We OPEN on a sandy road with broken telecommunications poles on the side and burnt out bits of metal tanks and rubbish. A Dread convoy is making its way through the area - several tanks, a Overunit and several Dread Youths are accompanied by two full platoons of troopers.

CAPTAIN (V.O.)
Database journal 48-12 mark 24. We have staked out a road section leading to a human settlement in what used to be the city of Vancouver. Resistance networks have indicated that Dread intends to build a communications center where the city used to stand and has ordered a clean-up squad to rid the ruins of all human inhabitants...

The convoy slowly marches towards the city. The troopers are alert but the open landscape doesn�t make surprise attacks easy. Suddenly, from nowhere, the convoy finds itself under-attack with laser fire taking out the troopers and grenades being launched against the Dread tanks.

As the overunit and Dread youths mobilise into action, they realise that the laser fire is coming from overhead. In the sky, HAWK and RANGER lead the attack - with Hawk in his suit and Ranger in the XT-7.

But just as they start to fire into the sky, ground fire hits them. From behind a holofield, POWER, TANK and SCOUT emerge, all guns blazing. Troopers and Youths fire back, and some Youths are injured by the laser fire, screaming in pain as their flesh burns.

The troopers are rapidly dispatched and the Overunit and Dread Youths sent packing down the road. After the last still convulsing trooper has been despatched with, the team meet in front of a smoking Dread tank.

POWER
Good work team.This should give Blackwood and his men enough time to get all the people out of the City before Dread sends reinforcements.

RANGER
What about the Overunit and the kiddies in uniforms?

POWER
Let them run back to Dread. The troopers and the tanks are what we came for.
(beat)
Scout, got the charges?

SCOUT
(brandishes explosives)
Right here Captain.

POWER
Okay - one sweep around just to make sure there aren�t any people they might have left behind before we blow the tanks.

Power and the team began to walk around the battle area, lifting and kicking away the inate troopers to make sure that there are no human soldiers brought down by the cross fire.

As Power pokes around the bodies at the base of a tank, suddenly, a figure launches at him from inside the tank, where it has been hiding throughout the battle. The distinctive beret and grey uniform tell us it�s a Dread Youth member who has just attacked Power.

He manages to push Power to the ground and lands on top of Power with a crash. His gun knocked out of his hands by the fall, Power has to make do with hand combat to overcome his attacker. He does this easily, thanks to the extra strength his suit gives him.

With a grunt, he manages to roll over and pin down his attacker. But his attacker isn�t going down without a fight and struggles against his efforts. In the struggle, the beret falls away and long blonde hair cascades down her shoulders!

By this time, the rest of the team have already heard the scuffle and raced over to where Power is holding down the young female Dread Youth.

Power is momentarily stunned and loosens his grip on her. She uses this opportunity to pull out her blaster and fire it point blank at Power, knocking him off her and throwing him several feet.

The rest of the team arrive in time to see Power thrown against the tank by the force of the blast. The Youth member scrambles to her feet and takes off as fast as she can down the road, her blonde hair flying as she runs.

Power�s suit deactivates and he shakes his head, stunned while the team crowd around him. Instinctively, Ranger turns to look at the departing Youth member and raises her gun to fire at the running female. She squeezes off several shots which miss before Power pulls her arm roughly.

POWER (CONT'D)
(still winded)
Hold your fire!

As he clutches his chest, where the direct hit landed, he watches the running female.

IN SLOW MOTION

as the Dread youth turns back to look at her attackers while running, fear visible in her eyes...and we zoom in on Power�s eyes as he watches her go with a strange look - a look of bittersweet memories.

POWER (CONT'D)
(softly, to himself)
Hold your fire...

INT. JUMPSHIP

OPEN on Power at his usual command position, still clutching his chest and Hawk at the controls. The hatch hisses shut just as Ranger steps in. She heads for the co-pilot seat next to Hawk.

EXT. SANDY ROAD (AS BEFORE)

A holofield shimmers away to reveal the Jumpship in the background. In the foreground, two imposing Dread tanks, with the bodies of troopers littered all around it.

The Jumpship blasts off and literally two seconds later, two huge explosive charges go off, blowing to smithereens the Dread tanks and in the process, a huge crater in the road.

INT. JUMPSHIP (AS BEFORE)

Scout monitors the explosion from his console and grins with satisfaction as we hear the sound of the charges going off.

SCOUT
Two tanks on their way to scrap heap heaven, Captain.

POWER
(distant)
Good.

He turns away and stares out into the space...

HAWK
Jon?

Power blinks and comes back to the present to find Hawk standing in front of him, with a concerned expression.

POWER
Yeah?

HAWK
Are you feeling okay?

He gestures at Power's chest. Power touches his chest bone tentatively and nods in a distant sort of way.

POWER
Yeah...
(he grimaces slightly in pain)
A little bit like someone kicked my chest in...

HAWK
You were lucky you were wearing your suit...a shot like that at that range without your suit...you�d have been...
(trying not to be morbid)
well...

POWER
Yeah...

Hawk pats him on the shoulder then heads back to his post. Power drifts off into space again, resuming his thoughts.This time, we do not see them but we can certainly guess at what he is pre-occupied with.

EXT. NORTHSTAR - DUSK - ESTABLISHING

Northstar, in the Artic Circle with high winds blowing and snow on the ground.

INT. NORTHSTAR

It is less high tech than the Power Base of before. In the corner is a charging station, but minus the Phoenix emblem on it. Four consoles are arranged together to form a square in the center of the room - in the ceiling, there is a circular skylight which affords a view of the starry sky, though in the middle of winter, it is crusted with ice and snow.

Intermingled with the beeping of consoles is the wind blowing hard outside.

Ranger and Tank sit on opposite consoles, with a cup of coffee sitting on the top of each of their consoles. Ranger has her feet up on the console and is idly examining her nails.

RANGER
Hey, big guy...

Tank doesn�t look up but continues to watch the screens before answering her.

TANK
Can�t you call me Tank like everyone else?

RANGER
Cause I ain�t like everyone else now am I?

TANK
Whatever.

RANGER
So, didn�t ya think it was weird the way the Captain wouldn�t let me shoot at that Dread kid?

TANK
No.

RANGER
What, you don�t think it was strange that he just let her go like that?

TANK
The Captain always has good reasons for what he does.

RANGER
Hey! Its not like I was going to kill her or something.
(beat)
Just thought that maybe we could get some information out of her. Y�know, a little interrogation...find out what Dread�s got up his sleeve...

TANK
The Captain...

RANGER Yeah, yeah - always has a good reason. Where have I heard that one before?

The pneumatic doors hiss open to admit Power.

RANGER (CONT'D)
And speak of the devil himself.

Power ignores Ranger�s remark.

POWER
(cryptically)
I�ll be gone for a few hours. Use a long range broadcast if you need to reach me.

Tank nods wordlessly and continues to watch the monitor. Ranger raises an eyebrow at Power, who casts a mildly disapproving look at her feet which are still resting on the console. Ranger gets the hint and lowers her feet to the ground as Power turns to leave the room.

RANGER
What was that all about?

TANK
You know life would be a lot easier if you just minded your own business.

RANGER
Don�t blame a girl for trying will ya?

The pneumatic doors hiss open again to admit Hawk.

HAWK
Seen the Captain?

RANGER
You just missed him - he left to go somewhere but big guy here won�t tell me.

Hawk looks over to Tank and they exchange knowing looks.

HAWK
Just keep your eye on those comm channels Christine...

Hawk leaves the room.

RANGER
(looking at Tank with puzzlement)
What?

TANK
Just watch the channels...

Ranger sighs. She sticks her feet BACK up on the console again, starts to watch the screens grudgingly.

EXT. NORTHSTAR

A hatch at the side slides open and the XT-7 curves out and takes off into the night sky.

INT. XT-7 COCKPIT

Power, in his powersuit, steers the XT-7 to its destination, but his mind is elsewhere...

We FLASHBACK to...

INT. HUMAN SETTLEMENT SOMEWHERE - DAY

The settlement is located in the ruins of some old buildings; crumbling, damp and decaying. Troopers have rounded up the bescraggled and dirty looking settlers into groups and they squat on the ground, hands on their heads, awaiting their fate.

Overunit Gerven steps up, flanked by Jennifer Chase and another male Dread Youth member, Youth Leader Richard Lantham.Gerven strolls up and down the groups of frightened people with a sneer plastered on his face and continues to pace as he speaks. Lantham and Chase stand at attention a little way back.

GERVEN
We know that this colony has been in contact with Captain Power - he has given you food...medical supplies...
(beat)
Captain Power is an enemy of Lord Dread, an enemy of the Machine - he must be destroyed. I order you to tell me when he will be here next or pay the price of insolence.

Gerven stares at several of the settlers, hoping to intimidate them into informing on Power. They look at him with fear but defiance.

GERVEN (CONT'D)
Perhaps I did not make myself clear.
(beat, glaring at settlers)
Tell me when Power will next be here or I will destroy this entire settlement AND execute each and every one of you.

The settlers quiver but remain silent.Gerven�s patience begins to run out.

GERVEN (CONT'D)
Very well - you leave me no choice.

A trooper steps forward and roughly pulls out from one group of settlers a woman clutching a little girl of about six years old. They are herded towards Gerven - the woman clutches her little girl close to her as she crouches in front of Gerven, looking down in fear.

GERVEN (CONT'D)
This is your last chance.

He looks towards the settlers briefly. No one has the time to even think about volunteering the information when Gerven retracts the offer of a final chance.

GERVEN (CONT'D)
So be it.

He gestures to Lantham and Chase to step up. They stand at attention two paces behind him, awaiting their orders. Gerven then gestures to the trooper to separate the woman from her child and with force, the trooper pries the child from the woman�s arms, separating them. The woman is held behind two troopers, who prevent her from running to her child.

The little girl looks innocently at Gerven, but his face betrays no emotion at all.

Gerven unholsters his gun and then turns to face Chase and Lantham, standing at attention, facing him. He seems about to hand the gun to Chase, but then changes his mind and instead, holds it out to Lantham.

GERVEN (CONT'D)
Youth Leader Lantham.

Lantham salutes. (the Dread salute)

LANTHAM
Sir!

GERVEN
Let�s see if your training has served you well.
(beat)
Execute her.

Lantham reaches out for the gun and grasps it. Gerven steps back as Lantham takes a step forward, the gun raised. There is a brief moment when he seems to hesitate, but his eyes turn cold and his expression hardens. He points the gun at the child, and begins to squeeze the trigger...

Laser fire! It hits Lantham right on the arm, forcing him to drop the gun onto the ground. Immediately, Chase has her weapon out. Gerven spots Power and the team perched on the second floor of the next building, which overlooks the ground floor of the ruins where the settlers are gathered.

POWER
Pick on someone your own size Dreadheads!

GERVEN (CONT'D) Captain Power! (to troopers) Fire!

POWER
Let�s kick some tin butt gentlemen - but mind the civilians!

Furious exchanges of laser fire between the platoon of troopers and Power�s men, with the settler�s sandwiched in between them. Several settlers try to escape and Power tries to help them by keeping the troopers busy - others simply crouch behind crumbling walls or on the floor and wait for the bombs to stop falling. Power and Hawk provide cover from the second floor, while Scout and Tank approach from the ground, taking cover behind crumbling walls of the adjacent building.

Chase has taken cover behind a piller and is firing at Power, as is her duty. Lantham has crawled to another pillar several feet away, nursing his hand.

LANTHAM
We�re trapped! They�ve got us pinned from both sides!

CHASE
Where�s Overunit Gerven?

LANTHAM
Radioing for back-up...we need to get out of here...

Lantham spots the little girl, crouching behind the pillar in front of them, where she has crawled to escape the laser fire and falling troopers. He unholsters his gun and pounces forward, grabbing the child from behind.

Chase watches in horror as he wraps an arm around the child�s neck and points the gun at her head.

LANTHAM (CONT'D)
Cease fire!

He stands up with his child hostage so Power can see.

LANTHAM (CONT'D)
Stop or I will kill her!

Power, who together with Hawk has jumped down from the second floor position to attack at ground level, gestures to Tank and Scout to stop, while he and Hawk hold their fire.

LANTHAM (CONT'D)
That�s better...

He looks around and spots several of the settlers crouching on the ground, behind walls or pillars.

LANTHAM (CONT'D)
Nobody moves!
(to Power)
Put down your weapons and surrender.

Chase meanwhile has inched out from her position and stands a distance away from Lantham.

POWER
Why don�t you let go of her? We can talk then...

LANTHAM
Do I look stupid Captain? Put down your weapons, or I�ll shoot her.

Power swallows hard but then, true to his creed, puts down his weapon on the ground. Hawk and Scout do the same. Immediately, a bunch of troopers surround them.

LANTHAM (CONT'D)
So it is true, Captain - you value life over everything else, including your own men it seems.

POWER
That�s the only thing that keeps us apart from Dread and his kind.

LANTHAM
Fine words - no doubt they will come in useful when you are brought before Lord Dread...

POWER
You�ve got us - now, release the child.

LANTHAM
Of course, Captain.

He puts the little girl down.

LANTHAM (CONT'D)
Run along then little one.

The little girl, aware of the trouble she is probably in, starts to run off in the direction of a opening in the wall.

Lantham turns to Power as if to say to him �I am sincere�, then whips around and takes aim at the running figure of the child.

Chase watches in horror as he takes aim at the child then, without thinking, she surges forward, knocking the gun out of Lantham�s hand, and pushing him to the ground. Lantham misfires, and the gun falls from his hand.

LANTHAM (CONT'D)
Why did you do that?

He glares at Chase.

CHASE
It...was a child...

LANTHAM
All the more reason to get rid of her - we don�t need any more of them in the world.

Lantham picks himself up and dusts himself off.

LANTHAM (CONT'D)
You realise that I will have to report that to Overunit Gerven Youth Leader Chase. Although in rank, we are equal, your actions constituted a violation of the Code of Conduct, a failure to uphold the creed of the empire.

Lantham looks around and notices there are still a few settlers who are crouching in fear on the ground.

LANTHAM (CONT'D)
Now, where were we before we were ever so rudely interrupted...

He picks up his gun again and plays eeny-meeny-miny-moe with the settlers, trying to decide who to shoot first. He points a gun at an old man, bearded and dirty, who stands quiverring in fear.

LANTHAM
You.

Chase watches in horror as Lantham prepares to shoot.

CHASE
(authoritatively)
Stop!

She strides over to Lantham.

CHASE (CONT'D)
We may hold the same rank, but I have more time in rank that you Youth Leader Lantham. In the absence of Overunit Gerven, I am the senior officer. (beat,commanding)
You will let these people go.

LANTHAM
(challengingly) On what basis Youth Leader Chase?

CHASE
We have Captain Power and his men. The purpose of our mission was to secure his capture. That mission is accomplished - there is no need to execute these people.

LANTHAM
You�re right...
(sarcastic deference)
Youth Leader Chase.
(beat)
But I'm sure you'll agree it would be a waste to just liquidate them when they can be digitized instead.

He pulls out his radio.

LANTHAM (CONT'D)
This is Youth Leader Lantham to Lord Soaron...

Chase watches as he makes contact with Soaron.

SOARON (OS)
Report, Youth Leader.

LANTHAM
I have organiks for digitisation Lord Soaron...location...

CHASE
Break contact.

Lantham looks up to see a very determined Chase pointing her weapon point blank at him.

LANTHAM
What?

CHASE
Break contact now or I�ll shoot.

Hawk and Power exchange looks.

HAWK
(whispering)
What the hell is going on?

POWER
(whispering)
I don�t know but be ready to move.

Lantham looks at her then decides to call her bluff.

LANTHAM
Sector 19...

The radio explodes in his hand as Chase fires at it.

CHASE
I warned you!

LANTHAM
This is treachery!

CHASE
Call it whatever you want - but I can�t go on doing this anymore...
(to settlers, shouting)
Go! Quickly!

They scramble away into the shadows, and through holes to safety.

LANTHAM
What are you going to do now?

CHASE
What I have wanted to do for a long time...

She raises the gun and points it at Lantham - then, changing direction, fires it instead at a trooper in the ring surrounding Power...and keeps firing!

Scrambling into action immediately, Scout and Tank fire at the troopers that have surrounded them and a full scale battle breaks out again.

Meanwhile, Lantham lunges at Chase, wrestling with her for control over the gun. They fall to the ground, with Chase just barely holding onto the gun as Lantham�s superior physical strength holds her down. He tries desperate to wrestle the gun from her.

LANTHAM
(snarling)
Give me the gun!

He starts to pound her hand on the concrete ground in an attempt to loosen her hold on the gun.

CHASE
I�ll see you in hell first!

She knees him in the stomach but this only makes him swipe his fists wildly at her, catching her in the face with a fist.

Dazed, he manages to grab the gun from her but before he can fire it, Chase manages to get a foot under him and kick him off her.

He staggers back from the force of the kick to his chest, as Pilot scrambles to her feet. Lantham manages to squeeze off a shot which forces her to dive to the ground to avoid it. He uses the gun to force her into a corner before he pistol whips her with the butt of the laser pistol.

Chase falls to the ground, battered. A panting Lantham prepares to deliver the final blow.

LANTHAM (CONT'D)
Now - you�ll die like the traitor you are!

He levels the gun at her head - Chase can only gaze dazed and helplessly up at him...KAPHEW! Two blasts of laser fire force Lantham to drop the gun as he clutches his hand in pain.

Lantham looks up to see Power walking towards him, blaster drawn and looking pretty menacing in his gleaming power suit. He looks down at Chase and then, before Power can reach him, takes off, clutching his hand.

Power gestures to the other�s not to follow Lantham. He holsters his blaster before slowly approaching Chase. She looks up at him, and the images blurs as she begins to lose consciousness...

INT. POWER BASE

The PB in all its glory before its destruction. Hawk, Scout and Tank are manning their stations when a very much younger looking Jonathan Power steps into the room. He heads for Scout, who is sitting at the central console with headphones on, monitoring transmissions but before he can reach Scout, Hawk intercepts him and pulls him aside.

HAWK
Jon...

Hawk beckons him over and they step aside to confer.

HAWK
I don�t like it...you know how important it is that we keep our location a secret...

POWER
We couldn�t just leave her there, Matt.
(beat)
I promised my father that I would always preserve all life...

HAWK
I know! But bringing a member of the enemy back to our base is a completely different thing altogether!

POWER
She was on our side out there Matt. She risked her life to save some of those settlers...to save us.

HAWK
She�s a Dread Youth member! It could be a trap for all we know...

Scout and Tank exchange looks as they observe Hawk and Jon having their hushed conversation. They share Hawk�s reservation about the Dread Youth member they have just brought back to the base and are concerned about the security implications.

Hawk notices the looks exchanged between Tank and Scout and breaks off the conversation, realising that if the matter is to be discussed, it should be as a team.

POWER
Scout - what have you got?

Scout taps some commands into the console.

SCOUT
According to Dread Youth records, her name is Jennifer Chase.

He pulls up what looks like a service record for display on the computer and whistles.

SCOUT (CONT'D) (reading from the screen) Special commendations for bravery and loyalty...outstanding student...
...electronics specialist and combat pilot...this thing reads like a college honour roll...

HAWK (to Power)
Great!She's the Dread Youth valedectorian... It gets better...

TANK
I got a bad feeling about this Captain...

SCOUT
(nodding)
This kid's tie-dyed Dread Youth material Captain... Power crosses his arms, deep in thought.

POWER
(slowly)
Look, I know it seems crazy, but something tells me that...I can�t explain it...I just know that she�s not what you think she is...

We FLASHBACK to Power sitting in his XT-7 cockpit.

COMPUTER
ETA two minutes...

Power forces himself to concentrate on piloting the XT-7.

EXT. MOUNTAIN TOP - DAWN

The XT-7 lands on a flat cliff top, the afterburners gently fanning the sandy ground.

The cliff top looks out to a view of sandy plains, with mountains around. Directly ahead, across an expansive sandy acrid plain, we see the craggy rock face of the mountain which once housed the Power Base.

Powering down his suit, Power stands there, admiring the vista before him quietly.

We watch as he puts down the knapsack he is carrying onto the ground and kneels down. He unpacks a small hand held long range receiver, which will enable the team to contact him from Northstar. He puts it down on the sandy ground gently. Then he reaches into the knapsack and pulls out a short white candle(the kind you light in church for a dead soul)

ANGLE - WHITE CANDLE

being placed onto a bronze surface.

ANGLE - A MATCH

being struck, and then applied to the candle.

Power blows out the match.

POWER
(somberly)
Its me.
(beat)
Jon.

He pauses, not knowing what to say next.

POWER (CONT'D)
I guess this was never going to be easy the first time...

He looks down, and takes a deep breath before continuing.

POWER (CONT'D)
Everybody...the team is...is fine.
(several beat)
We�ve..we got another team-member...Christine...but we call her Ranger...well, Hawk's still trying to get used to the idea...

POWER (CONT'D)
She really is something...
(beat, unsteadily)
You would have liked her...another one never to follow orders...
(beat)
She and Tank seem to get along really well...maybe there�s something there...
(several beats, sighs)
Its hard to tell if its two way...but then, I never used to notice these things...

He trails off into silence.

POWER (CONT'D)
...hard to tell...

He looks down and we see for the first time, that he is kneeling before a brass plague, similar to that of Stuart Gordon Power�s, with the candle Power lit earlier standing in one corner.

We can clearly make out the words on the plague - JENNIFER CHASE 2225 - 2247 IN OUR HEARTS SHE LIVES ON. We ZOOM IN to the plague before slowly blurring into a FLASHBACK as we FADE OUT...

END OF ACT ONE