dem_man1x01_new
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               EXT. TACO BELL - MOMENTS LATER

               An open delivery truck, some of the motorbike guys are
               placing stuff into a bag. They are dressed like the
               underground guys from earlier in the day.

               Spartan runs up, and a few run away quickly. But Spartan
               manages to deliver a PUNCH to one of the guys, and knees him
               in the stomach. 

               He sees a gun on his side and GRABS it quickly, spinning
               around knocking the butt on the chin of someone jumping
               behind him.

               An engine revs up, and a motorbike stands in front of
               Spartan.

               The driver REVS. Spartan stands quietly.

               The bike DRIVES forward THEN 

               Then Spartan SIDESTEPS, spins and PUSHES the driver off the
               bike. Hitting the ground hard. He stands, hears something. He
               grabs his gun, turns

               THEN

               A GUN is in his FACE.

               And it's being held by EDGAR FRIENDLY.

               Spartan brings his own gun up before Friendly can act. 

               Stand off.

               The two men stare at each other. Both confused.

                                   FRIENDLY
                         What's a cop doing with gun.
                             (beat)
                         What's a cop doing looking like he
                         knows how to use a gun?

                                   SPARTAN
                         Could ask you the same question.

                                   FRIENDLY
                         I asked the question first, pal.

                                   SPARTAN
                         And I have the jurisdiction to kick
                         your ass without charge, pal.

               Friendly smiles.

                                   FRIENDLY
                         Look at you, the San Angeles knight
                         in shining white armour.

                                   SPARTAN
                         My armour isn't white. But don't
                         get me wrong, I appreciate the
                         compliment. 

               Spartan glances over, seeing some of Friendly's friends run
               off, carrying bags of supplies from the truck.

                                   SPARTAN (CONT'D)
                         Wait a sec...

                                   HUXLEY (O.S.)
                         Spartan?

               Spartan LOOKS away, then Friendly runs off. Spartan watches
               him run off, as Cocteau, Bob, Bob's date Sharie and Earle
               walk up along with the other guests. Huxley is excited.

                                   SPARTAN
                         Chief, who were they?

                                   COCTEAU
                         They're the underworld come out to
                         pry.

               Everyone turns to Cocteau. 

                                   COCTEAU (CONT'D)
                         They refuse to live in peace and
                         instead starve to death
                         underground. The man who held a gun
                         at you was Edgar Friendly. A
                         scourge that needs to be removed
                         sooner rather than later.

                                   BOB
                         They're the only real criminal
                         element left in San Angeles.

               Spartan looks to where Friendly went. Brow looking stern.

                                   HUXLEY 
                         Oh my that was amazing! Better than
                         disc! You're going to have to teach
                         me how...

                                   SPARTAN
                         This isn't fun, Huxley. You think
                         living in a world where you had to
                         do that all day everyday is
                         exciting? That everything is black
                         and white? Violence doesn't solve
                         anything. Well maybe, but -
                             (to Cocteau)
                         - not when it's people looking for
                         food!

               Cocteau says nothing.

                                   SPARTAN (CONT'D)
                         Yeah. I just got an example of the
                         equality policy tonight, so thank
                         you for this lovely and
                         enlightening experience.

               Beat.

                                   BOB
                         Maybe we should go? End this
                         evening?

                                   SHARIE
                         Gladly. Any more time with this old
                         decrepit fossil and I'll  - - 

               Two BULLET HOLES in her chest.

               Everyone goes HYSTERICAL.

               Spartan looks upwards, looking towards the entrance of the
               restaurant on a huge glass shelter is PHOENIX, holding a
               rifle.

               ON PHOENIX. He reloads.

                                   PHOENIX
                         Shit. I was aiming for the old
                         dude.

               He grabs his machine gun. Aims.

                                   PHOENIX (CONT'D)
                         HEY! I DIDN'T SAY YOU COULD RUN!

               Then AIMS blindly at some people running away.

               ON SPARTAN he quickly dashes across around the side of the
               delivery truck while Huxley almost-grabs Cocteau.

                                   HUXLEY
                         Come with me sir!

               He turns and follows her, passing Bob who's CRYING over
               Sharie's body.

                                   COCTEAU
                         Hurry up!

               Bob turns, seeing Cocteau and Huxley run off. With one last
               look at Sharie, he goes after them.

               Elsewhere, Earle looks very frightened. He takes a breath,
               then:

                                   EARLE
                         Ladies! Gentlemen! Please follow..

               He's interrupted by a barrage of machine gun bullets.

               On PHOENIX.

                                   PHOENIX
                         Why in God's name can't I hit him?

                                   SPARTAN (O.S.)
                         Because you suck!

               Phoenix looks up to see Spartan on a higher storey window
               JUMP out and SLIDE down the diagonal glass!

               He jumps towards Phoenix - but he counters and throws him
               onto the glass! He then trains a gun in Spartan's face.

               Spartan stops struggling.

                                   PHOENIX
                         Now, I couldn't fathom for the life
                         of me why I just can't pull the
                         trigger. Why I couldn't just kill
                         you at the museum. Then it struck
                         me: it'll be too easy.

               He leans forward.

                                   PHOENIX (CONT'D)
                         And it'll end up disappointing if
                         it happens too quickly.

               He PUNCHES Spartan then KICKS him in the gut with his heel.

                                   PHOENIX (CONT'D)
                         Plus you're slow in your old age.

               He then SHOOTS the rifle into his LEFT ARM!

               Spartan GRUNTS in pain, holding his left arm.

               Phoenix lies down, resting next to Spartan.

                                   PHOENIX (CONT'D)
                         The death penalty was always a shit
                         idea, why not slowly drive the bad
                         people into insanity? Because
                         you're a bad person John. You
                         killed thirty innocent people.
                         Death would be a release, which is
                         why they made those fridges so that
                         you would relive those people you
                         killed.

               He rolls over and STRADDLES Spartan's stomach.

                                   PHOENIX (CONT'D)
                         Your death will be a slow one,
                         Johnny. You're going to be alive
                         for a long time, but your death
                         starts now. Because I will torment,
                         hurt you to the point of death, but
                         you'll be ninety-six years of age
                         and a fucking vegetable in infinite
                         pain before I finally plug the plug
                         by suffocating you as you literally
                         kiss my wrinkly old ass.

               Then he LAUGHS. That haunting psychopathic laugh.

                                   SPARTAN
                         One problem.

                                   PHOENIX
                         What's that?

                                   SPARTAN
                         I'm better than you.

                                   PHOENIX
                             (smiles)
                         Is that right?

               And Spartan PUNCHES Phoenix with his left arm, yelling in
               pain as he does so! He PUSHES Phoenix off him, but Phoenix
               drags on Spartan's arm. 

               Spartan gets a kick to the face, dazing him. Phoenix moves
               away, taking a few steps back. 

               He gives a few more kicks to the stomach and Spartan flies
               face down, hardly moving.

               Phoenix takes a few steps back, moving on the top of the
               entrance.

               He FIRES at the glass in several places. As it begins to
               crack, he runs off and leaves Spartan lying on the roof.

               EXT. TACO BELL PARKING - SAME TIME

               Huxley ushers Cocteau and Bob towards a white limousine, a
               driver opening the door for them.

                                   HUXLEY
                         You should go now sir.

                                   COCTEAU
                         Thank you...

                                   HUXLEY
                         Lieutenant Lelina Huxley, sir!

                                   COCTEAU
                             (smiles)
                         Yes, yes...

               Bob gets into the car.

                                   COCTEAU (CONT'D)
                         I shall leave you to your job.

               And on that he steps into the back of the car and the driver
               goes around to the front as Huxley runs off as fast she can
               in high heels.

               EXT. TACO BELL - SAME TIME

               Spartan slowly comes to, remembering where he is.

               His eyes widen as he tenses. The cracks in the glass begin to
               increase.

               INT. COCTEAU'S LIMOUSINE - SAME TIME

               Cocteau sits down, fuming.

                                   COCTEAU
                         I don't believe this!

               Bob just looks vacantly blank.

                                   DRIVER
                         Where to sir?

                                   COCTEAU
                         Anywhere other than here!

                                   DRIVER
                         Of cour- -

               GUN SHOT. The Driver slumps!

               The front doors open and Phoenix appears, holding a gun
               trained on Cocteau.

                                   PHOENIX
                         I can't miss from here.

                                   COCTEAU
                             (mocking)
                         I severely doubt that.

               Phoenix TENSES up. Trying to pull the trigger. But he can't.

                                   COCTEAU (CONT'D)
                         I believe you just give the trigger
                         a...squeeze, is it?

               Phoenix GRITS his teeth. Cocteau's smile grows into a smug
               arrogant satisfaction. And on that, CUT TO:

               EXT. TACO BELL - SAME TIME

               A crowd of people are staring at Spartan and a fifteen foot
               drop through soon-to-be-broken glass.

               He slowly tries to move forward. But the glass continues to
               slowly break.

               On ground level, Huxley runs up, seeing Spartan on the roof.

               Spartan looks down. Takes a deep breath.

                                   SPARTAN
                         Oh hell.

               He then ROLLS over, and the roof SMASHES. 

               He FALLS THROUGH. Landing on his back onto broken glass.

               Huxley gets to his side, noticing a lot of cuts and bleeding.

                                   HUXLEY
                         Someone request an ambulance!

               A few people just look at each other, unaware about what to
               do.

                                   HUXLEY (CONT'D)
                         God dammit someone call an
                         ambulance!

               She looks down on Spartan, biting her lower lip.

                                   HUXLEY (CONT'D)
                         Come on, John Spartan.

               And on his unconscious body JUMP CUT TO:

               INT. HOSPITAL WARD - DAY

               And he SHOOTS awake, jerking forward in a cold sweat.

               He's in a hospital ward with a bunch of screens and scanners
               trained on his body. His body is covered in stitches. His
               left arm is in a sling.

               The last thing he notices is a sleeping HUXLEY lying on a
               small chair.

                                   LAMB (O.S.)
                         Been there pretty much for twenty
                         four hours. Good kid.

               Spartan sees Zachary Lamb standing in the entrance to his
               ward. He walks forward, nodding towards Spartan's left arm.

                                   LAMB (CONT'D)
                         Considering all the nick-nacks,
                         gadgets, automated systems and
                         coding in 2046 - it amazes me that
                         they still haven't really come up
                         with a faster way to heal broken
                         bones.

               Looking at his arm, Spartan sighs.

               Lamb walks forward, lifts a chair effortlessly with his
               robotic arm; which is an interesting sight for a man his age.

               He sits down slowly, smiling at Spartan.

                                   LAMB (CONT'D)
                         For years I blamed you for what
                         happened in the warehouse.

                                   SPARTAN
                         You were right. I went in blind
                         with red rage after him, and
                         innocent people paid the price.

                                   LAMB
                         No, not the hostages. This.

               He raises his arm.

                                   LAMB (CONT'D)
                         Dreams of helicopter piloting ended
                         that night. My career started and
                         my arm was injured beyond repair.
                         They said it was because it lowered
                         my reaction time.
                             (breather)
                         You were an old fashioned cop, who
                         clashed with superiors and did
                         things his way but got things done.
                         People slept a little more soundly
                         after you did what you did. The
                         Demolition Man did his job.

               Spartan lies back, deep in thought.

               In the corner, Huxley begins to stir; eyes opening.

                                   LAMB (CONT'D)
                         I think I'll leave the two of you
                         alone.

               Lamb nods to him, and then to Huxley before walking out of
               the room. Spartan just leans back; deep in thought. 

                                   HUXLEY
                         I honestly thought that your life
                         line had been prematurely
                         terminated for a second there.

                                   SPARTAN
                         Yeah, I thought I was history too.

               Huxley smiles at him, looking strangely concerned.

                                   HUXLEY
                         How are you feeling?

               Spartan sits up, mind halfway somewhere else.

                                   SPARTAN
                         I don't remember Phoenix having
                         skills like martial arts, accessing
                         computers and basically being a
                         bigger pyscho than he used to be. I
                         wake up and I get an itching for a
                         cross-stich!

               Huxley looks at him. Spartan's mind is wandering.

                                   SPARTAN (CONT'D)
                         You said the CryoPrison can...uh,
                         make people like new hobbies and
                         such, right?

                                   HUXLEY
                         Synaptic suggestion behavioural
                         modification, yes.
                             (thinks)
                         Activate L-7. Lieutenant Lelina
                         Huxley signing on.

               The screen at the end of Spartan's ward flashes.

                                   L-7
                         Connecting to San Angeles Police
                         Department Network. Be Well
                         Lieutenant.

                                   HUXLEY
                         Access CryoPrison parole files,
                         Simon Phoenix. Behaviour
                         modification tables.

               The screen flashes up, showing a profile image of Simon
               Phoenix and a list of additional neural programming.

                                   L-7
                         Accessing list of behavioral
                         suggestions and skills for Simon
                         Phoenix.
                             (lists)
                         Combat training. System access.
                         Computer hacking. Murder-Death
                         Kill. 

               L-7 continues to run through these. There's several.

                                   HUXLEY
                         This can't be right...

                                   SPARTAN
                         Who has access to change these?

                                   HUXLEY
                         Well Mr. Cocteau and Warden
                         Smithers...

               Spartan leans forward.

                                   SPARTAN
                             (points to mouth)
                         Do I?

               Huxley nods.

                                   SPARTAN (CONT'D)
                         Someone's covering their tracks.
                             (focused)
                         L-7, display security camera
                         footage of Taco Bell Carpark around
                         nine thirty last night.

               The screen flashes quickly to see Phoenix shoot the driver
               from outside and get in the car.

               Then the screen JUMPS back.

                                   L-7
                         Archive footage has been deleted.

                                   HUXLEY
                         What? On who's authority?

                                   L-7
                         That information is classified,
                         Lieutenant.

                                   SPARTAN
                         Is Raymond Cocteau still alive?

                                   L-7
                         Doctor Raymond Cocteau, our
                         illustrious leader, is alive and
                         well John Spartan.

               Spartan leans back.

                                   SPARTAN
                         Phoenix didn't escape. His escape
                         was planned. 

               Huxley seems to go immediately white.

                                   HUXLEY
                         You're not suggesting...

               Spartan smirks.

                                   SPARTAN
                         It's like hiring out a contract
                         killer without the payment.

               Huxley shakes her head.

                                   HUXLEY
                         Doctor Cocteau wouldn't unleash a
                         menace on the city! He wouldn't
                         want anyone...

                                   SPARTAN
                         L-7, cross reference Raymond
                         Cocteau with Edgar Friendly. Give
                         me any news items like, uh...news
                         programmes if you still have them. 

               The screen flashes and a video of a press conference outside
               of Cocteau Industries.

                                   COCTEAU (ON SCREEN)
                         ...And I will not rest until
                         measures are put in place to remove
                         Friendly's criminal element from
                         San Angeles.

                                   SPARTAN
                         Handy L-7 starts at the point which
                         re-iterates my point.
                             (smiles)
                         Good girl. 

               Huxley sits back, shaking her head.

                                   HUXLEY
                         No...Not Doctor Cocteau.

               All she can do is shake her head as Spartan gets to his feet.

                                   HUXLEY (CONT'D)
                         What are you doing? You're in no
                         shape to be moving!

                                   SPARTAN
                         I'm a lot stronger than I look,
                         Huxley.

                                   HUXLEY
                         That may be, but you can't...

                                   SPARTAN
                         Look, Phoenix is going to be
                         killing someone who is doing
                         basically what he can to survive.
                         Plus stopping the death of Edgar
                         Friendly will piss Cocteau off.
                         Which I'm all in favour of doing.

               Huxley looks concerned as Spartan just gives her a 'look'.

               EXT. STREET - LATER

               Standing above a man-hole cover, Spartan opens up the huge
               cover. His sling has gone from his left arm. Watching this is
               Huxley, and both are wearing their uniforms. 

                                   HUXLEY
                         Are you sure you want to go down
                         there?

               He looks up, smiles then nods.

                                   HUXLEY (CONT'D)
                         What about your arm? 

                                   SPARTAN
                             (shrugs)
                         It's only pain, Huxley.

               He looks down.

                                   SPARTAN (CONT'D)
                         Now are you coming?

                                   HUXLEY
                         How do you know that Edgar Friendly
                         hasn't had his life terminated yet?

                                   SPARTAN
                         We don't. But it's still our
                         biggest lead.

               He moves across, and slowly goes into the man-hole.

               INT. THE UNDERGROUND - LATER

               It looks like a miniature city full of people living in old
               abandoned subway tunnels. Houses - or at least small living
               spaces - litter everywhere on several levels of walkways.
               Crowded market stalls of people trying to sell their wares.

               There are modified CRANES in the background, and are moving
               platforms of people across from one area to another.

               On one of the walkways, Spartan and Huxley walk through the
               walkways. 

                                   HUXLEY
                             (scrunches nose)
                         What's that smell?

                                   SPARTAN
                             (smiles)
                         Now that's the smell of home,
                         Huxley.

                                   HUXLEY
                         I'm quite certain that there's a
                         unsafe ratio of cleanliness to
                         toxins in this air. 

                                   SPARTAN
                         Live a little, Huxley. Where's the
                         excitement if everything's safe?

               Huxley looks down. She notices a few people staring at them,
               and the people start to point. Then a lot more people look
               up.

                                   HUXLEY
                         Any idea how we're going to find
                         Edgar Friendly?

               Spartan leans forward, looking downwards.

                                   SPARTAN
                         I think he's going to be finding
                         us.

                                   HUXLEY
                         How? This place is huge.

                                   SPARTAN
                         How often do the SAPD come down
                         here?

                                   HUXLEY
                         Never.

               Spartan smiles at her.

               He glances back down, pretty much all the "Undergrounds" (as
               they shall now be referred too) are staring up at him. 

               INT. THE UNDERGROUND - MAIN HUB - LATER

               Now in a crowd of people, Spartan and Huxley are being
               hounded on my people trying to sell something.

                                   HUXLEY
                         No thanks. Thank you, but no.

               An old woman speaks SPANISH to Spartan, who looks at the
               collection of bracelets in her hands and responds in Spanish.

               He stops at some steps to a walkway, seeing Friendly looking
               down at him. 

               Some of the people notice Friendly and fall SILENT. Soon this
               wave of quietness spreads.

               Spartan looks around, astonished as he walks up the steps -
               Huxley following.

                                   SPARTAN
                         Now that's what I call commanding
                         respect.

                                   FRIENDLY
                         That ain't respect, that's people
                         looking for someone who they follow
                         for some noble cause.

                                   SPARTAN
                         Aren't you a leader?

                                   FRIENDLY
                         I do the necessary and they decide
                         to follow me. That's no definition
                         of leader to me.

               He then TRAINS a gun on Spartan, several fellow Undergrounds
               follow suit.

                                   FRIENDLY (CONT'D)
                         I'm suddenly thinking why one of
                         Cocteau's buttfuck buddies has come
                         all the way down here.

               Spartan looks at the guns. He doesn't react.

                                   SPARTAN
                         Well for starters, Cocteau can blow
                         me. The second is that I'm here to
                         actually warn you that the tall,
                         bald asshole wants to kill you.

               Beat.

               Friendly starts LAUGHING.

                                   FRIENDLY
                         Well the feeling is mutual. 'Cause
                         I'd like no more joy than dragging
                         Cocteau kicking and screaming down
                         here before shoving this gun up his
                         ass and firing until my trigger
                         finger falls of.

               And his laugh continues.

                                   SPARTAN 
                         Laugh all you want, but Cocteau's
                         reached critical mass and is on the
                         verge of ripping the ground up
                         after you.

               Friendly looks at Spartan, his lip shape moves to that of
               consideration. His trigger finger slackens.

                                   FRIENDLY
                         How?

               Spartan's eyebrows raise and FADE TO:

               INT. THE UNDERGROUND - MAIN HUB - LATER

               Spartan and Friendly are walking down another walkway with
               Huxley behind them with some Undergrounds behind them.

                                   FRIENDLY
                         So he sprung out America's Most
                         Wanted just to get to me? Don't
                         know whether to be flattered
                         or...well, I'm flattered.

                                   SPARTAN
                         Don't be. Cocteau's got this huge
                         obsession and I think he's
                         mamajammed Phoenix's head with as
                         much as possible in the hope he'll
                         kill you.

                                   FRIENDLY
                         And how bad is this guy?

                                   SPARTAN
                         He's bad. We don't know where he
                         is, we think he's been hiding out
                         here.

                                   FRIENDLY
                         Phoenix? Why does that name seem
                         familiar?

                                   PHOENIX (O.S.)
                         Because I'm infamous!

               They look up and see Phoenix JUMP down onto their walkway.

               He looks up, smirking and then smiling.

                                   PHOENIX (CONT'D)
                         Oh boy, Two-For-One Special at the
                         Phoenix buffet. I'm gonna be
                         getting me some of that gluttony
                         tonight!
                             (to Friendly)
                         You must be Edgar. Nice to meet
                         you, Edgar.

                                   FRIENDLY
                         Back at'cha. 

               Phoenix then looks towards Spartan.

                                   PHOENIX
                         I admire your resilience Spartan.
                         But if you do something stupid
                         like, I dunno, die by over-exerting
                         yourself when you should be
                         recovering, then I'm going to be
                         one cranky motherf- -

                                   SPARTAN
                         Oh shut up.

                                   PHOENIX
                             (sighs)
                         John, we can talk about our
                         troubles later. Let the men talk
                         for now.

               And on that he DRAWS out a gun!

               Spartan LEAPS forward, knocking the hand up - the gun FIRES
               and hits a walkway above them.

               Phoenix swings a leg around and PUNCHES Spartan in the
               stomach. Still hurting, Spartan feels it a lot more than
               usual. 

                                   PHOENIX (CONT'D)
                         John, you always leave your stomach
                         exposed!

               He SWINGS him around and knocks him to the side of the
               walkway. A swift sharp KICK later and Spartan TOPPLES over
               the side...

               And GRABS a cable for one of the cranes holding a mobile
               platform with is left arm! 

               He SCREAMS as his left arm holds his body-weight and the
               crane moves away from the action.

               ON WALKWAY. The Undergrounds aim their guns but Phoenix GRABS
               Friendly, pulling another gun. Friendly reacts imediately,
               showing some skill and knocking the gun out of his hand.

               The Undergrounds train their guns on Phoenix, but Huxley
               pushes them away.

                                   HUXLEY
                         You might hit Edgar Friendly!

               ON SPARTAN. He looks down and the platform is empty. He SLIPS
               and quickly GRABS the cable with his RIGHT hand. His body
               causing the platform to swing. 

               ON CRANE CONTROL BOOTH. The DRIVER, a young blonde man snaps
               his eyes WIDE when he sees Spartan on the end. 

               Spartan WAVES towards the walkway with Friendly and Phoenix
               on. The driver looks over and can just about see Phoenix and
               Friendly fighting.

               On seeing Friendly the driver quickly THROWS some levers and
               the crane begins to SHIFT it's direction back towards the
               walkway, slowly ascending in height.

               ON WALKWAY. Friendly TACKLES Phoenix across to the walkway,
               striking Phoenix's back.

                                   PHOENIX
                         Okay that nearly winded me!

               He DOUBLE AXE HANDLES Friendly's back, then STRIKES his chest
               with his knee before bring both fists around the side of his
               face.

               Phoenix DRAGS Friendly across the side of the rails, gritting
               his teeth and trying to topple him over. Friendly is trying
               to do the same.

               Behind them the platform and John are getting closer...

                                   FRIENDLY
                         You can...tell your boss...that I'm
                         not going this easily.

                                   PHOENIX
                             (angry)
                         Not my boss!

               A BURST of energy and he PUSHES him over! 

               THEN

               Edgar GRABS Phoenix and DRAGS him across!

               They FALL...

               And LAND on the floating platform which zooms upwards!

               The platform SWINGS as they both land. Phoenix scrabbles to
               his feet first, gaining his balance. He glances up to see
               Spartan holding onto dear life as he slowly goes down the
               pole.

               He walks over to Friendly who has gotten his balance.

               The walkway swings to the left. Phoenix kicks from the left
               rail and strikes Friendly in the stomach. Friendly retaliates
               by grabbing the follow-up kick and PULLING on it.

               Phoenix LOSES his balance, but the walkway now swings to the
               OTHER SIDE and Phoenix regains his balance and SWINGS a punch
               in momentum!

               ON SPARTAN. He slides down, ending up to the point where the
               cable splits to four for each corner of the platform.

               On the WALKWAY Phoenix pulls out a knife as the walkway
               slowly begins to level itself out.

                                   PHOENIX (CONT'D)
                         Don't take this personally, I'm
                         just gonna make this quick.

                                   FRIENDLY
                             (breathing heavily)
                         Fine. If you do kill me, tell
                         Cocteau that I hope someone finally
                         rips his head off.

                                   PHOENIX
                         Well, another member of the We-Hate
                         Cocteau fan-club..

                                   FRIENDLY
                         Personally, I'd like to say that
                         I'm President.

               Phoenix smiles, then laughs. Above him, Spartan is slowly
               trying to move into a position.

                                   PHOENIX
                         You know, I'm not gonna kill you.
                             (smiles)
                         Because it'll piss Raymond off. And
                         the thought of that makes me feel
                         all tingly and nice inside.
                             (beat)
                         Though once he's dead. You're next
                         on my list.

               THEN Spartan JUMPS down on him!

               Phoenix ELBOWS back, and smiles at John. 

                                   PHOENIX (CONT'D)
                         Never give up do you?

               A PUNCH to the face, he throws him onto Friendly. 

                                   PHOENIX (CONT'D)
                         Should've just shot the cables and
                         hoped for the best.

               He stops, thinks for a moment.

                                   PHOENIX (CONT'D)
                             (slaps forehead)
                         My God I'm stupid.

                                   SPARTAN
                         Took you long enough.

                                   PHOENIX
                         Hey Friendly, looks as if you'll be
                         dead a lot sooner. 'Cause I'm off
                         to go and gut me some crinkly old
                         white-boy.

               He waves.

                                   PHOENIX (CONT'D)
                         Toodles!

               He turns, looks around and RUNS. He JUMPS off the platform
               and LANDS on a nearby walkway before running.

               ON PLATFORM. Spartan watches him walk off.
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