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Chaos in Crystal: Fan Script
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Kooshmeister
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The Ci-Kat-A: Fan Script

Razor's Edge: Fan Script
ci-kat-a.txt
Keywords male 1308683, female 1190962, cat 232824, transformation 48676, monster 28591, alien 26133, growth 10922, car 10157, mind control 9401, slime 8867, insect 7984, spider 5323, arachnid 2061, growing 1610, rocket 1415, mutation 1268, mechanic 1261, scientist 1246, swat kats 1010, motorcycle 799, jet 765, van 546, theater 416, callie briggs 397, razor 370, helicopter 318, cocoon 280, garage 249, movie theater 226, chance furlong 216, security guard 196, t-bone 188, jake clawson 172, reporter 141, laser gun 121, hazmat suit 107, cicada 97, cocooned 91, giant monster 77, ann gora 65, penthouse 57, hive mind 47, cocooning 46, commander feral 29, editor 26, alien invasion 23, mayor manx 22, chauffeur 21, turbokat 19, masa 17, enforcer commando 17, megakat city 15, jonny k 13, enforcer pilot 12, tow truck 10, kat's eye news 10, nuclear power plant 9, enforcer sedan 8, wells 8, campbell 8, enforcer chopper 8, cyclotron missile 7, megakat city hall 7, ci-kat-a 7, office building 6, dr harley street 6, masa guard 6, megakat tower 5, atomic engineer 5, ci-kat-a drone 5, callie's sedan 5, radiation suit 5, megakat nuclear plant 3, news van 3, asimov 3, hard shell 3, masa technician 3, mr young 3, heinlein 3, ci-kat-a queen 2, megakat multiplex 2, hard shell 2: the revenge 2, masa van 2, enforcer hazmat trooper 1, alien hive mind 1, masa worker 1
"The Ci-Kat-A"

LOGLINE: MASA scientist Dr. Harley Street inadvertently brings back the alien Ci-Kat-A and falls victim to their bite, which turns him and others into slaves that begin to mutate into Ci-Kat-A themselves.

© 2023 Kooshmeister

Written by:
Bill Hiers
11/25/23
3/18/24

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
ACT ONE

INT. CLOSEUP - CHANCE

An extreme closeup of CHANCE FURLONG rooted to the spot in ultimate terror. We slowly pull back from him. We see he's sitting down in a darkened room. There are indistinct SILHOUETTES of other people behind him. Beside him is JAKE CLAWSON, whose expression couldn't be more different. He's grinning ear to ear. Offscreen, we hear screaming and loud roars. Chance squirms uncomfortably.

EXT. CITY STREET - DAY

What appears to be an average Megakat City street. Assorted innocent CITIZENS flee as HARD SHELL, a GIANT ALIEN BEETLE, crawls down the street. He resembles an ordinary beetle in all but size, with blazing yellow eyes slanted to impart a look of utter malice on an otherwise expressionless face.

As the helpless kats flee in all directions, he grabs a car in his mandibles, lifting it up. The car crumples like tinfoil, the windows blowing out, spraying glass everywhere. Suddenly, a missile flies in from offscreen and hits Hard Shell in the back. Blam! The missile explodes harmlessly across the creature's carapace.

INT. CLOSEUP - CHANCE AND JAKE

Chance flinches, stiffening where he sits. He's visibly sweating. Jake shovels popcorn into his mouth.

EXT. CITY STREET - DAY

A second missile hits Hard Shell in the face with the same results. Dropping the car, he turns to regard a blue fighter jet. It doesn't look like an Enforcer one, and the PILOT isn't wearing a uniform we're familiar with in the series so far. He is helmeted, his face hidden behind flight goggles and an oxygen mask.

PILOT
We're not makin' a dent in that Hard Shell!

He steels himself. We see his eyes narrow through the lenses of his goggles. He flies 'round and dives down at the creature.

PILOT
I'm goin' in!

INT. CLOSEUP - CHANCE AND JAKE

Chance looks like his heart has leaped into his throat.

CHANCE
(grumbling)
Guy's braver than I am...

EXT. CITY STREET - DAY

Whatever the selfless hero attempts to do, it doesn't work. As he flies past Hard Shell, the huge, car-chomping mandibles clip his jet.

INT. CLOSEUP - CHANCE

He winces.

EXT. CITY STREET - DAY

The jet's left wing is sheared off entirely. The aircraft makes a belly landing in the street, leaving a trail of sparks and fire as it slides along, narrowly missing an overturned van before turning mid slide, its right side colliding against a parked green car. This annihilates the other wing.

The jet sits there for a moment, most of the back end and right side in flames.

INT. CLOSEUP - CHANCE

He swallows audibly, looking hopeful for the apparently doomed pilot's survival.

EXT. CITY STREET - DAY

The canopy of the crashed jet slides back and the fighter pilot, having taken off his mask, goggles perked up on his helmet, winces, painfully extracting himself from his cockpit. Or tries to.

CHANCE
(O.S.)
Come on, come on. Hurry!

Too late. A shadow falls across him. With a gasp, the pilot turns, eyes wide, to regard his soon to be killer. From his P.O.V., we see Hard Shell looming menacingly, mouth open wide, drool flowing copiously from chitinous jaws.

We PULL BACK to reveal:

INT. MEGAKAT MULTIPLEX - THEATER

We're in a packed movie theater. Chance makes a fist and pounds it impotently against the armrest in frustration.

CHANCE
(under his breath, annoyed)
Come on!

Chance rolls his eyes.

CHANCE
(whispering hoarsely)
Aw, Jake, you know how I feel about bugs!

Jake shovels another handful of popcorn into his mouth.

JAKE
Yeah. I was surprised you came with me to see this flick.

CHANCE
I thought "Hard Shell" was about a tank, not some giant beetle.

A voice behind them shushes him.

AUDIENCE MEMBER
Sshhh!

Chance turns and glares at the one who shushed him, some GUY IN A TUX. He and Jake look underdressed. Everyone else at Hard Shell's premiere is dressed "to the nines," as they say. Fortunately, nobody seemed to mind, and were mostly too caught up in the excitement and thrills of the monster movie to bother noticing.

Jake is grinning ear to ear, soaking in his friend's indignation. He starts getting excited. He sits up a little further in his seat, the popcorn bucket tumbling from his lap, spilling its contents all over the already sticky, trash-strewn floor. He points at the movie screen as more fighter jets begin flying in.

JAKE
(to Chance)
Shhh!
(excited)
They're using the bug spray now!

Chance rolls his eyes again.

AUDIENCE MEMBER
(more insistent)
Sshhh!

Chance gives an apologetic glance at the hoity toity looking audience members behind him for his friend's enthusiasm.

Onscreen, the newly arrived jets swoop in and drop their payload of slimy white gunk onto Hard Shell's back. Chance makes a face. Thoroughly drenched in the gunk, Hard Shell gives an unearthly scream and collapses. His antennae twitch a final time and then fall limp. He's dead. The camera stays focused on his motionless corpse as the shell-shocked cast of characters walk over, standing around the invader's body. Chance shudders.

The HANDSOME SCIENTIST who is the movie's lead character puts his arm around his LOVE INTEREST to comfort her.

HANDSOME SCIENTIST
(solemn)
He's finished. But for good? Who knows.

He looks ominously up at the sky.

HANDSOME SCIENTIST
Who knows what lies beyond the stars...?

Chance's eyes are as wide as saucers, his pupils shrunken to tiny little pinpoints, his mouth a tiny little "O" of stupefied worry.

CHANCE
(horrified)
Oh!

He covers his eyes as "The End?" comes on the screen in a dripping, blood red font. He shudders. A few of the other kats in the audience turn and look at him. Now it's Jake's turn to gives apologetic glances for his friend.

EXT. MEGAKAT MULTIPLEX - NIGHT

Chance and Jake walk out the front entrance of the theater. The marquee shows Hard Shell playing on three screens, plus Claw Hard 3 and Feline Instinct and other movies.

CHANCE
I give this flick two claws down.

He does just that, smirking, some of his usual bravado returning.

JAKE
Come on, it wasn't that bad...

CHANCE
Not that bad? Why'd they have to kill off the cool fighter pilot character?
(grumbles)
Man, I hate bugs.

JAKE
(pressing)
You wanna talk about it?

Chance doesn't respond. Jake decides to let the matter drop for now as they walk to the tow truck. Chance looks at the marquee.

CHANCE
We should've seen Claw Hard 3.

Suddenly, he sees something as they're halfway across the parking lot and points.

CHANCE
Hey look, a shooting star!

Jake stop and follows his pointing finger. What appears to be a comet or meteorite is shooting across the starlit sky, leaving a fiery trail as it goes.

JAKE
Negative, Chance. It's just that Space Center satellite returning from orbit. Kat Sat 1. They've been talking about it all week on that Spotlight on Science segment.

CHANCE
Darn.

They resume walking to the truck.

CHANCE
And I was gonna wish I never had to see another bug.

CUT TO:

INT. KAT'S EYE NEWS - EDITOR'S OFFICE

ANN GORA is talking to her gruff EDITOR (think Merton Morrison in Stephen King's "The Night Flier" or perhaps Perry White in "Superman"). He's got a copy of the Megakat Times spread out on his desk with the headline "Destructive Nature!"

EDITOR
I can't believe the Times beat us to this thing.

He slams a fist down on the black and white photo of the sagging, partially frozen skyscraper. Ann flinches. She's sitting in one of the two chairs reserved for visitors to the editor's office. TAB MOUSER is in the other, his ever present smile frozen on his mug.

EDITOR
I assigned you to get an exclusive about Mayor Manx's business deal with those Siamese investors... not Viper's latest wacko scheme to conquer the city. And those creeps at the Times still manages to beat us to print.

He points at Ann.

EDITOR
You're going to have to get on the ball if you wanna go places around here, Annie. Despite your excellent coverage of Dr. Viper's takeover of the building. Which is the only reason I'm giving your another chance.

Ann looks defensive. Beside her, Tab Mouser just grins. He could be a wax mannequin but the fact he occasionally blinks and show other signs of life like shifting in his seat.

The editor keeps his finger leveled at Ann.

EDITOR
And that means covering the reopening of the Megakat Tower.

ANN
Technically it never opened in the first place...

Frowning, the editor lowers his finger.

ANN
My point is there isn't much of a story there.

EDITOR
And where, pray tell, is one?

Tab tenses, not liking where this is going.

ANN
(eager and excited)
That new Space Center satellite due to return...

She pauses to glance at the clock on the wall.

ANN
Tonight!

She holds up a file folder. Tab jumps out of his chair.

TAB
Where'd you get that?

The editor makes him sit back down.

ANN
Your desk drawer.

EDITOR
(under his breath)
So much for journalistic ethics...
(aloud)
Okay, Gora, I'll bite... Just what do you think you can get outta this guy Street?

ANN
A private interview. We'll scoop all the other news agencies this time, I promise!

EDITOR
And how are you planning to do that?

Ann glances at the clock again.

ANN
A contact of mine at MASA has given me the time and place of the satellite's landing. In the Megakat Desert.

The editor leans forward, interested, though still a little skeptical.

ANN
(eager)
If I leave right now, I can be there even before anyone from MASA.

EDITOR
(nodding)
Awrighty. I'll tell you what. I'll let you do the space probe story--

Tab fidgets. The editor takes out a file folder (for the Megakat Tower reopning) and slides it across his desk to Ann.

EDITOR
(ignoring Tab)
If you can get a private, one-on-one exclusive with this guy Street.
(holding up a hand)
And... you ALSO do the Megakat Tower story.

Ann looks disappointed, but a glance at the smirking Tab makes her agree.

ANN
You got it, chief.

She grabs the folder, then runs out with both folders in either hand. Tab, his smile looking pained, as though he's incapable of frowning, twists around in his seat, watching her go. The editor just shakes his head.

EXT. MEGAKAT DESERT - NIGHT

Kat Sat 1, the pride and joy of the MASA deep space probe project, sits half buried in a smoking crater out in the middle of the Megakat Desert near a tall, narrow rock formation, the only noticeable landmark around for miles. Everything else is just plain boulders and plateaus.

Having gotten out of their vehicles (a blue sedan and van with "MASA" on the doors), the two SCIENTISTS approach it with something like reverence. Their demeanor, coupled with their hooded clean suits sporting radiation symbols on the chest lending them an air of somewhat offsetting anonymity, make them look less like scientists and more like alien visitors or perhaps followers of some strange religion. The one in the lead is distinguished from his colleague by the fact his suit is trimmed in orange.

SCIENTIST #1
I've waited two long years for this.

Unafraid, he walks right up to the satellite and lays a hand on it reverently. His colleague hangs back, hesitating. The hand the first scientist is laying upon the Kat Sat 1 trembles in barely contained excitement.

SCIENTIST #1
Now the secrets of the stars will be mine!

ANN
(O.S.)
There are no secrets from Kat's Eye News!

The MASA scientists nearly jump out of their skin in surprise. Two hooded heads turn, eyes squinting through their visors at the approach of Ann Gora and JONNY K. Their news van can be seen parked in the background partially hidden behind a rock formation. Evidently they were hiding back there and waiting to approach the scientists when they arrived.

ANN
Ann Gora here in the desert with Dr. Harley Street, brilliant creator of the satellite Kat Sat 1!

The kat in the orange-trimmed suit frowns behind the impenetrable visor of his suit's hood. He seems unsure of how to respond to Ann and Jonny's presence. Especially Ann's. A grinding, rumbling motor signals the approach of a retrieval truck. It stops, tires crunching on the dirt. Two hardhatted MASA TECHNICIANS in teal jumpsuits (see "Destructive Nature") hop down from the cab.

Taking his hood off, the second scientist goes over and begins directing them in the removal of the probe from the crater. A big, extending crane-like mechanism rises from the back of the truck, swinging over to position itself above the Kat Sat 1.

Ann walks over to the figure in the orange-trimmed suit, who still hasn't unmasked himself. She and Jonny stand at a respectful distance, Ann holding her microphone out while the other scientist and the technicians give the probe a once-over.

ANN
Well, what's the story, Doctor?

Although still a little annoyed, the hooded figure visibly composes himself. Smiling, he pulls his hood off, revealing the unremarkably rugged handsome face of MASA's top scientist DR. HARLEY STREET. He has broad features and strong cheekbones. Stylishly tousled headfur cut short crowns his head. He sticks his hood under one arm. He's almost the spitting image of the heroic scientist character in the movie.

STREET
The probe survived reentry undamaged, Ann, but I’ll be able to tell you much more after I’ve examined it back at the lab.

Although he is warming to Ann, and in fact seems as though he fancies her, he also seems as though he's eager to leave. He begins walking towards his car, the blue sedan with the MASA logo on the doors. Ann follows, Jonny filming them both.

Over at the crater, a big magnet descends from the crane, grabbing the Kat Sat 1.

STREET
(friendly and gentle)
Say, why don't you stop by the space center tomorrow? I can give you a private interview after I get the scientific nitty-gritty out of the way.

Ann is excited.

ANN
Kat's Eye News will be there, Dr. Street.

Satisfied, Street gets into his car, turning the key in the ignition. He throws his hood in the back seat. As he drives off, the magnetic crane, carefully manipulated by the two trained technicians, lifts the Kat Sat 1 from the impact crater. Crumbling - and in some cases smoldering and burned - bits of earth and rocks fall from the bottom as it swings gently in the air. Then with a loud whirring noise that makes Ann and Jonny turn and watch, the crane swings back into its "neutral" position and retracts, fastening the satellite into a specially designed clamp on the rear of the truck. Jonny films it with his camera.

Ann taps his shoulder.

ANN
Let's go, Jonny.

They walk back to where they left their van.

JONNY
(smirks)
Lucky you. Gettin' to interview Doc Street. Mouser's gonna pitch a fit.

ANN
(beaming)
Let him.

They get into the van and drive off. As the two technicians finish making sure that the Kat Sat is secured, they give a thumbs-up to the remaining scientist, then walk back to the cab of the truck. The scientist goes to the MASA van.

Consequently, no one is standing at the rear of the vehicle when a lumpy, viscous, greenish-yellow substance begins slowly oozing out from between one of the seams of the metal and flowing sluggishly down the exterior of the satellite...

EXT. MASA - NIGHT

The Megakat Space and Aeronautics Administration ("MASA") is a sprawling facility located in the middle of the desert. Like most government and private installations in and around Megakat City, it boasts a variety of defenses against attack in the form of both manned and automated laser turrets which ringed the perimeter of the property.

INT. MASA - SREET'S LAB

Dr. Street watches as two WORKERS (different from the technicians seen before) lug the Kat Sat 1 into his private laboratory for examination. He's changed into a lab coat with a tie, looking very professional apart from the fact the lab coat's collar is stylishly popped. The other scientist, still in his hazmat suit with the hood tucked under his arm, stands beside him.

The workers lug the thing into the lab.

WORKER #1
(meaning the gunk)
What is this stuff?

WORKER #2
Who knows? The Doc'll figure it out. Let's just get this thing on the dang table.

The place it carefully on the special examination table designed for it, where it sits with a camera aimed at it. The camera is on the end of a jointed metal arm descending from the ceiling, and its indifferent, aloof electronic eye just happens by chance to be focused on the blob of slime that's been steadily oozing from the side of the probe ever since it left the desrt. Though now the flow has slowed and it dripped no further, seeming to just hang there of its own accord in defiance of gravity.

This is shown on a TV screen on the bank of monitors at the far end of the room, though Street pays it no mind as he and his assistant finish supervising the workers.

The two hardhatted kats trudge out of the room, leaving the lab door open. Street looks wide awake and excited, but the other scientist is bleary-eyed and wants to go home.

SCIENTIST #2
(stifling a yawn)
Surely this can wait until tomorrow.

STREET
Nonsense! This can't wait another moment!
(sympathetically)
Go home if you're tired.

Yawning, the other scientist shrugs indifferently and leaves, shutting the door after him.

INT. MASA - JUNCTION HALLWAY

The scientist enters the security code which will prevent anyone but authorized personnel from entering and disturbing his employer. Then he and the workers go home.

INT. MASA - STREET'S LAB

Street immediately goes to work. He carefully removes the data recorder unit from what amounts to the rear of the probe, still not sparing either the pulsating glob of ooze or the picture of it on the TV screen a second glance as he carries the heavy device to a terminal by the monitor bank and plugs it in. Immediately, the other TV screens come to life, showing images of distant nebulae and planets. Street's breath catches.

STREET
Such celestial beauty! And to think the fools here were ready to cut off my funding.

He flicks a switch, activating a tape recorder built into the console.

STREET
Recording. This is Dr. Harley Street, MASA. The Kat Sat's data recorders have surpassed by expectations!

He frowns as he flicks through various high-rez pictures taken by the Kat Sat. He focuses on one planet in particular, which looks like it might support life. He's intrigued. Evidently the Kat Sat thought this world worth investigating as well, because as Street clicks through the pictures, it becomes evident that this world was one of the ones the probe decided to visit and examine more closely rather than simply photographing it from space and passing it by.

Closeup on the screen: The picture of the planet's surface looks bizarre and unsettling. It's a blasted, tortured-looking landscape that looks somehow both alien and familiar. Street studies this strange, empty landscape of twisted, malformed geological formations, then clicks "next." The next picture is of a big greenish-yellow globular growth clinging to the side of a ruined cliff.

STREET
(surprised)
What's this? Life?
(a little more official for the recording)
Never saw anything like that before. It's some kind of strange yellowish growth on one of the alien world's outcroppings. Reminds me of an...
(he struggles to find the words)
...insect's cocoon. I'll have to get someone in exo-biology to have a look at these pictures.

He rubs the image on the screen, his attention arrested.

STREET
What's strange is there doesn't seem to be any other signs of life anywhere else on this planet. It's almost as if--

He stops short. Out of the corner of his eye, he notices the TV screen showing the lab camera's view of the side of the Kat Sat... and the glob of ooze clinging to the side. He's just opening his mouth to say something when he hears a sound from off to his left. It's a squeaky chittering noise. He turns. His frown deepens. It's coming from the satellite where it sits on the examination table.

Leaving the wall of TV monitors, he walks around the probe until he sees the greenish-yellow substance on the side. He seems to actually consider it worth his attention all of a sudden.

STREET
Looks like something got stuck in the seam.

He reaches out to touch it... then stops. Bad idea. His bare hand hovers inches from it, then pulls back.

STREET
(tired, angry with himself)
I really am tired if I'm coming that close to making such an elementary mistake... touching an unidentified substance with my bare hand!

He grabs a geiger counter. It buzzes a little.

STREET
(puzzled)
Hmm... some slight radioactivity.

Setting the geiger counter aside, he grabs a latex glove and pulled it on, and only then does he grab and attempt to pull to pull the stuff free from the side of the satellite.

STREET
Let's see what you are...

It's incredibly sticky and doesn't seem to want to come loose. Failing to remove it, he prods into its soft, slimy interior with one finger, making a face.

Suddenly, two black, pincher-like things emerge from the center of the gunk. Though his eyes widen in surprise, Street had no time to react, no time to jerk his hand back before they bite his probing finger. He yells in surprise and pain.

STREET
Aaaghhhh...!

The latter soon eclipsed the former. The scientist staggers back, grabbing his wrist. We can see two little holes in the glove where the needle-sharp mandibles punctured the latex. A bulging shudder runs up Street's arm and his eyes bug from their sockets, his pupils shrinking to pin pricks, head jerking violently to the left as the shooting pain reaches the base of his neck. He turns towards the lab door... then promptly collapses mid-turn and lands face-down on the floor. There he lays shuddering, his fingers stiffly clawing at the tiles. He moans.

After a moment, he falls silent and stops moving. He lays like this for several moments, then, slowly, stiffly, he gets up. He holds his head a moment as though confused and groggy, his back to the viewer so we can't see his face. Then...

STREET
Yes, I understand.

When he turns, his eyes are no longer normal kat eyes, but green, insectoid compound eyes. His words are directed at the mental presence which still squirms in infancy in the cocoon that even now bulges obscenely from the seam of the Kat Sat 1. Street turns and regards the (larval) CI-KAT-A QUEEN as she extracts herself halfway out of the slime. She's a purple-furred extraterrestrial that appears to be a cicada with feline features. She has blazing red compound eyes and large, wickedly pointed black mandibles.

She isn't very big, but this is just her larval stage.

Without bothering to remove the torn glove, Street holds out his hands to the small alien. The queen crawls into his protective embrace, tugging the gunky slime of her cocoon with her as she goes. It still clings to her and fills Street's hands to overflowing.

STREET
Yes, my mother. I will do everything in my power to help you conquer this world.
(smirking)
And I know just the place for you to start.

INT. MASA - JUNCTION HALLWAY

Street walks down the hallway, having hidden his eyes with a pair of black sunglasses. He certainly looks odd walking along wearing sunglasses indoors at night and carrying a gunky lump of vomitous sludge before him in both hands (the alien queen having secreted herself in its center once more), but he doesn't look as alarming as he would if those fly-like eyes of his were on full display.

INT. MASA - RESTRICTED AREA CORRIDOR (REACTOR)

His destination is the nuclear furnace which power the entire facility. A burly MASA GUARD with a mustache is standing outside the door leading to the reactor, surrounded by radiation symbols. A shuttered and locked keycard reader is affixed to the wall on the door's left. The guard has a laser gun in a holster at his side. At Street's approach, the guard stood a little straighter, exuding professionalism, but his voice and attitude are friendly, conversational.

MASA GUARD
What brings you down the reactor, Doc?

Street doesn't respond. He simply stands there with the glob of gunk in his hands. The guard looks suspicious, but not overly concerned.

MASA GUARD
(making a face)
And what's that stuff?

STREET
(with a slight "buzz" to his voice)
It's... a surprizzze.

The guard noticed the change in Street's voice, but is more interested in the stuff being held up for him to examine. He grimaces, staring at it in morbid fascination...

...when suddenly, like a grotesque kat-in-the-box, the queen shoots out from inside it. The guard feels it bite his neck and collapses to the floor. He writhes around as Street stands over him impassively.

STREET
Welcome to the Joining.
(smirking coldly)
Another one for the growing army...

EXT. GARAGE - MORNING

Establishing shot of the garage and salvage yard around it.

INT. GARAGE

A groggy-looking Chance is under an orange sedan. The TV is on, though it's just background noise. We see a NEWSCASTER presenting the morning news. Kat's Eye News' kat's eye logo is in the corner. A ticker tape style banner going across the bottom mentions the Kat Sat 1's return ("MASA Satellite Returns from Distant Deep Space Mission!") and other bits of news ("Controversial Reopening of Mayor's Tower! Young and Associates Interested?").

NEWSCASTER
(on TV)
Coming up next on Kat's Eye News' "Spotlight on Science"...

The view shifts. Tab Mouser is at the newscast desk with him. He is not happy. He is scowling as best as he can with his thousand dollar plastic surgery smile stubbornly affixed to his face. We cut back to the newscaster, who is either enjoying Tab's displeasure or oblivious to it. It's hard to tell which.

NEWSCASTER
(on TV)
...Ann Gora will be interviewing astrophysicist Dr. Harley Street...

Chance couldn't care less, grumbling as he strains with a particularly stubborn lugnut on the car's undercarriage. The report continues in the background.

NEWSCASTER
(on TV)
...inventor of the "Kat Sat 1," which has reportedly visited multiple alien worlds...

CHANCE
(straining)
Jeez, what did Spinaldo do to this thing? Hit speed bumps goin' 90?
(sighs)

Jake enters.

JAKE
Look at it this way, buddy. Spinaldo being a terrible driver who doesn't take good care of his car means for work for us.
(grim)
And that's okay by be. We're not struggling just yet but we're gonna be soon...

He looks at the television.

NEWSCASTER
(on TV)
Ordinarily our own Mr. Tab Mouser would be the one to interview Dr. Street.

Another shift over to Tab, who forces a smile. It looks faker than ever.

NEWSCASTER
(on TV, playful)
Seems Ann beat you to punch there, Tab.

The other reporter just smiles vapidly and says nothing. It's obvious he's seething about having had the MASA story poached out from under him.

CHANCE
(sighs again)
Jake, hand me a wrench...

One hand extends out from under the car.

JAKE
You got it.

CHANCE
I swear, if I never see another bug in my entire life, I'll die happy.

Jake grabs a wrench and slips it into the hand. The arm jerks it back under Spinaldo's car. Jake turns back to the TV, intensely interested in what is being discussed.

JAKE
I wish they'd quit talking and get to that "Spotlight on Science" segment. I'd sure like to hear what that MASA guy Street's got to say.

CHANCE
(grumbling)
"Blah, blah, blah, smartypants scientist guy stuff." That's what.

Jake scowls, standing with his arms cross.

JAKE
What crawled up your butt...?
(under his breath)
As if I didn't know...

CHANCE
Nothin'--

Under Spinaldo's car, Chance is about to put the wrench to work when suddenly he noticed it crawling up his left sleeve.

It.

The biggest dang spider he's ever seen.

He just about has a panic attack and begins flailing wildly, screaming.

CHANCE
(terrified)
But there is somethin' crawlin' up my arm!
(yelps)
Cripes! Get this thing offa me!

The wrench flies from his hand and sails across the garage. Jake ducks. The wrench clangs off the wall behind him, though it chips the already aged mortar. Unable to help himself, Jake starts laughing. From his P.O.V., we see the spider is not at all as big or terrifying as Chance thinks it is.

JAKE
Hey, Chance, are you a kat or a mouse...?

His friend scrambles out from under the car, holding his arm out and away from himself as though the spider clinging to his sleeve is contagious. With a smirk, Jake bends down and gently grabbed the offending arachnid between thumb and forefinger and flicks it away.

JAKE
(teasing)
There, the big bad spider's gone.

CHANCE
(panting)
Thing was as big as a dang--
(he glances at Jake, looking suddenly apologetic)
Sorry I almost clocked you when that wrench...

Jake frowns and crosses his arms.

JAKE
I almost got brained by a wrench due to your wild flailing over a perfectly harmless house spider. I think it's about time you told me just what it is with you and bugs.

Chance responds by getting back under the car.

CHANCE
Later.

JAKE
(insistent)
Chance...

CHANCE
(from under the sedan)
I said later!
(a beat)
And hand me that wrench again. We don't wanna keep Spinaldo waiting. You know how he gets...

Jake sighs again and kicks the wrench under the car to Chance with his foot.

EXT. DESERT ROAD - MORNING

The Kat's Eye News van drives along a winding desert road. Jonny drives. An excited Ann rides in the passenger seat. Occasionally, Jonny will glance from the road to her, smiling.

JONNY
If I didn't know any better, you were more excited just to talk to this guy Street than in anything he actually had to say about whatever it is they found out there...

ANN
(grins)
Perhaps I do feel a bit foolish. I'm quite anxious to see Harley Street again, you're right.

Grinning, Jonny flicks his sunglasses down over his eyes and returns his attention to his driving.

ANN
I suppose I've always had a bit of a crush on him.
(turning serious)
Besides, even if nothing else comes of our trip out here, it's worth it to get one over on that smiling jerk Tab Mouser. That's worth any trip out into the middle of the desert... and away from the Mayor's white elephant of a building.
(glum)
At least for the day.

Jonny shakes his head.

JONNY
I still can't believe Manx had the Megakat Tower rebuilt.

ANN
His Honor evidently isn't given to heeding omens...

The van continues on its journey.

EXT. MASA - MORNING

Jonny slows as the van approaches the front gate. Another MASA GUARD with a holstered sidearm waves them through. The gate opens and Jonny drove on through. He finds a place to park, and, grabbing his camera, he and Ann get out and walk towards the main building.

INT. MASA - LOBBY

In the main lobby, they talk to two yet another MASA GUARD (#1). He escorts them to the front desk, manned by yet another one (#2). This one looks especially bored and tired. He doesn't bother looking up from the coffee he was drinking.

MASA GUARD #1
Ann Gora to see Dr. Street.

The guard behind the desk doesn't seem impressed. He doesn't even set his coffee mug down. The first guard stands nearby with his arms folded behind his back, looking alert, official.

MASA GUARD #2
Name?

ANN
(annoyed but forcing a smile)
Ann Gora, like the nice man said.

MASA GUARD #2
ID?

She hands the guard her press credentials as the other one turns and walked off.

ANN
(polite but impatient)
My cameraman and I are expected.

The guard behind the desk finally sets his coffee aside and scans the badge and the machine he uses, some kind of identifier, beeps. There is a pause and something flashed up on a screen that Ann can't see.

After a moment, the bored-looking guard seems as satisfied as he's capable of looking, and hands the ID card back.

MASA GUARD #2
(a little friendlier)
Ah, you're the one here to interview Dr. Street. Street's office is down the hall and to the right. Follow the signs. And don't go to the left. That's where our nuclear furnace is and that's off-limits.

Ann nods. As she and Jonny head off, the guard, grabbing his mug again, calls over his shoulder.

MASA GUARD #2
I gotta warn you, though, the Doc's in a mood today.

Ann pauses. Jonny walks a bit ahead and stops too, looking back.

ANN
A mood...?

MASA GUARD #2
Yeah. He's shut up in his office.
(trying to sound sympathetic)
Just don't be too disappointed if he doesn't wanna go through with the interview.

The guard says no more and returns to his coffee. Ann frowns and continues on, Jonny trailing after.

INT. MASA - CONNECTING CORRIDOR

Ann and Jonny walk down a long, featureless corridor with corrugated walls that comes to a T-shaped intersection.

ANN
(grumbling)
"In a mood?" Sounds more like that rude guard is the in a bad mood. He must've gotten up on the wrong side of the bed.

INT. MASA - JUNCTION HALLWAY

This hallway is similar to the first, though not as empty. Plaques serving as signs indicated that to the left was off-limits areas - there are signs for "Laboratories," "Launchpads," "Mission Control" and "Reactor." Signs pointing to the right simply say "Administration," so that's where Ann and Jonny go. They pass multiple doors with frosted windows, most of them unadorned with any signage. Ahead is the reactor guard who was bitten the previous night. He's wearing purple-tinted sunglasses that hide his eyes. He's still armed with a holstered laser pistol... as well as a large, menacing-looking laser rifle, finger near the trigger. He's standing rigidly by an office door. The frosted window reads "Dr. Street - MASA." Obviously Street's office. Ann looks a little uneasy about this guy. Nervertheless, smiling her best smile, Ann walks up to the guy, who strikes her as the one to talk to about being denied or admitted entry into Street's office.

ANN
(cheerful and friendly)
Hello.

Until she spoke, the guard had been staring blankly straight ahead. Now, he turns his head and regards Ann and Jonny from behind the impenetrable purple lenses of his shades. He says nothing.

ANN
Ann Gora of Kat's Eye News.

Still nothing. The guy just stares at her.

ANN
(pressing)
I have an interview with Dr. Harley Street.

MASA GUARD
(tonelessly)
Sorry, Dr. Street gave orders he's not to be disturbed.

He follows the sentence up with a kind of buzzing mumble. Ann glances at Jonny, who shrugs, then she turns back to the guard.

ANN
(keeping her voice even)
But I just spoke to him last night.

The guard is unmoved. He turns his back around so that he's back to looking at nothing in particular on the blank wall across the hallway. He hefts the rifle slightly higher, finger moving almost imperceptibly towards the trigger. His expression remains blank, unreadable.

MASA GUARD
(not sounding sorry at all)
Sorry, ma'am, I have my orders.

There's movement in the office. The door suddenly flings open and Harley Street steps out, still wearing his own black sunglasses. The guard's head automatically jerks around to face him. Behind Street, the room is a blank, featureless void. All the lights are off. When Street speaks, his voice is quick and breathy. Beads of sweat stand out on his face. He's clearly very nervous and agitated.

STREET
(angry)
What's going on out here?

Despite this complete change in demeanor from the previous night, Ann is happy to see him. She holds up her microphone, giving Street her best winning smile.

ANN
I'm here for our interview, Doctor, remember?

STREET
Not now!

His voice suggests great impatience and irritation.

STREET
I've got more important things to do!

Like the guard, he follows that up with a quick "bzzz." Then he recedes back into the total darkness of his office and slams the door so hard Ann jumps.

ANN
(shocked)
Did... did he just tell me to "buzz off?"

The guard steps forward and grabs Ann's shoulder.

MASA GUARD
You heard him!

Jonny takes a step forward as though to intervene, but hesitates. Ann flinches. The guard's grip is like a vice, and Ann's anger at Street's rudeness is forgotten and replaced by fear. She allows herself to be steered unresisting by the guard away from the door and back the way she and Jonny came. She looks relieved when his hand finally lets go. Rubbing her shoulder, she glances back, watching the guard resume his post by the door.

JONNY
What's eatin' them...?

ANN
(darkly)
I don't know, Jonny, but we're not leaving here without a story.
(under her breath)
Even if that story was is a rude jerk Harley Street is.

JONNY
(indifferent)
Yeah. Sure beats coverin' the reopenin' of the Megakat Tower...

As they walk down the hall, the hear a mysterious noise. It's something like an ominous, echoey gurgle. Ann and Jonny pause, listening.

ANN
What was that?

The noise is coming from the hall directly in front of the two, in the direction that's off-limits to visitors.

ANN
It's coming from down here...

Jonny looks nervous.

JONNY
Annie...

He casts a quick glance to his left, down the corridor to where the main lobby is. From his P.O.V., down that hall, we see the guard at the front desk talking to the guard who'd escorted him and Ann in. Jonny turns to say something to Ann, but she's already heading down the hallway into the restricted area. Jonny sighs and follows her. The pair move carefully down the hallway, on the lookout for any guards or other employees who might spot them and try to halt their progress. There's no one. They come to a corner which leads off into another hallway. A sign on the corner says "Reactor," complete with a standard radiation symbol.

INT. MASA - RESTRICTED AREA CORRIDOR

Rounding the corner, Ann and Jonny find themselves staring at an enormous, reinforced lead door with a viewing window set into it. The sound, whatever it is, was coming from in there.

INT. MASA - STREET'S OFFICE

Dr. Harley Street stands impassively in the darkness of his office. The overhead lights are off and the shades are down. It isn't as entirely dark as it first seemed. Some weak light from the hall filsters in through the frosted glass window of the door. From what we can see, the place has been completely trashed. He seems to be waiting for something... just as the office's other occupant is. Street glances at the humped back of the enormous FIGURE crouching in the far corner. Whatever it is, it has menacingly glowing red eyes. The thing makes an irritated buzzing sound.

STREET
(soothingly)
Don't worry so much. The eggs will hatch soon. And I've sent that nosy reporter and her cameraman away.

At the mention of Ann, his expression softens and he sounds almost wistful. The figure in the corner rises up and becomes more distinct. It's the queen. Street turns and looks at her. She has grown quite a lot bigger overnight.

STREET
You've grown in record time after exposure to the reactor. As well as a few of the snacks I was able to procure using my position as a senior researcher.

He indicates several open and empty lead-lined boxes with radiation symbols on them. The queen buzzes.

STREET
(smirks)
And if anyone comes to complain, why... I'll just introduce them to you, my new friend. My mother. And then they'll happily agree that MASA's stores of radioactive material are better served as food for the Joining. Or perhaps "Ci-Kat-A" is a better name for you, at least for the present. After all, you do look much like the cicadas we have here on Earth, just with feline features.

The alien queen continues to seem agigated. Street seems to find probing her mentally to be difficult, although she is clearly communicating to him both telepathetically as well s through various vocalizations such as buzzes, clicks, snarls, etc. He watches the queen, crouching there in the darkness.

STREET
(with great admiration)
What a magnificent creature you are. And so fertile! Nineteen eggs in total. And when they hatch--

He stops, tensing. So does the queen.

STREET
Danger! The eggs are in danger!

He watches the huge form rise up further from its crouching position, an angry buzz of alarm coming from her.

STREET
(coldly)
That reporter. Ann Gora.

Without needing to give a verbal command, he instructs the guard outside the door to go handle it.

STREET
Don't worry, my queen. Neither the nosy Ms. Gora nor her cameraman will be leaving MASA. Not alive, anyway.

INT. MASA - REACTOR ROOM

Ann and Jonny look in through the door's viewing window. Inside is the high-tech nuclear reactor which powers the facility. It is unusual as far as reactors go, being a series of large, silver spheres of different sizes connected to one another with tubes and wires suspended over a large, flat-topped bowl-shaped contraption coming out of a hole in the middle of the floor. But the unusual design of MASA's reactor isn't what catches their eye. It's the nineteen or twenty or so objects lying around it. Ci-Kat-A eggs! The things look for all the world like fleshy pots that are open at the top, their orifices rimmed in a slimy off-green substance.

JONNY
(gasps)
What the--?

ANN
(whispering)
Get a shot of that!

INT. MASA - RESTRICTED AREA CORRIDOR (REACTOR)

Jonny obeys, lifting his video camera to film through the opening.

MASA GUARD
(O.S.)
Hey!

They turn. The mustached guard from earlier is hurrying towards them from around the corner, laser rifle at the ready. He does not look happy.

MASA GUARD
I warned you!

His voice sounds like a snake's hiss. Stopping a few feet from where the pair stand, he raises the gun slightly. Thinking quickly, Ann lunges forward, swingin her microphone down in an arc. It clacks noisily at the barrel of the rifle. She succeeds in using it to knock the gun from the guard's hands. It lands on the floor with a clatter. The guard grunts in surprise, smacking Ann's microphone away, then goes for the laser pistol holstered at his hip. Panicking, Ann shoves him back. He staggers backwards a few feet, but doesn't fall. Ann swipes at his face, slapping him, knocking the cheap purple sunglasses off. She and Jonny recoil in horror as the guard's eyes are exposed. They're not kat eyes. They're the green compound eyes of an insect! Ann swallows a scream rising in her throat. Jonny lets out a startled yelp.

With a hiss, the guard lunges at the pair, his holstered gun apparently forgotten. Ann and Jonny dodge to either side and the guard collides headfirst with the heavy reinforced reactor door... and promptly knocks himself silly, his hat flying off. He staggers back, then collapses to the floor. Ann stands there, panting, confused, angry and afraid. It's time to get the get the heck out of there! Jonny seems rooted to the spot. Grabbing the dropped microphone and making a point of kicking the laser rifle across the floor after noticing it's lying by the unconscious guard's outstretched hand, Ann grabs the sleeve of Jonny's sweater and runs, jerking him along with her. He finally manages to get his rear in gear, lugging his camera as he hurries after her. They scurry around the corner...

INT. MASA - JUNCTION HALLWAY

As they round the corner, their path is blocked by two figures, backlit by harsh, flourescent lights. One is Dr. Street, standing stiffly with his arms folded behind his back, still wearing his sunglasses, which make his eyes look like black, cavernous, empty sockets devoid of life and emotion. The other, the one Ann immediately focuses on, is the Ci-Kat-A queen. She stands at least a foot taller than the MASA scientist. Black mandibles dribbling a yellowish, ichor-like fluid snap at the air, and then she starts towards Ann and Jonny, arms outstretched, clawed hands reaching for them.

ANN
(pleading)
Dr. Street!

But Street does nothing. Well, almost nothing. He reaches up and takes off his shades, revealing his insectoid eyes. His expression remains impassive, bordering on bored contempt. There's no help there. Out of the corner of her eye, Ann can see down the adjacent hallway were two GUARDS are standing with their backs to them. Friends or foes? Ann decides caution is in order and doesn't yell for help. Edging carefully around the approaching queen, Ann holds her microphone up to her mouth. Jonny films the approaching monster dutifully with his camera, though his tense posture suggests he's ready to bolt at any second.

INT. GARAGE

Chance and Jake are putting the finishing touches on Mr. Spinaldo's car. Jake, riveting the front passenger side tire on, hears a weird noise (the Ci-Kat-A chittering) and turns. The TV on the nearby worktable has been on the entire time he and Chance have been working, mostly as background noise, but the bizarre chittering sound catches the thin mechanic's attention. He blinks as he watches a drooling purple bug monster (the Ci-Kat-A queen) approaching the camera, filling the screen.

JAKE
What the heck? What happened to the news? A minute ago--
(frowns)
Why are they suddenly showing a monster movie?

Chance, who is still under Spinaldo's car, is annoyed.

CHANCE
Aw, Jake, haven't we had enough bug movies for one week?

JAKE
(frowns)
Gee, I've never seen this one. A giant "Ci-Kat-A." Looks pretty cool! Very realistic effects.
(realization hits him)
Wait a second--

Right as he's processing that horrible possibility, the view on the screen whips around to show a thoroughly terrified Ann Gora talking into her microphone.

ANN
(on TV)
This is Ann Gora, Kat's Eye News, in deep trouble at Megakat Space Center!

Jake almost drops the rivet gun. An equally surprised Chance crawls fully out from under the car. It's no movie! Jake looks at Chance on his hands and knees by the car. Their eyes lock. Deadly serious.

CHANCE/JAKE
(together)
Let's hit it!

Mr. Spinaldo's car is going to have to wait.

INT. MASA - JUNCTION CORRIDOR

The Ci-Kat-A queen advances on Ann and Jonny, backing them down the hallway leading to the lobby. Watching them go, Dr. Street, slipping his sunglasses into the front pocket of his lab coat, turns and walks past the trio.

INT. MASA - RESTRICTED AREA CORRIDOR (REACTOR)

He walks towards the reactor room door. As he passes the prone body of the guard with the mustache, he nudges him with one foot. The guard rolls onto his side and groans. Another nudge. He doesn't get up. He really hit his head hard. Ignoring him, Street goes to the door, opening the shutter box for the controls on the left. Turning, he stoops and frisks the unconscious guard for the security access card he carries, taking it from his pocket. He swipes it through the reader. Beep! The heavy door opens... and from it begin pouring newly hatched CI-KAT-A DRONES, small versions of the much larger alien creature currently advancing upon Ann and her cameraman. There are nine in total. Street points.

STREET
Go. Go help your mother. Spread the gift.

Hissing and buzzing, the drones swarm forth, some hopping over the still dazed form of the mustached guard. Street watches them go.

STREET
Soon this world will belong to the new master race... and everyone will be like us!

He looks down at the guard lying on the floor, noticing that his eyes aren't the only things that have changed. His hands, groping along the floor as he struggles to come to his senses, are no longer four-fingered but three-finger, just like those of the alien drones. Thick, fly-like hairs sprout from the backs of the knuckles, and the fingers terminate in thick, sharp claws. Frowning, Street looks at his own hands. One, his right, is normal. His left, though, is already starting to resemble the guard's hands. He clenches and unclenches his fist, then slides that hand into his pocket. He then returns his attention to the drones charging down the hallway.

STREET
What a glorious sight!

INT. MASA - CONNECTION CORRIDOR

Ann races down the entrance corridor towards the lobby, Jonny right behind her, filming back over his shoulder as he goes. Suddenly, the two run smack into the guards from before. Their backs at to them. Beyond them is the front lobby and freedom. But are the guards like Street? Tensing, the two turn and look at Ann and Jonny. The one who'd been sitting at the front desk looks annoyed, still holding his coffee cup. The other guard maintains his detached professionalism. He's also gotten himself some coffee. Both of them are normal. For the moment.

ANN
(breathless)
You've got to help us!

MASA GUARD #1
(concerned)
Why, what's wrong...?

MASA GUARD #2
(annoyed)
And what's that weird sound?

Suddenly, both guards react to something offscreen, eyes widening. Turning, Ann looks back the way she and Jonny came, gasping. She and Jonny move to the side, against the wall, moving around the two guards as two of the Ci-Kat-A drones come scurrying down the corridor towards them. Two coffee mugs hit the floor and shatter as the startled guards go for their holstered sidearms. But before they can draw them, the drones are upon them, tackling them, wrapping their arms and legs around them, biting their throats as they bear both guards to the floor. As the Ci-Kat-A detach themselves from their victims, the bitten guards writhe around on the floor, ending up face down.

JONNY
Annie, come on, let's get outta here!

Suddenly the lobby is cut off. The drones, scurrying along the wall like big purple cockroaches, hurry to get ahead of them. Grabbing Ann's arm, Jonny jerks her to safety, running back the way they came. The queen rounds the corner, hissing and chittering. She swipes at the pair, who dodge under her long, thin, sticklike arms. Heading to the left again, the two see a sign that is marked "Launchpads."

Deciding that's as good a place as any, the head that way. Behind them, we see the queen and her drones standing over the two guards, who are still face-down, though they've risen to their hands and knees. They turn, revealing their green compound eyes. Wordlessly, they stand and draw their laser pistols, and head off in pursuit of the reporter and cameraman, until some insistent buzzing and gesturing from the queen makes them stop, turn and walk back into the lobby.

INT. MASA - LOBBY

One guard goes and locks the door, then he and his partner go to a tall metal cabinet. One of them swipes a keycard through an electronic reader. Beep! Click! The door opens. Inside are several laser rifles. It's an emergency weapons locker. Guard #1 removes one gun, tossing both it and its power cel towards Guard #2, who catches it. He slams the power cel in like it's an ammo magazine. His partner does the same thing, then, accompanied by the two drones who bit them, they take up defensive positions on either side of the front desk. That seen to, the queen, standing in the corridor leader deeper into the facility, turns and walks back down the hallway.

INT. MASA - RESTRICTED AREA CORRIDOR

Dr. Street heads for the corner leading to the junction hall, stopping as Ann and Jonny come running into view. Gasping at the sight of him, they run off down the corrider in the opposite direction, deeper into MASA. As they do so, they almost collide with two more GUARDS (#3 and #4). These two are completely surprised and startled and almost knocked down by the fleeing reporter and cameraman. Ann manages to babble out a hasty explanation.

ANN
(gasping, panting)
Giant bugs...! Dr. Street... gone crazy!

She points with one trembling hand. The guards follow her finger. One of them does, anyway. He gives a surprised cry at the sight of Street's eyes, and the semi-conscious mustached guard lying on his side behind him. He draws his gun.

MASA GUARD #3
(yelling)
Hey! Hold it right there, Doc!

He points his laser pistol at Street. His partner, though, notices the open reactor door, pausing with his gun half in, half out of its holster.

MASA GUARD #4
(worried)
H-Hey, who opened the door to the reactor room?!

The other guard takes his eyes off of Street, frowning, then yells back over his shoulder at Ann and Jonny.

MASA GUARD #3
Get out of here, you two! We'll handle this!

MASA GUARD #4
(nervous)
Whatever "this" is...

Needing no further encouragement, Ann and Jonny take off running, heading in the direction indicated by an arrow on another sign for the launchpads. Along the way, Ann stops to hit a fire alarm. A blaring klaxon begins sounding throughout the facility. The guards return their attention to Street. If he's concerned, it isn't showing. Guard #3 addresses him, needing to yell to be heard over the sound of the fire alarm.

MASA GUARD #3
(yelling)
I'm afraid you're gonna have to come with us, Doctor!

They advance on Street, both having drawn their guns now. There's angry buzzing. Stopping, the pair look up, seeing two of the drones on the ceiling above them. They scream as the Ci-Kat-A drop down towards them. The guards are bitten and converted offscreen. Annoyed by the clanging bells of the fire alarm, Street goes and rips the switch off the wall, but the noise persists. He covers his ears.

STREET
Grraaahhhhh!!! Curse this infernal ringing!

The now bug-eyed guards rise.

MASA GUARD #3
(monotone)
The alarm can be stopped from the control room. Come.

Nodding, Street follows the two guards down the hall. The Ci-Kat-A queen accompanies them, appearing around the corner. The two drones who bit the guards scurry after the group.

INT. MASA - LAUNCH BAY

Ann and Jonny, pursued by the drones, run into a vast room filled with what appear to be missile silos. Each one has a rocket with a space capsule accessible by a railed walkway. High above, the daytime sky looms. A glowing neon sign hanging from the entranceway ceiling proclaims that this is "Launchpad #3." Wordlessly gesturing, Ann points to the nearest of the rockets. She and Jonny scurry across the walkway and duck in through the open hatch. Just then, three drones enter, but they didn't see the reporter and her cameraman go into the capsule, so they scurry past, buzzing angrily. Ann and Jonny peek out, watching them go.

EXT. MASA - DAY

The guard at the front gate glances up as he hears a sound over the fire alarm. Helicopter rotors. Four Enforcer choppers appear in single file formation over the trees that line the road leading to the front gate. The gate guard - who is still normal - says something into a walkie-talkie that we don't hear over all the noise.

In the leader chopper is COMMANDER FERAL, wearing his distinctive flight helmet. Three ENFORCER PILOTS are in the others, one in each. Two of them have their visors up so we can see their eyes. Also approaching are two Enforcer cruisers which stop at the gate, honking their horns. The gate guard looks uncertain but then lifts the barricade, allowing the two squad cars through.

In the lead chopper, Feral addresses his men over the radio.

FERAL
(into the radio)
All right, men, be ready for anything!
(adressing someone else on a different frequency)
Wells!

Below, the two cruisers slide to a halt and a group of ENFORCERS IN FULL HAZMAT SUITS get out. Each one is wearing a tank on his back. A gun-like nozzle is in each kat's hands, connected to the tanks on their backs by a hose. The LEADER answers Commander Feral's voice on the headset mic inside his visored hood.

HAZMAT TEAM LEADER
(into the radio)
Yes sir!

FERAL
(over the radio)
Be ready for anything! And remember! No one is to enter MASA property without my express permission! Especially you-know-who!

HAZMAT TEAM LEADER
(into the radio)
Understood, sir!
(to his men)
Come on!

The hazmat team rushes forward.

INT. MASA - MISSION CONTROL

The control room in the central tower at the center of MASA's sprawling property. We can see the entire layout of the Space Center exterior through the windows. Banks of monitors and TV screens are everywhere, along with work stations and such. There's nobody here this early in the morning except two technicians (the same two from the night before).

TECHNICIAN #1
(frantic)
Come on, can't you get that blasted thing turned off?!

TECHNICIAN #2
Don't look at me, I don't have the key!

Street and the queen enter with the two drones. The converted guards remain outside to stand watch in the hallway. At the site of the huge purple alien bug, the two technicians exchange glances and rush out through a side door. The entering villains ignore them. The fire alarm continues blaring. Finding the controls ("Master Fire Alarm") Street tries and fails to pry open the locked glass cover over it, fails, and bangs his fist against it. He growls. The glass cracks but won't budge. He growls again. One of the guards runs in.

MASA GUARD #4
I have the key.

He pats himself down.

MASA GUARD #4
(irritated)
Somewhere!

Annoyed by his slowness, the queen shoves him and Street aside and punches her huge fist into the control panel. It sinks in to the elbow almost. The alarm stops instantly. Extracting her arm, she looks contemptuously (as much as her nearly expressionless face can register contempt, anyway) at the fistful of crumpled up metal and wire, then flings it aside. Street nods in satisfaction. The guard throws the now useless key aside, then sees something on the many viewscreens.

MASA GUARD #4
(pointing)
Look!

Street and the queen look. On the bank of monitors, we see multiple angles of both the approaching Enforcer choppers as well as the hazmat squad. Street frowns.

STREET
Intruders!

The queen buzzes angrily, gesturing.

STREET
Do not worry, my mother. We are safe from these meddling Enforcers.

There's a roar of jet engines. The Turbokat flies past the window, rattling the glass. Guard #4 reflexively ducks and Guard #3 runs in at the sound. Only Street and the queen remain stoic and unaffected.

STREET
And from the SWAT Kats!

He goes to a control panel and begins pressing buttons. The two guards join him.

STREET
Activate the automated defense system! Code: Alpha, Terra, Nova, Four, Five, Six!

EXT. MASA - DAY

The guards in the lobby come running out the front door with rifles up. They fire up at the choppers. The laser fire pelts Feral's chopper. He reels, glancing down, hesitating whether to return fire or not. Whoosh! The Turbokat swoops down.

FERAL
(surprised and angry)
What the--?
(realizing)
Just what I need!

Sitting in front is T-BONE. RAZOR is in back. You know the drill! Razor squints through his targeting scope.

T-BONE
Jeez, what's up with the Space Center security guys?! Why are they shooting at the Enforcers?

Razor uses a zoom-in feature to get a closer look at the pair, focusing on Guard #1. He blinks at the sight of his insectoid compound eyes.

RAZOR
They're not quite themselves, that's why! Look at their eyes!

T-Bone consults his instruments. Through his scope, one of the bug-eyed guards raises his gun and fires, though completely uselessly.

T-BONE
Gah! What do we do? Do we--?

RAZOR
(cutting him off sharply)
Non-lethals only!
(grimly)
For now...

T-Bone nods.

T-BONE
Gotcha! Let's give those bug-eyed boys a real "buzz!"

The Turbokat swings around in a circle, then flies back towards the guards, who stop firing and stare uncomprehending at the approaching jet. They both hold onto their hats and duck as T-Bone "buzzes" them, swooping down so low that the jet's undercarriage is mere inches from their heads. Even as they're rising, Razor flicks switches on his weapons panel.

RAZOR
A few globs of cement ought to knock 'em flat on their butts!

The cement machine-gun descends from under the jet, pivots and fires backwards. Glorp, glorp, glorp! Baseball-sized globs of cement pelt the ground in a straight line leading up to the two surprised guards. Splat! Both converted kats are struck in their chests and fly backwards off their feet, landing, indeed, in stunned sitting positions on their rear ends. One's hat is knocked off. They both manage to keep ahold of their guns, though.

This is witnessed by the approaching hazmat squad. The leader signals a halt. He motions for his men to find cover. As yet, the guards haven't noticed them. However, suddenly, the building's automated defenses, twin-barreled cannons with smaller laser guns mounted underneath, come to life, rising up. Some of them pivot to fire up at the Turbokat and four Enforcer choppers, who scatter to avoid being hit. Others aim down at the hazmat team. The leader yells.

HAZMAT TEAM LEADER
Retreat!

He and his men run for cover, scurrying back towards their parked cars. At the gate, the guard there watches all of this in confusion and panic. He hears a rustling sound, turns, and sees a drone. He draws his sidearm and fires wildly, splattering the alien creature to goo. Then, with a yelp, he turns and races over to hide behind the parked Enforcer cruisers.

INT. MASA - MISSION CONTROL

The assembled Ci-Kat-A (including Street and the guards) all flinch and wall, holding their heads.

EXT. MASA - DAY

Getting up, Guards #1 and #2 brush the drying cement globs off the fronts of their uniforms, fire after the fleeing hazmat Enforcers, then dodge laser fire from the attacking choppers, rushing inside, as the choppers themselves are forced to dodge the fire from the defense turrets.

FERAL
(yelling into the radio)
Back off, SWAT Kats! The Enforcers are handling this!

T-BONE
(chuckles, into the radio)
Really? Looks like those bug-eyed monsters have you pinned down!

RAZOR
(into the radio)
Yeah, while the Kat's Eye News team and who knows how many other people are trapped inside.

T-BONE
(turning serious, into the radio)
Don't worry! We'll get them out!

In his chopper, Feral pounds the control panel in frustration.

FERAL
(into the radio)
I'll get them out! But I can't afford to blow up a billion dollars in scientific equipment doing it!
(addressing his men)
Concentrate on the defense towers! We have to clear the way for the hazmat squad!

RAZOR
(into the radio)
Then we'll do the smashing and breaking for ya!
(grim)
And Feral! Listen! It appears as if some of the MASA personnel have been compromised!

FERAL
(over the radio)
So I noticed!

RAZOR
Advise use of non-lethal force whenever possible!
(pleading)
They're not themselves! They don't know what they're doing!

Feral scowls. Something in Razor's voice makes him listen.

FERAL
(into the radio)
Understood!
(to the hazmat leader)
Wells, did you get that?

HAZMAT TEAM LEADER
(over the radio)
Yes sir! Non-lethals against the compromised Space Center personnel.

Razor sighs in relief. T-Bone glances back at him.

T-BONE
Non-lethals might not be possible against all of them... we don't even know if we can save any of these guys.

Razor says nothing.

T-BONE
Anyway, while Feral keeps those automated defenses busy, we'll find our own way in!

The Turbokat flies around and lands outside the fence designating the perimeter of the MASA property. Both SWAT Kats hop out, readying their Glovatrixes. We can see they're both wearing their Delta Bak-Paks for this mission. They hurry to the fence and pause, studying the barrier. It's an ordinary chain link fence topped with barbed wire. T-Bone and Razor look at one another, nod, then raise their Glovatrixes and fire! Mini-Turboblades slice through the chain link metal, and the SWAT Kats thus gain entry onto the property. A video camera tracks their move.

Meanwhile, as Feral is dodging midair lasers and explosions, the voice of an ENFORCER DISPATCHER cuts in.

ENFORCER DISPATCHER
(over the radio)
Commander! Mayor Manx is urgently requesting that he be patched through!

Feral makes a face.

FERAL
(into the radio)
Nnnghhh, fine! Patch him through!

MANX
(through the radio)
This is Mayor Manx!

The Mayor sounds jolly, which annoys Feral.

INT. CITY HALL - MANX'S OFFICE

On the phone, MAYOR MANX relaxes in his comfy office chair behind his desk. A worried-looking CALLIE BRIGGS stands nearby. In sharp contrast to his Deputy Mayor, Manx seems weirdly jovial.

MANX
(into the phone)
How's the bug problem, Commander?

FERAL
(over the phone)
Situation under control, air. My new hazmat squad is moving in as we speak. We'll have things wrapped up shortly. But--

MANX
(into the phone, cutting him off)
Well, see that they're tightly wrapped.

He pivots in his chair and looks out the window. The rebuilt Megakat Tower is visible in the distance.

FERAL
(over the phone)
But sir--

MANX
I've got important visitors comin' to the city!

Without saying anything more, he hangs up. Rising, he lifts a finger and addresses Callie.

MANX
Better take a run out there, Callie. I need to make sure Megakat Tower is ready for tomorrow's grand reopening!

Callie sighs.

CALLIE
Yes, Mayor.

She leaves the room.

INT. MASA - MISSION CONTROL

Street, the Ci-Kat-A queen and the two guards watch the SWAT Kats on one of the monitors. The queen buzzes excitedly.

STREET
Yes, an excellent suggestion. Why waste our own limited resources searching for that nosy reporter Ann Gora? They'll lead us to wherever she and her cameraman are hiding.

A drone scurries in, buzzing excitedly.

STREET
What is it...?

More agitated buzzing from the drone. Now the queen is getting upset. Street attempts to mediate.

STREET
Calm yourselves. I'll have a look for myself. Come with with me.
(to the guards)
You two stay here.

EXT. MASA - DAY

The SWAT Kats gain entry into the interior of the facility via a maintenance duct.

INT. MASA - DUCT

RAZOR
Hope you're not claustrophobic...

T-BONE
Nah, just bug-phobic.
(shudders)
Uuughh, why'd they have to be bug aliens?

RAZOR
(teasing)
Just like that movie, huh, T-Bone?

He grins. T-Bone just grimaces and says nothing.

INT. MASA - RESTRICTED AREA CORRIDOR (REACTOR)

Razor opens a vent at the other end of the tunnel and he and T-Bone crawl out, finding themselves in the corridor leading to the reactor. At the corner, they see a creepy-looking shadow, but upon leaping and aiming their Glovatrixes at it, discover it's just a harmless potted plant. Ahead is the guard with the mustache, who has finally recovered, though he's still a little groggy. He hasn't seen them. They duck back around the corner, then watch as Dr. Street, the queen and the drone sent to fetch them come along. They have an inaudible conversation with the guard, who puts his hat back on and stands stiffly at attention. There's a lot of gesturing at the door leading into the reactor room. Finally, we can catch a bit of what is being said.

MASA GUARD
It's depleted. All of it. Gone.

The queen hisses in anger.

STREET
(placating)
I know there isn't enough food for you here - for us - but don't worry.
(tenderly)
I'll take take care of you.

T-Bone shudders.

INT. MASA - MISSION CONTROL

Observing the SWAT Kats eavesdropping, the two guards nod to one another, rise, and leave the control room.

INT. MASA - RESTRICTED AREA CORRIDOR (REACTOR)

The SWAT Kats ready they Glovatrixes for battle. T-Bone is wincing, tail lashing to and fro, agitated.

T-BONE
(whispering, disgusted)
We'll "take care" of them!
(winces further)
Oooooh, that thing is ugly!

Turning, Razor sees something offscreen.

RAZOR
(aloud)
So are these two!

It's the guards from the control room, ready to pounce. Evidently they haven't got enough sense to draw their holstered laser pistols. Reflexively, both SWAT Kats punch them. T-Bone decks the guy on the left, Razor gets the guy on the right. They fall, dazed. This doesn't go unheard by the villains around the corner. Street moves to put himself between the queen and any harm, while the mustached guard, grabbing his dropped laser rifle, hurries around the corner. He aims down the sights.

T-BONE
(yelling)
Razor, look out!

Razor ducks as a laser blast goes over his head. He rolls into a kneeling position and fires a net, which smacks into the guard, slamming him against the wall and pinning him there harmlessly. He squirms and fights, but the net holds. Dr. Street and the queen rush past, Street pausing to take his hand out of his lab coat pocket; it's now turned into a three-fingered insect claw! He slashes the net, freeing the guard, who hops down and hurries forwards as Street and the queen continue, hurrying back to the control room. The SWAT Kats rush along the corridor, in the general direction Ann and Jonny went earlier, as the mustached guard is joined by the two from the lobby, the ones hit with the blobs of cement earlier. All three fire after the fleeing vigilantes with their guns.

INT. MASA - CORRIDOR TO LAUNCHPADS

The SWAT Kats race along the hallway.

T-BONE
Still wanna use non-lethals against these guys...?!

RAZOR
I'm not there yet! Just gimme a minute to think...
(glancing up)
Aha! Up!

As the guards 'round the corner they find their prey gone! They skid to a halt, glancing around in confusion. Suddenly, the SWAT Kats, up in the rafters, drop down from above. T-Bone kicks Guard #1 in the face. Pow! He's down. The mustached guard fires at Razor, misses despite the close proximity (the guards' laser rifles are pretty much useless in the close quarters of the corridor), and Razor kicks the weapon from his hand. He draws his sidearm, a much better weapon for use in the hallway. Meanwhile, T-Bone struggles with the other guard over his gun. He flings Guard #2 against the wall and knocks him out. Behind him, Razor kicks the mustached guard's laser pistol away before he can fire it, then knees him in the gut. The guard doubles over and then Razor karate chops him across the back of the head. Thud! He hits the floor. Although completely silent and near motionless, all three guards are visibly breathing. Razor checks each one in turn regardless.

RAZOR
They'll be okay.

T-BONE
Yeah, but I sure hope they stay out for a long time. At least until we find--

ANN
(O.S.)
SWAT Kats!

The two glance over. Through an open door, they can see into the launch bay. Ann is visible sticking out of the shuttle pod on the nosecone of the rocket, waving.

RAZOR
Well, that was easy.

INT. MASA - LAUNCH BAY

Ann and Jonny linger in the door of the pod on the rocket's nosecone, afraid to come out. The SWAT Kats, entering the launch bay, look around briefly, then T-Bone gestures to the two.

T-BONE
Come on, we're gettin' you outta here!

ANN
(screaming)
Look out!

T-Bone turns. The Ci-Kat-A drones who'd been looking around before have reappeared. Buzzing angrily, they launch themselves at the SWAT Kats with hatred glowing in their red compound eyes. Ci-Kat-Kat #1 collides with T-Bone and knocks him backwards. The two stagger back into the pod area.

INT. ROCKET - CONTROL ROOM

T-Bone lands flat on his back with the Ci-Kat-A atop him. He and the bug struggle with one another. The chomping mandibles come dangerously close to his throat!

INT. MASA - LAUNCH BAY

Razor fights with Ci-Kat-A #2. He too is tackled to the floor, landing hard on the walkway linking the main launchpad area with with the nosecone door. He sticks his Glovatrix in the creature's face. The drone stares at it, momentarily puzzled.

RAZOR
Chew on this!

He fires a grappling cable. It smacks into the Ci-Kat-A's face. The drone flies backwards. He collides with a sign reading "Launchpad 3" and sticks to it as electricity courses through him, frying him like a bug in a bug zapper!

INT. MASA - MISSION CONTROL

Dr. Street and the queen flinch in agony as they feel the drone's death.

INT. MASA - LAUNCH BAY

Razor gets up, steadying himself by grabbing the handrail of the walkway. He turns and stands in the threshold of the doorway to the capsule.

INT. ROCKET - CONTROL ROOM

Seeing T-Bone struggling with Ci-Kat-A #1, Ann, thinking quickly, grabs the only thing to hand, Jonny's camera.

JONNY
Annie! Not my camera!

Ann runs forward and smacks the Ci-Kat-A off of T-Bone. The alien goes rolling away across the floor and lands flailing on his back. At the door, Razor yells for everyone to get out.

RAZOR
Come on! Let's get outta here!

He hears buzzing and turns.

INT. MASA - LAUNCH BAY

A third Ci-Kat-A is flying towards him! He ducks into the space capsule, slamming the door. The drone collides with it and is knocked senseless.

INT. ROCKET - CONTROL ROOM

The SWAT Kats, Ann and Jonny are now trapped in the space capsule control room with the buzzing Ci-Kat-A #1. He flies up into the air.

T-BONE
Crud, Razor! You didn't tell me these things could fly!

RAZOR
How was I supposed to know?! Besides, monster bugs usually do! Duck!

They hit the floor at the Ci-Kat-A dives at them.

INT. MASA - MISSION CONTROL

We see the capsule interior on one of the monitors. Dr. Street and the queen are watching the action. Street grins.

STREET
An excellent opportunity to get rid of those meddling SWAT Kats as well as that nosy reporter!
(solemn)
If you... don't mind losing one of your offspring.

The queen seems unsure.

STREET
I know you like the thin air of the upper atmosphere. And that you can survive in the vacuum of space. He'll stand a better chance of surviving than those four meddlers.

Consenting, the queen buzzes and gestures. Nodding, Street enters a code, turns a key, and then flips a clear plastic cover off a button marked "Launch." He presses it.

STREET
Goodbye, SWAT Kats!
(a little sadly)
And goodbye to you, too, Ms. Gora.

INT. ROCKET - CONTROL ROOM

Everyone is thrown around violently as the rocket shakes.

INT. MASA - LAUNCH BAY

The bottom of the silo, where Ci-Kat-A #3, the one who hit the door, ended up. He's obliterated by the firing first stage boosters.

EXT. MASA - DAY

The rocket fires up out of the silo and shoots into the air.

INT. ROCKET - CONTROL ROOM

The SWAT Kats, Ann and Jonny and the drone pick themselves up. Jonny looks forlornly at his dented and damaged camera, letting it fall from his hands. Ann does her best to console him. The drone is momentarily too dazed to even think about attacking, although Ann and Jonny nevertheless keep clear of him. T-Bone and Razor go to the window. From their P.O.V., we see the Space Center below growing smaller and smaller as the rocket shoots higher and higher into the air.

RAZOR
(incredulous)
We've been launched, buddy!

T-BONE
Looks like the SWAT Kats are about to go into outer space...!

FADE OUT

END ACT ONE

ACT TWO

FADE IN:

EXT. MASA - DAY

The rocket continues shooting up into the sky.

INT. ROCKET - CONTROL ROOM

T-Bone and Razor are by the window still. Ann and Jonny huddle nearby. The Ci-Kat-A drone is nowhere to be seen at the moment. Razor turns and looks at T-Bone.

RAZOR
We've gotta get outta here before those second stage boosters hit or we'll be in orbit.

He hears a buzz. The Ci-Kat-A has recovered and scrambles over, mandibles chomping. He leaps at Razor. The thin SWAT Kat ducks, grabbing his opponent's shoulders, and flings him, using the big bug's own momentum to send him flying across the capsule interior to smash face-first into the instrument panel. His sharp mandibles become wedged and stuck fast. No matter how harder he strains, pulls and struggles, he can't free himself. The SWAT Kats go and open the door - no easy task given how fast the rocket is going. They strain and grunt, pushing against the wind. Finally, the door isn't so much opened as torn free of its hinges. It goes spinning off into the clouds. That seen to, the SWAT Kats turn to Ann and Jonny.

T-BONE
You two! Hold onto us!

Ann gasps. Jonny looks like he'd rather do anything but what T-Bone is suggesting.

JONNY
We're jumpin' out...?!

T-BONE
(grabbing his arm)
Unless you wanna be the first news cameraman in outer space...!

He grabs Jonny around the waist. Razor goes the same with Ann. Without giving either of them a chance to protest further, they leap out of the rocket, which goes speeding off into the upper atmosphere without them. Jonny screams, his hat and sunglasses flying off. As the four go into freefall, the SWAT Kats deploy their Delta Bak-Pak hang gliders.

T-BONE
Delta Bak-Paks... deployed!

Down below, the battle rages on. The Enforcer choppers are still engaging the Space Center's automated defense turrets, which alternate between firing lasers and rockets at them. The Enforcers, we see, have developed a tactic wherein they bait the turrets by flying low and then banking hard either to the left or the right when they fire their rockets. As the missiles fly past them, the choppers return fire with their side-mounted chain guns, obliterating the turrets, paying particular attention to the ones keeping the hazmat team pinned down by their cruisers. It isn't long before enough of the guns have been destroyed that MASA is effectively defenseless - or so it seems. Flying the lead chopper, Commander Feral is quick to declare victory.

FERAL
We've got 'em now!
(into the radio)
Move in!

Down below, the leader of the hazmat squad gives a thumbs up. Toting their unusual-looking weapons, the strangely-attired group scurries forwards towards the main entrance. Here, they encounter the two technicians who'd earlier fled the control room. They skid to a halt as they find the Enforcers' weapons pointed at them. They're both still wearing their visor-like sunglasses.

HAZMAT TEAM LEADER
Take off your sunglasses!

The confused technicians hesitate.

HAZMAT TEAM LEADER
(insistent)
Now!

The two techs remove their mirrored shades. Their eyes are normal.

HAZMAT TEAM LEADER
Okay, you're cleared! Get out of here!

Nodding, the pair scurry past the group and over to where the gate guard is waiting for them by the parked cruisers.

HAZMAT TEAM LEADER
(into the radio)
Commander, this is Wells! Just encountered two MASA employees. They're cleared. Eyes normal. Proceeding into the facility. Over.

Cut to Feral in his chopper flying above. He nods as he sees the technicians running to safety.

FERAL
(into the radio)
Good work! Proceed with caution! Those bite-proof suits haven't been properly tested yet. Over.

HAZMAT TEAM LEADER
(through the radio)
Roger. Over and out.

Gesturing, the team leader and his men enter the lobby. Back up in his chopper, Feral issues orders to the rest of his men flying in the other helicopters.

FERAL
(into the radio)
Feral to all units! Attention! The hazmat team has entered the Space Center! It's up to us to keep an eye out for any further trouble. Heinlein! You and Asimov stick with me!

In the chopper on Feral's right, we see ENFORCER PILOT #1 nod. His visor is up, allowing us to see his eyes. The side door of his aircraft is open.

ENFORCER PILOT #1
(into the radio)
Affirmative, Commander!

In the chopper on Feral's left, ENFORCER PILOT #2 also has his visor up and his side door open.

ENFORCER PILOT #2
(into the radio)
You got it, sir!

FERAL
(into the radio)
Campbell! You fly around to the rear of the facility! Take out those remaining guns!
(grumbles)
And see if you can spot where those annoying SWAT Kats went!

In the fourth and final chopper, ENFORCER PILOT #3 (who has his visor down, obscuring his eyes) sighs with annoyance, but does as he's told.

ENFORCER PILOT #3
(into the radio)
Roger that, Commander! Consider those last few guns toast and those SWAT Kats found!

The fourth chopper banks away from the group and heads around to the rear of the property.

INT. MASA - LOBBY

The hazmat team enters, two by twos, armed with their guns.

INT. MASA - MISSION CONTROL

Watching the Enforcers on a monitor, Street turns to the queen.

STREET
It's no longer safe for you here. While your remaining children create a distraction, I'll get you out of here... and somewhere where you can feed, and grow even bigger and stronger than you already are! Come!

He rushes out. The queen follows.

INT. MASA - RESTRICTED AREA CORRIDOR

Entering the corridor, the Enforcer group finds the knocked out guards.

HAZMAT TEAM LEADER
Jeez, look at their eyes...!
(glum)
I sure hope these suits hold up.

Buzz! Ci-Kat-A drones (#4 and #5) come around the corner. One is flying. The other scurries along the wall. They leap at the Enforcers. However, their mandibles fail to penetrate the tough outer fabric of the group's suits. They fight them off. Yelling, the team leader takes aim with his gun.

HAZMAT TEAM LEADER
Hose 'em!

He squeezes the trigger on his nozzle-like gun. A gunky substance gushes forward and splatters over the first Ci-Kat-A, gluing it in place. His men give the second bug the same treatment. Just as they're cheering, however, two more drones appear (#6 and #7). These feign diving at the group, who duck, then swoop past them and around the corner, towards the lobby... and outside!

HAZMAT TEAM LEADER
(into the radio)
Commander! We've neutralized two of the enemy, but two more are on their way out to you! Be advised! Over!

EXT. MASA - DAY

The drones burst through the front doors and out into daylight. They take to the air and fly up towards the circling choppers. One scurries in through the open door of the first one it comes to, creeping up on the hapless pilot.

ENFORCER PILOT #1
Where? I don't see--

He's grabbed from behind and yelps as he's bitten in the neck.

ENFORCER PILOT #1
(screams)
Yaaaghhhhh!

Feral, hearing his scream over the radio, glances right. The other chopper wobbles in place and starts to dip down wildly as though about to crash. Gasping, he turns and looks left, and sees another Ci-Kat-A fly up and land on the side of the chopper there. It crawls along the side and in through the open door.

FERAL
(into the radio)
Asimov! Look out! It's in there with you!

ENFORCER PILOT #2
(over the radio)
Huh? Aaahhhh!

Feral winces.

In the other chopper, we see Pilot #2 trying to fend the attacking insect off and failing. All it takes is one good chomp. Having bitten his victim, the Ci-Kat-A backs away and waits. Even as the helicopter tilts and pitches around wildly, Pilot #2 screams and moans, holding the sides of his head, eyes squeezed shut. They open briefly. We see his pupils have shrunken to pin pricks. He shudders and gasps, scrunching his eyes shut tightly once again... and when they open once more, they're no longer normal kat eyes but the green compound eyes of a converted kat-Ci-Kat-A. His expression becomes stony, contemptuous.

Back in his own chopper, Feral is yelling into his helmet mic.

FERAL
(over the radio)
Asimov! Heinlein! Talk to me!

ENFORCER PILOT #1
(over the radio)
Time to die, Commander. Bzzz!

Feral watches in disbelief as both choppers pull up from their slow descents towards the ground. He can see the converted pilots in both of them through their windshields... with the drones who bit them sitting in the co-pilots' seats! Both aircraft swoop around and begin shooting at their former commanding officer. Feral takes evasive action.

FERAL
(into his radio)
Kats alive! They've taken over my choppers! My chopper pilots!

He hears the sound of scuttling, clawed feet on the outside of his chopper. Turning, he sees an insectoid face peering in through the open door. Making a split second decision, he unbuckles himself, flings himself into the rear cargo area of the chopper, leaving the craft momentarily unpiloted, and slams the door shut. Then, before the chopper can fly completely out of control and crash, he jumps back into the pilot's seat, sighing with relief.

FERAL
(growls)
Campbell! Get your tail back over here! I need backup! Pronto! And shut your door!

ENFORCER PILOT #3
(over the radio)
Yes sir! I'm on on my way! And sir! I found the SWAT Kats!

Down below, T-Bone and Razor are rolling their hang gliders back into their Delta Bak-Paks. A woozy-looking Ann and Jonny are nearby as the final remaining normal Enforcer's chopper flies past them overheard. They wave up at him. He waves back.

FERAL
(over the radio)
Have they gotten Ann Gora?

T-BONE
(into his radio)
Roger that, Feral! We got her and her cameraman outta there safely!

FERAL
(over the radio)
Well, if it isn't too much trouble, perhaps you could... assist me! I'm under fire from my own men! Those blasted alien bugs have taken over their minds!

T-BONE
(into the radio)
Ouch. That musta hurt. Askin' us for help.

FERAL
(through the radio)
Just get over here!

The chopper overheard turns and flies off. T-Bone turns and points at Ann and Jonny.

T-BONE
You two stay here!

ANN
But--

RAZOR
No buts! Find somewhere safe to hide and stay there!

The SWAT Kats rush over, through the hole they made in the chain link fence and leap into the Turbokat. As the canopy slides shut and T-Bone fires up the engines, he turns and looks glumly back at Razor.

T-BONE
(grim)
Buddy, I don't think we're gonna be able to save these guys. We're gonna have to--

RAZOR
(sharply cutting him off)
I know, I know! Just... get me in the air! Hurry! While Feral's mind is still his own!

The Turbokat lifts up in VTOL mode and flies off at the departing Enforcer chopper.

T-BONE
What little mind he's got, anyway...

INT. MASA - CORRIDOR

The hazmat team have tied up the five unconscious guards. The leader gets a call over his radio.

ENFORCER PILOT #3
(over the radio)
Repeat, the aliens have taken over two of our choppers and Commander Feral is under attack!

HAZMAT TEAM LEADER
Come on, men!

He nudges one of the guards with his foot. The one with the mustache wakes up.

HAZMAT TEAM LEADER
These guys ain't goin' nowhere!

MASA GUARD
Your world is ours! Bzz! Bzzz!

The team leader ignores him and he and his men run out.

EXT. MASA - DAY

The hazmat squad rushes for their parked cars as the gate guard and technicians look on. Up above, Feral's chopper, pursued by the taken over ones, flies off. The Turbokat and chopper piloted by the remaining normal pilot are in hot pursuit. Getting into their squad cars, the hazmat team drive off as well. After a moment, a garage door opens, and a MASA van pulls out. Dr. Street is behind the wheel. The Ci-Kat-A queen is in back. Street drives off the MASA lot, following the Enforcers at a safe distance.

Watching them go, Ann turns to Jonny.

ANN
Come on, Jonny! We can't miss this!

The pair run to their parked news van.

EXT. DESERT ROAD - DAY

The road leading to the Space Center, which winds through the desert. Evading laser fire, Feral flies around and gets behind the two compromised choppers, flying alongside his remaining wingman. The Commander gets on the radio to the SWAT Kats.

FERAL
(into the radio)
Cancel that order for backup, SWAT Kats. I've got all I need right here. My remaining pilot and I will tail these creeps and figure out what it is they're up to and where they're going.

T-BONE
(over the radio)
Yeah, sure. You're welcome, Feral.

The Turbokat banks right and pulls away, as though to return to MASA, when Razor glances down and sees the van speeding along.

RAZOR
Hey, who's that...?

T-BONE
Dunno. Must be some Space Center personnel gettin' out while the gettin's good.

RAZOR
Hmm...

The van zooms ahead, coming up behind the first Enforcer cruiser. Street slams into the rear bumper, forcing the car forward. It crashes into the one ahead of it and both squad cars spin out of control and end up nose first in ditches on opposite sides of the road. The van, bumper dented, drives on. Razor blinks.

RAZOR
Well, whoever they are, they're in a big hurry!

T-BONE
Not to mention a really reckless driver! Feral should give 'em a ticket! Hang tight! I'm gonna swing around so you can get a look at who - or what - is behind the wheel!

The Turbokat swings 'round and flies past the van, intending to make a U-turn. Up ahead, Feral and his remaining chopper close in on the two Ci-Kat-A ones.

FERAL
(into the radio)
If they make a move, blast 'em!

In his own chopper, Pilot #3 nods.

ENFORCER PILOT #3
(into the radio)
Yes sir!

Suddenly, the closed door of the chopper is dented inwards, then torn off its track. The pilot gasps and yells in fright as a Ci-Kat-A drone (one of the two from the other choppers) crawls in and grabs him. Chomp! Having heard his scream over the radio, Feral watches in horror as his final ally's helicopter drops down, makes as though to crash, but then pulls up suddenly. Inside, we see that Pilot #3 has been taken over, although because he still has his visor down we can't see his bug eyes. Only his rigid posture gives away that he is not himself any longer.

ENFORCER PILOT #3
(into the radio)
Commander...

Feral grits his teeth in annoyance and rage as he is now between three choppers whose pilots have been taken over by the aliens.

ENFORCER PILOT #3
(over the radio)
...surrender!

ENFORCER PILOT #2
(over the radio)
Give yourself up to the Joining!

FERAL
(to himself)
So much for my backup...
(into his radio)
You'll have to catch me first, you bug-eyed freaks! Come get me!

He dives down low, flying under Pilot #1 and #2's choppers. They zoom off in pursuit, following by Pilot #3's (distinguishable from his fellow's by the torn off door). They fire after him. This is noticed by the SWAT Kats as they swoop back around to get a look at whoever is driving the MASA van.

T-BONE
Crud! They got another one!

RAZOR
Looks like Feral needs our help again! For real this time! That van's gonna have to wait!
(grimly determined)
Get me in range!

T-Bone frowns.

T-BONE
Are you sure, buddy...?

RAZOR
(cold)
I am. You yourself said--

T-BONE
I know what I said! But now that it comes to it... think of what you're gonna have to do, here!

RAZOR
It's Feral or them! And grouch or not, I kinda like the big guy!

T-Bone sighs and nods, then turns and flies towards the choppers closing in on Feral. Razor takes a deep breath, holds it, and lets it out slowly as he prepares to shoot down the compromised choppers.

RAZOR
Slicer Missiles... deployed!

The missiles shoot forwards, unfurly into their big triple blades. They pass through the second and third choppers, which explode apart into multiple pieces. It rains helicopter parts down onto the road. Razor squeezes his eyes shut. Those two Enforcers are gone. Slain by his hand.

RAZOR
(barely controlled fury)
I think Feral can take care of his remaining "friend." Let's get back to that van. I think I know who and what's inside it. And I'm gonna make 'em pay for what they just made me do!

T-BONE
Easy, buddy. I'm supposed to be the short-tempered one, remember...?

A shadow passes over him suddenly. He and Razor look up and gasp. Two Ci-Kat-A drones are clinging to the canopy. Screeching piercingly, they crack the glass, making the SWAT Kats wince. They claw at the glass, leaving long grooves. T-Bone pushes the throttle forwards, trying to use the G-forces to dislodge the two insects. Failing, he turns the steering stick to the side sharply, causing the Turbokat to tilt to the left; the Ci-Kat-A closest to the front (above him) topples off. He falls backwards down towards the ground. He attempts to unfurl his wings and take flight, but fails; the momentum of his descent just blows his wings up around him.

Feral's chopper passes under him and he hits the spinning rotor blades dead center. Splat! Instant bug sushi. Green guts go splattering everywhere, startling Feral. Green gunk runs in rivulets down the chopper's windshield.

FERAL
Aaghhh! What the--?!

T-BONE
(wincing)
Sorry, Feral!
(glancing up)
Guess we're gonna have to scrap this one off!

He points at the remaining drone. Down below, the MASA van carrying Dr. Street and the queen drives through a tunnel. Seeing this, T-Bone dives down. The Turbokat's wings retract and it flies into the tunnel.

INT. TUNNEL

Up ahead in the van, Street, behind the wheel, glances in the rearview mirror, frowning as he sees the Turbokat flying through the tunnel behind him.

STREET
(disdainful)
You should've stayed in orbit, SWAT Kats...!

T-Bone flies the jet upwards slightly so that the canopy brushes the ceiling of the tunnel, dislodging the final drone with a big, gooey splat, leaving a long streak of green smeared along the top of the tunnel, interspersed with twitching insect legs. In the van, both Street and the queen wince as they feel the death of the last of the queen's children.

EXT. DESERT ROAD - DAY

Cut to the tunnel mouth at the opposite end. The van shoots out, followed by the Turbokat. Street floors it, zooming down the winding desert road. The Turbokat flies higher up and then the bomb bay opens, dislodging the Cyclotron with Razor on it. He hits the pavement and zooms off after the van. Street sees him the sideview mirror and scowls, then flips a switch on the dashboard. On the rear of the vehicle, a panel slides down and a triple-barreled laser chain gun emerges, opening fire. Razor dodges left and right to avoid being hit.

Behind him, the Kat's Eye News van, Jonny behind the wheel and Ann Gora riding shotgun, also emerges from the tunnel, catching up to the chase but maintaining a safe distance.

Up ahead, we see the green sedan of Callie Briggs approaching. She looks bored and irritated being sent on this "errand." Digging into her purse, which is in the passenger seat, she takes out her communicator.

CALLIE
(into the comm)
SWAT Kats, come in!

In the Turbokat, which is following Feral's chopper as he pursues the final Ci-Kat-A-controlled Enforcer chopper, T-Bone answers.

T-BONE
(into the radio)
T-Bone here, Ms. Briggs! Kind of in the middle of somethin'!

CALLIE
(over the radio)
It wouldn't happen to involve giant purple insects, would it...?

T-BONE
(into the radio)
Yeah. I assume the Mayor sent you out to check up on things. Well, don't worry, Razor and I are on it. Sureshot's after the big bug, while I'm helpin' Commander Feral deal with another bug-eyed creep.
(grimly)
These things are pretty dangerous. Their bite is contagious. Like... some kinda plague!
(shudders)
A zombie bug plague!

Back down on the road, Callie grimace.

CALLIE
(into the comm)
I'll keep that in mind! And speaking of which...

Ahead, she sees the MASA van zoom around a corner.

CALLIE
(into the comm)
...I think I'm about to run into the action here on the ground head-on! Hang on! I'll get back to you!

She drops the communicator. It bounces off her knee and lands in the passenger seat. Ahead, Street glares at her through the van's windshield. He continues straight ahead without blinking, as though he intents to drive into - and through! - Callie's car. Callie gasps and swerves, the two vehicles passing so close together that their sides scrape. Callie glances back, then turns around and sees Razor approaching on the Cyclotron. Razor couldn't be more surprised.

RAZOR
Ms. Briggs?!

He zooms around her and continues after the van. Behind him, Callie screeches to a halt, then does a U-turn and drives after the motorcycle, Ann and Jonny in the news van coming up behind her, nearly bumper to bumper.

Up ahead, the MASA van passes a sign that says "Megakat City: 50 miles" and "Megakat Nuclear Plant: 2 miles." Street grins. In the back, the Ci-Kat-A queen chitters excitedly. Razor targets the MASA van's gun with one of the Cyclotron's side-mounted missile launchers! Whoosh! Blam! The missile hits and destroys the laser chain gun, leaving a big, smoking hole in the rear of the vehicle. Street struggles to control the wildly swerving van as he crests a hill. The Megakat Nuclear Plant sprawls out before him in the distance. Regaining control of the vehicle, he drives towards it, smoke billowing from the blown open rear portion of the vehicle.

Meanwhile, up in the air, Feral zeroes in on the final compromised chopper. Gritting his teeth in grim determination, he fires a missile at it. Enforcer Pilot #1 frowns and then zooms up until the helicopter is standing on its tail. The missile passes harmlessly under it. Pilot #1 continues flying up, up, up, then turns his craft upside-down, doing a complete loop-the-loop and ending up behind Feral, who gasps. Pilot #1 grins evilly, thumb hovering over the firing mechanism on his chopper's control yoke.

ENFORCER PILOT #1
Farewell, Commander! Bzz! Too bad you didn't get to become part of the Joining!

Suddenly his craft shudders. He gasps and lets go of the control yoke, flinging his hands up in surprise. The Turbokat dives down towards the stricken chopper. It already has a huge, smoking hole in the side from where it was struck by a missile. T-Bone targets the stricken aircraft with the Turbokat's auxiliary weapons panel, his mouth set in a grim line.

T-BONE
(sadly)
Sorry about this, pal...

He fires another missile. It hits the chopper dead center and it explodes, raining helicopter parts all over. T-Bone sighs in relief and sorrow at what he had to just down.

T-BONE
(into the radio)
You can thank me later, Feral.

FERAL
(into the radio, angry)
Three of my best pilots! Dead! All because of those rotten bugs!
(sighs)
Oh well, at least it's over now...

T-BONE
(into the radio)
Negative, Feral! There's one more bug to take care of! The big one!

EXT. MEGAKAT NUCLEAR PLANT - DAY

Two GUARDS (a SKINNY GUARD and a BURLY GUARD, from "The Wrath of Dark Kat") stand outside the guard hut by the main gate. They turn and watch as the MASA van, trailing smoke, comes zooming down the road towards them. Their hands go to their holstered laser pistols. The burly guard holds up his hand in a "stop" gesture.

BURLY GUARD
(yelling)
Hey! Stop!

Needless to say, Street doesn't listen. The guards leap aside as the van plows through the front gate and drives onto the nuclear plant property. Razor zooms after it on the Cyclotron, followed by Callie's car and the news van at a distance. The guards draw their guns, looking confused.

Razor fires another missile. The left back wheel of the MASA van is taken out and it begins swerving out of control, finally crashing into the side of the building, near the front entrance. The front end crumples like a soda can and for a moment it just sits there, smoke continuing to issue forth from the rear. In addition, steam and smoke rises in tendrils from the battered hood. However, as Razor zooms up, the Ci-Kat-A queen leaps out of the hole in the back of the van. She issues forth a piercing screech.

Razor winces, his hands letting go of the Cyclotron's handlebars to grab at the sides of his head and cover his ears. In doing so, he loses control of the motorcycle. It falls onto its side and he falls off, rolling away as the vehicle goes sliding, leaving a trail of sparks. It slides past the queen and collides violently with the back of the wrecked van.

The same shriek also cracks the windshields of the approaching vehicles. Callie screams and swerves to a stop. Ann and Jonny also cry out in pain and Jonny slams on the brakes, skidding to a halt to avoid hitting Callie's car. Everyone sits there in a daze.

Razor lies on the ground in pain. A shadow falls over him. He looks up to see the queen leaning over him, mandibles chomping, ready to bite him. Suddenly, laser blasts fly past her. She pauses and turns to see the two guards from the front gate coming to Razor's rescue. They repeatedly fire, hitting the Ci-Kat-A several times, but the blasts don't seem to be harming her. Annoyed, she issues forth another shriek. The guards drop their guns and fall to their their knees, writhing in pain.

That seen to, the queen turns back to Razor, bending down towards him menacingly as we FADE OUT.

END ACT TWO

FADE IN:

ACT THREE

FADE IN:

EXT. MEGAKAT NUCLEAR PLANT - DAY

As the huge Ci-Kat-A leans menacingly over Razor, T-Bone swoops down in the Turbokat.

T-BONE
Razor! Noooooo!

The alien queen is distracted from her task, glancing at the oncoming jet. T-Bone flips some switches on the auxiliary weapons panel, targeting the queen through his scope. He fires!

T-BONE
Spider Missile... deployed!

A Spider Missile shoots out, unfurling its bolas, which wraps around and ensares the queen. She staggers back but doesn't fall. After a brief struggle, she simply flexes her deceptively powerful sticklike arms, snapping the cable. Throwing the jet into VTOL mode, T-Bone lands, popping the canopy and leaping out, Glovatrix at the ready. He rushes over. T-Bone extends his arm, pointing his Glovatrix at the monster.

T-BONE
Eat this, you--

As he readies another missile, the queen opens her mouth... and a deluge of greenish-yellow sticky gunk comes shooting out with the force of a firehose. The vomitous mess hits T-Bone dead center in the chest and sends him flying, knocking him flat on his back.

T-BONE
(screaming)
Aaaaghhhh! Gross!

The stuff covers him completely, ensnaring him in a sticky cocoon. He screams muffledly.

T-BONE
(more screaming)
Mmmphhh! Waaaghhhhh!!!

The deluge stops and the queen closes her mouth. Looking satisfied, she walks towards the trapped and squirming SWAT Kat, but suddenly she hears a voice behind her.

STREET
(O.S.)
Nevermind him!

She turns. Dr. Street has climbed free of the crashed van. He looks a little worse for wear and his transformation has progressed slightly further. His face is a little more angular. The sleeves of his lab coat are ripped and torn. One is barely hanging on. Through the tears, we can see his arms have withered to become thinner and more insect-like. Overall, his clothes are hanging off of his body much more loosely than before, as if they're several sizes too large.

STREET
Bzz! You must get inside quickly! Bzzz!

INT. MEGAKAT NUCLEAR PLANT - REACTOR CONTROL ROOM

An ATOMIC ENGINEER in full radiation suit, HOMER PETERSON, is working at a control panel when suddenly the door is battered down. Alarms go off. The Ci-Kat-A queen enters, followed by Dr. Street. Peterson turns, startled. Trying to be brave, he holds up a hand to the pair, attempting to bar their way.

PETERSON
(nervous)
Stop! This is a secured area!

The queen keeps advancing. Peterson lowers his hand and backs up a bit in fear. The huge alien knocks him aside with one swipe of her hand. The radiation-suited kat goes flying and crashes to the floor unconscious. Both the queen and Street ignore him from this point forward as the latter walks to the control panel where Peterson was working. A window over the control panel looks into the room with the nuclear reactor. Street begins pushing buttons excitedly. Behind him, the queen buzzes excitedly.

STREET
Yes, you can almost taste it, can't you...?

Street flips more switches and partially drains the cylinder full of heavy water surrounding the nuclear fuel rods. More alarms begin blaring. The queen casually knocks the reinforced door leading into the main reactor room down and enters. Street remains in the control room. Recovering and sitting up, Peterson gasps. He gets up and runs from the room. Street completely ignores him.

INT. MEGAKAT NUCLEAR PLANT - MAIN REACTOR

The queen enters the room where the reactor is. It's a tall cylinder made of thick leaded glass contained heavy water and several glowing fuel rods. With one swipe of her fist, she smashes the tough glass. The water splashes everywhere, drenching the alien, who reaches hungrily for the glowing rods, which bathe her in a sickly yellow glow. She grabs them bare-handed and power begins coursing through her. Street, similarly unaffected by the radiation pouring off of the breached reactor core, enters the room, watching happily as the Ci-Kat-A queen begins wrenching the fuel rods free from the reactor and eating them.

EXT. MEGAKAT NUCLEAR PLANT - DAY

Razor groggily sits up, glancing around, startled by the alarms going off. More RADIATION-SUITED TECHNICIANS and ENGINEERS begin running out of the building in a panic. Noticing the slimed up T-Bone, Razor cries out and rushes over to his buddy.

RAZOR
T-Bone! Talk to me, buddy!

T-BONE
(muffled)
Get me outta this gunk...!

Razor grabs at the slime, pulling huge handfuls off the taffy-like substance away to gradually reveal a thoroughly disgusted T-Bone, who sits up, gasping for air. Some of the goo dribbles from his mouth.

T-BONE
Aaghhhh! Get this crud offa me! It's disgusting!
(spits, hacking)
Eewww, it's in my mouth...!

RAZOR
I'll say...

The gunk clings to his hands. He flings his wrists, sending long, thin strands of the stuff flying, but it still adheres to his hands like glue. He's forced to remove his gloves. T-Bone, revolted, struggles to his feet, the cocoon slime dripping off of him, clinging in huge, oozing chunks to his flight suit.

T-BONE
(whimpers)
Uuughhh, this is the worst day of my life...

RAZOR
Well, it's about to get worse, because if that alarm means anything then Dr. Bug-Eyes and the big Ci-Kat-A have breached the reactor...!

T-BONE
Perfect!

INT. MEGAKAT NUCLEAR PLANT - MAIN REACTOR

The queen continues eating, and a glowing aura surrounds her as she begins to grow. Ten feet. Twenty feet. Fifty feet! Her head collides with the ceiling, cracking it. She continues stuffing nuclear fuel rods into her mouth. Street is exultant, ripping the sleeves of his lab coat off, exposing his sticklike insect arms. His voice is even more distorted as he speaks.

STREET
Yes! Eat, eat! There's enough energy here to make you invincible!

EXT. MEGAKAT NUCLEAR PLANT - DAY

The SWAT Kats turn as the roof of the building explodes outwards. The now fifty foot tall Ci-Kat-A queen flies up into view, clutching Dr. Street in her hand. Razor finishes helping get the gunk off of T-Bone and the pair run over to the Turbokat. Meanwhile, in the air, Feral's Enforcer chopper flies at the queen, firing lasers and missiles. They don't seem to do much to her. She shrieks. Feral flings his hands up, covering his ears as the windshield of the chopper shatters. He groans. The chopper swoops down out of control and crashes in the power plant parking lot, tipping onto its side. The spinning rotor blades shatter upon hitting the cement. Seeing his plight, Callie gets out of her car and runs over along with Ann, Jonny and the guards.

CALLIE
Commander Feral! Are you okay?

Feral opens the side door and climbs out. He's okay.

FERAL
Yes, Ms. Briggs. Don't worry about me.

Hopping down, Feral grabs one of the fleeing engineers, Peterson.

FERAL
We've got to get that reactor breach under control!

Peterson nods. Meanwhile, the Turbokat rockets into the air and flies off in pursuit of the alien queen.

EXT. MEGAKAT BAY - DAY

The queen and the SWAT Kats are over the water near the power plant now. Razor targets the queen and fires a Match-Head Missile.

RAZOR
Eat this! Match-Head Missile... deployed!

The missile's tip ignites and sails straight and true. Street, hissing, turns and points, alerting the queen to the danger. The queen turns and vomits up another deluge of sticky yellow gunk, which splatters over the oncoming missile, dousing the flames. It sails harmlessly past her. She then flies towards the Turbokat.

T-BONE
(yelping)
Whoa! Incoming!

He and Razor reflexively duck, the queen sailing over their heads. Behind them, she turns and pukes her cocoon gunk, clogging the engines. They whine and die. The jet begins to nosedive. Hissing triumphantly, the giant bug turns and flies off, still carrying Street. As the waters of Megakat Bay rush up to meet them, T-Bone fights with the controls.

T-BONE
Aaghhh! The engines are clogged with crud! Come on, baby... just one more time for ol' T-Bone!

He pushes the throttle forward.

T-BONE
Max thrusters!

The engines roar to life, belching, blowing most of the gunk out and allowing the Turbokat to remain in the air. T-Bone pulls it out of its dive. Once they're level again, he and Razor glance around.

RAZOR
Where'd it go...?

T-BONE
Must've escaped while we were busy trying not to end up at the bottom of Megakat Bay.

RAZOR
Well, take us back to the nuclear plant! We gotta make sure the reactor breach doesn't cause a meltdown!

EXT. MEGAKAT NUCLEAR PLANT - DAY

The Turbokat, in VTOL mode, lands. The canopy slides back and the SWAT Kats watch as Commander Feral, flanked by Callie, talks to Homer Peterson. The alarms have been turned off.

FERAL
Well? What's the situation?

PETERSON
We were lucky, Commander. That thing ate all the radioactive material in the core. Despite being breached, the reactor is effectively harmless.

FERAL
(sighs)
Finally, some good news.
(grim)
That leaves that big bug.

He climbs back into his crashed chopper and gets on the radio.

FERAL
(into the radio)
This is Feral! Attention all units! Be on the lookout for a giant flying insect! I want all chopper patrols loaded with industrial strength bug spray!

Meanwhile, Callie talks to the SWAT Kats.

CALLIE
I guess there's nothing more for me to do here. I need to get back to the city and help Mayor Manx prepare for the Megakat Tower's grand reopening. Where do you thing that monster is headed...?

T-BONE
Who knows? But when it resurfaces, we'll kick its tail right back into outer space!
(smirks)
Seeya later, Ms. Briggs! Good luck with the Megakat Tower!

Callie waves goodbye to them. The canopy slides shut and the jet lifts off and flies away.

EXT. SALVAGE YARD - EVENING

Later that evening. The Turbokat returns to the salvage yard, the secret tunnel sliding opening.

T-BONE
Man, not only do we have to finish working on Mr. Spinaldo's car, but we also have to clean that gunk outta the engines.
(grumbling)
And this time, you're touchin' that bug slime...

The jet flies into the tunnel and the cover slams shut behind it.

EXT. SKIES OVER MEGAKAT CITY - NIGHT

The Ci-Kat-A queen, still holding Dr. Street, flies through the wispy clouds high above the city skyline. She buzzes excitedly.

STREET
Yes, yes, I know you like the thin air up here. It reminds you of home. Do not worry. Bzz, bzzz! We will find a new location for your new nest so you can rear your new brood...

Ahead, the top portion of the Megakat Tower pokes through the clouds in the distance. Street, seeing it, narrows his eyes and grins as insectoid mandibles begin poking out of the corners of his mouth. His speech slurs and becomes distorted further.

STREET
...a high place. Yes. The Megakat Tower will do nicely. And do not worry about food. There are many more nuclear power plants in and around Megakat City. Bzzz! And then you and your children will bring the bliss of the Joining to my world!

Buzzing happily, the queen flies towards the skyscraper in the distance.

EXT. MEGAKAT TOWER - DAY

It's the next day. The Kat's Eye News van, its windshield still shattered, sits parked out front. Callie's green sedan, in similar condition, is parked behind it. A big banner that reads "Grand Reopening!" is strung across the building's entrance.

INT. MEGAKAT TOWER - LOBBY

Callie is walking towards the elevator, carrying her briefcase and talking on a mobile phone.

CALLIE
(into the phone)
Yes, Mr. Mayor, the new carpet looks good. Very plush. I'm sure Mr. Young will be pleased.

MANX
(over the phone)
Excellent!

EXT. CITY STREET - DAY

Manx's limo is driving along a street, on the way to pick up Mr. Young. The Mayor is riding in back, talking into into a car phone. A bottle of gourmet milk chills in a champagne style bucket of ice beside him. Up front, the CHAUFFEUR is behind the wheel.

MANX
(into the phone)
See you in an hour! And have that ten year lease ready!

CALLIE
(over the phone)
Yes, Mr. Mayor.

Manx hangs up. The limo drives on, past a sign that reads "Megakat International Airport - 3 Miles." In the distance, we can see the airport in question.

INT. MEGAKAT TOWER - ELEVATOR

Riding the elevator up to the penthouse, Callie smiles as she opens her briefcase, sticking the phone inside. She snaps the briefcase shut as the elevator dings and the doors open onto:

INT. MEGAKAT TOWER - PENTHOUSE

The penthouse office on the 300th story of the building. Callie's smile disappears as she steps into the room. Ci-Kat-A eggs just like the ones seen in the nuclear reactor at MASA litter the room. There's a lot more than just nine this time. In addition, the entire office is festooned with a dripping, brownish tan resin-like substance. The new alien nest intermingles with the ultra-modern office furniture. Muffled buzzing sounds come from the open-topped eggs; they're ready to hatch.

CALLIE
(horrified)
Not again! This building must be cursed!

A long, thin arm with a clawed hand reaches in from offscreen, grabbing Callie's shoulder, spinning her around to reveal a further transformed Dr. Harley Street. He no longer even remotely resembles a normal kat; he is for all intents and purposes completely turned into a Ci-Kat-A drone at this point, although he has retained his normal fur color and green eyes instead of red ones. His mouth consists of sharp, black mandibles and twitching antennae sprout from his forehead. His clothes hang off of his emaciated body even more than before. He looks like a little kid who's put on his dad's clothes. Callie surpresses a scream at the sight of him. Street seems surprised to see her... but delighted nonetheless.

STREET
(voice even more distorted than before)
Deputy Mayor Briggs! What a delightful surprise!

Grabbing her by both arms, he steers her backwards towards one of the egg clusters. She struggles, but his grip is like a vice; despite how skinny he's become, he's deceptively strong. Underneath the back of his tattered lab coat, an undulating bulge squirms and presses outwards; we can make out the shape of wings.

STREET
Bzzz! How fortunate of you to come! Because you'll soon be working for the new masters of Megakat City!

CALLIE
What are you talking about?!

STREET
I now recognize that blasted landscape I saw on the Kat Sat 1's data recorder output in my lab... the aftermath of an atomic blast which consumed the entire planet! A whole alien world destroyed by the Joining to provide food for the queen's offspring!

He bends her over backwards, as though to bite her throat like a vampire, salivating mandibles inches from her neck.

STREET
We will hit all nuclear plants simultaneously, and turn Megakat City, and the world, into an endless supply of food for the master race!

CALLIE
But everyone will die...!

STREET
(smug)
Not if they become like me... just as you are about to!

Behind Callie, the eggs squirm and bulge, the Ci-Kat-A drones beginning to emerge, buzzing excitedly. Overcoming her horror and disgust, Callie manages to wrench one arm free, the one holding her briefcase.

CALLIE
(determined)
I don't think so!

She shoves Street away from herself. Or tries to. He's strong, but the few inches she puts between herself and the mutated half kat, half alien scientist is enough for her to swing her briefcase around in an arc, clobbering him in the head with it. The handle breaks off and the briefcase goes tumbling away, but Street is sufficiently stunned for Callie to shove him off his feet. He staggers and falls to the floor, clutching his head.

Throwing the handle of the briefcase away, Callie goes to the elevator and presses the call button. But the elevator takes too long for her liking, and with Street stirring nearby, Callie elects to run and scurry under a desk.

Street rises and looks around. The elevator dings and the doors slide open. He glances over, but sees that it's empty. After a moment, the doors slide shut, and he begins hunting around the room for Callie. Under the desk, Callie takes out her SWAT Kat communicator and presses the activation button.

INT. HANGAR - LOWER LEVEL

The Turbokat is parked on the hydraulic platform that raises and lowers it. T-Bone and Razor are atop it with buckets of soapy water. T-Bone had big sponge. Razor has a brush. The pair are busily scrubbing the Ci-Kat-A's yellowish cocoon gunk out of the engines. T-Bone grits his teeth, really putting his back into it. A small portable TV sits on the floor, showing a currently muted Kat's Eye News report about the incident at MASA.

T-BONE
(grumbling)
Sticky, smelly slime... ughhh, I'm gonna need a bath after this.

The alarm goes off.

RAZOR
(instantly alert)
That bath's gonna have to wait, buddy!

Annoyed but serious, T-Bone hops down from the jet and answers the wall phone, pressing the button beside it to stop the alarm.

T-BONE
(into the phone)
T-Bone here. What's up, Ms. Briggs?

INT. MEGAKAT TOWER - PENTHOUSE

Callie remains under the desk as Dr. Street searches for her. She whispers fiercely into the communicator.

CALLIE
(into the comm.)
We've got a little bug problem in the Megakat Tower penthouse, guys!

As though sensing her, Street turns and eyes the desk menacingly. Suddenly, he hunches forwards. The bulge in his back ripples grotesquely. With a ripping sound, a pair of Ci-Kat-A wings tear through the back of the lab coat, buzzing. Stepping up to the desk, he balls up his fist and punches through the top. The fist smashes through into the bottom area where the sitter's legs go, where Callie is hiding. She screams and scrambles out of hiding, bolting once more for the elevator. Street turns and chases after her, but he doesn't run; instead, he lifts up, his new wings flapping rapidly, and flies after her.

INT. HANGAR - LOWER LEVEL

Hearing Callie's scream, T-Bone hangs up, turning to Razor, who is still on top of the Turbokat with his sudsy brush.

T-BONE
Looks like our creepy crawly visitors have taken up residence in the Megakat Tower penthouse! Come on!

Razor throws his brush down, scrambling along the top of the jet and hopping into his seat. T-Bone rushes over and leaps in. The canopy, its glass still cracked, slides shut, and the platform rotates around so the jet's nose is facing the exit tunnel. The engines roar to life.

EXT. SALVAGE YARD - DAY

The Turbokat flies out of the tunnel.

T-BONE
Just call us the Bug-Busters!

INT. MEGAKAT TOWER - PENTHOUSE

The flying Street tackles Callie from behind. The two tumble to the floor. Callie ends up on her back with Street atop her. Grabbing the sides of her face, he bends her head back, exposing her throat, preparing to bite her.

STREET
I want you on our side! One bite and you will be!

RAZOR
(O.S.)
Bite THIS!

Pausing as he's about to bite Callie's throat, Street looks up to see the Turbokat hovering outside the window. Before he can react, an Octopus Missile smashes through the glass, the tip opening, the eight-armed metal claw grabbing the unprepared scientist's face tightly, cutting into his flesh. He grunts in pain as he's propelled backwards, off of Callie, and sails across the penthouse...

EXT. MEGAKAT TOWER - DAY

...to crash through the window on the opposite side of the room! He tumbles uncontrollably down and down towards the street far below, screaming all the way down.

INT. MEGAKAT TOWER - PENTHOUSE

Callie gets up.

CALLIE
Thanks, guys!

T-BONE
Better get outta there, Ms. Briggs!

Needing no further persuasion, Callie grabs her briefcase and runs to the elevator, getting inside. The doors slide shut.

EXT. MEGAKAT TOWER - DAY

A squadron of three hastily modified Enforcer choppers arrives on the scene as the Turbokat continues hovering outside the penthouse window. Each chopper has two contraptions mounted on its undercarriage: a flamethrower nozzle with fuel tank and a spray nozzle with attendant tank of insecticide. They converge on the building as the SWAT Kats watch.

FERAL
(over a loudspeaker)
Clear the area, SWAT Kats! The Enforcers will eradicate these pests!

For once, our heroes don't argue. They can tell Feral means business. T-Bone banks the jet away from the building as the choppers encircle it.

FERAL
(over the loudspeaker)
Fire flamethrowers!

The ad-hoc flamethrowers shoot forth jets of flame from all three choppers, bathing the penthouse in fire.

INT. MEGAKAT TOWER - PENTHOUSE

The windows shatter as the flames pour in, torching the eggs. They catch alight, some of them popping disgustingly, burning up without a single drone managing to hatch. The new nest is completely destroyed.

EXT. MEGAKAT TOWER - DAY

Feral watches from his chopper in smug satisfaction. Suddenly, the Ci-Kat-A queen, having been away from the building this entire time, swoops in angrily. Feral's two escorts bank away in panic, but the Commander remains stoic.

T-BONE
(over the radio)
Now you've ticked it off, Feral!

FERAL
(over the radio, smug)
Let's see how it likes bug spray!

His chopper rotates and sprays forth a jet of toxic white mist, hitting the queen dead in the face... and much to Feral's shock, it accomplishes absolutely nothing except to make her angrier. Shrieking her rage, she flies directly at him. As before, he flings his hands up, shielding his face from the scream shattering the glass of his windshield.

His chopper wobbles in the air, auto-rotating down towards the Megakat Tower penthouse; the huge insect grabs for the plunging aircraft, misses, and the chopper smashes into the lower portion of the roof comprising the top of the 299th floor, severely damaging one of the elevated penthouse's support struts. The burning floor now begins to tilt awkwardly to one side, threatening to detach from the top of the tower and fall. Still wearing his flight helmet, Feral, shaken but okay, crawls free of his crashed chopper and watches as the queen now pursues the Turbokat.

The alien bug gives another shriek as she swoops over the top of the jet. The sonic vibration of her cry completely shatters the already cracked cockpit of the jet, making the SWAT Kats wince. They're now sitting with their heads completely exposed to the open air. Shaking his head to clear the ringing in his ears, Razor inspects his instrument panel.

RAZOR
The Ci-Kat-A's scream messed up the guidance system!
(getting an idea)
Fly in close and I'll tie up her wings!

Nodding, T-Bone swoops around and flies at the big bug, the Sky Claw descending from the jet's undercarriage.

T-BONE
If I saw this in a movie I'd say it was crazy!

RAZOR
Yeah, and one of the good guys always gets it in the end!

The Sky Claw hooks onto the queen's left wing and whips around her midsection, coiling around her and pinning both wings down. She flounders in the air, arms flailing, and manages to swipe one clawed finger into the open cockpit of the Turbokat, hooking the collar of Razor's flight suit. He yelps and is painfully yanked free of his seat, his seatbelt snapping.

T-BONE
(yelling)
Razor! Nooooo!

As she falls, the queen transfers Razor from one hand to the other to get a better grip on him, intending to drag him down with her. However, the thin SWAT Kat manages to wrench one arm free, aiming his Glovatrix up. He fires a grappling line. The claw at the end grabs onto and grips a window sill. The line goes taut, and pulls Razor free of the queen's hand, jerking him up as she continues falling away from him, tumbling three-hundred stories down, down, down, her enraged and frustrated shrieking shattering windows as she goes.

At the bottom, in the courtyard, Jonny films upwards with his camera. Ann Gora gets out of the news van and joins him. The pair begin backing away as the shadow of the falling monster gets larger and larger. Just at that moment, Mayor Manx's limo pulls up to the front entrance, returning from the airport. Seated beside the Mayor in back is MR. YOUNG. The limo's car phone rings as the chauffeur stops and Manx answers it.

MANX
(into the phone)
Hello?

CALLIE
(over the phone)
Uh, Mayor Manx, I don't want to alarm you, but I don't think now is a good time to show the building.

MANX
(to himself)
Not a good time, eh...?
(to Young)
Uh, Mr. Young, how 'bout a quick round of golf?

He's sweating nervously. Young looks at him suspiciously. Suddenly, the Ci-Kat-A slams into the pavement in front of the car with such force that the entire limo is rocked on its wheels, the three kats inside being jolted in their seats. Although the queen is momentarily stunned, she soon gets up, shaking away the dizziness from her landing. She decides to attack the first thing she sees: the limo. She shrieks, shattering the windshield and all the glass. She begins crawling towards the car threateningly.

Before the chauffeur can throw the vehicle into reverse and get out of there, the burning penthouse finally breaks loose from the top of the tower and plunges three-hundred stories... and lands squarely atop the huge bug. She explodes like a burst balloon, splattering the limo and its occupants with thick, slimy green alien bugs. Manx, Young and their chauffeur all cough and splutter in disgust as they're drenched.

MANX
(sighs)
Back to the airport, driver...

EXT. MASA - DAY

Commander Feral and Callie watch as the Enforcer hazmat squad from earlier, accompanied by some armed ENFORCER COMMANDOS, wheels the captured MASA guards (five in all) along in sealed glass tubes. Inside, they thrash around madly, and we can see that, like Street, they're well along in their metamorphosis, their uniforms hanging loosely off their increasingly thinner and thinner bodies. The Enforcers are pushing them towards a waiting truck with the Enforcer logo on the side accompanied by warning labels and biohazard symbols.

CALLIE
Isn't there anything we can do for them, Commander...?

FERAL
I don't know yet, Deputy Mayor. The aliens' bite is highly contagious and toxic.

CALLIE
What will happen to them?

FERAL
The boys at Megakat Biochemical Labs are eager to take a look at them. Hopefully they can figure out a way to cure them. In the meantime, I'm going to try and convince Mayor Manx to give me the funding to give the Enforcers our own in-house laboratory... to better combat this kind of thing in the future.
(grim)
Three good Enforcers died today. And now five innocent guards' lives have been ruined. Probably forever.

He sighs sadly. Callie puts a hand on his arm.

CALLIE
Don't worry, Commander. I'll convince the Mayor to give you your lab. And I'll personally supervise Megakat Biochemical's work on studying the captured guards.

She smiles. Feral manages something resembling a smile and return and gives a small nod.

FERAL
Thank you, Ms. Briggs. Much appreciated.

He turns to leave.

FERAL
And by the way...

He stops, looking back at her over his shoulder.

FERAL
...I'm glad you survived. We may not see eye to eye on your...
(he winces and grumbles)
...beloved SWAT Kats...
(he sighs)
...but Megakat City needs people like you. To make sure that idiot Manx is kept honest.

CALLIE
(surprised)
Commander, I--

FERAL
(snapping back to his usual self)
That will be all, Deputy Mayor. Have a nice day.

He marches off. Callie smiles, watching him go.

EXT. SALVAGE YARD - EVENING

Establishing shot of the garage. We can hear the TV playing.

TV ANNOUNCER
(O.S.)
He's back and bigger and badder than ever!

INT. GARAGE - LIVING ROOM

Chance and Jake sit on the sofa, facing the TV. Chance is leaning forward with rapt attention. Beside him, though, Jake is slumped, looking worn out. On the screen, a trailer for a movie is playing.

TV ANNOUNCER
(on TV)
Don't miss Hard Shell 2: THe Revenge!

Chance turns and looks at Jake.

CHANCE
Whoa! Hey, Jake, wanna go?

JAKE
Naw. I've had enough big bug action for one lifetime. And I thought you would have, too, after being katnapped and cocooned by a giant Ci-Kat-A!

Chance shudders at the memory, but then shrugs. He notices a small beetle crawling on the armrest of the couch.

CHANCE
I guess you're right. I mean, I'll probably never really get over my, uh... let's say "dislike" of bugs... but handlin' the big ones does make the little ones not seem so scary.

He lets the beetle crawl on his finger and smiles happily.

END ACT THREE

FADE OUT

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The Past Always Returns to Haunt
The Doctors of Doom: Fan Script
Chaos in Crystal: Fan Script
Razor's Edge: Fan Script
Show 33 More Pools...
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
Last in pool
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The Doctors of Doom: The Novelization
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The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script
Chaos in Crystal: Fan Script
Razor's Edge: Fan Script
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script
Chaos in Crystal: Fan Script
The Doctors of Doom: Fan Script
Chaos in Crystal: Fan Script
Razor's Edge: Fan Script
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script
The Giant Bacteria: Fan Script
The Doctors of Doom: Fan Script
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script
The Doctors of Doom: The Novelization
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The Doctors of Doom: The Novelization
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The Ci-Kat-A: The Novelization
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The Ci-Kat-A: The Novelization
The Savage Swarm: Fan Script
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The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script
Chaos in Crystal: Fan Script
Razor's Edge: Fan Script
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script
The Ci-Kat-A: The Novelization
The Savage Swarm: Fan Script
The Giant Bacteria: Fan Script
Chaos in Crystal: Fan Script
Chaos in Crystal: Fan Script
Razor's Edge: Fan Script
Chaos in Crystal: Fan Script
Razor's Edge: Fan Script
Razor's Edge: The Novelization
Razor's Edge: Fan Script
Chaos in Crystal: Fan Script
Razor's Edge: Fan Script
My fan rewrite of the episode The Ci-Kat-A.

T-Bone, Razor, Callie Briggs, Mayor Manx, Commander Feral, Ann Gora, Jonny K., Dr. Harley Street, the Ci-Kat-A, Ci-Kat-A Queen, Ci-Kat-A Drones, MASA Guards, MASA Technicians, Mr. Young, Tab Mouser, Enforcer Pilots, Enforcer Commandos, Enforcer Hazmat Squad, Chauffeur, Hard Shell, Atomic Engineer, Skinny Guard and Burly Guard - SWAT Kats: Radical Squadron
© Hanna-Barbera

Keywords
male 1,308,683, female 1,190,962, cat 232,824, transformation 48,676, monster 28,591, alien 26,133, growth 10,922, car 10,157, mind control 9,401, slime 8,867, insect 7,984, spider 5,323, arachnid 2,061, growing 1,610, rocket 1,415, mutation 1,268, mechanic 1,261, scientist 1,246, swat kats 1,010, motorcycle 799, jet 765, van 546, theater 416, callie briggs 397, razor 370, helicopter 318, cocoon 280, garage 249, movie theater 226, chance furlong 216, security guard 196, t-bone 188, jake clawson 172, reporter 141, laser gun 121, hazmat suit 107, cicada 97, cocooned 91, giant monster 77, ann gora 65, penthouse 57, hive mind 47, cocooning 46, commander feral 29, editor 26, alien invasion 23, mayor manx 22, chauffeur 21, turbokat 19, masa 17, enforcer commando 17, megakat city 15, jonny k 13, enforcer pilot 12, tow truck 10, kat's eye news 10, nuclear power plant 9, enforcer sedan 8, wells 8, campbell 8, enforcer chopper 8, cyclotron missile 7, megakat city hall 7, ci-kat-a 7, office building 6, dr harley street 6, masa guard 6, megakat tower 5, atomic engineer 5, ci-kat-a drone 5, callie's sedan 5, radiation suit 5, megakat nuclear plant 3, news van 3, asimov 3, hard shell 3, masa technician 3, mr young 3, heinlein 3, ci-kat-a queen 2, megakat multiplex 2, hard shell 2: the revenge 2, masa van 2, enforcer hazmat trooper 1, alien hive mind 1, masa worker 1
Details
Type: Writing - Document
Published: 1 week, 6 days ago
Rating: General

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