNY
	Then let me go. You don't need me.

		STAR MAN
	No.

		JENNY
	I feel like I'm going crazy here. 
	You're Scott. But he's dead. I don't 
	know what's real anymore. I can't be 
	here with you.

The STAR MAN is unyielding.

		JENNY
	Do you understand what I'm saying to 
	you? You can keep the car.
		(she hands him some 
		money)
	That should be enough for gas from 
	here to there. Please let me go.

		STAR MAN
		(taps the red dot on 
		the satel compass)
	When we get here.

Jenny slams herself angrily back in the seat.

		JENNY
	You bastard.

Her upper lip trembles and, in spite of herself, she might 
cry. The STAR MAN sees the center lane is open. He checks 
his side mirror and drifts over, only to be caught by a light. 
The car is still rolling when Jenny makes her move. She throws 
open the door and, by the time the STAR MAN turns around, 
she is out and running.

		STAR MAN
	Jennyhaydn!

He takes his foot off the brake to go after her and the car 
lurches into the cross traffic. He clambers back behind the 
wheel, regains control and cuts a hard right in front of the 
other car waiting at the light.

EXT. STREET - SIOUX FALLS - DAY

Over her shoulder, Jenny can see the Mustang coming. She 
dodges up a brick walkway toward a J.C. Penney shopping mall. 
The Mustang skids to a stop at the curb. The STAR MAN jumps 
out in time to see Jenny push her way past a stream of 
pedestrian traffic and enter the mall. He leaves the car and 
zigzags through the people in that direction.

INT. SHOPPING MALL - DAY

As he barges in, the STAR MAN accidentally knocks a cup of 
Coke out of a YOUNG MAN's hand.

		YOUNG MAN
	Hey!!

In a panic to find Jenny, he continues jostling past people 
to look in the shops that border the atrium.

MEZZANINE

Jenny warily approaches the railing and peers over. Below 
her the STAR MAN comes out of a record store. She turns away 
and gets on the escalator to the second floor.

ON THE GROUND FLOOR

The STAR MAN thinks he sees Jenny in an electronics store, 
but when the girl turns around, it is obviously not her. 
Backing out of there, he knocks over a sandwich board 
advertising a restaurant. The LOUD THWACK it makes when it 
hits the cement turns faces in his direction.

Jenny's is not among them. His eyes raise to the mezzanine. 
Maybe she's there. He looks wildly around for a way up. He 
spots the escalator and, trying to keep the upper floor in 
view while he runs for it, he slams into an unattended pram.

It begins to tip over. The BABY INSIDE SCREAMS. The STAR MAN 
manages to snatch it out of the carriage before it hits the 
floor. He is looking for a place to put it when the MOTHER 
comes charging out of a plant store.

		MOTHER
	My baby!!! He's stealing my baby! 
	Burt!!

The STAR MAN holds the baby out to her.

She grabs it out of his hands and he turns to leave.

		MOTHER
	Burt!! Somebody stop him!! He was 
	stealing my baby!!

Two tough-looking MEN in T-shirts step in to block the STAR 
MAN's way to the escalator.

		MAN
	Where you think you're going?

Not understanding, the STAR MAN tries to get by them. They 
push him back.

		STAR MAN
	Please.

A tall, skinny blond man with spectacles elbows his way to 
the Mother.

		MOTHER
	He was trying to steal Gloria.

Two steps and Burt is on the STAR MAN. He spins him around.

		BURT
	Is that right? Huh?

He throws him back against the crowd that has gathered.

		STAR MAN
		(stutters)
	Please.

Burt pulls the STAR MAN up by his shirt front and shakes 
him.

		BURT
	Is that right? Come on. Answer me.

Fear erases the STAR MAN's tenuous grasp of English and he 
begins to jabber in his own language. This makes Burt even 
madder.

		BURT
	Were you trying to steal my baby? 
	Huh? Answer me!

		STAR MAN
	Jennyhaydn!

SECOND FLOOR

Jenny has just gotten on the escalator to the third floor 
when she hears her name. She knows she shouldn't but she 
gets off and joins the crowd at the railing. From there, she 
can see the STAR MAN trapped in a circle of people. He clubs 
Burt away from him and tries to thrash his way out of the 
mob.

		STAR MAN
	Jennyhaydn!

One of the T-shirts throws him back and Burt begins to punch 
him. We MOVE IN UNTIL we are CLOSE ON Jenny's face.

GROUND FLOOR

Some of the onlookers have joined Burt in his attempt to 
bring the STAR MAN down. Growling in his own language, the 
STAR MAN fights back as best he can. The sleeve of his 
windbreaker is torn. One of the T-shirts lands a blow on his 
right shoulder that turns the STAR MAN around. He takes a 
blow on the chest. Another in the kidneys. Burt gets a grip 
on the STAR MAN's left wrist and holds on. The attackers 
close in. Jenny's voice cuts through the din.

		JENNY (O.S.)
	Stop it!!! Stop it!!!

She barges into the fray and starts peeling the men away 
from the STAR MAN.

		JENNY
	Get away from him!! Leave him alone!! 
	You stupid jerks!! He's retarded!! 
	Can't you see that?!! Get away from 
	him!!

The men do. Jenny pushes the sleeve of the torn wind-breaker 
back up on the STAR MAN's shoulder.

		MOTHER
	He was stealing my baby...

		JENNY
	You're wrong!! He would never do 
	anything like that!!
		(takes STAR MAN's 
		hand)
	Let's go...

		MOTHER
	He had Gloria in his hands!

		JENNY
	He's retarded! I shouldn't have left 
	him alone!

She starts to push out of the circle. Burt steps in to block 
her.

		JENNY
		(hisses)
	Get out of my way.

She stares at him until he does, then leads the STAR MAN 
down the path that opens for them in the crowd. They pass a 
MALL GUARD who has just arrived.

EXT. STREET - SIOUX FALLS - DAY

		JENNY
	Are you okay?

Still shaken, the STAR MAN nods. Jenny realizes that it is 
comforting to him to have his hand in hers and she leads him 
like a child down the sidewalk to the Mustang.

		STAR MAN
		(as Jenny puts him in 
		the passenger seat)
	Thank you.

The Mall Guard follows them down the walk-way and watches 
them drive off. He scribbles the license number in his 
notebook.

INT. GREYHOUND BUS STATION - SIOUX FALLS - DAY

At the counter Jenny puts her Visa card back into her wallet 
while the CLERK staples the pages of a ticket into a travel 
folder.

		CLERK
		(handing it to her)
	Gate three. It's boarding now.

		JENNY
	Thank you.

		CLERK
	Have a nice trip.

We FOLLOW Jenny THROUGH the people milling around the benches 
in the waiting area TO the STAR MAN seated in an open-faced 
coffee shop. He is watching a MOTHER feed her baby in the 
booth across from him. A map of the United States is spread 
out on the formica. Jenny plunks herself down catty-cornered 
from him. The tear in his sleeve has been closed with safety 
pins.

		JENNY
	The closest I was able to get you 
	was Lathrop Wells...

		STAR MAN
		(pointing to baby)
	Is that a baby?

		JENNY
	Yes.

		STAR MAN
	A baby is a new person?

		JENNY
	Eh... yes...

		STAR MAN
	Do you have a baby?

		JENNY
	No... The closest...

		STAR MAN
	Why?

		JENNY
	I'd love to have a baby. But I 
	can't...

		STAR MAN
	Why?

		JENNY
	I can't... Forget the baby. Okay? 
	The closest I was able to get you 
	was Lathrop Wells. You'll have to 
	hitchhike the rest of the way.

The STAR MAN looks at the map. Lathrop Wells is a small town 
north of Las Vegas on Highway 95. From there he runs his 
finger to a spot in the Funeral Range of Death Valley.

		STAR MAN
	But I must go here.

		JENNY
	I know that. But the buses don't go 
	there.

		STAR MAN
		(suspicious)
	What is hitchhike?

		JENNY
	That's easy. I'll explain that in a 
	minute. This is your ticket. When 
	you get on the bus here, the driver 
	will take this part. You will ride 
	to Omaha. When you get to Omaha, ask 
	the driver. 'Salt Lake City, please. 
	I do not speak English.'

The STAR MAN nods that he understands.

		JENNY
	Say it.

		STAR MAN
	'Salt Lake City, please. I do not 
	speak English.'

		JENNY
	The driver will...

		STAR MAN
	But I speak English.

		JENNY
	Will you please do it my way? You'll 
	get into trouble if you don't. If 
	anybody talks to you, tell them... I 
	do not speak English.

		STAR MAN
		(indignant)
	I do not speak English.

		JENNY
	Right. In Omaha the driver will put 
	you on the bus for Salt Lake City 
	and the new driver will take...
		(bends back second 
		portion of ticket)
	...this part. When you get to Salt 
	Lake City, ask the driver, 'Las Vegas, 
	please'...

		STAR MAN
		(impatient)
	'Las Vegas, please. I do not speak 
	English.' What is hitchhike?

		JENNY
	You want this ticket?

		STAR MAN
	Yes.

		JENNY
	Then don't be smart.

		P.A. SYSTEM (V.O.)
	Last call for bus 33 to Vermillion, 
	Sioux City and Omaha... loading at 
	Gate 3.

		JENNY
	That's your bus.
		(picks up the map and 
		folds it)
	When you get to Las Vegas, ask the 
	driver. 'Lathrop Wells, please. I do 
	not speak English.'

		STAR MAN
		(falling into step 
		next to her)
	'Lathrop Wells, please. I do not 
	speak English.'

		JENNY
		(hands him the map)
	You keep this. Now this is hitch-
	hike...
		(stops in the middle 
		of the waiting area 
		to illustrate)
	You stand on the side of the road, 
	the highway... you understand? And 
	you face the cars going in the 
	direction you want to go. When you 
	see a car or a truck coming, you 
	stick out your thumb like this...

Jenny takes a few sweeps at an imaginary highway with her 
thumb. The stares this pantomime draws make the STAR MAN 
more nervous about the bus trip than he already is.

		JENNY
	Your thumb tells the driver that you 
	want a ride.

		STAR MAN
	The car will stop?

		JENNY
		(continuing toward 
		the loading platform)
	Not every car, but... a car will 
	stop... Maybe not the first car... 
	maybe number eight, number fifteen...

The STAR MAN stops.

		STAR MAN
	When do I get to Lathrop Wells?

		JENNY
	Tomorrow morning. Start hitch-hiking 
	right away and...

Jenny pushes open a glass door to:

EXT. LOADING PLATFORM - DAY

		JENNY
	...you'll have plenty of time to get 
	to where you want to go.

The STAR MAN hangs back when he sees the security guards.

		JENNY
	Don't worry. They're not going to 
	hurt you. Come on.
		(gives him ticket)
	Only show this to the driver. Nobody 
	else. And don't lose it.

		STAR MAN
	Can I have the gun?

		JENNY
	No.

She maneuvers him into the end of the line.

		JENNY
	You might need this.

She takes some of the paper money out of her wallet and stuffs 
it in his pocket.

		JENNY
	Don't be afraid. Do what I told you 
	and you'll be okay.

		STAR MAN
		(nervous)
	Yes.

The line moves forward a step.

		JENNY
	Well... I'm going to go now.

		STAR MAN
	Go?

		JENNY
	Yes. I have a long ride ahead of 
	me...
		(takes his hand)
	Goodbye.

		STAR MAN
	Goodbye.

He watches her walk away.

		STAR MAN
	Jennyhaydn.

		JENNY
	Yes?

		STAR MAN
	Please stay.

Jenny comes back and takes his hand.

		JENNY
	I'll stay till you get on the bus.

A family of four climbs aboard and the line moves up. The 
STAR MAN is alert to everything happening on the platform. 
Jenny sneaks him an affectionate look. No one in front of 
him has baggage to check and they move quickly past the DRIVER 
until the STAR MAN is next in line.

		DRIVER
	Ticket?

The STAR MAN hands the Driver his ticket. The Driver rips 
out the first coupon and hands it back.

		JENNY
	See? You're going to be okay.

When they stop at the door, she impulsively kisses him on 
the cheek.

		JENNY
	Goodbye.

		STAR MAN
		(touches his cheek)
	What?

		JENNY
	It's a kiss...
		(she motions for him 
		to get on the bus)
	Goodbye...

		DRIVER
	Let's go.

The STAR MAN climbs the steps just ahead of him. The door 
closes. Its ENGINE REVVING, the bus backs out of its stall. 
Jenny catches a glimpse of the STAR MAN bent over in the 
aisle looking out at her. She waves until the bus rounds the 
building.

EXT. GREYHOUND PARKING LOT - DAY

Jenny's green Mustang loops around the end of a row of cars 
and heads for the street.

INT. MUSTANG - DAY

LOOKING OVER Jenny's SHOULDER, we SEE the Star Man waiting 
for her at the curb.

		JENNY
		(softly)
	Oh no...

She stops next to him and rolls down her window.

		JENNY
	What happened?

		STAR MAN
	I was afraid.

Jenny moans and lays her head on the vinyl of the window 
sill. When she raises up, he smiles at her.

		JENNY
	Okay, you win. Get in.

INT. SHOPPING MALL - DAY

Shermin is standing next to the security guard in the middle 
of a knot of shouting people.

		SHOPKEEPER
	This kind of thing's real bad for 
	business...

		TOUGH
	He couldn't even speak English.

		MOTHER
	Those kind of people should be shot.

		ONLOOKER
	What happened?

		WAITRESS
	I think he was just lost...

		BURT
	Who's side are you on?

		TOUGH
	No way he was going to get away from 
	me.

We move in on a lapel mike pinned to the front of Shermin's 
shirt.

INT. HELICOPTER - DAY

The hubbub in the shopping center is being recorded on a 
tape deck. Lyman, a phone to his ear, is seated in front of 
the television screens.

		LYMAN
	Where's that?... And it was one 
	person, one way...

He hangs up and heads for the rear door. Jenny Haydn's current 
Visa statement occupies the upper left screen. The last two 
items are circled: The charge for the Greyhound ticket and 
the credit for the return of that ticket.

EXT. SHOPPING MALL - DAY

The security guard tags Shermin into the parking lot.

		SECURITY GUARD
	Eyewitnesses are the worst. You get 
	two of them together. You got three 
	stories. You know what I mean?

Shermin sees Lyman come out of the crowd surrounding the 
police cars in front of the helicopter.

		SECURITY GUARD
	Is there a reward in this?

		SHERMIN
	Huh?... Eh... no, there isn't

		SECURITY GUARD
	Because I'm the one who called the 
	police, you know.

		SHERMIN
	Yeah, thanks. We appreciate that.

		SECURITY GUARD
	Hey, it's none of my business why 
	you're chasing a retard... You want 
	my opinion, it's the girl. She had 
	to hold the guy's hand all the way 
	to the car like he was a kid.

		SHERMIN
	You saw that?

		SECURITY GUARD
	Hey... he didn't look like no big 
	time criminal to me.

Lyman meets them. It is obvious he has something to tell 
Shermin.

		SECURITY GUARD
	Eh... the store tells you to call 
	when there's trouble, so they won't 
	get sued... But that shouldn't matter 
	if there's a reward, right?

		SHERMIN
	I wouldn't think so.

		SECURITY GUARD
		(peeling off)
	That's what I thought. So remember 
	it was me because sometimes rewards 
	come late, you know.

		SHERMIN
	We will.
		(he turns to Lyman)
	Something's wrong here. She's helping 
	him now.

		LYMAN
		(alarmed)
	I know. She bought him a ticket for 
	Lathrop Wells and put him on the 
	bus. He didn't stay on though and 
	they drove off together.

		SHERMIN
		(shaking his head)
	Doesn't make sense.

		LYMAN
	Maybe he's turned her into one of 
	them. They enter the crowd around 
	the helicopter.

EXT. INTERSTATE 29 - DAY

The Mustang cruises along between fields of corn.

		JENNY (V.O.)
	Why did your ship land on this 
	planet... on Earth?

		STAR MAN (V.O.)
	It was a mistake.

INT./EXT. MUSTANG - DAY

The following conversation will be played over various views 
of Americana: a station wagon load of kids, waving and 
laughing, lovers kissing at a bus stop, billboards, car lots, 
a dog taking a leak against a tree, cheerleaders practicing 
on a football field, a funeral cortege, a telephone repairman 
up on a pole.

		JENNY
	You thought we were a different 
	planet?!

		STAR MAN
	No. My ship was doing a map of all 
	the suns and...

		JENNY
	Stars... When a sun is far away, we 
	call it a 'star.'

		STAR MAN
	We were doing a map of the stars and 
	all the other things up there when 
	we saw a small ship. My... eh... we 
	kidnapped it. On it there was a map 
	that said how to come to Earth. This 
	was very important. Before then, we 
	thought we were the only people in 
	all the stars.

		JENNY
	You did? That's funny. So did we.

		STAR MAN
	Yes?

		JENNY
	Yes.

		STAR MAN
	We told our home, and the people who 
	tell us what to do on my planet said 
	to come and look but not to talk, 
	not to land, not to shoot. Just to 
	look from up there. We came and... 
	the driver of my ship...

		JENNY
	The captain...

		STAR MAN
	The captain wanted to land to see 
	close and to get some things from 
	Earth to take home. The police came 
	and shot at us. One of the people 
	from my ship was killed.

		JENNY
	Oh, that's terrible. I'm sorry. Was 
	he a good friend?

		STAR MAN
	I don't understand 'friend.'

		JENNY
	A friend is a person that is good to 
	you... someone you like to be with... 
	someone you like to laugh with...

		STAR MAN
	He was a good friend... The captain 
	took the ship away fast and I was 
	not in the ship.

		JENNY
	The police shouldn't have started 
	shooting. But you can hardly blame 
	them. You surprised them. They didn't 
	know you were up there. When they 
	saw you, they thought you were here 
	to hurt us.

		STAR MAN
	I understand.

		JENNY
	Sounds like your captain's going to 
	get hell when he gets back home.

		STAR MAN
	What is hell?

		JENNY
	It's bad.

		STAR MAN
	He will.

Pause. Jenny feels the STAR MAN staring at her. She turns to 
look at him. His gaze doesn't waver. She looks back at the 
road, then back at the STAR MAN.

		JENNY
	What are you doing?

		STAR MAN
	Are you my friend?

		JENNY
	Yes.

		STAR MAN
		(smiles)
	I am your friend.

EXT. INTERSTATE 80 - NIGHT

Jenny's Mustang is whipping west out of Lincoln, Nebraska. 
We HEAR A JUMBLE OF RADIO STATIONS as the SELECTOR is RUN 
THROUGH THE FREQUENCIES.

INT. MUSTANG - NIGHT

Jenny is driving. The STAR MAN finds a RELIGIOUS STATION ON 
the RADIO.

		PREACHER (V.O.)
		(on radio)
	God is your creator. God is your 
	master. God is you savior. God is 
	the only reason that you exist. If 
	God...

		STAR MAN
		(during the above)
	Who is God?

Jenny is tired. She doesn't want to get into that.

		JENNY
	Nobody knows.

		STAR MAN
	Why?

		JENNY
	I don't know.

The STAR MAN lets it drop and finds a COUNTRY AND WESTERN 
STATION.

		STAR MAN
	I like this music.

		JENNY
	I've noticed... Do you understand 
	what they're saying?

		STAR MAN
	Not all... but it feels like a kiss.

Jenny smiles at him, then:

		JENNY
	Do you have music up there?

		STAR MAN
	Yes.

		JENNY
	I'd like to hear it. Can you sing 
	something?

		STAR MAN
	I do not want to.

		JENNY
	Don't be afraid... I'd really like 
	to hear it.

She TURNS OFF the RADIO.

		JENNY
	Please.

He turns away from her, clears his throat and begins. His 
singing is like nothing we have ever heard. Vibrations of 
tones and glottal stops blend into a haunting, seductive 
fugue. The STAR MAN stops.

		STAR MAN
	I am not a good singer.

		JENNY
	That was beautiful.

		STAR MAN
		(incredulous)
	You liked my singing?

		JENNY
	Yes. Sing some more.

EXT. INTERSTATE 80 - NIGHT

With the STAR MAN's SERENADE WAFTING over the Nebraska plains, 
we FALL BACK TO FIND a Highway Patrol car tagging along at a 
safe distance behind the Mustang.

EXT. BEST WESTERN MOTEL - NIGHT

The STAR MAN stops the Mustang in front of the office. He 
and Jenny get out and go inside. As the door closes on them, 
three Nebraska Highway Patrol cars speed up the off-ramp. 
The lead car turns right on a surface street and enters the 
motel parking lot at the far end.

The middle car goes straight across the intersection and 
positions itself at the curb next to the driveway, giving 
access to a frontage road which leads to an on-ramp. The 
last car also turns right on the surface street, but parks 
in a restaurant parking lot directly across from the office.

INT. OFFICE - BEST WESTERN MOTEL - NIGHT

In answer to Jenny's bell, the night CLERK comes out of the 
living quarters in the back, finger combing his sleep-rumpled 
hair.

		CLERK
	What can I do for you folks?

		JENNY
	How much are your rooms?

		CLERK
	Thirty-seven fifty for one person, 
	forty-nine fifty for two.

Drawn by the bright colors on their covers, the STAR MAN 
wanders over to the magazine rack. By chance, he selects a 
copy of 'Playgirl' and begins to look through it.

		JENNY
	You have one with two beds?

		CLERK
	Sure.

		JENNY
	I'll take that.

		CLERK
		(slides her a 
		registration card)
	Fill this out.
		(as Jenny writes)
	Will this be cash or credit card?

		JENNY
	Credit card.

		CLERK
	I'll have to run your card off now.

		JENNY
		(digging through her 
		purse)
	We're only going to be here a few 
	hours...

		CLERK
	It's still the full price.

		STAR MAN
	Jenny, look...

From behind the STAR MAN, we WATCH Jenny react to the open 
Playgirl centerfold that he is holding up.

		JENNY
	Put that back.

		STAR MAN
	But I have never seen this before. I 
	am not complete.

Although we cannot see it, we know what he is pointing at.

		JENNY
	Put it back.

The STAR MAN swivels the picture around so that he can see 
it. Jenny hands the smirking Clerk her credit card. He steps 
to the side and inserts it into the imprinter. Out of the 
corner of his eye, he sees a dot of light leave the STAR 
MAN's forehead to drop behind the magazine and into his 
trousers.

The Clerk glances over at Jenny to see if she hears the 
HISSING that is going on behind the STAR MAN's fly. She does 
and she hopes it'll stop soon. His eyes on the STAR MAN, the 
Clerk fumbles the key to 117 off the rack.

		CLERK
	You can park your car in front of 
	the room.

He drops the key on the counter.

INT. MIDDLE PATROL CAR - NIGHT

Through his side window, the DRIVER can see the motel office.

		DRIVER
		(into microphone of 
		his radio)
	What did these two do?

INT. LAST PATROL CAR - NIGHT

		SECOND DRIVER
	All anybody knows is that they're 
	armed and dangerous.

In the office, he can see Jenny and the STAR MAN leave the 
counter and head for the door. He raises a pair of binoculars 
to his eyes for a good head-on look at them.

THROUGH THE BINOCULARS

We SEE Jenny and the STAR MAN come out of the motel office.

BACK TO SCENE

The Second Officer lowers the glasses and looks down at the 
telex pictures of Jenny and the STAR MAN taped to the 
dashboard.

		SECOND OFFICER
	Be a piece of cake for us to take 
	'em.

INT. LEAD PATROL CAR - NIGHT

THROUGH the WINDSHIELD, we can SEE Jenny and the STAR MAN 
approaching the Mustang.

		THIRD DRIVER
	National Security folks should be 
	here any minute. Let them take care 
	of it. That's what they get the big 
	bucks for.

EXT. BEST WESTERN MOTEL - NIGHT

		STAR MAN
	I want a drink. May I have two 
	quarters?

At the passenger door, Jenny sets her purse on the car roof 
to take out her wallet.

		JENNY
		(handing it to him)
	You shouldn't drink so much of that 
	stuff. It's bad for you.

		STAR MAN
	On the radio they say it's good.

		JENNY
	Hurry up.

Over her purse she notices the patrol car facing her from 
the restaurant parking lot. There is certainly nothing unusual 
about a patrol car in a restaurant parking lot. She shrugs 
it off and gets in the Mustang.

INT. MUSTANG - NIGHT

Jenny's behind hasn't even hit the seat before she sees the 
patrol car parked on the frontage road off to her left. She 
looks at the STAR MAN. He's busy pounding on the drink 
machine. She turns around to check the lot behind her and 
spots the patrol car there.

		STAR MAN
		(coming to the car 
		with a drink can in 
		each hand)
	The machine gave me two. Should I 
	put one back?

		JENNY
	No. Get in.

		STAR MAN
		(rounding the hood)
	You can have one.

		JENNY
		(as he gets in)
	I'm not sleepy anymore. Let's drive 
	for a little while longer.

The STAR MAN stiffens when he sees the patrol car on the 
frontage road.

		STAR MAN
	Are you angry at me?

		JENNY
	No. I'm just not tired. Let's go.

EXT. BEST WESTERN MOTEL - NIGHT

The Mustang moves toward the frontage road.

INT. LAST PATROL CAR - NIGHT

		SECOND DRIVER
		(as the Mustang rolls 
		onto the frontage 
		road)
	They made us. Let's get 'em.

EXT. BEST WESTERN MOTEL - NIGHT

All three patrol cars jam on their rack lights and, with 
their SIRENS HOWLING, peel out after Jenny and the STAR MAN.

INT. MUSTANG - NIGHT

At the SOUND, the STAR MAN snaps his attention to the rear 
view mirror. It's ablaze with police lights. He tromps on 
the gas.

		JENNY
	No.

INT. HELICOPTER - NIGHT

Shermin is patched into the Nebraska Highway Patrol and is 
listening to the pursuit.

EXT. INTERSTATE 80 - NIGHT

The Mustang careens down the on-ramp and squeezes into the 
traffic a hair's breath ahead of an 18-wheeler. This cuts 
off the patrol cars momentarily, but the Mustang doesn't 
have the speed to stay ahead of them. Using the other cars 
on the road as shields, the STAR MAN dodges from lane to 
lane trying to keep the police from coming alongside.

INT. MUSTANG - NIGHT

The lead patrol car feints forward on the STAR MAN's side. 
The STAR MAN sways over to cut it off and the middle patrol 
car slips in next to Jenny. The STAR MAN grabs the gun from 
under the seat.

		JENNY
	No!!! No!!!

INT. MIDDLE PATROL CAR - NIGHT

		DRIVER
	He's got a gun!!

INT. MUSTANG - NIGHT

Jenny screams.

A shotgun blast from the middle patrol car rips through the 
door and into Jenny. Part of the FRONT WINDOW is BLOWN OUT. 
Bleeding badly, she slumps against the STAR MAN.

		STAR MAN
	Jennyhaydn! Jennyhaydn!!

Her eyelids flutter open and she tries to speak, but can't. 
The middle patrol car is lining up for another shot. The 
STAR MAN slams the Mustang into it, sending it spinning onto 
the shoulder and into a ditch.

The last patrol car speeds up to replace it. The lead patrol 
car slips in next to the STAR MAN. They've got him in a 
sandwich. The STAR MAN stands on his brakes.

EXT. INTERSTATE 80 - NIGHT

Caught by surprise, the patrol cars rocket ahead of him. The 
Mustang cuts across the swatch of land that acts as a center 
divider in the highway and races west in the eastbound lanes.

INT. MUSTANG - NIGHT

The STAR MAN squints against the headlights of the on-coming 
traffic as he calmly wedges his way straight through it.

EXT. INTERSTATE 80 - NIGHT

The lead patrol car tries to follow him but is clipped by a 
Cadillac swerving to avoid the STAR MAN and bounced back 
into the center divider. The last patrol car parallels the 
Mustang in the westbound lanes.

INT. MUSTANG - NIGHT

The STAR MAN realizes he's still boxed in. A car carrier 
swerves by on his left. The lane behind is open. The STAR 
MAN takes advantage of the opportunity.

EXT. INTERSTATE 80 - NIGHT

The Mustang vaults off the shoulder of the highway into an 
open field and bullets away through the weeds.

The rush of oncoming traffic traps the three patrol cars in 
the center divider.

INT. MUSTANG - NIGHT

Jenny moans as the car jostles over the rough ground. The 
STAR MAN puts out a hand to cushion her ride. His headlights 
pick up a gravel road splitting the field and he turns onto 
it. In a quick look back, he sees the patrol car shooting 
across the highway after him.

EXT. GRAVEL ROAD - NIGHT

We FOLLOW the Mustang as it winds upward through the grazing 
lands sparsely dotted with clumps of trees. The plume of 
dust kicked up by the fleeing car is turned silver by a full 
moon. The WAIL OF the PATROL CARS is DISTANT BUT CLOSING.

EXT. PASTURE - NIGHT

The Mustang barrels around a curve and slides to a surprise 
stop before a gate in a barbed wire fence that ends the road. 
With the .45 in his hand, the STAR MAN jumps out of the car 
and tries the gate. It is locked.

When he turns back to the car, he sees something that 
frightens him more than the approaching patrol cars. A 
helicopter has joined the chase. He looks for a place to 
hide. A stand of cottonwood and elm fifty yards on the other 
side of the gate offers the only protection.

The STAR MAN opens the passenger door. Jenny is soaked in 
her own blood. He hooks the strap of her purse over his 
shoulder, lifts her tenderly and, cradling her in his arms, 
wiggles between a fence post and the gate and jogs into the 
trees.

EXT. PASTURE - NIGHT

The helicopter sets down behind the Mustang. Shermin leads 
Bell, Lyman and the technicians to the car.

		LYMAN
		(seeing the blood on 
		the passenger seat)
	One of them must be pretty badly 
	hurt.

Shermin pushes the seat forward. The STAR MAN's life-support 
suit is stuffed in the space behind it. The patrol cars skid 
around the curve.

		SHERMIN
		(to Bell, indicating 
		the suit)
	Get this back to the copter.

Shermin takes a bullhorn from Lyman and goes around to the 
front of the Mustang. The highway patrolmen get out of their 
cars behind him.

		SHERMIN
		(bullhorn to woods)
	Mrs. Haydn, please come out. We don't 
	want to hurt you or your friend. 
	Please put down your weapon and come 
	out.

EXT. TREES - NIGHT

Jenny's limp weight is beginning to slow the STAR MAN. He 
hears the bullhorn but doesn't stop.

EXT. PASTURE - NIGHT

Shermin lowers the bullhorn and speaks to the patrolmen.

		SHERMIN
	Okay, fan out. These people have a 
	gun but we want them alive. 
	Understand?

EXT. TREES - NIGHT

A deep shadow on the other side of an elm offers a likely 
hiding place. He moves through the underbrush toward it. 
Without warning, his feet begin to slip out from under him. 
He struggles to regain his balance.

When he does he looks down to find himself staring at a RAGING 
RIVER 150 feet below. The bank on the other side is just a 
few feet above the water and in the moonlight he can see a 
flat plain cut by a highway that stretches into the distance. 
Slowly, he backs away from the edge of the cliff.

From under the elm he watches the helicopter sweep out over 
the ravine. Its searchlight darts toward him bleaching the 
treeline. The overhanging branches cloak him and Jenny and 
the light passes without picking them up. The STAR MAN adjusts 
his grip on Jenny and starts off in the opposite direction 
from the helicopter to look for a way down the cliff.

EXT. TREES - NIGHT

Shermin, his people and the patrolmen are combing the woods 
with flashlights in a picketline search. The Third Driver 
stops at the mouth of a clearing that runs between the 
cottonwood and elm to the cliff. He takes a bite off a block 
of chewing tobacco.

As he replaces it in his pocket, he sees a shadow flit across 
the far end of the clearing. He swings his flashlight in 
that direction. The beam catches a piece of Jenny and the 
STAR MAN.

		THIRD DRIVER
	Over here! They're over here!

EXT. TREES - NIGHT

Standing on the rim of the gorge, the STAR MAN sees the rays 
of his pursuers' flashlights choking off any possible escape. 
He eases Jenny to the ground behind a boulder. She whimpers 
with the pain.

		STAR MAN
		(strokes her cheek)
	You will be all right.

He stretches over the top of the boulder and scatters FOUR 
SHOTS at the lights.

EXT. TREES - NIGHT

The patrolmen, the technicians and Shermin all hit the ground 
and kill their lights.

		SHERMIN
	Mrs. Haydn, we don't want to hurt 
	you. Put down your gun and come out. 
	We just want to talk to your friend.

THE STAR MAN AND JENNY

The STAR MAN peers around the boulder. At that instant the 
searchlight from the helicopter happens to splash across the 
men in the field. He sees that their guns are drawn and 
pointed in his direction. The STAR MAN pulls back and takes 
a marble from his pouch. It grows and glows gold as the STAR 
MAN rolls it between his palms. When it reaches the size of 
a baseball, he clutches it firmly in his right hand and 
EMPTIES the .45 toward Shermin and the police. This time, 
there is a BARRAGE OF ANSWERING FIRE.

With the BULLETS RICOCHETING around him, the STAR MAN lifts 
Jenny to his shoulder. He massages the golden orb until it 
becomes the size of a soccer ball, then takes two quick steps 
to the edge of the cliff and leaps into the abyss.

EXT. ABYSS - NIGHT

The upward thrust of the ball supports their fall and under 
its glow they begin a slow descent to the other side of the 
river. Above them, the helicopter dips back and locks its 
searchlight on the shelf of boulders they just left.

EXT. PLAIN - NIGHT

The STAR MAN sets down with the smoothness of a man stepping 
off an escalator. He looks over his shoulder. The helicopter 
is still concentrating its spotlight on the ridge. He speaks 
to the ball in his language.

		STAR MAN
		(subtitles)
	Iron channel message. Almost caught 
	by pursuers. This may hinder escape. 
	Wait for me.

He lets the ball go and, with even more velocity than the 
others, it zips into the sky.

							DISSOLVE TO:

EXT. TRUCK STOP - NIGHT

A WOMAN in a Frederick's of Hollywood negligee lets a TRUCK 
DRIVER out of one of the Winnebagos parked to the side of 
the main building.

		WOMAN
	Don't forget to tell the boys where 
	you had a good time.

		DRIVER
		(calling back to her)
	You weren't that good.

Her rusty laugh follows him into the parking lot. He walks 
between the trucks to a semi which has half of a pre-fab 
mobile home tied onto its flat-bed. The polyethylene that 
covers the open side of the house flaps in the WIND at the 
lower corner next to the cab. The Driver opens his door. He 
takes out a staple gun and refastens the dark green plastic 
to the house frame.

INT. HALF HOUSE - NIGHT

In the middle of the empty bedroom, the STAR MAN tries to 
cushion Jenny against the sudden JOLTS made by the semi as 
it lumbers out of the parking lot.

EXT. HIGHWAY 76 - NIGHT

With the Driver taking it smoothly through the gears, the 
semi picks up speed.

INT. HALF HOUSE - NIGHT

The STAR MAN moves Jenny into a rectangle of moonlight shaped 
on the floor by a high, wide window and strips off her blouse.

The cold light marbles Jenny's skin and makes the blood from 
her wounds appear black. With her blouse, the STAR MAN wipes 
away the blood on the right side of her head and neck. He 
finds a deep glass cut on her cheek and two entry points in 
her neck. He concentrates on her cheek and we can SEE the 
glow of his brain through his human skin.

A bit of the white light comes out of his forehead. It tumbles 
across to Jenny's cheek and settles into the wound. The STAR 
MAN watches intently as one end of the wound flares brightly 
for an instant, then dies. The flesh left behind has been 
closed without a scar.

A larger piece of light drops out of his forehead into what's 
left of the gash. With that area suffused in a healing glow, 
he shifts his focus to the pellet holes on her neck. He sends 
two pieces of light plunging into the wounds. Immediately, 
they spread into halos which we can SEE radiating from under 
the skin.

Out of the night comes a LONG BLAST ON the AIR HORN and the 
STAR MAN has to steady Jenny as the truck swerves around 
something in the highway.

When it settles back into its ride, the STAR MAN wipes the 
blood off Jenny's shoulder. The beams of the passing cars 
through the plastic catch the fatigue on the STAR MAN's face 
as he works over Jenny.

EXT. HIGHWAY 76 - NIGHT

With its pre-fab house, the semi rumbles through Julesburg, 
Sterling and Ft. Morgan. By the time it gets to Denver, dawn 
is beginning to color the tips of the Rocky Mountains.

INT. HALF HOUSE - DAWNBREAK

It's still dark in here. With a chunk of light in his left 
hand, the STAR MAN dabs at the last of Jenny's wounds, leaving 
behind a phosphorescent bandage. More of these patches glimmer 
up and down her right side. He checks her over to see if 
he's missed a wound. He hasn't.

He covers her with his windbreaker and, exhausted by his 
efforts, sits back against the wall. He waits to see that 
Jenny is sleeping comfortably, then presses the palms of his 
hands together. The satel compass appears between them. The 
green dot tells him he is still on course.

EXT. INTERSTATE - SUNRISE

Colorado Highway PATROLMEN are dropping orange fluorescent 
cones across two of the three westbound lanes to form a 
roadblock. The sound of a harmonica draws us to Shermin's 
helicopter parked in a meadow beside the road.

EXT. HELICOPTER - SUNRISE

As the radio technician plays the harmonica, Lyman clangs 
down the steps and bends to wake Shermin who is sacked out 
under the fuselage.

		SHERMIN
	Tell him I'm not here.

		LYMAN
	I did.

Shermin sighs and rolls over on his back. He looks terrible.

		SHERMIN
	Get me a radio. At least I won't 
	have to look at his face.

EXT. MEADOW - SUNRISE

Shermin is holding a field radio to his ear.

		FOX (V.O.)
	We're growing very concerned back 
	here. There's no use pretending 
	otherwise. We're rapidly approaching 
	a 'condition red.' People are 
	beginning to ask difficult questions.

		SHERMIN
	I'll make this as simple as I can, 
	George. They disappeared.

		FOX (V.O.)
	I don't care where you're from you 
	just can't disappear into thin air.

		SHERMIN
		(through a punchy 
		hysterical laugh)
	George, listen to what you're saying. 
	This thing's changed itself into a 
	man. Disappearing may not be that 
	big a deal.

		FOX (V.O.)
	So far you've let it cross the heart 
	of America. For two days it has been 
	absorbing information that is 
	detrimental to our security. I don't 
	see the humor in that.

Stung, Shermin takes a deep breath, controls himself and 
returns the radio to his ear.

		SHERMIN
	Maybe... look, this is just something 
	to think about... from what I got at 
	the shopping center, it was more 
	scared than anything else... I don't 
	feel it's as big a threat as you 
	think it is...

		FOX (V.O.)
	Is that what's affecting your 
	performance?

		SHERMIN
	I'm not being unpatriotic, and I'm 
	doing my damndest to catch them. 
	Bell's up on 80 and I'm down here on 
	70 past Grand Junction. They're 
	heading west. If they're not flying 
	we have a damn good chance of getting 
	them. All I'm asking is that you 
	people think about it.

		FOX (V.O.)
	You just do your job, Shermin. We'll 
	make the policy.

EXT. HIGHWAY 70 - DAY

The semi is in the slow lane. Its right rear turn signal 
blinks steadily telling US that it is leaving the highway 
and going north at the intersection ahead.

INT. HALF HOUSE - DAY

Jenny stirs awake under the windbreaker in the bedroom as a 
sloppy DOWNSHIFT JOLTS the house. Her eyes flutter open and 
she looks around the room trying to figure out where she is. 
The truck leans into the turn. Jenny braces herself on one 
arm and sits up.

Catching the windbreaker as it slips off her front, she 
remembers that she was shot and examines her right side. She 
runs her fingers over her cheek and neck, across her shoulder 
and down her side, feeling for traces of the wounds she knows 
she sustained. She has been completely healed and there are 
no scars. She leans forward and looks down the hallway.

		JENNY
	Hello... hello.

The WIND snapping the polyethylene is the only answer she 
gets. She picks her blouse off the floor next to her purse, 
but throws it aside and shrugs into the windbreaker when she 
sees the blood and bullet holes.

Her sudden rise to a standing position makes her light-headed 
and she has to lean against the doorway until the spinning 
stops. With her hands outstretched, as guards against the 
sway of the truck, Jenny shuffles down the hallway.

		JENNY
	Hello. Where are you?

There is no one in the kitchen and she continues into the 
living room. It is empty. Jenny opens the door to an enclosed 
back porch. It is also empty. The STAR MAN is gone. She 
returns to the living room and stands there not really knowing 
what to do next. The countryside rushes by outside a floor-
to-ceiling picture window.

A WAIL FROM the semi's AIR HORN jars Jenny out of her reverie 
and she goes to press her cheek against the window. She is 
looking past her left hand at the road when she notices a 
wide green ring on her finger above her wedding band. She 
steps back from the window to examine it, then with some 
trepidation, twists it off. As it clears the end of her 
finger, the STAR MAN's VOICE SPEAKS OUT OF IT.

		STAR MAN (V.O.)
	Jennyhay...

Jenny drops the ring as if she'd been stung. The STAR MAN's 
voice stops as soon as she does and the ring bounces across 
the floor until it hits the baseboard. It looks innocent 
enough lying there, but Jenny has a great deal of trouble 
making herself approach it.

When she finally picks it up, it does nothing. She turns it 
in her hand and when the side of the ring hole that was facing 
her when she took the ring off faces her again, the STAR 
MAN's VOICE CONTINUES.

		STAR MAN (V.O.)
	...nd. You are all fixed. I'm sorry 
	you were shot. I was a big problem 
	for you. Thank you for your help. I 
	can go to my ship alone now.

EXT. HIGHWAY - DAY

The semi is picking up speed as it heads north.

EXT. SEMI'S CAB - DAY

The Driver checks his side view mirror to see if the lane 
next to him is clear and is astonished to see a woman's arm 
sticking out of the polyethylene waving a blouse at him.

EXT. HIGHWAY - DAY

Smoke billows from under the tires as the semi skids to a 
stop.

EXT. SEMI - DAY

Jenny, her purse over her shoulder, is running toward the 
cab as the Driver steps out with a wrench in his hand.

		JENNY
	Where did you stop last?

		DRIVER
	What the hell do you think you're 
	doing?

		JENNY
	Where did you stop last?

		DRIVER
	Stay right there...

		JENNY
	What was your last stop?

		DRIVER
	Elmo's...

		JENNY
	Where's that?

		DRIVER
	About five miles back.

Jenny's thumb is already out for a ride as she sprints across 
the highway.

		DRIVER
		(shouting after her)
	Are there any more in there?

EXT. HIGHWAY 70 - DAY

A passing car TAKES US TO the STAR MAN as he runs along the 
shoulder to a maroon and white '57 Chevy that has pulled off 
to pick him up.

EXT. '57 CHEVY - DAY

A swarthy, bald MAN with hairy arms leans across the seat.

		MAN
	Where are you going?

		STAR MAN
	Las Vegas, please. I do not speak 
	English.

		MAN
	Hop in.

INT. '57 CHEVY - DAY

		MAN
		(re-entering the flow 
		of traffic)
	I can only take you to Grand Junction, 
	but you'll have a better chance to 
	get a ride from there.

The STAR MAN smiles.

		MAN
	Where you from?

The STAR MAN starts to point to the sky, then catches himself.

		STAR MAN
	I don't understand.

		MAN
	Parlez vous Francais?... Habla 
	Ingles?... Sprechen zie deutsch?

These are foreign words to the STAR MAN and he pastes on his 
smile.

		MAN
	Good job, neither do I. What do you 
	do for a living?

		STAR MAN
		(pretending)
	I don't understand.

		MAN
	I'm a cook. Do you understand 'cook?'

		STAR MAN
	No.

		COOK (MAN)
	Food. Eat. I prepare food. I work as 
	a cook. That's how I make money.

		STAR MAN
	I understand.

		COOK
	What do you do?

		STAR MAN
		(searches for an 
		answer, then)
	I make maps.

		COOK
	Hey, that sounds interesting. You 
	like it?

		STAR MAN
	Eh... yes.

		COOK
	Make any money?

		STAR MAN
	No.

		COOK
		(takes a pack of Camels 
		out of his pocket)
	You don't get rich as a cook, either, 
	believe me. I got a girl going to 
	college this fall. The wife had to 
	go back to nursing to help pay for 
	it.

He sticks a cigarette in his mouth and flips one up for the 
STAR MAN.

		COOK
	Smoke?

The STAR MAN takes it, quickly examines it, then positions 
it in his mouth at the exact angle the Cook did. His eyebrows 
raise when the Cook flicks his Bic and puffs an ash on the 
end of his cigarette.

The butane flame is swung in his direction and he flinches 
back before allowing the Cook to singe his Camel. He copies 
the Cook's puffing and the end of his cigarette begins to 
glow.

		COOK
	She wants to become a doctor. She's 
	a bright kid. Hard worker. I think 
	she'll make it. But the damned 
	inflation's driven the tuition up so 
	high it makes it real tough on a 
	family like ours.

The Cook inhales deeply from his cigarette and blows smoke 
at the windshield. The STAR MAN mimics the inhalation, then 
chokes. His eyes bulge and his cheeks puff out as he tries 
to be cool and not cough. The Cook takes no notice of his 
struggles.

		COOK
	I got two other kids. I don't know 
	what we'll do when they get old enough 
	for college.

Smoke starts to dribble out of the Star Man's nose and mouth. 
Puzzled, he re-examines his cigarette.

		COOK
	Everybody blames it on the oil crisis. 
	That might be where it starts. But I 
	think a lot of people are just using 
	that as an excuse to rip the rest of 
	us off. I see it every day in the 
	kitchen. Peaches. We use the gallon 
	cans. The price has gone up three 
	times in the last year. And now the 
	cans are only half full.

The Cook takes another drag. As if etiquette required it, 
the STAR MAN hurries to copy him. This time there are no ill 
effects.

		COOK
	Do you have children?

		STAR MAN
	No.

		COOK
	They're damned expensive and a pain 
	in the ass sometimes, but I wouldn't 
	trade having them for anything.

The Cook flicks his ash out of the window. A moment later, 
the STAR MAN mirrors his action.

		COOK
	What do you think of America?

		STAR MAN
	It is beautiful.

EXT. ELMO'S - DAY

A truck stop set back as little as the law allows from the 
BUZZ OF INTERSTATE 70.

		JENNY (O.S.)
	I'm looking for a guy about this 
	tall, with brown hair and really 
	gray eyes...

We FIND Jenny at the set of fuel pumps nearest the highway 
dogging an ATTENDANT while he services an 18-wheeler

		JENNY
	He had on tan cords, a plaid shirt 
	and a baseball cap... probably 
	hitchhiking.

		ATTENDANT
	I don't pay much attention to those 
	guys.

		JENNY
		(taking out her wallet)
	In the last hour or so...

		ATTENDANT
	Nope.

Jenny folds back the plastic windows to the picture of her 
husband.

		JENNY
	This is him.

		ATTENDANT
		(shakes his head)
	Sorry.

We FOLLOW Jenny as she wends her way through the trucks 
questioning other attendants. The RUMBLE OF TRAFFIC DROWNS 
OUT their CONVERSATION, but the answer is always the same. 
Finally, we FOLLOW the picture as Jenny hands it up to an 
ATTENDANT cleaning the windshield on a Peterbilt cab.

		SECOND ATTENDANT
		(looking at picture)
	I don't know... I'm not sure. I might 
	have seen him up the road a piece on 
	my way in. He's long gone by now.

He hands the snapshot back to Jenny. She nods a 'thank you' 
and looks wistfully around the yard. There is nothing she 
can do. Fitting the picture back into her wallet, she walks 
away. After a few steps she turns back.

		JENNY
	You know if anybody here's going to 
	Wisconsin?

		SECOND ATTENDANT
	Ask inside.

INT. ELMO'S DINER - DAY

It's bustling, loud and smoky. Jenny is standing just inside 
the entrance. She licks her lips and tries to clear the frog 
out of her throat.

		JENNY
		(small voice)
	Anybody going to...

Nobody pays any attention to her. Her voice trails off. She 
swallows hard and tries again, this time booming out.

		JENNY
	Anybody going to Wisconsin?

The activity in the diner comes to a screeching halt and in 
the silence Jenny adds in a normal voice:

		JENNY
	I need a ride.

An OLDER MAN, with a face seamed by cigarettes and weather, 
waves at her from the counter.

		OLDER MAN
	I'm going to Des Moines. If you can 
	wait till I finish here, you're 
	welcome to ride along.

This gets some good-humored cheers and catcalls.

		JENNY
	I can wait.

Smiling self-consciously, she takes a seat at the end of the 
counter and orders coffee from the waitress. While she is 
waiting for it to come, she happens to glance outside and 
sees a Colorado Highway patrol car stopped in the yard.

The officer on the passenger side is talking to one of the 
attendants. Jenny turns away from the window and finds that 
she is able to watch the conversation in a strip of mirrors 
that runs around the top of the pie case. The squad car leaves 
and her coffee arrives.

		JENNY
		(to the waitress)
	Where's the phone?

INT. SIT-DOWN PHONE BOOTH - DINER HALLWAY - DAY

Jenny drops a dime in the slot and dials 'O.'

		OPERATOR (V.O.)
	Operator... may I help you?

		JENNY
	Could you give me the highway patrol, 
	please?

After TWO RINGS, the phone is picked up on the other end of 
the line.

		MALE (V.O.)
	Sergeant Packert, Highway Patrol.

		JENNY
	My name's Jenny Haydn. I think you're 
	looking for me. I was kidnapped in 
	Eau Claire, Wisconsin a couple of 
	days ago. But I'm free now.

		SERGEANT (V.O.)
	What was your name again?

		JENNY
	Jenny Haydn. I'm on my way home and 
	I don't want anybody I'm with shot 
	at when you...

		SERGEANT (V.O.)
	Hold on.

EXT. ROADBLOCK (INTERSTATE 70) - DAY

Standing back of the officers, Shermin watches them check to 
cars passing through the squeeze point. Every car trunk is 
opened. Vans and campers are looked into.

Lyman runs up and whispers in Shermin's ear. Shermin is 
startled by what he hears. He leaves Lyman in charge and 
hurries to the helicopter parked in the field beside the 
roadblock.

INT. HELICOPTER - DAY

A TECHNICIAN gives Shermin a headset phone as he enters.

		SHERMIN
		(hand over the mouth-
		piece)
	You trace it yet?

		TECHNICIAN
	All we know right now is that it's 
	east of here.

Shermin puts on the headset and the technician starts a tape 
recorder.

		SHERMIN
	This is Marc Shermin. Where are you, 
	Mrs. Haydn?

INT. SIT-DOWN PHONE BOOTH

		JENNY
	I don't know. Someplace called Elmo's. 
	Look, I just wanted to tell you that 
	I'm all right and I'm on my way home.

		SHERMIN (V.O.)
	You've been through quite an ordeal, 
	Mrs. Haydn. Why don't you stay where 
	you are and let us pick you up? We'll 
	fly you home.

		JENNY
	No. You'll want to ask a lot of 
	questions I don't want to answer 
	right now. I already have a ride.

INT. HELICOPTER - DAY

The Technician hands Shermin a note which reads: ELMO"S TRUCK 
STOP/ABOUT 30 MILES EAST.

		JENNY (V.O.)
	I only called to tell you I was free 
	and not to shoot anybody I was with 
	if you see me.

Shermin jabs his thumb upward, indicating that the helicopter 
should lift off.

		SHERMIN
	Is the man who kidnapped you there 
	now?

		JENNY (V.O.)
	I told you. He let me go. I'm on my 
	way home.

		SHERMIN
		(his hand over the 
		mouthpiece)
	Get a highway patrol unit over there.

EXT. ROADBLOCK - DAY

Shermin's helicopter lifts off.

		SHERMIN (V.O.)
	Mrs. Haydn, I'm going to have to ask 
	you to stay where you are.

INT. SIT-DOWN PHONE BOOTH

A sharp rap on the glass startles Jenny and she turns around 
to see her ride.

		OLDER MAN
	Ready?

Jenny holds up a finger that asks for a moment longer on the 
phone.

		JENNY
		(into phone)
	Mr... I'm sorry, what was your name 
	again?

		SHERMIN (V.O.)
	Marc Shermin.

		JENNY
	Mr. Shermin, I'm hanging up now. If 
	you want to ask me any questions, 
	call me at home in a couple of days. 
	I'm in the book.

		SHERMIN (V.O.)
	Do you know what you were kidnapped 
	by?

Pause.

		SHERMIN (V.O.)
	Mrs. Haydn...

		JENNY
	He doesn't want to hurt anybody. 
	Please leave him alone.

		SHERMIN (V.O.)
	Is he on his way to Lathrop Wells?

This hits Jenny like a kick in the stomach. She leans her 
head back against the wall. Her ride is pacing outside the 
booth.

		SHERMIN (V.O.)
	What's he planning to do in Lathrop 
	Wells? Is he meeting someone there?

Jenny smashes the receiver back in its cradle and throws 
open the door.

		JENNY
		(on her way past the 
		weathered driver)
	I changed my mind. Thanks.

She rushes down the hallway to the dining area where again 
she stands just inside the entrance.

		JENNY
		(at the top of her 
		lungs)
	It's me again...

The place goes quiet except for a smattering of laughter.

		JENNY
	I need a fast ride west.

INT. PORSCHE - DAY

The speedometer reads 90. The driver, a bespectacled, pimply-
faced SIXTEEN YEAR OLD, shifts into fifth gear. Jenny is 
harnessed in the passenger seat. Chatter from a CB under the 
dash COMPETES WITH ROCK N' ROLL ON THE TAPE DECK.

		JENNY
	You sure this is your car?

		TEENAGER
		(with a stutter)
	My grandmother's rich.

		JENNY
		(as they come up on a 
		station wagon)
	Slow down, slow down.

		TEENAGER
	Geez, Mrs. Haydn, we just got going.

But he downshifts. The Porsche is going a mere 80 when they 
pass the station wagon.

		JENNY
		(peering at its 
		occupants)
	I told you I'm looking for someone.

		TEENAGER
	In the cars, too?!

		JENNY
	I don't know where he is.

		TEENAGER
	This is going to be a real drag. I 
	thought you wanted to go fast.

Howling at full throttle, three highway patrol cars rush 
past them in the opposite direction. Jenny swivels around to 
follow their progress until they are out of sight.

		TEENAGER
	They after you?

		JENNY
	What? No, of course not.

		TEENAGER
		(his stutter thicker 
		than before)
	Would be kinda neat if they were. I 
	think I could outrun them. Maybe get 
	my picture in the papers.

Jenny takes a second look at this guy. He flashes her a gap-
toothed grin.

EXT. OVERPASS - DAY

The Cook's '57 Chevy makes a left on the street intersecting 
the off-ramp and stops at the curb. Behind it a large plastic 
yellow chicken twirls on a pole above the restaurant it 
advertises.

		COOK
	Well, here we are... You go down 
	that ramp there, you're sure to get 
	a ride.

		STAR MAN
		(getting out)
	Thank you.

		COOK
	And don't be shy about your English. 
	You speak better than a lot of people 
	I know.
		(leaving)
	Take care of yourself.

As an afterthought, the STAR MAN duplicates the Cook's wave, 
then heads down the ramp. As he clears the frame, our VIEW 
ZOOMS AND ZOOMS AND ZOOMS UNTIL we can SEE a piece of the 
roadblock in the valley below him. During the MOVE-IN, we 
BEGIN TO PICK UP CB CHATTER.

		VOICES (V.O.)
	Flash for all you good buddies heading 
	west on 70. Smoky's got a roadblock 
	just beyond Grand Junction... Better 
	dump your dope, they're going through 
	everything... He's right. I was just 
	there and I'm still sore...

INT. PORSCHE - DAY

Jenny TURNS DOWN the ROCK 'N ROLL to listen to the CB.

		VOICES (V.O.)
	Ah loves to be frisked! What are 
	they looking for? I'm holding. Any 
	way around it? Where are you? Oh 
	no!! There it is!!

		TEENAGER
	I bet you we find your friend at the 
	roadblock.

Jenny doesn't answer immediately. She takes her time checking 
out the people in a VW they are passing.

		JENNY
		(to the road ahead)
	We better find him before that.

EXT. INTERSTATE 70 - DAY

In the style prescribed by Jenny, the STAR MAN raises his 
thumb to a dilapidated Vega shimmying down the on-ramp. The 
two blue-haired ladies inside are afraid to look at him as 
they go by. He has the same luck with an attractive blonde 
secretary that passes on the highway.

EXT. ELMO'S - DAY

A highway PATROLMAN is standing behind the open door of his 
car speaking into the mike of his radio.

		PATROLMAN
	The girl's not here, Mr. Shermin. 
	Seems right after she talked to you, 
	she got a ride west with a kid.

INT. HELICOPTER - DAY

All six TV screens display the road rushing under it.

		SHERMIN
		(into mouthpiece of 
		his headset)
	You get that, Lyman?

		LYMAN (V.O.)
	We're ready.

EXT. SKY ABOVE INTERSTATE 70 - DAY

Shermin's S65 banks through a U-turn and chases west.

EXT. INTERSTATE 70 - DAY

A dun-colored Roadrunner gurgles down the ramp and stops in 
front of the STAR MAN. Two grubby LONG HAIRS in worn western 
clothes are inside with boxes of house-hold utensils and 
duffle bags.

		LONG HAIR
	Where you going?

		STAR MAN
	Las Vegas, please.

		LONG HAIR
	We're going to L.A.

He looks at his buddy stretched on the jumble in the back. 
The buddy nods.

		LONG HAIR
	Sure. Get in. We can drop you in 
	Vegas or get you darn close.

The STAR MAN opens the door and gets in.

INT. PORSCHE - DAY

The CB CONTINUES TO CRACKLE with news of the roadblock. 
Jenny's eyes restlessly search the overpass under the whirling 
yellow chicken for any sign of the STAR MAN. She sees the 
dun-colored Roadrunner waiting at the foot of the on-ramp 
for a break in the traffic, but she is too far away to see 
who's inside. As the Porsche gets closer, it overtakes an 18-
wheeler and Jenny's view of the Roadrunner is cut off 
entirely. She passes without seeing the STAR MAN.

EXT. INTERSTATE 70 - DAY

The Porsche weaves through the traffic giving Jenny a chance 
to look into the cars and trucks it shoots by.

INT. PORSCHE - DAY

Jenny is turned around looking back at a camper.

		TEENAGER
	I'm telling you, you're going to 
	find him at the roadblock, or right 
	after, or not at all.

		JENNY
	If he didn't want to go through the 
	roadblock, is there any other way to 
	get to Vegas?

		TEENAGER
	Fly.

Jenny gives him a withering look.

		TEENAGER
	The five-fifty. We already passed 
	it. But it'll take him way out of 
	his way.

		JENNY
	Pull over. I've got to get back there.

		TEENAGER
	Why wouldn't he want to go through 
	the roadblock?... What did you guys 
	do?... I won't tell anybody.

		JENNY
	It's easier not to tell if you don't 
	know.

EXT. INTERSTATE - DAY

The Porsche slows to a stop on the shoulder.

		TEENAGER
		(as Jenny opens the 
		door)
	Wait. Could I have your autograph?

		JENNY
	Sure.

She leans back and gives the startled Teenager a kiss on the 
mouth, then gets out.

		TEENAGER
	I have nothing to do. I'd like to 
	help you.

		JENNY
	Don't worry. I'll be all right.

She closes the door. The Teenager takes a last look at her 
before pulling back on the highway. Jenny waits for a car in 
the slow lane to go by, then runs across to the line and 
waits for cars in the fast lane to go by.

INT. ROADRUNNER - DAY

The STAR MAN spots Jenny standing on the line peering into 
the on-coming cars for signs of him. He becomes agitated and 
his mouth begins to move soundlessly. There is a break in 
the traffic and Jenny dashes to the center divider. The STAR 
MAN leans across his driver and yells as the Roadrunner 
plunges by her.

		STAR MAN
	JENNYHAYDN!!!

EXT. INTERSTATE - DAY

Jenny spins around to see the Roadrunner skid to a stop on 
the shoulder and the STAR MAN get out. A motorcycle bombs 
by. He starts across the lanes of traffic toward Jenny. A 
truck blasts past him in the slow lane. He is buffeted into 
the fast lane. Jenny runs down the center divider to meet 
him. A VW honks, its tires squeal on the pavement as it 
swerves around him. He reaches the safety of the center 
divider. Jenny throws her arms around him and lays her head 
against his chest. He stands there uncomfortably not knowing 
how to respond to this human emotion.

		STAR MAN
	I told you goodbye. Why are you here?

		JENNY
	The police are waiting for you up 
	ahead. There's a roadblock. You have 
	to go back.

		STAR MAN
	This car will take me to Las Vegas. 
	I cannot go back.

		JENNY
	The police know about Lathrop Wells. 
	We have to go another way. Come on.

She grabs his wrist but he hangs back.

		STAR MAN
	If I don't meet the ship, my people 
	will go home without me.

		JENNY
	Please understand. If you go this 
	way, you'll never get to your ship. 
	The police know about Lathrop Wells. 
	We have to go another way. I'll get 
	you to your ship. I promise.

		STAR MAN
	I will go. But not you.

		JENNY
	You shit! I'll decide if I go or 
	not. Not you. I don't know what you 
	do on your planet, but I didn't think 
	that was very nice walking out on me 
	like you did.

		STAR MAN
	I don't want you to be hurt.

		JENNY
	Come on.

Holding the STAR MAN's hand, Jenny pulls him toward the road.

		JENNY
	I didn't ask to come along on this 
	trip, but I sure as hell am going to 
	be the one to say when I get off.

They bolt across the lanes of traffic to the other side of 
the road where she flags down an old black pickup truck. She 
says something to the driver and she and the STAR MAN climb 
into the back. As the truck returns to the highway, the CLACK 
OF AN APPROACHING HELICOPTER OVERPOWERS the TRAFFIC SOUNDS.

EXT. SKY - DAY

Shermin's helicopter slices around a pine-dotted peak 
following the twists of Interstate 70 below. In the near 
distance, we can SEE the roadblock.

INT. HELICOPTER - DAY

Unnoticed by Shermin or the Technicians, the black pickup 
passes off the television screens carrying their quarry east.

		SHERMIN
		(into headset)
	Any sign of either of them yet?

The roadblock appears on the television screens.

EXT. ROADBLOCK - DAY

Lyman, wearing a headset plugged into a belt pack, is walking 
down the line of cars.

		LYMAN
	I don't think they're going to show.

INT. HELICOPTER - DAY

A swift kick from Shermin sends a stool clanging into a 
bulkhead. The Technicians won't meet his eyes when he turns 
back to them.

		SHERMIN
	Okay. Tell the highway patrol to 
	block all major arteries off 70 from 
	here to Elmo's.

EXT. INTERSTATE 70 - DAY

Two highway patrol cars scatter the traffic in front of them 
with their rack lights and SIRENS.

EXT. PICKUP - DAY

Jenny and the STAR MAN are sitting against the cab, a horse 
blanket drawn up around their shoulders. They can see the 
flashing lights coming from way down the road and watch 
helplessly as the patrol cars eat up the distance between 
them.

EXT. INTERSTATE 70 - DAY

The pickup makes the turn onto Highway 550.

EXT. PICKUP - DAY

For a moment, Jenny and the STAR MAN think they're safe. 
That hope turns to despair when the two patrol cars loop 
after them. They keep getting closer. The STAR MAN inches 
the blanket up over his nose. Unexpectedly, the patrol cars 
are thrown into a skid. When they stop, they are facing each 
other ready to inspect the traffic coming off 70. They lower 
the blanket from their faces. Jenny lays her head back against 
the cab, exhausted.

		STAR MAN
	The Cook said I speak good English.

							DISSOLVE TO:

EXT. HIGHWAY 550 - LATE AFTERNOON

A RUMBLE OF DISTANT THUNDER follows the lightning that flashes 
from the dark clouds hanging on the horizon. Looking 
incomplete without its trailer, the tractor/cab of a Mack 
truck makes a turn on a farm road, revealing Jenny and the 
STAR MAN standing on the gravel. The STAR MAN looks back to 
where they came from. There is nothing coming so he sets out 
in the other direction.

		JENNY
	Where are you going?

		STAR MAN
	I must meet my ship.

		JENNY
	Why can't we wait here for a ride?

		STAR MAN
	I feel better if I move.

		JENNY
	We're hundreds of miles from where 
	you have to be.

The STAR MAN ignores her and continues to walk.

		JENNY
		(shouts at him)
	Even if we walk five miles, it's not 
	going to make any difference.

Jenny turns toward an oncoming car and sticks out her thumb. 
The STAR MAN falls into the same pose just back of her. The 
car honks at them as it breezes by.

		STAR MAN
		(screams after it)
	Asshole!!

		JENNY
		(shocked)
	Where did you learn that?

		STAR MAN
	The cook.

EXT. ROADSIDE - LATE AFTERNOON

A torrential rainstorm lashes the countryside. The STAR MAN 
and Jenny splash along the edge of the asphalt. Their heads 
are lowered against the weather. They are both drenched to 
the skin.

		JENNY
		(after a few steps)
	We're not going to get a ride tonight.

		STAR MAN
	I can't stay on this planet.

		JENNY
	No one's traveling in this weather.

		STAR MAN
	You promised you would get me to my 
	ship.

		JENNY
		(shouts after him)
	I will. I will. We still have another 
	day.

		STAR MAN
	You promised.

		JENNY
	What do you want from me? There are 
	no cars on this road. I didn't ask 
	for this stupid storm.

The STAR MAN mutters in his language.

		JENNY
	What are you saying?

		STAR MAN
	You can stop. I will go on alone.

		JENNY
	We're too far away to walk. Don't 
	you understand?

The STAR MAN looks at her. With the rain streaming off his 
face, he looks at her. For the first time, the reality of 
the situation hits him. He turns and, swearing in his own 
language, flails at the rain. A distance from Jenny, he stops 
and cries out in English.

		STAR MAN
	I can't stay here. I want to go home. 
	I don't want this skin. I don't want 
	to look like this.

Jenny can see him standing with his head bowed. She walks 
over to him.

		JENNY
		(trying to ease his 
		pain)
	Why don't you send one of your radio 
	balloons and tell your captain that 
	you might be late?

		STAR MAN
	I used the last one to jump off the 
	cliff...

		JENNY
	Let's find a place out of the rain. 
	I'm sure we'll get a ride in the 
	morning.

		STAR MAN
	I can't be late. I don't know if the 
	radio balloons work above your planet. 
	I don't know if my words went to the 
	ship. If I'm not there, the captain 
	will think I'm dead and go.

		JENNY
	We'll get a ride in the morning.

A flash of lightning shows us:

EXT. DESERTED RAILROAD SIDING - DUSK

Jenny and the STAR MAN are following the tracks to an 
abandoned boxcar.

INT. BOXCAR - DUSK

The STAR MAN climbs in and pulls Jenny after him. Jenny is 
shivering badly.

		JENNY
	Can you close the door?

The STAR MAN scrapes it forward. He activates the satel 
compass which lights the interior of the boxcar. While he is 
doing this Jenny turns her back to him and takes off her 
jacket. Her teeth chattering, she tries to wring the water 
out of it.

		STAR MAN
	You are cold.

		JENNY
	You're damn right I am.

		STAR MAN
	I do not get cold.

Clutching the windbreaker to her breasts, Jenny looks at the 
STAR MAN over her shoulder. It doesn't take her long to make 
up her mind.

		JENNY
		(crossing to him)
	Open your shirt.

She waits while he struggles with the buttons. After two she 
brushes away his hands and undoes the rest. She lets the 
windbreaker drop and, slipping her arms around his waist, 
presses her bare chest against his.

		JENNY
		(savoring it)
	Oh, you're warm... put your arms 
	around me.

The STAR MAN does and Jenny jumps as the wet sleeves touch 
her back.

		JENNY
	Take your shirt off.

It is difficult with Jenny around his waist, but he manages. 
He drapes his arms over her. She snuggles into him. The RAIN 
POUNDS ON THE ROOF. Gradually, Jenny responds to the STAR 
MAN's warmth and relaxes. She lifts her head off his chest 
and looks at him.

		STAR MAN
	What?

		JENNY
	Nothing.

She brushes her lips against his. The STAR MAN's not sure 
what's happening. But he's not offended. Her next kiss is 
full and long. He accepts it with his eyes open and when she 
eases back he leans in for more. Jenny responds. As if on 
command, the satel compass comes from around behind the STAR 
MAN to hover in back of Jenny. He takes it between his palms 
and extinguishes it.

INT. BOXCAR - MORNING

Jenny awakens and looks around. The STAR MAN is not with 
her. As she stands up she hears his VOICE OUTSIDE. He is 
speaking to something in his language.

She goes to the door to find out what and sees him standing 
beside a fenced-in pasture talking to the horses inside.

EXT. PASTURE - MORNING

Jenny joins the STAR MAN at the fence.

		JENNY
	Good morning.

		STAR MAN
	Horses.

		JENNY
	You don't forget anything, do you?

		STAR MAN
	No.

Jenny pets one of the horses on the nose.

		JENNY
		(to the horse)
	Hello... hello. How are you this 
	morning?

		STAR MAN
	Do they talk?!

		JENNY
		(laughs)
	No, they don't talk... We talk to 
	them.

		STAR MAN
	I understand.

An appaloosa nudges her way through the others to the fence.

		JENNY
	Oh, you're pretty...

		STAR MAN
	I gave you a baby last night.

Shocked, Jenny looks at him from around the appaloosa's nose. 
The STAR MAN is combing a horse's mane with his fingers and 
he doesn't see her expression.

		STAR MAN
		(meaning the horses)
	They are beautiful.

		JENNY
	Yes, they are.

		STAR MAN
	You have been very good to me, 
	Jennyhaydn.
		(turns to face her)
	You said you wanted a baby, so I 
	gave you one.

		JENNY
		(shakes her head 'no')
	But...

		STAR MAN
	It will be human and it will look 
	like this.
		(touches his face)
	But when it comes it will know 
	everything I know and everything you 
	know. That is something from my planet 
	that I want your baby to have.

		JENNY
	I told you it's impossible for me to 
	have a baby.

		STAR MAN
	You will have this baby. If you want 
	it. If you don't, I can stop it now.

Jenny comes over and puts her arms around the STAR MAN.

		JENNY
	I want it.

EXT. SKY - DAY

A formation of six black Bell Cobra helicopters rush at us 
out of the blue. From above them we can see that they are 
heading for a small desert town. 'Welcome to Lathrop Wells' 
is spelled out on a hillside in white-washed stones.

EXT. AIRSTRIP - DAY

Grubby, unshaven and unwashed, Shermin, Bell, Lyman and the 
rest of the crew watch the seven Cobras land in sequence. 
Fox, immaculate in a freshly pressed black flight suit, climbs 
out of the first one down and he and Shermin meet in the 
middle of the runway.

		SHERMIN
	Hello George.

		FOX
	Shermin...

		SHERMIN
	What's all this for?

		FOX
	We have a new directive. I'm taking 
	over.

		SHERMIN
		(scans the Cobras)
	We don't have to do it that way. We 
	can catch him this time.

		FOX
	Washington thinks it's too late for 
	that.

		SHERMIN
	I've never been taken off an 
	assignment in my life. Give me twenty-
	four hours and I'll have him for 
	you.

		FOX
	You're not hearing me.

		SHERMIN
	You can change a directive, George. 
	You've done it before. Listen to me. 
	He's going somewhere in Death Valley. 
	Lathrop Wells was never anything but 
	a bus stop. East is the nuclear site. 
	There are no roads in there. She was 
	teaching him to hitchhike. I'm telling 
	you. We block the four roads into 
	Death Valley and we got him.

		FOX
	We'll do that. But how are we going 
	to hold him? He can change himself 
	into a man. He can disappear.

		SHERMIN
	That's the chance we have to take.

		FOX
	No, we don't.

		SHERMIN
	Then you're going to have to do it 
	without me.

		FOX
	You're a career intelligence officer, 
	Shermin. You'll be in the air with 
	us.

		SHERMIN
	You're talking about taking a life. 
	The most unique life form on this 
	planet. I think we're better than 
	that.

EXT. LAS VEGAS - LATE AFTERNOON

A fire-engine-red Pontiac convertible with two COWBOYS (late 
fifties) in the front and Jenny and the STAR MAN in the back 
moves with the traffic along the main drag in the downtown 
area. The STAR MAN's head swivels from side to side trying 
to take in the neon that juts up around him. The convertible 
stops at a light. The cowboy on the passenger side opens the 
door and tips his hat to Jenny as she and the Star Man get 
out of the back seat.

EXT. SIDEWALK (LAS VEGAS) - LATE AFTERNOON

The STAR MAN is afraid of the crush of people and wants to 
stay close to Jenny, but is fascinated by the whir and click 
and jingle of the one-armed bandits that seem to be 
everywhere.

		STAR MAN
	Is this gambling?

Jenny nods. A LADY in curlers and pedal pushers hits a twenty 
dollar jackpot. Hanging onto Jenny's hand the STAR MAN turns 
around and walks sideways to watch the quarters tumble out 
into the lady's shopping bag.

		STAR MAN
	The cowboys were right. You can make 
	money fast gambling.

		JENNY
	You don't make money gambling. You 
	lose it.

INT. DRUG STORE - LATE AFTERNOON

The STAR MAN hangs back to examine a one-armed bandit inside 
the front door while Jenny goes to the counter. An almost 
imperceptible blue haze seems to seep from under the STAR 
MAN's palms as he runs his hands up and down the sides of 
the machine.

		JENNY (V.O.)
		(to the clerk)
	Do you have a good map of Death 
	Valley?

		CLERK (V.O.)
	We should have. Let me see.

While the clerk searches for the map the STAR MAN comes up 
to Jenny.

		STAR MAN
	May I have twenty-five cents, please?

		JENNY
	What for?

		STAR MAN
	I want to gamble.

Jenny sighs and rolls her eyes and fishes two quarters out 
of her purse and hands them to him.

		JENNY
	Here are two quarters. When you lose 
	these, you're not going to get 
	anymore.

		STAR MAN
	I understand.
		(heading back to the 
		machine)
	Thank you.

He drops a quarter into the slot and pulls the handle. While 
the pictures of fruit spin behind the view window, his hands 
stroke the sides of the machine. An orange, a pear and a 
cherry stop in the view window. At the counter Jenny explains 
to the clerk that she is hitchhiking and wants the busiest 
route into Death Valley without going through Lathrop Wells. 
The STAR MAN looks long and hard at the machine before putting 
in his last quarter. He pulls the handle. The blue haze flows 
from his palms, three cherries lock into a line and the one-
armed bandit begins to spit quarters.

INT. CASINO - LATE AFTERNOON

Jenny is nervous about being here. She feels every face that 
looks at them could be a cop. The STAR MAN is pulling her 
through a Maginot Line of slot machines toward a 'Super 
Jackpot' machine that advertises a $275,000 payoff.

		JENNY
	This is crazy. We don't have time 
	for this.

		STAR MAN
	I know how to gamble now.

		JENNY
	You won ten dollars. Big deal. If we 
	don't get a good ride before dark we 
	could miss your ship.

		STAR MAN
	I want to get money for you and the 
	baby.

		JENNY
	I don't need any money for the baby. 
	I'll be fine.

		STAR MAN
	Inflation, tuition, college. Children 
	are damned expensive. I know.

		JENNY
	The cook again?

		STAR MAN
		(stepping up to the 
		'Super Jackpot')
	Yes.

		JENNY
	If I ever run into that guy, I'm 
	going to kick his ass.

The STAR MAN pops a gleaming silver dollar into the machine, 
pulls the handle and places his hands against the metal. 
Jenny, knowing it can't work, but hoping that it will, stands 
back and gnaws on her thumb. Then she sees the blue haze 
vibrating out of the STAR MAN's palms. Jenny stifles a scream. 
She looks around to see if anybody else has noticed. They 
haven't. The STAR MAN smiles at her. The force field does 
it's work. A picket line of 7's fills the view window. Amid 
the jangle of bells and flashing lights that accompany a 
winner Jenny doesn't know whether she should jump for joy or 
hide her face.

EXT. DESERT HIGHWAY - DUSK

A dot in the distance becomes a brand new Camaro. As it blasts 
away from under us we see a paper license in its back window. 
The cabin light is on inside the car.

INT. CAMARO - DUSK

In the passenger seat the STAR MAN is riffling through a 
Columbia "History of the World." A Webster's Dictionary is 
on the dash in front of him. Wedged between his legs and the 
transmission well is a shopping bag full of money.

		JENNY
	It'll tell you pretty much everything 
	about us...

		STAR MAN
	This is very interesting. We are 
	born knowing our history. We have 
	other books. But not a book like 
	this.

		JENNY
	Any words you don't know you can 
	find in the dictionary.

		STAR MAN
	I understand.

		JENNY
	It'll give you the different 
	countries, how they came to be, what 
	they are now, how America came to 
	be, the governments, the languages... 
	everything.

		STAR MAN
		(chuckles)
	Many of my people will not believe 
	those things are possible. On my 
	planet there is only one government, 
	one people, one language. I will be 
	asked a lot of questions.

		JENNY
	What will you say about us?

		STAR MAN
	I will say that we can be friends.

		JENNY
	We can.

She notices the green ring on her left hand and takes it 
off.

		JENNY
	This is yours...

		STAR MAN
	If you want to keep it, you can.

		JENNY
	I'd like to...

She slips it back on her finger above her wedding band. They 
drive in silence. The STAR MAN sets the history book on the 
dash.

		JENNY
		(takes the ring off 
		again)
	Would you put some of your singing 
	in this for the baby?

		STAR MAN
	You want the baby to laugh at me.

		JENNY
	Yes.

EXT. DESERT HIGHWAY - DUSK

With the STAR MAN SINGING IN HIS LANGUAGE, the Camaro moves 
further into Death Valley. The SONG FADES and we:

							DISSOLVE TO:

EXT. DESERT HIGHWAY - NIGHT

The Camaro blows by a gas station, closed for the night.

INT. CAMARO - NIGHT

The STAR MAN shifts restlessly in his seat as he searches 
the ghostly landscape for something familiar. He activates 
the satel compass. The red and green dots are touching.

		JENNY
	How long will it take you to get 
	home?

		STAR MAN
		(absently)
	Many, many days and nights...

He presses the satel compass into his palms.

		JENNY
	Would you like to listen to some 
	music?

The STAR MAN shakes his head "no."

		JENNY
	I'm sure we could find a country and 
	western station.

		STAR MAN
	No, thank you.

Jenny takes his hand in hers.

		JENNY
	Don't worry. Everything's going to 
	be fine.

The STAR MAN smiles wanly at her.

		JENNY
		(leans forward to 
		look up at night sky)
	Which star is yours?

It only takes the STAR MAN an instant to find his home.

		STAR MAN
	There.

		JENNY
	Where?

He directs Jenny's attention to the constellation Auriga.

		STAR MAN
		(meaning the star 
		Capella)
	The yellow one.

		JENNY
	Oh, wow... I'll tell you what. When 
	the baby is born, we'll go out in my 
	back yard and wave to you.

		STAR MAN
		(smiles)
	I will wave to you.

All we can HEAR are the TIRES HUMMING over the road. The 
Camaro rounds the side of a low hill.

		STAR MAN
	Oh, shit!

Jenny slams on the brakes. One of the Cobra helicopters, lit 
from the inside, is parked next to a line of flares across 
the road ahead.

EXT. CLOSED GAS STATION - NIGHT

The STAR MAN is looking through a window at the repair bay, 
lit by a work light. Jenny is standing in a phone shell on 
the front of the garage, the receiver to her ear.

The STAR MAN moves to the office door. He tries the knob. It 
is locked.

		JENNY
		(to the STAR MAN)
	They're trying to get him.

Suddenly the STAR MAN slams his shoulder against the door. 
It swings open.

		JENNY
	What are you doing?!!

Fox's voice comes out of the receiver in her hand.

		FOX (V.O.)
	Mrs. Haydn...

INT. COBRA - NIGHT

		FOX
		(speaking into a 
		headset)
	This is George Fox...

		JENNY (V.O.)
	I want to speak to Marc Shermin.

		FOX
	You can speak to me, Mrs. Haydn. I'm 
	in charge of this operation now.

EXT. CLOSED STATION - NIGHT

		JENNY
	If I don't speak to Mr. Shermin, I'm 
	hanging up.

		FOX (V.O.)
		(a beat)
	Okay...

Tethered by the phone cord, Jenny tries to see what the STAR 
MAN is doing inside the repair bay.

INT. REPAIR BAY - NIGHT

Using an air filter top as a basket, the STAR MAN scavenges 
from the work bench and the car up on the lift, fuses, lengths 
of wire, circuit boards from a radio, tubing, metal pipe and 
a Black and Decker drill. While he is doing this we get 
glimpses of Jenny pleading his case on the phone. Finally, 
leaving the receiver dangling at the end of its cord, she 
comes around to stand in the doorway.

		JENNY
	Mr. Shermin wants to speak to you.

INT. SHERMIN'S HELICOPTER - NIGHT

		JENNY (V.O.)
	Here he is.

Shermin looks warily at the headset. When the STAR MAN doesn't 
speak immediately, he takes the initiative.

		SHERMIN
	Hello...

		STAR MAN (V.O.)
	I must get to my ship, Mr. Shermin.

		SHERMIN
	We can't let you do that.

		STAR MAN (V.O.)
	I don't want to hurt anybody. I just 
	want to go home.

INT. COBRA - NIGHT

Fox is listening to the conversation.

		SHERMIN (V.O.)
	All the roads into Death Valley are 
	blocked. We'd like to talk to you.

		STAR MAN (V.O.)
	If I talk to you, I will miss my 
	ship.

		SHERMIN (V.O.)
	Hold on a minute... Let's take the 
	chance, George.

		FOX
	No deal.

EXT. CLOSED GAS STATION - NIGHT

		SHERMIN (V.O.)
	I'm afraid we can't let you go.

		STAR MAN
	I understand.

He hangs up.

INT. REPAIR BAY - NIGHT

The STAR MAN shaves the rubber off the electrical lines 
leading into the fuse box and clips two wires of his own 
onto the exposed copper. With Jenny watching we have a montage 
of the STAR MAN working through the night: modifying the 
insides of the Black and Decker drill, cutting out the mid-
section above the trigger, fitting electrical components 
into that area, screwing a pipe into the bit-clamp, welding 
it together with the spark that arcs between the electrical 
wires.

INT. OFFICE (GAS STATION) - NIGHT

Jenny folds a sheaf of money into a sheet of yellow paper 
and props it on the cash register. 'For Damages. Thank You' 
is scribbled on the front. She runs out to catch the STAR 
MAN who is on his way to the Camaro.

EXT. CAMARO - NIGHT

Carrying the modified Black and Decker drill the STAR MAN 
opens the driver's door.

		JENNY
	Where do you think you're going?

		STAR MAN
	Thank you, Jennyhaydn. You are good. 
	I must go alone now.

		JENNY
	I said I would get you to your ship 
	and that's where we're going to say 
	goodbye.

INT. CAMARO - NIGHT

Both hands on the wheel, Jenny is burning down the center 
line. The STAR MAN bends two thin wires trailing out from 
the grip of the drill. Jenny winces as he buries them into 
the flesh on either side of his left wrist. The car skates 
around the corner of a low hill. They can see that the Cobra 
is still sitting next to the road.

		JENNY
		(glancing at the 
		modified drill)
	I hope that works.

The STAR MAN is lost in concentration.

Jenny kills her lights and glues the accelerator to the floor. 
Three MEN scramble from the helicopter with M16s. A BURST OF 
SLUGS RIPS THROUGH the Camaro's WINDSHIELD. The STAR MAN 
leans out the passenger window and with an other-worldly 
scream, fires. The helicopter is BLOWN TO SMITHEREENS. The 
concussion throws the men to the ground.

EXT. BURNING HELICOPTER - NIGHT

The Camaro whizzes through the falling DEBRIS.

INT. CAMARO - NIGHT

		JENNY
	It works.

The STAR MAN slumps in exhaustion and pain.

		STAR MAN
	I do not know how many times I can 
	do this.

INT. SHERMIN'S HELICOPTER - NIGHT

It is filled with the radio voices of the Cobra crews setting 
up to attack the Camaro.

EXT. DESERT HIGHWAY - NIGHT

The Camaro becomes airborne at the crest of a dip. Only its 
new shocks save the landing.

INT. CAMARO - NIGHT

The STAR MAN draws the satel compass out between his palms. 
The green dot now covers the right half of the red dot. He 
presses his palms together and looks past Jenny at the rugged 
foothills.

The first light of day is starting to color the sky behind 
them. Jenny and the STAR MAN are startled by the DRUMMING 
WHOMP OF A HELICOPTER. The STAR MAN looks out the window for 
its source. He can't see anything. The SOUND FADES. In a 
moment, it is REPEATED ON THE OTHER SIDE OF THE CAR and AGAIN 
IT FADES.

		STAR MAN
	If my ship is not here, we are in 
	trouble.

This is a truism that Jenny doesn't want to hear and she 
flexes her fingers on the wheel.

		STAR MAN
		(points at a 
		distinctive cone 
		peak)
	That's where we landed last time. 
	Right under that mountain.

Jenny and the STAR MAN steady themselves for the last leg of 
their journey. Suddenly, their silence is exploded by a COBRA 
dropping out of the sky in front of them. Its searchlight 
bangs into their faces and, with its thirty-calibre MACHINE 
GUNS BLAZING, it comes straight at them.

Jenny yanks the Camaro onto the shoulder. The SLUGS CHEW UP 
the asphalt beside it. She fishtails back onto the road. A 
SECOND COBRA surprises them from the STAR MAN's side. Its 
MACHINE GUN KNOCKS OUT the BACK WINDOW before he can FIRE.

The STAR MAN crawls over his seat and arranges himself in 
the hole that was the back window to meet the Cobras' next 
FIRING RUN. It doesn't take them long. The first two have 
been joined by a THIRD. They swoop down on the Camaro.

INT. LEAD HELICOPTER - NIGHT

The gunsights lock on the car below. The CO-PILOT squeezes 
the trigger.

EXT. CAMARO - NIGHT

SHOTS THUMP INTO the trunk in front of the STAR MAN and he 
FIRES. The lead HELICOPTER ERUPTS, raining pieces of hot 
metal over the desert floor. The other helicopters are jarred 
out of their run and their BULLETS harmlessly KICK UP SAND 
on the shoulder. Before they can regroup, the STAR MAN BLOWS 
THEM OUT OF THE SKY.

		JENNY
	In front!!! In front!!!

The STAR MAN has to hang on as Jenny dodges the car out of 
the path of a Cobra skimming over the highway toward them. 
As it goes over, he is able to get off a SHOT directly INTO 
its UNDERBELLY. The BALL OF FLAME almost engulfs the Camaro.

INT. CAMARO - NIGHT

The STAR MAN slumps down into the back seat breathing hard. 
Jenny looks over her shoulder at him and is shocked at the 
strain that shows on his face.

		JENNY
	Hang on.

She throws the car into a skid and leaves the blacktop for a 
dirt road winding between two low hills.

EXT. DESERT - NIGHT

At the base of a sandstone cliff, the Camaro slides to a 
stop. Jenny helps the STAR MAN out. She supports him as they 
struggle toward the protection of the boulders. Fox's Cobra 
roars over the hill.

INT. COBRA - NIGHT

		FOX
		(spots the car)
	Over there.

EXT. DESERT - NIGHT

The STAR MAN turns toward the Cobra. Weakly, he raises his 
weapon and pulls the trigger. Nothing happens. The searchlight 
from the Cobra finds them. Its machine guns begin to raise 
puffs of gravel around them. Jenny grabs the STAR MAN's arm 
and pulls him into the relative safety of the rocks. The 
STAR MAN collapses against the cool stone.

		STAR MAN
		(gasps)
	I can't shoot anymore.

Jenny looks out between the crags. Shermin's helicopter 
arrives to join the Cobra. With their searchlights flicking 
over the sagebrush, they move cautiously toward the cliff. 
Jenny turns back to the STAR MAN. He is too weak to run 
anymore.

		JENNY
		(touches his shoulder 
		lightly)
	I won't let anyone hurt you.

INT. FOX'S HELICOPTER - NIGHT

		FOX
	Watch it. They're coming out.

INT. SHERMIN'S HELICOPTER - NIGHT

Six images (close-up to full shot) of Jenny and the STAR MAN 
stepping out of their hiding place fill the television screens 
in front of Shermin.

		FOX (V.O.)
	End it, Shermin.

Lyman taps his keyboard. The screens all change to a long-
shot of Jenny and the STAR MAN with cross-hairs superimposed 
on them.

EXT. DESERT - NIGHT

Shermin's helicopter moves toward Jenny and the STAR MAN 
standing helpless in the circle thrown by the searchlight.

INT. SHERMIN'S HELICOPTER - NIGHT

The cross-hairs have locked on Jenny and the STAR MAN. Shermin 
knows he can't do it. He picks up a headset.

		SHERMIN
	George... Do you hear me, George?

		FOX (V.O.)
	What?

		SHERMIN
	I just retired.

		FOX (V.O.)
	Shermin!! Shermin!!!

Shermin flips a switch on the console that cuts Fox off.

		SHERMIN
		(to his crew)
	Let's get out of here.

EXT. DESERT - NIGHT

Shermin's helicopter passes over the heads of Jenny and the 
STAR MAN and rises into the dawn sky.

INT. COBRA - NIGHT

		FOX
	Shermin!!!

He throws down his headset.

		FOX
		(to the pilot)
	Lock in.

The gunsights lock in on Jenny and the STAR MAN. Fox's grip 
tightens on the trigger. Suddenly the helicopter begins to 
vibrate and drift off its target. Fox looks toward the sound 
coming from his right and his eyes widen in fear as he sees 
the STAR MAN's ship looming over him.

EXT. DESERT - NIGHT

The spacecraft passes over the top of the helicopter. The 
whirling downdraft emanating from the spaceship's underbelly 
yanks the Cobra away from Jenny and the STAR MAN and whips 
it into a spin which gets faster and faster until it 
disintegrates and falls to the desert floor.

EXT. DESERT - NIGHT

Jenny and the STAR MAN shield their faces against the DUST 
STORM that billows under the WHINING DESCENT of the 
spacecraft. It settles into a landing across the dirt road 
resting on its three pods. With a crack, a cone of bright 
white light blasts from the underside.

		JENNY
	Well...

		STAR MAN
	I must go.

Jenny nods.

		STAR MAN
	What do I do now?

		JENNY
	You say you love me and kiss me 
	'goodbye.'

The STAR MAN puts his arms around her and holds her tight.

		STAR MAN
	I love you.

		JENNY
		(her head on his 
		shoulder)
	I'm never going to see you again, am 
	I?

		STAR MAN
	No.

He kisses the tears out of her eyes, then full on the mouth.

		JENNY
	I love you.

The STAR MAN steps back and places a hand on Jenny's stomach.

		STAR MAN
	Tell the baby about me.

		JENNY
	I will.

		STAR MAN
	Goodbye.

He turns from her and walks to his ship. Jenny watches him 
go, then remembers something.

		JENNY
	Wait!!

She gets the Webster's Dictionary and the Columbia History 
of the World from the Camaro and runs to the STAR MAN. He 
takes them and kisses her again.

		STAR MAN
	Thank you, Jennyhaydn.

Jenny backs away as the STAR MAN walks under the ship into 
the white light. He waves one last time to Jenny and is 
swallowed into the ship by the light.

EXT. DESERT - NIGHT

Jenny turns away from the stinging sand as the space-craft 
lifts off. When she looks again, it is high and moving over 
the foothills. A banking turn brings it back. The ship dips 
low over her, rocks itself in a gesture of farewell, then 
shoots off into the stars. When she can no longer see it, 
Jenny drops her wave with a sigh and starts back toward the 
Camaro.

Over her walk, we SUPER:

JENNY HAYDN GAVE BIRTH TO AN EIGHT-POUND, SEVEN-OUNCE BABY 
BOY ON MARCH 10TH.

							FADE OUT:

THE END
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