(Opening scene: An exterior shot of Max apartment building.)

(Scene cuts to Max's and Original Cindy's apartment. Orignal Cindy is lying in bed. She is stateled awake by the sound of a revving engine. Orginal Cindy gets up to investigate. Original Cindy see's it's Max sitting on her bike revving the engine.)

Max: Did I wake you?

(Original Cindy rushes up to Max and hugs her.)

Original Cindy: My god, you're alive.

(Scene cuts to Max sitting atop a counter and shaving her legs in the kitchen sink.)

Max: I've been wanting to do this for months.

Original Cindy: I see they don't let you do your nails up at Manticore either.

Max: No respect for the girlie arts, that place. I had to torch it.

(Original Cindy laughs)

Original Cindy: No doubt. So Manticore and them got all irate 'cause eyes only put salt in their game?

Max: Oh, yeah.

Original Cindy:And then they sent you to take a brother out .

Max: Yep.

Original Cindy: But instead you burned the place up and let everybody out.

Max: I needed some get-back.

Original Cindy: Right. So what's with this virus they put in you so you and Logan can't touch?

Max: They're just mean like that.

Original Cindy: No, boo. I think they sent you to kill Logan 'cause he's eyes only.

Max: Logan? Please.

Original Cindy: Straight up. Now it all makes sense. You two were always doing stuff on the dl.

Max: You've got it all wrong.

Original Cindy: Sugar, don't front. You've been creeping with eyes only. Give me some.

(Max laughs.)

Max: You can't say anything, though.

Original Cindy: I already forgot. You got Original Cindy's word on that.

Max: A lot of people want him dead and I almost got him killed.

Original Cindy: It's going to be all right. It's all good.

Max: It doesn't feel all good. It doesn't even feel a little bit good.

Original Cindy: Somehow... some way... it's all gonna come correct 'cause you and Logan just got it like that. Nothing can keep you two apart. You're home. You're safe. You're strong. You kicked Manticore to the curb for good. They can't hurt you anymore. They can't hurt anyone anymore.

(Scene switches to a forest. Several escaped X-5's are moving through the woods.)

Male X-6: Keep moving. Because if Manticore is under attack they'll be looking for us to remobolize.

(The group of X-6 kids reach a clearing and look up at the night sky. They see a light blinking in the sky.)

Male X-6: Right there. There it is the rendevous signal.

Female X-6: I don't know about this.

Male X-6: You saw the signal. We're supposed to regroup.

Female X-6: But the other night, the fire no one came to let us out of the barracks.

Male X-6: You ever think maybe they were busy defending the facility? Manticore was under attack. By who, we don't know but obviously, command is still in place. Otherwise there wouldn't have been a signal.

Female X-6: But the tacs, they were shooting at us.

Male X-6: Not at us; they were protecting the perimeter. I mean, sure we took some friendly fire; that' s all. Now come on. We've still got ten clicks to cover.

(Scene cuts to a bridge. The group of X-6 kids arrive to see a group of soldiers armed and waiting for them.)

Male X-6: There they are. X6-314 reporting for duty, sir.

(The young male X-6 salutes.)

White: At ease, soldier.

(The group of X-6's stand at easy. White walks behind the soldiers and they raise their weapons at the X-6 kids. The sound of gun fire. Fade to black.)

[Season 2 Intro: They designed her to be the perfect soldier... a human weapon. Then she escaped. In the future not far from now in a broken world she is haunted by her past. She cannot run. She must fight to discover her destiny.]

(Scene switches to a car driving down a road in a rural part of Seattle.)

[Bag Em]

Female Reporter (on car radio): Police suspect foul play in a fire that claimed as many as a hundred lives last friday

(Scene cuts to the interior of the car. The female passneger is changing stations on the car raido.)

(static)

Male Reporter (on car radio): ...a veterans hospital built in 2007. Authorities are refusing to release information on the fire's origin and any possible loss of life in the facility...

Shelly: We can't even get music in this damn place. Why can't we just go back to L.A.?

Mike: Because L.A. is full of freaks and weirdos and psycos.

Shelly: Look out!

(A escaped trans-human from Manitcore runs out on to the road nearly casuing a collision. The trans-human studies the car occupants momentarily then flees into the woods. Then a bunch of X-7's come chasing after the trans-human.)

(Shelly screams.)

(Shelly screamns again as X-7's climb on to the hood of the car to give chase.)

Shelly: Whoa.

(Tires squealing as the driver turns the car around and speeds awway.)

Shelly: What are you doing?

Mike: Going back to l.A.

(Scene swithces to the trans-human running through the woods as X-7's give chase. The trans-human arrives at a ridge and jumps down into a quarry. The X-7's look down at the quarry but see no signs of the trans-human. The X-7's climb down and begin a search. The trans-human has somehow buried itself in the ground and blended in with the terrain. The trans-human leaps out and disarms one X-7 and kicks another away. Another X-7 uses a eletric prod to stun the trans-human. The other X-7's gather around the trans-human to shock it until it's unconscious.)

(Scene swithces to Max and Original Cindy walking into Jam Pony.)

Max: So what are we going to tell everybody?

Original Cindy: Let a sister handle this. Original Cindy's gonna get out in front of this thing.

Original Cindy (shouts): Hey, everybody look who's back from the dead.

(Sketchy rushes to greet Max.)

Sketchy: All right.

(Sketchy hugs Max.)

Sketchy: Max you almost scared me to death.

Max: Hey.

Sketchy: This is a joyous turn of events. Now, what happened?

Normal: Well, well, well... look who's here.

(Normal walks out from behind the dispatch desk.)

Max: What can I say, Normal? The rumors of my death have been greatly exaggerated.

Normal: Hot run, Morningside and Everclear.

(Normal holds out a package.)

Max: It's got my name on it.

Normal: No, no, your name is mud, missy-miss. I've heard some lame excuses for missing work but faking your own death for a three-month sabbatical is a new low.

Max: I did not fake my own death. I had a... medical emergency.

Normal: Would you care to explicate?

Max: A heart transplant.

(Normal laughs)

Normal: That's good. So, have you got a note from your doctor or a prescription for cyclosporine, perhaps? Because I'll need some more proof before I buy that...

(Max lifts up her shirt. Sketchy looks but Original Cindy blocks his wight with her hand. Normal wipes drool from his mouth.)

Normal: That's a nice big, uh... scar you got there.

Max: Yeah, well, enjoy it while you can 'cause it' fading fast.

(Max's pager beeps )

Max: Can I use your phone?

Normal: What about the package?

Max: I'll get to it.

(Max heads over to the dispatch desk and uses the phone.)

Normal: It's like she never left.

(Normal walks away.)

Max (on phone): Me hitting you back. What's up?

(Scene cuts to a shot of a female reporter doing a special report on channel 3 News.)

Female reporter (on tv): Red-hot embers cool and the death toll rises after monday's tragic blaze at remote mountainside veteran's hospital.

(Scene switches to Logan's apartment. Logan is sitting at his computer desk talking on the phone and watching the news.)

Logan (on phone): Are you see this on channel 3?

(Scene cuts back to Jam Pony. Max is at the dispatch desk and yells out to Sketchy.)

Max: Hey, sketch, hook me up on 3.

(Sketchy is in the lounge and picks up the remote and changes the channel on the tv.)

Female reporter (on tv): Channel 3 news has now learned that the inferno is the result of arson traced to rogue terrorist group s1-w.

Max (on phone): Manticore.

Logan (on phone): Only they're saying it's a V.A. hospital and the s1-w burned it down.

Max (on phone): Is that a bad thing and what's the s1-w?

Logan (on phone): It's a progressive group fighting the good fight. They're into direct action which is why the government's trying to make them out to be terrorists.

Max (on phone): Better people think some crackpots torched the V.A. than the circus burnt down and the freaks got out.

Female reporter (on tv): In an earlier act of aggression the s1-w held hostages in the V.A. facility last month.

Sketchy: This is so bogus. Eyes only said that hospital is just a front for that Manticore place.

Female reporter (on tv): Mountainside hospital burst into uncontrollable flames...

(Scene cuts back to Logans apartment.)

Logan: They're claiming a lot of people died in tha t fire. S1-W is being framed for murder.

(Scene cuts back to Max at Jam Pony.)

Max: Nothing I can do about it. And why do you care so much about this s1-whatever?

(Scene cuts back to Logans apartment.)

Logan: Some friends of mine are involved.

(Logan looks at Asha who is standing in the living room looking worried.)

Logan: They've done stuff for eyes only. Look, forget I mentioned it. It's my problem. Can you come over later?

Max: Given the givens, I'm not sure that's a very good idea.

(Scene cuts back to Logans apartment.)

Logan: It'll be okay. Just come. I've got some information for you and I'm... still putting it together but it could be important.

(Scene cuts back to Max at Jam Pony.)

Max: I'll swing by.

(Max hangs up.)

(Scene cuts back to Logans apartment. Logan hangs up the phone and turn to look at Asha.)

(Scene cuts back to Max at Jam Pony. Max looks up at the TV.)

Female reporter (on tv): The death toll is expected to rise as volunteers...

Sketchy: Ooh, mutants on the loose. The genetically superior walk among us.

Orignal Cindy: They said that everybody died, fool.

Sketchy: Yeah, but, well, we thought Max was dead, too and yet, here she is, good as new.

(Max smiles and picks up a package.)

Max: Got to jet....

(Max leaves.)

(Scene switches to Logans apartment. Asha is following Logan out the door.)

Asha: Got to talk to eyes only. Make him get the truth out there.

Logan: I can't make him do anything.

Asha: They're trying to pin this on us because of the job we pulled at the V.A. office. That was a favor to you. Now I need a favor. Talk to him.

(Asha sighs.)

(Asha leaves.)

(Logan sighs.)

(Scene cuts to the NO-TEL MOTEL. Alec is in a hotel room with a female companion. Alec's female companion Flo is admiring Alec's barcode.)

Flo: This is so cool. Does it say how much you cost?

(Alec lying in bed and is engrossed watching TV.)

Alec: A lot more than you, sweetheart.

Flo: Is it a gang thing?

Alec: You guessed my secret.

Flo: So how come you're not out gang-banging then?

Alec: Because sometimes a guy can have a lot more fun on his own.

Flo: So you're on the lam.

Alec: You're so intuitive. Hey... why don't you go grab us something to eat, will you?

(Alec hands Flo some cash.)

Flo: Okay.

Alec: Okay.

(Flo leaves.)

(Scene switches to the Flo walking to a convience store across from the motel. Flo enters the store and shops around.)

(Scene suts to several starving X-6's hidden nearby the woods scouting out the convience store.)

Ralph: I'm starving.

Zero: Me, too.

Ralph: If I don't get something to eat soon I'm going to kill somebody.

Bullet: They're not gonna give us food. Not without money.

Ralph: I'm going in.

(The X-6's head into the convience store. The clerk is looking at a magazine. Flo is shopping. The X-6's are gather around some shelves grabbing bag, boxes and stuffing them into their clothes. One of the X-6's is holding up a box with a barcode imprinted on the bottom.)

Zero: Barcode. What does it mean?

Ralph: Mean it's ours.

(Flo is walking down the asile shoopping when she notices that one of the X-6's has a barcode on their neck like Alec's.)

Flo: Where did you guys get those? My friend has one just like that.

(Flo notices that the X-6's are stealing stuff from the shelves.)

Zero: That's it let's go.

(The X-6's turn to leave.)

Flo: Hey!..

(The store clerk is alerted and gets up.)

Clerk: Hold it! I said hold it!

(The store clerk reaches for a shotgun but one of the X-6's disarms him. A shot is fired.)

(Scene cuts back to the motel room. Alec is alerted by the sound of gunfire.)

(Scene cuts back to the convience store. One of the X-6's has the shot gun trained on the store clerk.)

Bullet: In the woods! Do it!

(Another X-6 reaches into the cash register and takes the money. All the X-6's flee the store.)

(Scene cuts to Alec watching from the window his Motel room as the X-6's run out of the convience store with their loot into the woods.)

Alec: Great!..that's just great.

(Scene switches to a base camp searching for escaped Manticore trans-gens. In a tent a technician is seated in front of several monitors and White standing nearby.)

Military Tech: Possible sighting. Echo, Golf 728.

White: How many?

Military Tech: Six or seven.

White: Alright, send a unit to check it out.

(A cell phone rings and White picks it up and answers.)

White (on cell phone): White.

(White walks a few yards away near the front of the tent.)

White (on cell phone): Handle it. We don't want local law enforcement involved. The idea is to keep this mess under wraps. Well, tell them they can shove their jurisdiction that this is a federal matter.

(White hangs up the cell phone.)

Soldier 1: Tally on the signaling operation. Thirty eight showed up at the rendevous point over the course of the day.

White: Alright then, keep the signal running every night until they stop coming.

(The soldier leaves.)

Operative: Sir,..

(Several X-7's brings in the trans-human captured at the quarry.)

White: What the hell is that?

Operative: Looks like something they cooked up to fight in the desert. Skins designed to retain moisture same as the nose. Even has a second eyelid. Probably to protect the cornea from sand and grit.

(White sighs.)

(White walks closer to the trans-human to get a better look at it.)

White: I hate to think how many of those rolled off the assembly line. They bring it in?

Operative: X-7's sir. Manticore uses them to guard the perimeter.

White: I read the reports. They've got some kind of hive mind thing going.

Operative: Communicate ultra-sonically in digtal code.

White: Ship it out in the next transport. I want forensic's to take it apart for analysis.

(The trans-human snaps his bonds and grabs white by the neck, lifts him off the ground and chokes him.)

White: Arghh...

(A guard nearby uses his weapon to knock the trans-human to the ground. White begins kicking the trans-human repeatedly.)

White: Get it out of here. Them too. Get it out!

(The operative follows White's orders and takes the trans-human and the others away.)

(Scene switches to Alec sitting on the bed watching tv in the motel room. Alec here's a knock on the door. He get's up to answer.)

Alec (to himself): About time..

(Alec looks through the peep hole of the door and see police officers.)

(Scene cuts tot the police officers busting down the door of the room and rushing in to find an empty room.)

(Scene cuts to Alec running into the wood nearby the hotel. He stops for a moment when he see's an empty bag of chips. Alec continues continues into the woods. Alec finds a cheese puff nearby a old barn. Alec heads for the barn.)

(Scene switches to inside the barn. The X-6's are passing out the food that they stole from the convience store as Alec walks in.)

Alec: Daddy's home!

(The X-6's jump up and salute Alec.)

Bullet: X-6 787 sir!

Ralph: X-6 809 sir!

Alec: yeah, yeah..whatever. What do you bozo's thinking knocking over a Quicky Mart?

Bullet: Sir?

Alec: I had a very sweet deal going. And you blew it.

(Alec notices the X-7 sitting several yards away.)

Alec: What's that doing here?

Ralph: He escaped the attack with us sir.

Alec: The attack?

Zero: On Manticore.

Bullet: Command has been re-established. We saw the signal to regroup last night.

Fix-it: The rendevous is about 6 clicks from here. South, southwest. We were just about to move out.

Alec: Gang I hate to break it to you but Manticore was not attacked. They tried to barbeque us.

Bullet: Sir?

Alec: They're trying to kill us. The signals bogus. It's a trap.

Bullet: If I may sir, that doesn't make any sense. We are valuable military assets. Representing billions of dollars of R&D.

Zero: Why would Manticore want to get rid of us?

Alec: I want to get rid of you and I just met you.

Bullet: We should be going, sir. They're waiting.

Alec: Okay, what part of "they're trying to kill you" did you not understand?

Bullet: All respect, sir but officers of rank superior to yours left standing orders to regroup when instructed to do so.

Alec: Well, far be it from me to violate the chain of command.

Bullet: Fall in.

Alec: You're really gonna do this?

Bullet (to X-7): Didn't you hear me, soldier?

Alec: Oh, he heard you. He just can't believe his ears.

Bullet (X-7): I'm going to have to report you. Both of you.

Alec: You do that.

Alec: Left face. Quick march.

(The X-6's leave the barn.)

(Scene cuts to Logan's apartment. Logan is at his computer desk when Max comes in. Logan stands up to greet her.)

Logan: Hey.

Max: Hey. You said you had something for me?

Logan: Yeah. Come see.

(Logan sits back dwn in his chair in front of the computer.)

Max: You know it's dangerous for us to get too close. The virus.

Logan: Apparently, there's a massive military action going down in the woods around Manticore.

Max: Same thing happened back in '09. By the time they got their act together, we w ere gone.

Logan: There's a difference. You escaped because you wanted out. They ran for their lives. They may not even realize Manticore wanted them dead. Does this mean anything to you? Got it from an informant who lives out that way. A real conspiracy buff, obsessed with ufos.

(Max looks at the signal on Logan's screen.)

Max: It's a signal from manticore. We were trained to look for it in case the facility was compromised.

Logan: Well, what's it say?

Max: Regroup-- echo golf 4-2-7-9-5-2-- friday. Today.

Logan: Whoa, where are you going?

Max: Logan, they tried to kill them. Now they want to finish the job.

Logan: You don't know that. They could be loading them up and shipping them off to a new facility some where.

Max: See, that doesn't work for me either.

Logan: Fine. You want to go out and save the day. What's the plan?

Max: Don't know yet.

Logan: Max.

Max: This is happening because of me. I forced them to go. That's my family. Some of them are screwed up. Some of them don't look like you or me or anything anybody's ever seen before but i'm responsible for them just the same.

(Logan attempts to grab Max as she leaves. Max backs away to avoid his touch.)

Logan: Hey.

Max: Careful!

Logan: Now, see, you took the word right out of my mouth.

(Max leaves.)

(Scene switches to Max riding her motorcycle down a road through forested area.)

(Scence cuts to the group of X-6's from the barn walking toward the rendevous point. Max is racing on her bike to reach the rendevous point.)

(Scene cuts to the X-6's arriving on a bridge with Manticore soldiers waiting for them. The solddiers raise their weapons and are abou to fire when. Max arrives behinf the soldiers and slams her bike into the group allowing the X-6's to flee.)

Max (to X-6's): Run!!

(The X-6's flee but one of them is shot in the leg by a soldier. Max rides up to the wounded X-6 and lifts him up on her bike and they speed away as the soldiers fire.)

(Scene cuts to Alec at the barn eating.)

Alec: Mmmm...

(Alec looks at the X-7.)

Alec (to X-7): Hey, werid kid.

(The X-7 turns from the window and looks at Alec.)

Alec (to X-7): Want some hydronated imitation pork product?

(The X-7 looks back at the window.)

Alec (to X-7): Huh? Alright, more for me.

(Alec notices that the X-6's are coming back into the barn.)

Ralph: Sir, you were right. It was an ambush.

Zero: They shot at us.

(Alec looks at the barn door.)

Alec: If you idiots let them follow you..

(Alec has a look of recgnition on his face.)

Alec: Oh, great..

Zero: Is it them?

Alec: I wish.

(The X-6's go and help Max bring in the injured X-6 into the barn. Alec walks towards Max.)

Max (to the X-6's): We need something to tie his leg off quick.

Max (to Alec): What the hell are you doing here?

(Alec takes off his belt and hands it to Max.)

Alec (to Max): I was going to ask you the same thing.

Max (to Alec): I'd kick your ass but we don't have time for that right now.

Alec: That bullet went right through. We gonna have to cauterize.

Fix-it (to Alec): What happened? Why were they shooting at us?

Max (to the X-6's): He's going into shock. Get something to keep him warm.

Bullet: Arrhh...

Ralph: I think I'm gonna be sick..

(The X-6's leave to find something to keep their injured companion warm.)

Alec (to Max): I bet that one flunked feild med.

(Alec runs a knife over a flame from a lighter. Alec hands Max the knife when the blade is glowing red.)

Alec (Max) : Go!

Max (to bullet): I'm not gonna lie to you this is gonna hurt like hell.

(Bullet screams as Max cauterizes the wound.)

Alec (to bullet): Hang on..hang on..

(The X-6's and Alec wince at the sizzling sound from the blade as it touches the wound.)

Alec (to bullet): It's almost over.

(Max ties off the leg with Alec's belt.)

Alec (to bullet): Okay, it's done. Hey, hey..your gonna be okay. Alright?

Max (to Alec): Yeah, as long as we get him and the rest of these kids outta here.

Alec (to Max): What do you mean we? This is your party not mine.

(Scene swithces to White in his command tent. White stand up from his desk.)

White: Help me to understand how a girl on a motor cycle got the drop on you and all of your men?

Lieutenant: It's hard to explain, sir. It all happened so fast...

(A operative walks to the enterance of the tent carrying a case.)

White: What is it?

Operative: Sorry to interrupt, sir but I thought you'd want to see this right away. It was retrieved from the Manticore site-- belonged to director Renfro.

White: On the desk.

(The operative places the breif case on the desk and opens it for White's inspection. White picks up some disks.)

White: The database, good.

(White finds a file on Max's recent medical work up.)

White: Well, well.

Operative: What is it, sir?

White: DNA workup of an x5. Not bad-looking for a freak.

Lieutenant: Sir, sir, that's her. That's the girl on the motorcycle.

White: Are you sure?

Lieutenant: Yes, sir.

(White closes the file and turns to the soldier.)

White: Don't just stand there; find her.

(The Lieutenant turns and leaves.)

(Scene switches to the barn. Max finds an old truck inside the barn. She's lifts up the hood and nods to herself.)

(Scene cuts to Alec flicking popcorn at the X-7 by the window of the barn. The X-7 turns and looks at Alec. A X-6 is sittng on the barn floor fixing a old radio. Max comes back to the group.)

Max (to the X-6's): Alright people, fall in!

(All the X-6's fall in and stand at attention.)

Max (to the X-6's): There's been a change in your mission status. Extreme and unforeseen. You've been betrayed by your own command. What do you do?

All (to Max): Redeploy.

Max (to the X-6's): Correct. How?

Zero (to Max): Unknown, ma'am-- we have no training with regard to that circumstance.

Max (to the X-6's): Do you know what that means?

All (to Max): No, ma'am!

Max (to the X-6's): All your training goes out the window

All (to Max): Yes, ma'am!

Max (to the X-6's): Starting with your blind obedience to Manticore and all it represents.

All (to Max): Yes, ma'am!

Max (to the X-6's): Which means you're going to stop calling me ma 'am and start calling me Max!

All (to Max): Yes, ma'am!

Max (to the X-6's): Yes, max. That's my name.

(Alec is enjoying himself by flicking popcorn at the X-7.)

Max (to the X-6's): And now that you're in the real world you all should have names, too.

Alec: Oh, for the love of...

Max (to Alec): Shut up.

Max (to the X-6's): You have to stop thinking of yourselves as soldiers and start thinking of yourselves as people.

Zero (to Max): But we are soldiers.

Max (to Zero): You mouthing off to me? 'Cause I have zero tolerance for that, zero! And to commemorate this special moment that's going to be your name. Zero.

(Zero nods.)

Max: Get out on sentry duty.

(Zero leaves for sentry duty.)

(Max walks to the next X-6.)

Max (to fix-it): I saw you messing around with that radio there.

Fix-it (to Max): I excelled in diagnostics and repair. I was trying to fix it.

Max (to fix-it): Fix-it.. that's going to be your name and that's what you're doing to do with that old pickup over there.. fix it.

(Fix-it leaves to repair the truck.)

(Max wakls over to a blonde X-6 female.)

Max (to Ralph): You're the girl that threw up.

Alec (to Max): You could always call her Ralph.

Ralph (to Max): Ralph..I like it.

(Ralph smiles.)

Max (to Ralph): That's a boys name.

Ralph (to Max): I still like it.

Max (to Ralph): Ralph it is then. Go check on Bullet.

Ralph (to Max): Who's bullet?

Max (to Ralph): The kid that got shot.

Ralph: Oh!..

(Ralph leaves.)

(Max walks to the youngest X-6. A boy with a bugle)

Max (to Bugler ): Is that yours?

Bugler (to Max): I'm in the bugle corp.

Max (to Bugler): Bugler it is.

Bugler (to Max): What's my assignment?

Max (to Bugler): Getting some sleep.

Bugler (to Max): It's not lights-out yet.

Max (to Bugler): That's okay. Let's find a place for to you to bunk down.

Alec (to Max): What about him? Doesn't he need a name?

(Alec looks at the X-7.)

Max (to Alec): I'll leave that to you since you two seem to be getting along so well.

(Alec continues to flick popcorn at the X-7.)

(Scene switches to Lydecker driving uo to the White's military camp. A guard stops Lydecker.)

Lydecker: Where's white?

Walker: Sir, this is a restricted area you're gonna need to turn this vehicle.

(Lydecker shows the perimeter guard his ID.)

Lydecker: Tell him Lydecker's here to see him.

Walker: Sir, I'm going have to ask you to wait here a moment...

Lydecker: Sorry, son, this is urgent.

(Lydecker walks past the perimeter guard.)

Walker (into radio): Command, this is Walker. There's someone here from Manticore-- name's Lydecker.

(Scene swithces Lydecker searching through White's tent. Lydecker finds Renfro's breifcase. He takes the disks and Max's file. Lydecker leaves.)

(Scene cuts to White walking with several guards and an operative to his tent.)

White: He identified himself? What the hell was he thinking?

(White and the guards rush the empty tent. White find that the contents of Renfro's briefcase are gone.)

White: Damn it!

(White throws the empty breifcase to the ground. White leaves the tent in a huff.)

(Scene cuts to Logans apartment. Logan is sitting at his computer desk.)

(phone ringing )

Logan (on phone): Hello?

Lydecker (on phone): It's Lydecker.

Logan (on phone): How did you get this number?

Lydecker (on phone): Never mind that. I need you to you help me get in touch with Max.

Logan (on phone): What for?

Lydecker (on phone): I can't tell you that. Do you know where she is?

Logan (on phone): Somewhere in the woods outside Manticore.

Lydecker (on phone): He'll be looking for her.

Logan (on phone): He? Who's he?

Lydecker (on phone): If you hear from her

(Lydecker sighs)

Lydecker: Tell her to get out of there as fast as she can.

(Logan and Lydecker both hang up. Lydecker looks at Max's file.)

(Scene cuts to White's base. A technician is at a computer control the signal transmitter and white is nearby.)

Tech (to White): Satellite's in range, sir.

(Tone pulsating. A light blinks in the night sky. )

(Scene cuts to the barn. Max is doing guard duty and checking on everyone. She stares at the X-7 looking into the wood from the window. The X-7 stares back at her. The X-7 turnback to look out the window. Other X-7's are in the woods looking at the barn.)

(Scene switches to the barn the next morning. Ralph is helping bullet walk towards Max.)

Ralph (to Bullet): You've got to keep the weight off it.

Bullet (to Ralph): I'm fine Ralph. Will you cut it out.

(Bugler plays his bugle. Max takes his bugle from him.)

Bugler: X-8 621 is ready to commence trainning ma'am!

(Max laughs.)

Max (to Bugler): Name's Bugler, remember? And there's not going to be any training today.

Bugler (to Max): There's not?

Max (to Bugler): Nope, not ever again.

Bugler (to Max): Really?

Max (to Bugler): Really. See, you don't have to take orders anymore, not from anyone.

Bugler (to Max): Even you?

Max (to Bugler): Especially not from me.

(Max laughs)

Alec (to Max): Well, when the going gets cute the tough get going.

Max (to Alec): You're really leaving?

Alec (to Max): 'Fraid so.

Max (to Alec): Figures you'd forget the one good thing Manticore ever taught us: Never abandon your unit.

(Alec looks at the X-6's)

Alec (to Max): Well, thanks to you, there is no more Manticore. You made this mess... not me.

(Scene cuts to White's base camp. White is in his command tent holding a photo image of Max.)

White: You're sure this girl was with them?

Computer Tech: See for yourself.

( transmission sounds )

Computer Tech: Let me position the mike. Okay, they're downloading. We can't hear them, but the computer can. It's translating the ultrasound signals reconstructing the sonic image that was relayed to them by the x7 inside. Now we convert the sonar picture into the visual one.

(The tech taps on her keyboard as the X-7's are standing in front of a scanner. The tech get's an image of Max.)

Computer Tech: Let me see if I can enhance it. That's pretty much what she looks like.

(The Lieutenant from the bridge ID's Max,)

Lieutenant: That's her.

White: Take her alive if you can.

(Scene cuts to the barn. Fix-it and Max are working on the truck.)

Fix-it (to Zero): Okay, zero, hit it!

(engine firing up)

Max (to Fix-it): Nice work, fixit.

Fix-it (to Max): Just give me a few more minutes to adjust the timing.

Max (to Fix-it): All right.

(Scene cuts to Bullet guarding the barn door.)

Bullet(to Max): Max! Soldiers outside!

Max (to X-7): Get away from the window! You, too.

(The X-7 turns to look at Max and looks back at the woods to other X-7's. Max see's the X-7's outside and snatches the X-7 from the window.)

Max (to X-7): Someone's been talking out of school.

(Max leaves the X-7 fro Ralph to tie up.)

Max (to Ralph): Ralph, tie him up and blindfold them. We're leaving him here.

(Max gets the others to cover. )

Max (to Fix-it): Fixit, we've got to go now!

(At the truck the starter grinding )

Zero: What the hell?

(starter grinding )

(Soldiers fire smoke grenades into the barn.)

(Scene cuts back to Max and the X-6's hiding under cover.)

Bullet (to Max): Why are they using smokers? I thought they wanted us dead.

Max (to Bullet): Me, too. Come on. Hurry up!

(Scene cuts to outside the barn. Half a dozen soldiers are outside setting up to storm the barn wearing gas masks.)

Lieutenant (into radio): I want all units advance, approach pattern omega 13.

(Scene cuts back inside the barn. Smoke is filling the barn.)

Max (to X-6's): As soon as it starts, get the hell out. That's an order.

(Max leaves.)

(Scene cuts to Soldiers moving into the barn and spreading out.)

(Max knocks out two soldier in the smoke. More soldiers rush to stop her but she runs. hey fire at her but she evades the bullets easily. Max uses her speed and climbs up to the second story of the barn.)

(Scene cuts to the old truck. The engine starting. )

Bullet: Go.

Ralph: Bullet, we can't just...

Bullet: You heard what she said. Move it!

(Zero drives the truck through the barn door. Several guard out side open fire on the truck as it drives away.)

(Scene cuts to Max in the barn. She jumps down from the second story and takes two out. Max kicks andother two down but is knocked unconscious by a soldier from behind.)

Lieutenant (radio): Foxtrot one to command. We have her, sir.

White (radio): Say again, foxtrot one.

Lieutenant (radio): We have x5-452.

(Scene swithces to a holding cell at White's base camp. Max is getting up slowing in a cage.)

(Max groaning softly as she gets up.)

(Max gasps in horror when she notices the trans-human in the other cell.)

Max (to trans-human): Sorry. I... didn't know somebody else was in here.

(Max looks more closely at the trans-human.)

Max (to trans-human): You don't look so hot.

(The trans-human inhales sharply )

Max (to trans-human): Probably need some sun, huh? Bet they had you all hooked up back at Manticore. Nice, sandy barrack. Hit lamps. Sorry.

(Max sees a bug.)

Max: Ugh!

(Max steps on the bug.)

Max (to trans-human): I hate those things.

(Max leans down and picks up the dead bug. Max extends her hand out with the bug as far as she can.)

Max (to trans-human): You want it?

(The trans-human clicking)

Max (to trans-human): Yes?

(clicking tongue)

(The trans-human uses it tounge and takes the bug.)

(Max laughs)

Max (to trans-human): Nice move.

(The trans-human backs away from the cell as White approaches.)

White (to Max): Having a little family reunion?

Max (to White): You must be the new bad guy in my life.

White (to Max): You know, 452, you're much prettier than in your picture.

Max (to White): Gee, miss the old bad guys already.

White (to Max): I had a chance to peruse the DNA workup done during your most recent stay at Manticore.

Max (to White): Let me guess. My insurance didn't cover it and you want me to go out of pocket.

White (to Max): Are you familiar with the term "junk" dna?

Max (to White): Layman's terms for base pairs that don't contain viable genetic information. Doesn't do more than fill space. Kinda like that grey squishy thing in between your ears.

White (to Max): Would you be surprised if I told you that you didn't have junk DNA? It seems t every base pair is coated with some specific gentetic purpose. Now, the money question is..what does it mean? What is it that your genes are coated to do?

Max (to White): Kick ass mostly after that I wouldn't know.

White (to Max): Well, not to worry. We're gonna find out.

(Scene switches to the X-6's driving down a road in the truck.)

Ralph: I can't believe we left her there. After all she did for us.

Bullet: She gave us a direct order.

Bugler: She told me taht we don't have to take orders anymore. Not from anyone. Not even from her.

Ralph: That's good enough for me.

Zero: Me too.

Fix-it: I'm in.

Bullet: Let's do it.

(Zero turns the truck around.)

(Scene cuts to Alec driving down a road listening to music. Alec sees the X-6's in the truck heading back to White's base.)

Alec: Your heading the wrong way.

(The truck with the X-6's drives by him)

Alec (to X-6's): Hey! your heading the wrong way!

(Alec looks at the mirror and sees that the truck is still continuing toward White's base.)

Alec (to himself): Typical.

(Scene cuts to Whites base. White and a technican are at the signal tranmitter.)

Tech (to White): Satellite's in range, sir.

White (to tech): Light her up.

(The signal pulses to a satellite in the night sky.)

(Scene cuts to Alec sneaking up on the X-6's who are in the woods nearby White's base.)

Alec (to all): Let me guess.. she got herself caught saving your butts?

Bullet (to Alec): Pretty much.

Alec: All right. Well, let's get this over with.

(Alec walks toward the perimeter of White's base camp. Alec takes out a guard nearby a generator. Fix-it disables the generator for the camp causing the camp to go dark.)

(Scene cuts to White at the transmitter.)

White (to tech): Keep at it. I'm going find out what the hell's going on.

(White leaves.)

(Scene cuts to Alec and the X-6's taking out the sentrys. Alec find Max in the cells.)

Max (to Alec): Alec?

Alec (to Max): To the rescue.

(Alec unlocks Max's cell)

Alec (to Max): Still want to kick my ass?

Max (to Alec): Maybe later. Hurry up.

(Max exits her cell and looks towards the cell holding the trans-human.)

Max (to Alec): Him, too.

(Clicking form the trans-human)

Alec (to Max): Are you kidding?

Max (to Alec): Do it!

Alec (to Max): All right, all right.

Max (to trans-human): It's going to be okay. We're going get you out of here.

(Max and Alec open the trans-humans cell.)

Max (to trans-human): Go, go.

(The trans-human runs away)

Alec (to trans-human): You're welcome. Come on. Let's go.

Max (to trans-human): Wait.

Alec (to Max): What?

Max (to trans-human): The laser show's still going. If you want to be the hero you can't be half-assed about it. Let's go.

(Max leaves and Alec follows.)

(Scene cuts to the transmitter area of White's base camp. The signal is still transmiting.)

Max (to tech): All those stars kind of make you feel small and insignificant, huh?

(Alec knocks out the tech.)

(Max and Alec head to the control panel and change the signal.)

(Scene cuts to the woods. A group of young trans-gens from Manticore look up at the night sky for the signal.)

(Scene cuts back to White's base camp. Soldiers are running about trying to get the generator back up and to find out what's going on. White finds the unconscious sentrys.)

White (on radio): We've got a security breach. The perimeter's been compromised.

White (to operative):What are you looking at?

Operative (to White): That's not the signal to regroup. It's a signal to scatter and go to ground.

White (on radio): White to all units, disable the signal now.

(Scene cuts to the woods. The trans-gens from Manticore leave after recieving their orders from the signal in the night sky.)

(Scene cuts to Max and Alec at the signal transmitter. They are at the control panel.)

Max (to Alec): It's done. Trash it.

(Alec fire his weapon at the transmitter.)

(Scene cuts to a soldier a few yards away about to fire on Max and Alec. The trans-human comes up from the side and elbows the soldier unconscious.)

Max (to trans-huma): Come on.

(White and his guards arrive on the scene. They see they transmitter has been destroyed. The trans-human is moving towards Max.White draws his firearm and shoots the trans-human.

Max (to Alec): Wait!

(Max gasps and rushes towards the trans-human. Alec grabs her by her arm.)

Alec (to Max): We got to get out of here. Go, go...

(Max and Alec leave.)

(White shots the dead trans-human.)

(Scene switches to the next day by a road. The X-6's are gathered nearby the truck. Max walks over to them with some documents.)

Max (to all): ID's and passports to get you across the border to Canada.

Zero (to Max): Will we ever see you again?

Max (to all): Promise. Now, I'm going to drop a little wisdom on you grunts. So pay attention. First time I got out in the world I lost track of all the kids I escaped with. Spent the next ten years trying to find them. Don't let that happen to you. Stay together. Your family.

Alec (to all): Okay, I'm outta here before the water works start.

Max (to Alec): Hold on!

Max (to all): We have one last thing to do. We're soldiers.

Alec (to Max): And what's that?

Max (To all): Pay our repects to those that didn't make it.

Max (To all): Attention!

(All of them stand at attention and salute.)

(Bugler playing "taps" )

(Scene cuts to a Flash back of the X-6's that died on the bridge. Scene cuts to Max holding Ben in the woods as he died. Manticore burning. Lydecker killing Eva. Zack shooting himself to save Max. Max holding a dead Tinga from the vat.)

(End falsh back)

(Scene cuts back to Max and the X-6's lowering their arms. Max gives them all hugs and hand shakes. Max walks back to Logan who is waiting by his car. Alec takes off in his convertible and wave bye to Max. Max watches the X-6's leave in their truck for the border.))

Max (to Logan): Thanks for coming through on those papers.

Logan (to Max): No problem. You did a good thing, Max. Not just for them, but for all of them. They'll figure it out. So, are you heading back into town?

Max (to Logan) : Yeah, I'll take a ride, clear my head.

(Max hops on her bike.)

(engine revving )

(Logan watches Max ride away as he stand by his car.)

Max (voice over): I look at logan and Iwant to take my own advice.. stay together.. but how are we supposed to do that when his life depends on us staying apart ? Who knows? Maybe we can beat this thing. I guess we'll just have to see where this road takes us.