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Razor's Edge: Fan Script
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Kooshmeister
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The Doctors of Doom: Fan Script

The Doctors of Doom: Fan Script (Original Version)
doctors_of_doom.txt
Keywords male 1313160, female 1194769, cat 233663, transformation 48899, alien 26260, mind control 9456, insect 8024, shirtless 5472, lab 1524, tank 1497, laboratory 1355, scientist 1250, swat kats 1016, scorpion 806, swamp 738, apartment 633, race 572, crime 443, callie briggs 398, razor 371, steven 326, al 286, mad scientist 271, script 232, chance furlong 220, t-bone 188, jake clawson 175, murray 145, reporter 141, felina feral 89, ann gora 65, scarab 64, penthouse 56, limo 52, limousine 49, hive mind 47, dr viper 39, mugger 34, mugging 29, commander feral 29, editor 26, enforcers 24, alien invasion 23, mayor manx 22, megakat city 15, murdoch 14, convict 14, jonny k 13, burke 12, sergeant talon 10, kat's eye news 10, nuclear power plant 9, obstacle course 8, apartment building 8, megakat city salvage yard 8, megakat biochemical labs 8, enforcer sedan 8, enforcer chopper 8, katalysts 7, office building 6, dr harley street 6, masa guard 6, enforcer peacekeeper tank 6, megakat tower 5, atomic engineer 5, callie's sedan 5, ci-kat-a drone 5, commander feral's sedan 4, homer peterson 4, dr belljar 4, convicts 4, news chopper 4, super katalyst 566 4, sergeant gray taylor 3, super katalyst 666 3, giant grub worm 3, giant scarab 3, grub worm 3, katalyst 96 2, rollberblading 2, venus trap-flies 2, enforcer howitzer 2, skycor towers 2, rollberblades 1, giant scorpion 1
THE DOCTORS OF DOOM

A Script by Kooshmeister (with ideas and suggestions by Lady Stormcrow)

Based on the original episode written by Glenn Leopold.

LOGLINE: Dr. Viper teams up with the alien-possessed Dr. Harley Street in a bid to steal Super-Katalyst S66. But can the two villains cooperate?

DISCLAIMER: SWAT Kats: The Radical Squadron is a trademark of Hanna-Barbara. This author does not own the rights to the show, its episodes, or any of its characters, and this script is not meant for monetary use. I did it just for the heck of it.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

ACT ONE

FADE IN:

EXT. ENFORCER SUBSTATION - NIGHT

An Enforcer substation on the outskirts of Megakat City. The gloomy swamp looms in the background. Alarms are going off, searchlights sweeping this way and that. The rear door is open. There's been an escape.

EXT. MEGAKAT SWAMP - NIGHT

A group of escaped CONVICTS are standing around watching as their leader, MURDOCH, sweating, uses a big, moss-covered stone to smash the last of the chains linking their anklets together. Satisfied, he tosses the rock aside with a splash.

MURDOCH

Boys, we're a chain gang no longer. Now we're just a plain old gang.

(jerks a thumb at himself)

And I'm the leader. Any objections?

None from the other four cons.

MURDOCH

Good, now come on!

The five of them turn and trudge through the swamp. Although Murdoch is confident, his fellow criminals are a bit nervous.

CONVICT #2

Hey, Murd, how come we're in Megakat Swamp, again?

MURDOCH

'Cause, genius, the Enforcers will never think to look for us this place! It's our ticket outta spendin' the rest of our nine lives in jail cells, so shut up and keep movin'!

The water gets gradually thicker and slimier as the group heads deeper into the swamp. A THREE-EYED SNAKE slithers down from an overhead branch and hisses at them.

CONVICT #1

(startled)

Aghhh!

Convict #1 grabs the multi-eyed reptile by the neck and flings it away. It lands with a splash and swims off. The assembled cons are getting nervous. The further they proceed the less leaves there are on the trees, and the larger, more deformed, gnarled and twisted they become. The escaped prisoners have entered...

EXT. THE DEAD FOREST - NIGHT

The heart of the swamp, a polluted, sludgy, nearly lifeless area with huge trees rising up out of the fetid water like skyscrapers. From the largest, most twisted tree of all, the convicts see a light shining through what appears to be a window.

CONVICT #2

(pointing)

Look! I see a light ahead!

Murdoch squints in the darkness. He sees it, too.

MURDOCH

Someone's crazy enought to live here...?

CONVICT #1

(terrified)

What if it's... y'know... HIM?

CONVICT #2

(scared, too)

Y-Yeah, Murd? What if it's D-D-Dr. Viper...?

MURDOCH

(angry)

It ain't Dr. Viper! Everyone knows that freak lives in the sewers. Now come on.

He trudges on. As they pass by some of the smaller trees, each con breaks off a large, thick branch to use as a cudgel.

EXT. SWAMP LAIR - NIGHT

They finally arrive at the base of the tree, which is twelve stories tall. Alongside it is a crude dock of sorts, onto which the five cons climb.

CONVICT #2

I don't see any entrance...

Turning, Murdoch notices a ladder hanging down and looks up. It goes up to a large knot in the side of the tree serving as a natural balcony of sorts.

MURDOCH

(smirking)

I think we found our mysterious swamp hermit host's front door, boys.

CONVICT #2

Now what?

MURDOCH

Up, dummy.

He goes up first. He's followed by three of the other four cons, but Convict #1 is the most nervous of all and lingers on the dock.

CONVICT #1

Are you guys sure this is such a good idea?

MURDOCH

(calling down)

If you're such a fraidy-kat, stay down there!

He and the other three continue climbing as, with a sigh, Convict #1 sits down on the dock to await their return.

INT. SWAMP LAIR - TUNNEL

The knot has a knothole. A deep one. It serves as a kind of tunnel into the rotted, hollowed-out interior of the tree, which is honeycombed with different rooms and chambers, most of which are empty. Brandishing their tree branch cudgels, Murdoch and his three companions proceed deeper into the interior, following the source of the faint light they saw coming through the window.

As they pass the walls, enormous, thickly-vein eyes open, turning to watch them go. But each time a one of them senses they're being watched and turns, the eyes close in time... only to reopen and continue staring at them as they head off.

INT. SWAMP LAIR - LAB

The group enters the room from which the light is doming from, the main hollow of the tree, serving as both a living area and a laboratory. There's a ratty couch, two even worse-looking chairs and a crooked, ramshackle coffee table. Aside from this, the vast room is entirely given over to lab equipment.

The centerpiece of the room is a large worktable covered with flasks, beakers and retorts, all filled with various insidious concoctions heating over bunsen burners.

Murdoch looks baffled. His companions are getting angry, impatient... and scared.

CONVICT #2

What is this place...?

MURDOCH

I dunno. But we'll steal whatever we can, then leave.

Hearing the sound of movement, someone shifting in bed, the four turn and see a figure lying with its back to them on a cot over in one corner. A blanket is pulled up over it. Murdoch smirks.

MURDOCH

(whispering)

Must be the owner. I'll go wake 'im up and ask if he's got anything worth takin'.

Another con grabs his sleeve. Murdoch looks down at the hand grabbing him, then up at its owner's face, annoyed at this challenge to his authority.

CONVICT #3

(whispering with hoarse fear)

Forget it! Why bother? Let's just get outta here!

Murdoch jerks his arm free, smacking his tree branch cudgel into the open palm of his hand threateningly.

MURDOCH

Relax. This old swamp hermit ain't gonna give us any trouble.

The other two convicts are examining the chemistry apparatus on the table. It's beginning to dawn on them just where they are.

CONVICT #2

M-Murd, hey, listen...

But Murdoch is already at the cot. He gives the sleeping figure a poke with his cudgel. It shifts a little. There's a buzzing noise.

MURDOCH

Wake up, you old weirdo!

Upon getting no response, he reaches down to grab him, even as Convict #3, wary but not terrified, is rushing forward in an effort to stop him. Too late. Murdoch grabs the sleeping figure's shoulder and rolls him over...

MURDOCH

Tell us where--

...to reveal DR. HARLEY STREET! He stares, annoyed at being awakened, up at Murdoch and Convict #3 over Murdoch's shoulder, the two gasping aloud. Hearing them, the two over at the worktable glance over, and watch in horror as Street attacks their companions!

He gives Murdoch's arm a good chomp using his mandibles. Yelping, Murdoch drops his branch and collapses to the floor, writhing in pain. Convict #3 backs up, holding his branch like a baseball bat as Street rises from the cot.

For all intents and purposes, he is fully a Ci-Kat-A now, except he has retained his brown fur and not turned purple, and his compound eyes have remained green, instead of the red of "natural" Ci-Kat-A. There are deeply entrenched scars radiating out from the center of his face (from where he was hit with the Octopus Missile). He's clad in only the ragged remains of his old clothing; filthy lab coat with sleeves ripped off, threadbare shirt open to the waist, tie long gone, and loose pants that look far too large on his sticklike insectoid legs.

Convict #3 lunges forward, swinging his makeshift cudgel, but Street grabs it mid-swing, yanking it from the startled con's grasp. He snaps it in half, then grabs its owner and bites him. Crying out and convulsing, Convict #3 falls down to writhe alongside Murdoch.

From across the room, the remaining two cons - #2 and #4 - drop their branches and turn to run. Just then, DR. VIPER enters, carrying an old-fashioned lantern.

VIPER

(annoyed)

What'sss all this ruckusss?

We see he has seemingly returned to normal (for a given definition of "normal") since being blasted by the anti-mutagens during his previous attempt to take over the city. At the sight of the intruders, he becomes enraged. His tail whips around, hitting Convict #4, sending him flying into the wall. Hitting it, he slides down into a dazed heap. Convict #2 whimpers with fear as the tail now encircles him and squeezes him, lifting him up off of his feet.

VIPER

Intrudersss, eh...?

Nearby, Murdoch and Convict #3 stop writhing and groaning and rise up almost robotically, and open their eyes, revealing they're now green, insectoid compoound eyes like Street's. Street walks over to the unconscious Convict #4 and bends over him and bites his shoulder.

CONVICT #2

What's going on?!

VIPER

Nothing that need concern you. Or your friend. In a moment... I assure you you won't care one little bit.

Using his tail, he holds the squirming convict out towards Street. Rising from his task, Street turns menacingly towards the last remaining normal kat, as his bitten victim rises, bug-eyed, like a zombie behind him.

VIPER

(to Convict #2)

You're going to be just like your friendssss! Isssn't that nice?

(to Street)

Doctor, if you pleassse?

STREET

(with a slight "buzz" to his voice)

With pleazzzure, Doctor.

He advances towards the held-out convict who looses a terrified scream.

EXT. SWAMP LAIR - NIGHT

Still waiting outside for his friends, Convict #1 hears the scream from inside and jumps up, turning to look up at the ladder he last saw his companions ascend. Behind him, there is a stirring amidst the murky swamp water.

CONVICT #1

(calling up)

Guys? You okay up there?

An enormous mushroom cap topped with kat ears breaks the scummy surface and starts towards the dock like a shark fin. Suddenly, Dr. Viper's MUSHROOM MONSTER erupts out of the water behind the unprepared con. He whirls, holding his pretty much useless branch "weapon," and watches in wide-eyed horror as the monster lunges towards him with gaping maw open!

Convict #1's scream echoes out across the swamp...

EXT. SALVAGE YARD - DAY

We pan down from the bright afternoon sky to a familiar shot of the salvage yard. BURKE and MURRAY are sitting on the hood of a beat up old station wagon. Their dump truck is parked nearby. Beyond it, we can see the rarely-seen front entrance of the yard. The station wagon is parked facing a sort of thrown together obstacle course. The normally rugged dirt ground has been smoothed into a path that snakes its way around the various junk piles. A various points on the makeshift track there are enormous age-pitted, weather-beaten concrete dividers and thin piles of dirt, some with ramps made from plywood boards, some without, and tunnels made using whatever happened to be hand.

Burke reaches into a cooler sitting next to him, grabs a bottle of purple liquid ("New Kitty Kola - Grape Flavor!") and pops the cap using a fridge magnet style bottle opener. He hands it to his brother. Murray takes it and sips it. Both brothers are wearing sleeveless tank tops and shorts due to the summer head. Burke has big sneakers without socks and is wearing a golfing visor instead of his usual stocking cap, allowing us to see his eyes. Like his brother, he has one big eye and one little eye, although it's reversed. Murray has flip-flops and has his hat turned backwards.

Murray belches as Burke grabs himself a bottle of soda from the cooler, when suddenly CHANCE FURLONG zooms into view on rollerblades, followed by JAKE CLAWSON, right on his heels. Both of them are stripped to the waist in the hot afternoon sun, and aside from sticker-covered rollerblading helmets, elbow pads and kneepads, the two are in naught but small shorts: Chance has on his workout shorts (from "The Ghost Pilot") while Jake is wearing his trunks (from "Volcanus Erupts!").

The duo come literally flying into view, sailing through the air, having ramped off one of the plywood boards. Chance, we see, is in the lead. Landing, he slaloms around some strategically-placed obstacles consisting of random junk, giving a big yell. Jake lands behind him and just as expertly navigates the obstacles.

CHANCE

(yelling)

Yaaaaahhh!

JAKE

Woo-hoooo!

As they skate past them, Burke and Murray cheer them on, holding up their soda bottles in a mock toast.

MURRAY

Woo! Yeah! Chaaaaance!

BURKE

Go Jake! Go Jake!

Although sincere, their cheering is a little halfhearted. This, combined with the fact there's more water in their cooler than ice and the fact both Chance and Jake are sweating like crazy provides us with some evidence that this race has been going on for a while. But whereas Burke and Murray appear to be growing weary of the spectacle, Chance and Jake are pushing ahead, as usual forcing themselves to their personal limits in an attempt to outdo one another.

CHANCE

(panting, but still bristling with stamina)

These new Turbo Rollerblades are radical, buddy!

JAKE

(also panting, but showing no signs of tiring)

Yeah, they're gonna give me one more way to beat your tail!

Chance glances behind himself for a moment in disbelief. Did he hear correctly? He sees the shirtless Jake smirking as he gains on him, closing the distance. Unconcerned, he turns his head back around; gotta keep his eyes on where he's going. They're coming up on a concrete divider laying across the track. He hunkers down. Behind him, so does Jake.

CHANCE

Dream on, buddy!

Still hunkering down, he zooms around some empty, rusty oil drums, and, as he reaches the divider, his leg muscles strain and he launches himself through the air, sailing over the obstacle, graceful despite his bulk in comparison to his partner, who, after swinging 'round the metal drums, doesn't need to squat so low to gain the height necessary to clear the divider; his leg muscles tense and he shoots into the air like a coiled spring.

Still airborne, he flies towards Chance. Watching from nearby, Murray takes a gulp of his soda and elbows Burke in the ribs, pointing. Burke is struggling to uncap his soda bottle using the bottle opener, but pauses to look up, gasping. It seems, for an instant, that Jake will hit Chance, but instead the smaller, thinner kat grabs Chance's shoulders and swings his legs up, effectively using his own momentum plus pushing down on Chance's shoulders to clear his opponent entirely, landing gracefully a few feet in front of him, now in the lead. He grins and gives a thumbs-up back to a surprised, seething Chance.

JAKE

I like this dream!

Burke and Murray cheer, the former pumping his arms, not realizing he's shaking his unopened soda bottle. Chance and Jake come up to a tunnel made from a hollowed out 747 engine. Arms behind his back, graceful as a figure skater, Jake navigates the tunnel with his eyes closed, zooming around the cylinder, from the bottom, to the sides, over the ceiling, then down the other side without even trying. Seeing this makes Chance angry. He zooms through the engine without any fancy stunts, too mad to show off. They're out of sight of Burke and Murray now, anyway, so there's nobody to show off to.

CHANCE

Crud! Let's see what these things can really do!

We see that each of them has a small remote control device in their hand, and he presses the button on his, causing miniature little rocket boosters to pop out of the sides. They ignite, and, with a burst of sudden speed, Chance rockets forwards. He'd lose his helmet if it weren't strapped firmly to his head, not that it doesn't made a valiant attempt to free itself at the sudden, shocking speed at which its wearer is now traveling, the chinstrap stretching cartoonishly, helmet being tugged along behind. He blasts past a startled Jake in a blur, trailing dust from his rollerblades... and smoke, Jake notices with some alarm.

The rollerblades' wheels are spinning rapidly. Too rapidly. They're overheating and the friction, even against the dirt, is chiseling them down to little nubs. Chance's triumph turns to sudden worry as he wobbles uncontrollably.

JAKE

(yelling after him)

Chance! Slow down!

CHANCE

(screaming)

I caaaaaaaaaaaaaan't!

He 'rounds the corner of an obstacle, having gone the entire circuit, and actually sails wildly out of control off of the track, trailing fire. He heads flailing towards the old station wagon where Burke and Murray are sitting. Murray yelps and jumps off. Burke has returned to struggling with the bottle opener, and doesn't notice the incoming Chance, despite the screaming. His epic battle with the soda bottle has completely consumed him. Reaching up, Murray grabs his brother and yanks him off the hood, right as Chance is about to hit the front fender. However, he leaps up, in an effort to clear the car, but doesn't quite make it; his butt bounces off the hood, jostling the cooler. Propelled up by the impact, he sails over the cooler - and the startled heads of the crouching Burke and Murray, and somersaults through the air, to land feet first on the rough dirt, smashing both the wheels of his rollerblades and the little rocket thrusters. No longer propelled by anything except his own momentum, Chance promptly falls to his knees and skids along - kneepads preventing any injuries - before coming to something resembling a gentle stop banging against the closed passenger door of Burke and Murray's dump truck.

CHANCE

(weakly)

Ow...

Burke and Murray get to their feet, mouths agape. Jake skates up and stops beside them.

JAKE

Chance!

He skates over to his buddy as Chance slowly leans over backward to lie on his back, knees bent, legs folded under him. Murray snickers as a wincing Burke, shaking his head, finally pops the cap on the soda bottle, and gets blasted in the face by the shaken up carbonated beverage. Murray laughs at him, so Burke turns the deluge towards his shorter sibling, drenching him. Murray coughs and splutters. Ignoring them, Jake tends to Chance.

JAKE

Chance, are you--

He's cut off as suddenly Chance is up on his feet, and we see that the friction has completely annihilated the rollerblades - and his socks! - leaving him barefoot. And his soles are blazing red and smoking.

CHANCE

Yeeeooooooooowwwww!

Hopping up and down like a man failing at walking hot coals, he struggles with the ruined remains of the rollerblades and finally gets them off, then runs over towards the station wagon, each step an agony.

CHANCE

(pained)

Hot, hot, hot...!

(sees Burke's soda)

Cold, cold, cold...!

Burke turns and aims the last of the spritzing, fizzy cold drink at Chance's feet, but it quickly runs out, so Chance clambers onto the station wagon's hood and dunks both feet into the cooler - to much consternation from its owners. Ignoring Burke and Murray yelling at him, his eyes rolled back into his head in pure ecstasy and relief as smoke and steam rises up from inside the cooler.

CHANCE

(relieved)

Aaaahhhhhhhhhhhhh....

MURRAY

Hey, that's ours!

JAKE

(placating)

Pipe down, I'll get you guys some more soda and a new cooler.

Grumbling and dripping in soda, the brothers turn and plod off. They stand a few feet away, mostly out of earshot, discussing the race. They seem especially delighted at the way Chance crashed at the end. Overhearing them, Chance turns and grins at a scowling, disappointed-looking Jake, trying to save his dignity.

CHANCE

You gotta reinforce the wheels, buddy. I'm too fast for 'em.

JAKE

(agitated)

No, you're not. You just took another unnecessary risk. As usual. I told you before we started this race that the turbo boosters hadn't been properly tested. You could've gotten yourself really hurt.

CHANCE

Aw, jeez, you're just sore that I won!

Jake fumes.

JAKE

By cheating!

CHANCE

Says the guy who swore up and down he really did eat that last mongo pepper.

JAKE

(growls)

Then let's do another race later on at the park.

CHANCE

Great idea!

JAKE

With regular skates!

CHANCE

Aw, c'mon...

JAKE

And let you ruin another experimental pair of my Turbo Rollerblades and make a fool of yourself in public? No way! This time it's gonna be a real race, without either of us having an unfair advantage!

INT. SWAMP LAIR - LAB

Murky daylight floods through the filthy glass of the mullioned windows, weakly illuminating the laboratory interior. Flanked by his mushroom monster, Dr. Viper stands mixing up some ingredients in an enormous cauldron-like metal beaker whose contents are being heated to a bubbling froth over a bunsen burner. Street paces impatiently behind him. We can see the four converted convicts, including Murdoch, standing off in a corner. The mushroom monster keeps eying them suspiciously, wriggling his tentacles in agitation; he doesn't like them, or Street. Street, for his part, ignores the big mutant.

STREET

How much longer, Doctor?

Viper doesn't reply. He just pours chemicals and adds bits and bobs to the bubbling brew. A dash of this, a dab of that. Finally, he seems satisfied.

VIPER

There. It'sss ready, my good Dr. Ssstreet.

Street comes over and looks in, making as much of a disgusted face as an almost fully transformed Ci-Kat-A is capable of, and then turns and nods to his accomplice, antennae twitching.

VIPER

Now then. I've done my part. Now it'sss up to you to go and get--

STREET

(having heard all this before)

Zzzuper-Katalyzzzt Five Zzzixty Zzzix. I know.

VIPER

I want to sssend--

He turns towards the mushroom monster.

STREET

(interrupting arrogantly)

He won't be nezzezzzary.

Viper whirls around. Both his and his mushroom monster's eyes glow with mutual fury, yellow and red in the semi-darkness.

VIPER

He knowsss the way--

STREET

And so will I onzze I bite someone who workzzz there and gain their... "cooperation."

Viper twists his mouth into a foul scowl. He isn't liking this rebelliousness from his "partner."

STREET

Nor do I need him for protection. Or azzzizztanzze.

(looks at Murdoch and the other prisoners)

I have all that I need right here.

VIPER

(trying to argue)

But...

Street holds up a hand.

STREET

Relax, my dear Dr. Viper. My Ci-Kat-A brotherzzz and I have everything under control.

He walks down the steps leading out of the lair interior.

STREET

You'll soon have your precious katalyzzzt. And zzzoon I will have what I want as well. My brotherzzz, to me!

The other four converted kats follow him. Once they're gone, Viper goes and opens the window.

EXT. SWAMP LAIR - DAY

With the mushroom monster looming over his shoulder, Viper watches Street flying off over the swampy landscape of the Dead Forest. The four converted prisoners trudge through the water in the same direction.

VIPER

(under his breath)

Jussst don't screw thisss up, you brainless bugsss. Dr. Viper doesssn't look kindly on failure.

He shuts the window and he and the monster away, receding into the darkness of the lab interior.

EXT. MEGAKAT CITY - DAY

An Enforcer chopper flies along. Inside, FELINA FERAL is flying. Enforcer pilot KING is sitting beside her. Riding in back is a rookie Enforcer, GRAY TAYLOR, who can barely contain his excitement. He's dressed in the uniform of an Enforcer commando.

TAYLOR

Oh, boy, my first mission!

FELINA

(amused)

Calm down, rookie, nothing exciting happening yet.

TAYLOR

Sorry, ma'am, I mean, sir, I mean... how do you address a female Enforcer officer?

KING

(droll)

You say "Lieutenant."

TAYLOR

(blushing)

Sorry, sir.

(to Felina)

Sorry, Lieutenant...

Felina shakes her head and exchanges smirks with her co-pilot.

KING

Not even a week out of the academy and he's already itchin' for action, huh, Lieutenant?

FELINA

Don't I know it.

(over her shoulder)

Don't worry, Corporal Taylor. This is Megakat City.

The chopper continues to zoom through the city.

FELINA

(a little darkly)

Trust me, you won't lack for excitement here...

EXT. MEGAKAT BIOCHEMICAL LABS - DAY

An establishing shot of the fortress-like building.

INT. MEGAKAT BIOCHEMICAL LABS - HALLWAY

The elevator "dings" and the doors slide open as lab administrator DR. BELLJAR steps out. He's slim with blonde hair. Carrying a notebook, he walks down the hall towards an enormous, steel-reinforced door marked "TOP SECRET - NO ADMITTANCE." Posted out front is a guard, STEVEN, who is half dozed off at his desk. He's big and strong-looking, but his shirt isn't tucked in properly and his tie his crooked. Annoyed, Belljar nudges Steven's wheeled office chair with a foot. The guard jerks, startled.

STEVEN

(waking up)

Oh, hi, Doc!

With a chuckle, Steven gets up and walks to the door, which we see has no visible handle. To one side behind the guard's desk is a big keypad. A little light above it is currently red.

STEVEN

STEVEN

Come to see the freak show again?

BELLJAR

(grumbling)

Just open the door.

Shrugging, Steven enters his security code. There's a beep. The light turns green and the enormous armored door slides open into the wall. The scientist and guard walk in.

INT. MEGAKAT BIOCHEMICAL LABS - TOP SECRET LAB

This room amounts to little more than a long hallway with a worktable, shelves of chemicals and some futuristic-looking equipment at one end. On either side of the room are three huge holding cells. Like the entrance, they're only openable by a keypad each, but instead of a thick metal door, each cell has a sliding clear glass door allowing Dr. Belljar and Steven to see inside. Inside five of the six cells are the surviving CONVERTED MASA GUARDS (from the episode "The Ci-Kat-A"). The sixth cell is empty.

Consulting his notes, Belljar walks down the line of cells on one side, examining the occupants. Each guard has progressed so far into their transformation they're essentially fully-fledged CI-KAT-A DRONES, but like Dr. Street, have kept their original fur color, and their eyes are green instead of red. Unlike Street, the have no clothing.

One of them, we see, is distinct from the others; he has a bushy mustache from under which his insectoid mandibles poke.

They stand motionlessly in the middle of their cells, and but for the twitching of their antenna, there is no sign that they're alive. The cells are soundproof, so we can't hear what, if any, noises the creatures are making.

As scientist and guard walk down the line of cells, the Ci-Kat-A's behavior changes. They rush the glass doors and smack into them, clawing uselessly at the clear barrier between them and their intended victims. Belljar flinches slightly. Steven jumps back, hand going for his gun. He relaxes after a moment, though.

STEVEN

You ever wonder what they think about?

He points at the Ci-Kat-A.

BELLJAR

(without looking up from his notebook)

About how much they'd like to get out of these cells and bite us.

(glancing up finally)

So be more vigilant.

STEVEN

Oh, uh, yes sir.

With a sigh, Belljar makes some notes, examines the two occupied cells on the other side of the room. Stopping at one, he activates an intercom, through which he and Steven can hear its ceaseless buzzing. Belljar turns the intercom off and then sighs again and makes more notes.

BELLJAR

(to himself)

The latest treatments are still having no effect.

(to Steven)

Well, we'll just have to try something else. We can't give up on them.

STEVEN

(skeptically)

If you say so, Doc.

They exit. From inside the room we see Steven enter another code, shutting the door. Gradually, the agitated Ci-Kat-A stop trying to break through the glass and resume their original positions, standing motionlessly in the middle of their individual cells. They are as eerily still as department store mannequins.

INT. MEGAKAT BIOCHEMICAL LABS - HALLWAY

Belljar walks off down the hall toward the elevator. He checks his wristwatch.

BELLJAR

I'm going back upstairs. I need to call Dr. Konway over at Enforcer Headquarters before I meet with the Deputy Mayor. I'll be back shortly.

STEVEN

Sure thing, Doc.

Belljar gets on the elevator. The doors slide shut. Settling back into his chair, Steven does his best to stay awake. He futzes with things on his desk.

INT. MEGAKAT BIOCHEMICAL LABS - TOP SECRET LAB

We behold another change in the captured Ci-Kat-A's behavior. Their antenna twitch, and they start becoming restless, even though no one is in the room, as though they sense something.

INT. MEGAKAT BIOCHEMICAL LABS - HALLWAY

Steven sighs tiredly, using one finger to spin his articulated desk lamp around in an effort to entertain himself, when suddenly the duct cover of an air vent flies off and lands on the floor. Suddenly very attentive, guard gets up.

STEVEN

Huh?

The converted Murdoch slithers out of the air vent. He's still mostly katlike except his compound eyes. The other three converted convicts follow suit. As Steven goes for his gun, the four hurriedly overwhelm and subdue him. One covers his mouth. Another prevents him from drawing his laser pistol.

Emerging from the vent last of all is Dr. Street. He glides down to the floor using his wings and lands in front of the group. He studies the door, eying the keypad. Turning, he grabs the front of Steven's uniform, jerking him out of the cons' grasp. Before the guard can yell for help, Street's mandibles sink into his throat. Releasing Steven, he steps back as the guard collapses, writhing.

After a moment, he stops, rising, his eyes green and insectoid, and walks over to the keypad, where he enters his security code. The light turns from red to green and the door opens. The converted convicts enter one by one, Steven following. Murdoch lingers with Street.

MURDOCH

What about Zzzuper-Katalyzzzt--

STREET

(cutting him off angrily)

What that zzzmall-minded fool Viper wantzzz can wait. This izzz more important. Come...

Murdoch doesn't press the issue any further. They go inside.

INT. MEGAKAT BIOCHEMICAL LABS - TOP SECRET LAB

Street pushes his way to the front of the small group, and looks around angrily at the imprisoned converted guards. He spreads his arms like a preacher about to give a sermon.

STREET

My brotherzzz! In a moment you shall be free! And together we shall have our new queen and conquer not only Megakat Zzity... but the world!

EXT. MEGAKAT BIOCHEMICAL LABS - DAY

CALLIE BRIGGS' dark green sedan pulls up to the curb and parks. Opening the gull wing door, the Deputy Mayor gets out. Callie is dressed in her usual attire, but has her jacket off, slung over her shoulder, tie slightly loosened, the top button of her dress shirt undone; concessions to the heat.

INT. MEGAKAT BIOCHEMICAL LABS - LOBBY

A stone-faced SECURITY GUARD is at the front desk. A little desk fan is blowing over him nonstop. He glances over disinterestedly as Callie comes in. Dr. Belljar rushes in from offscreen to greet her.

BELLJAR

Ms. Briggs, thank you so much for coming.

They shake hands. Although she's got her blazer back on, Callie has elected not to button it, or her shirt, and has left her tie loosened.

CALLIE

It sure is a scorcher out there today, isn't it, Dr. Belljar.

She fans herself.

BELLJAR

Yes it is, isn't it? Thank goodness for the miracle of air conditioning!

They turn and head towards the elevators.

CALLIE

Sadly, the AC in my car is busted. It was like riding in an oven all the way over here.

Belljar presses the "up" button on the elevator.

CALLIE

(half-jokingly)

I don't supposed you can make this presentation a long one, can you, Doctor?

The elevator doors glide open and the two get inside, Dr. Belljar chuckling.

BELLJAR

I'll do my best to ensure you remain to enjoy our facility's air conditioning for as long as you require, Deputy Mayor.

The doors shut.

INT. MEGAKAT BIOCHEMICAL LABS - ELEVATOR

The two talk as they ride up.

CALLIE

(turning serious)

CALLIE

I hope you have some good news for me, Doctor. I have five families who are very anxious for answers. Answers they deserve.

BELLJAR

Sadly, the latest test results aren't very encouraging...

CALLIE

I want to have a look for myself, anyway.

Belljar sighs.

BELLJAR

Fine, follow me. Sam Konway over at Enforcer Headquarters has a few interesting ideas.

INT. MEGAKAT BIOCHEMICAL - HALLWAY

The two get off the elevator and start down the hall.

BELLJAR

He's a little more openminded than I am, which is probably why Feral headhunted him to head their biotech division. I can show you what I've managed to get done so far, and then what Konway has in--

He stops short as they 'round the corner. They see the ventilation grate on the floor - and the top secret room's door wide open, various figures filling the doorframe.

BELLJAR

What in the world?

They walk closer, more cautiously, and duck down behind Steven's desk, peering over the top into the room.

INT. MEGAKAT BIOCHEMICAL - TOP SECRET LAB

The five converted MASA guards in their glass-encased cells are jumping up and down excitedly. The bug-eyed Steven goes to each one in turn and enters the security code to open it. The glass doors slide open, and the former MASA security personnel step free to mingle with their new "brothers," making particularly grateful buzzing noises to Dr. Street, who offers soothing pets and strokes.

INT. MEGAKAT BIOCHEMICAL - HALLWAY

Callie and Belljar continue peering over the desk.

BELLJAR

(whispering)

This is bad!

CALLIE

(also whispering)

It's... it's Dr. Street! I thought he was dead!

INT. MEGAKAT BIOCHEMICAL - TOP SECRET LAB

STREET

And now, my brotherzzz, we muzzzt complete our zzzecondary mission for our "friend and benefactor" Dr. Viper...

More excited buzzing from the assembled converted kats. Murdoch glances towards the open door.

INT. MEGAKAT BIOCHEMICAL - HALLWAY

The two onlookers Callie and Belljar duck down behind Steven's desk. But it seems Murdoch has seen them. Or at least he thinks he saw something. Enough to go and investigate. Convicts #2 and #4 accompany him.

BELLJAR

We'd better alert someone...!

CALLIE

A good idea!

They turn and begin crawling away. She's reaching into her purse for her communicator when suddenly -

MURDOCH

(from behind them)

Aha!

Gasping, they turn, rolling over onto their backs, sitting up. Murdoch is standing on the desk, pointing at them as though in accusation. He's flanked on either side by the other two converted cons. Behind them, through the open door, Street and the others stop what they're doing and turn, antennae twitching in agitation.

MURDOCH

Zzzzpiezzz!

He hops down from the desk and runs towards them, salivating, arms outstretched like a zombie. Callie swings her purse to hit him, knocking him slightly off balance. Convict #2 rushes forwards. Having seen Callie in action, he grabs her purse and rips it from her grasp, tearing the shoulder strap, throwing it aside. It smacks into the wall, spilling out its contents, including the SWAT Kat communicator. Jumping up, Callie resorts to fisticuffs, punching the converted prisoner in the face, sending him staggering backward. He falls onto his back and lays spread-eagle on the carpet, shaking his head, dizzy. She then kicks Murdoch in the diaphragm with the tip of her high-heeled shoe, ripping her skirt all the way up past her mid-thigh in the process.

Murdoch doubles over in wheezing agony. As he collapses and Convict #4 advances, Dr. Belljar grabs a potted plant and throws it at him. It smashes across his face, and he falls to his knees, clutching his head. Dr. Street emerges from the top secret lab, growling, and with one great sweep of his arm, knocks everything off of Steven's desk, and then, with superhuman strength you wouldn't think his spindly stick insect arms would have, he grabs the desk and lifts the entire thing over his head.

STREET

(straining under the desk's weight)

All thozzze who oppozzzze the rule of the Ci-Kat-A... MUZZZT DIE!!!

With a grunt, he hurls the desk towards them. The airborne desk comes sailing towards Callie and Dr. Belljar.

CALLIE

Duck!

The two duck and the desk smashes into the wall, splintering into pieces.

STREET

Get them!

The combined might of the Ci-Kat-A (Convict #3, Steven and the five original converted MASA guards, including the one with a mustache) comes pouring out of the lab door behind Dr. Street like a horde of cockroaches, some crawling over the walls, as he stands motionless, seemingly impassive, the converted kats buzzing and snapping past him. Murdoch and the other two convicts get up and join them in advancing on their intended victims. A gruesome and terrifying sight.

Turning, Dr. Belljar races off down the hallway, Callie starting to follow before noticing her communicator lying over by the other items that spilled out of her purse. She hesitates and turns to lunge for it. Halfway down the hall, Belljar turns and sees her, running back. He grabs her arm.

BELLJAR

Are you nuts? Come on!

CALLIE

But--!!!

Ignoring her pleas, he drags her along down the hall as the buzzing horde of kat-insects pursues them. Callie and Belljar make it to the elevator. Belljar presses the call button. Callie gasps as she watches the Ci-Kat-A horde coming towards them.

BELLJAR

(desperate)

Come on, come on...!

"Ding!" The doors open. The two rush in and wait for the doors to close. They're halfway shut when Convict #2 suddenly appears and reaches in. If the door shuts on his arm, the safety feature will cause it to automatically open again, and he knows it, grinning evilly. Pressing herself flat against the rear wall of the elevator car, Callie takes off one of her high heels and throws it at his face. He yelps and staggers back as it bounces off his forehead and back into the elevator. The doors shut. She sighs in relief. They hear frenzied banging, then clawed fingertips appear through the crack, beginning to force the fiercely-resisting doors open.

CALLIE

They're gonna get in!

Looking up, Callie sees the emergency hatch. She kicks off her other shoe.

CALLIE

Give me a boost! Hurry!

Belljar complies.

INT. MEGAKAT BIOCHEMICAL - ELEVATOR SHAFT

Opening the hatch, Callie climbs onto the roof of the elevator car. She reaches down.

CALLIE

Hurry!

Belljar jumps up and grabs her hand - just as the Ci-Kat-A wrench the doors open and come rushing in, the mustached former MASA guard in the lead, and, muscles tensing, sweating, Callie grabs the flailing scientist's other hand and manages to yank him up with her, the two falling backwards with a thud that makes the entire elevator jolt. Belljar kicks the hatch cover closed. Suddenly it opens again, and the mustached Ci-Kat-A appears, mandibles snapping. It bites Belljar's heel - but only the heel of his shoe. He screams. Using her bare foot, Callie kicks the Ci-Kat-A in the face, but he refuses to relinquish his hold, so she kicks the hatch cover closed onto his head. Bang! With her heel, she grunts and kicks down on the cover's top, banging him on the head a second time. Finally, the mustached former MASA guard releases his grip and falls back down into the elevator interior, the lid banging shut after him, leaving Callie and Dr. Belljar lying there panting and sweaty.

INT. MEGAKAT BIOCHEMICAL - HALLWAY

In the elevator, the mustached ex-guard is furious, clenching his fist and rubbing where Callie kicked him.

MUSTACHED CI-KAT-A

Capture...!

His voice is heavily distorted. Due to being bitten by the original queen, like Street, he is the only one of the six surviving original converted kats besides Street capable of speaking, although it appears that unlike Street, it is difficult for him, and he can really only utter monosyllabic grunts. Street approaches.

STREET

Forget them.

MUSTACHED CI-KAT-A

(irritated, hissing)

They'll tell...

STREET

It won't matter. By the time help comezzz, our businezzz here will be finished.

(to Steven)

STREET

Which way to the main lab?

STEVEN

Thizzz way...

He points and walks towards the stairs, the other Ci-Kat-A following.

INT. MEGAKAT BIOCHEMICAL - ELEVATOR SHAFT

A panicky Dr. Belljar takes off his shoe and sock and inspects his foot for a bite. Nothing. He sighs in relief. Callie looks up at the elevator cables, then starts taking off her thigh-high pantyhose. Belljar, blushing, looks away, embarrassed. Once her hose are off, Callie flexes her toes.

CALLIE

Can you climb?

BELLJAR

I, uh, I think so...

CALLIE

Then take off your other shoe and follow me!

She begins climb up, using her splaying toes to grip the elevator cables the way Razor did with the vines in "Destructive Nature."

CALLIE

Grip the cable with your toes!

Confused but getting the idea, Belljar takes off his other shoe and sock and goes up after her. Once again, he blushes, closing his eyes so he isn't looking up Callie's skirt.

BELLJAR

Where'd you learn how to do this?

CALLIE

(smirking)

You mean besides hitting the gym and climbing the ropes twice a week to stay in shape because I'm constantly being targeted by every criminal with a pulse? And some without?

BELLJAR

I meant the gripping the cable with your toes thing.

CALLIE

Oh.

(a gentle smile)

A friend taught me.

On the next floor, she manages to get the door open, and climbs through.

INT. MEGAKAT BIOCHEMICAL - ANOTHER HALLWAY

She waits for Dr. Belljar. He climbs into view, eyes still shut, one arm flailing around. She sighs again. Why her? she wonders. She grabs his hand.

CALLIE

You can open your eyes now, Doctor.

BELLJAR

(blushing)

S-Sorry...

CALLIE

It's quite all right. Now come, we've got to get a phone and contact the Enforcers!

Belljar climbs out of the elevator shaft and they run off down the hall.

BELLJAR

There's a phone in my office here!

EXT. MEGAKAT CITY - DAY

Felina Feral's chopper zooms through the buildings on patrol. Suddenly, a voice buzzes through the radio.

ENFORCER DISPATCHER

(through the radio)

Attention all units in the vicinity of Megakat Biochemical Labs! Respond to a possible break-in!

FELINA

(sighs)

That place...

(into the radio)

This is Chopper 4, responding on the double!

In back, Gray Taylor can barely contain himself.

TAYLOR

This is getting better and better!

FELINA

I told you this place was rarely quiet for long! Hang on!

She pushes the throttle forward. The chopper zooms towards Megakat Biochemical visible in the distance.

EXT. SALVAGE YARD - DAY

Everything has been loaded up for the park trip. Now Chance and Jake are wearing shirts. They're getting into the tow truck. Outside, Burke honks the dump truck's horn impatiently as Murray pokes out the passenger window.

MURRAY

C'moooon, are we goin' or what?!

Chance sighs.

CHANCE

Why are we bringing those two?

JAKE

(smiles)

Because we're nice?

(serious)

And besides, it keeps 'em outta trouble.

He and Chance have just gotten in and shut the doors. Chance turns the truck open and messes with the radio, flipping past music. Suddenly the Enforcer dispatcher's voice from before filters in weakly.

ENFORCER DISPATCHER

(through radio)

--akat Biochemical L--

JAKE

Hold it, Chance! Go back!

Ignoring more honking from Burke, Chance turns it back to the Enforcer band which the SWAT Kats have modified their truck's radio to illegally listen in on.

ENFORCER DISPATCHER

(through radio)

I repeat, we have a possible break-in at Megakat Biochemical Labs! One unit is already en route, but be advised, all available units in the area join in investigation! This is a Priority 1 site!

JAKE

Boy, he can say that again!

Chance grumbles and turns off the radio.

CHANCE

And he will. That's what dispatchers do. That's probably the tenth time he's said it. Let the Enforcers handle it.

JAKE

Chance...!

CHANCE

(sheepishly)

What? They've gotten better!

Jake glares at him.

CHANCE

Nnng, fine!

Shutting off the engine, he and Jake get out and walk to the idling dump truck. Murray looks down at them, growling, Burke visible over his shoulder at the wheel.

JAKE

You guys go on ahead. We, uh, forgot some stuff.

MURRAY

Fine with me!

(nudging Burke)

C'mon!

The truck turns and lurches out of the salvage yard. Waiting until they're sure it's gone, Chance and Jake turn and rush with all speed towards the garage - and the hangar.

EXT. MEGAKAT CITY - DAY

Felina's chopper continues towards Megakart Biochemical. We see that its path is going to take it under the Kat's Eye News chopper, flying at a slightly higher altitude, where ANN GORA, in the front passenger seat, is just finishing an afternoon weather report. JONNY K. sits in back filming out the open sliding door. AL sits boredly at the controls.

ANN

(into her microphone)

And so it's a perfect afternoon for a day at the beach. This is Ann Gora, Kat's Eye News, wishing everyone in Megakat City a fun and sunny Thursday!

(she yawns and stretches)

And I've got a date with my deck chair back home. Oof. Take us back, Al.

JONNY

Hey, look!

He points as the Enforcer chopper zooms by underneath them, the rotor blades whizzing past, close enough to touch.

ANN

Now where are they going in such a hurry?

Squinting in the bright afternoon sunshine, she sees that their path will take them to Megakat Biochemical Labs. Jonny does, too.

JONNY

Looks like Megakat Biochemical Labs!

ANN

(suddenly all fired up)

Al, go after them!

Sighing, the longsuffering news chopper pilot whips the helicopter around and flies off after the Enforcer one.

EXT. DOWN THE STREET FROM MEGAKAT BIOCHEMICAL LABS - DAY

Felina's chopper approaches Megakat Biochemical Labs and hovers a safe distance down the street. King looks through some binoculars as Gray Taylor fidgets in the back.

KING

Let's see what we can see...

TAYLOR

(impatient)

Come on, what are we waiting for...?

KING

Pipe down, kid. We gotta get the lay of the land.

Taylor frowns.

KING

No use rushing i--

He stops short. From King's P.O.V. through the binoculars, we see magnified image of the front windows looking into the main lab. Although the huge panes of glass primarily show reflections of the surrounding buildings (including a tiny mirror image of the hovering chopper), King can see Dr. Street and co. ransacking the room, buzzing excitedly this way and that. He lowers the binoculars and his P.O.V. returns to Megakat Biochemical at its normal distance from the aircraft.

FELINA

What is it?

KING

Ci-Kat-A! They tried to take over Megakat City once!

(gritting his teeth in fury)

They got a lot of good Enforcers killed that day!

His grip tightens on the control yoke of the chopper, finger twitching at the trigger. Felina places a calming hand on his wrist and his grip relaxes.

FELINA

Easy, King. I know I wasn't there when this all went down but I can understand your anger. Nevertheless, we've got the element of surprise, so let's not spoil it.

KING

(reluctant)

Roger, Lieutenant.

The chopper climbs higher and flies around to flank the building...

EXT. MEGAKAT BIOCHEMICAL LABS - DAY

...coming in from above and behind to land on the rooftop helipad undetected. As the rotor blades wind down, the side door whooshes open and Felina and King get out, checking their laser pistols.Lock and load! Taylor squats in the open door.

TAYLOR

What about me?

FELINA

(sternly)

You stay here! Radio for backup!

(to King)

Come on!

They rush towards the rooftop door. Looking angry and dejected, Taylor goes and slumps into the pilot's seat, arms crossed indignantly. He flicks on the radio to report in to Headquarters.

TAYLOR

(grumbling to himself)

So much for my big first mission.

(getting on the radio)

Attention, dispatch! This is Corporal Gray Taylor! We've got a break-in at Megakat Biochemical Labs by some creatures called Ci-Kat-A! Over!

EXT. SALVAGE YARD - DAY

The Turbokat comes roaring into view and takes to the skies. Chance and Jake are now masked as T-BONE and RAZOR. They can hear Taylor's radio broadcast in the jet.

TAYLOR

(on the radio)

I repeat! Megakat Biochemical has been infiltrated by creatures known as Ci-Kat-A!

A shudder goes through T-Bone and he makes a face.

T-BONE

Eeew, not those guys again. I thought we'd eliminated that bug problem!

JAKE

I'm pretty sure we killed the Enforcers who got bitten, and all the drones.

T-BONE

(interjecting)

And the queen.

RAZOR

Right.

EXT. MEGAKAT CITY - DAY

They're flying over the city now.

RAZOR

That leaves only a few unaccounted for. Like Dr. Bug-Eyes himself.

T-BONE

And...

(realizing)

And the guards from the Space Center! Nobody ever did tell us what happened to those guys!

(thinks)

Three--No four! So five left?

He glances back at Razor, who is rubbing his chin, eyes narrowed in concentration, wracking his brain.

RAZOR

I can't help but feel there's one we're forgetting...

T-BONE

Who cares? At least without the queen it's not a full-scale invasion this time. Just the leftovers from last time to mop up.

He turns around and focuses on his flying, smirking smugly.

RAZOR

Yeah, except they can make more by biting people!

T-Bone's smirk vanishes.

RAZOR

Even without the queen, it could be a huge epidemic!

T-BONE

Take it easy, buddy! We'll find out how many there are when we get to Megakat Labs!

(with grim determination)

And then we'll squish 'em!

Razor is a little uncomfortable with T-Bone's cavalier attitude towards killing the converted kats, but says nothing else as the Turbokat continues on towards Megakat Biochemical Labs.

INT. MEGAKAT BIOCHEMICAL LABS - RESEARCH LAB

The recently-converted kats (Steven the guard and prisoners) are watching impassively as the more "evolved" Ci-Kat-A randomly trash the place, hurling empty beakers and overturning tables.

Street is standing apart from his "brothers," looking out the window at the cooling towers of the Megakat Nuclear Plant just visible in the distance. His face with his mandibles and huge green compound eyes is almost blank and impassive, but his antennae betray his inner emotions. They twitch in excitement and deep thought.

His attention soon moves to a ten gallon tank containing a large black scorpion about seven inches long sitting on a nearby worktable. He goes over to it. The arachnid crawls around, snapping its pinchers up at Street.

Nearby, Murdoch is walking along the rows of shelved katalysts. They're all a sickly orange color, each in a neatly-labeled stoppered Erlenmeyer flask. He moves his finger - already started to turn into a hairy, three-fingered buglike claw hand, we see - along the rows until he stops at the one labeled "Super-Katalyst 566." He grabs it, turning to Street over by the scorpion.

MURDOCH

Zzzstreet!

As though snapping back from a daydream, Street jerks and turns to look as Murdoch walks over with the flask.

MURDOCH

Zzzuper-Katalyzzzt Five Zzzixty Zzzix! Succezzz!

He grins broadly (he still has a normal mouth).

STREET

Good work, but there'zzz been a change of planzzz. I've decided that what we want and what Viper wantzzz are no longer compatible.

MURDOCH

What do you mean?

STREET

I mean we aren't going to give him Zzzuper-Katalyzzzt Five Zzzixty Zzzix. He'zzz going to think we are... however...

He walks past Murdoch over to investigate the shelves himself, head jerking rapidly this way and that in a very insectlike manner, as befitting his appearance. His gaze lights on something offscreen. Realizing he's found what he's looking for, he snatches another flask from the shelf, antennae going wild, suggesting great excitement. We don't see the label, however its contents are orange the same as all the other katalysts. Murdoch walks over.

STREET

(pointing to the flask he just grabbed)

I know enough of biochemizzztry to know thizzz chemical will serve our purpozzze better. But I zzztill need that zzzwamp-dwelling maniac to mix the brew for uzzz...

MURDOCH

(eager)

And then...?

STREET

(matter-of-factly)

Then we won't need that pitiful zzzlime anymore.

Murdoch grins evilly.

EXT. MEGAKAT BIOCHEMICAL - HALLWAY OUTSIDE LAB

Felina and King take up positions on either side of the double doors, guns up. The doors are slightly open, allowing the two a good view of the lab interior; they can see the Ci-Kat-A but the Ci-Kat-A can't see them. King is sweating a little.

KING

(husky, terrified whisper)

Don't let them bite you.

FELINA

(whispering back)

What?

KING

The ones with mandibles. Don't let them bite you.... If you do, it's all over.

Grimacing, Felina looks in, watching the fully transformed former kats (minus Street) crawling over the walls like roaches, while the recently-converted kats (minus Murdoch) stand in a line like stoic soldiers awaiting orders. Street and Murdoch are the only two they can't see.

KING

You become like... them...

FELINA

(reassuringly)

It'll be okay, all right?

He nods, but is still both terrified and angry.

FELINA

Now, on my signal...

(waits a moment, inhaling deeply)

Go!

INT. MEGAKAT BIOCHEMICAL - RESEARCH LAB

Street is still holding the flask of the unknown chemical, while Murdoch still has Super-Katalyst 566.

STREET

Now to zzzswitch the labelzzz.

Bam! The doors fly inward! Felina and King leap in, guns aimed at the eleven Ci-Kat-A.

FELINA

Freeze!

MURDOCH

The Enforcerzzz!

The fully-transformed drones jump back, making irritated, angry shrieking sounds, while Steven and the converted prisoners merely turn their heads as one, their formerly expressionless faces twisting into hateful grimaces at this intrusion. The converted kats find themselves staring down the barrels of two laser pistols and are unsure how to act. Felina and King have them dead to rights. They enter the room fully, the Ci-Kat-A backing up warily.

Meanwhile, two of the "old" Ci-Kat-A (including the mustache guard) are carefully and stealthily approaching on the ceiling. Sensing movement, however, Felina whips her gun up and fires. The laser blast hits between the duo, blowing a huge hole in the ceiling. Amidst falling debris, the two drones fall down and land flailing on their backs, stunned. Their brother Ci-Kat-A tense as if to attack, but Felina quickly brings her gun back down to point directly into the midst of them.

FELINA

Nice try. Now, surrender or we'll splatter your guts all over this lab!

She and King approach cautiously, the Ci-Kat-A backing up further. A completely unfazed Street makes a point of handing his flask to Murdoch, so the converted con is holding both it and Super-Katalyst 566, and Street has his hands free. His wings buzz in irritation. The calm before the storm. Turning, he eyes a flask labeled "KATALYST 96" on the shelf nearby.

Suddenly, Gray Taylor rushes into the room, gun drawn.

TAYLOR

Freeze! Enforcers!

Felina and King whirl, startled to find Taylor standing in the doorway behind them. An opening. Street issues forth a piercing shriek. Attack! The Ci-Kat-A rush towards the distracted Enforcers.

FADE OUT

END ACT I

ACT TWO

FADE IN:

INT. MEGAKAT BIOCHEMICAL LABS - HALLWAY

FADE IN

The Ci-Kat-A rush forward and quickly try to overwhelm the three Enforcers. Convict #2 and CI-KAT-A DRONE #2 (one of the "old" ones) leap onto Felina and King, but they shake them off, flipping themselves over backwards and sending the two Ci-Kat-A flying through the air. They slam against the wall on either side of the double doors and fall to the floor, buzzing in disorientation and confusion as Callie Briggs and Dr. Belljar, both having gotten their shoes back on, cautiously crawl over on hands and knees and peer in. Taylor, terrified, is firing his blaster this way and that, but the winged Ci-Kat-A dodge all his fire. Looking on from outside in the hallway, Belljar is especially concerned.

BELLJAR

(to Callie)

If this keeps up, they're liable to hit something dangerous and blow up the entire building!

CALLIE

If only I had my--

She stops herself. Belljar doesn't seem to have noticed.

BELLJAR

I might have something. Stay here.

He gets up and runs off down the hall. In the lab, Felina karate-chops Ci-Kat-A #1, while King pistol-whips Convict #2. As laser fire flies over their heads, CI-KAT-A DRONE #3 dodging them easily in midair, Taylor's laser beams putting holes in the ceiling.

FELINA

(yelling)

Corporal, control your fire! Everything in here is extremely explosive!

Taylor stops firing.

TAYLOR

Look out!

Felina turns. Steven comes running at at her. She kicks him in the midsection and he goes flying back, crashing into a big lab experiment table. He goes sliding along it like a drunk being slid down the bar in a bar fight, knocking, flasks, beakers and other delicate-looking laboratory glassware to shatter all over the floor. She winces.

FELINA

Ooh, this is a bad place for a fight...

She's grabbed from behind by a recovered Ci-Kat-A #2, who hooks his spindly arms under her armpits, pinning her. He's about to bite her when Taylor hits him on the head with the butt of his gun. This stuns him enough to allow Felina to wriggle free, and, turning, the enraged drone backhands the rookie, sending him staggering away to collapse between the mustached Ci-Kat-A and his fellow (CI-KAT-A #1) who fell from the ceiling earlier, who recover, rolling over and grabbing him, holding him down. He struggles, but to no avail.

TAYLOR

Help!

Felina and King turn to come to his aid when Street grabs the flask of Katalyst 96, pushing off the floor and taking to the air. Murdoch, still holding the two flasks and keeping out of the fight, watches him go. Street buzzes over the two Enforcers' heads, grabbing their sidearms away with grasping, talon-like feet. He tosses them away, then grabs a tall metal shelf containing mostly cardboard boxes of spare computer parts, shoving it over. It falls down and lands on Felina and King, pinning them harmlessly. Satisfied, Street buzzes down and lands over by the two Ci-Kat-A who are holding Taylor.

Over by the door, Convict #2 recovers and walks over, assisting in dragging a squirming, terrified-looking Taylor to his feet. Callie watches helplessly, unsure of what to do.

STREET

(to Taylor)

You'll be joining uzzz, Enforcer...

FELINA

No!

She struggles but the heavy metal shelf is keeping her and King pinned but good. Street ignores her.

STREET

But firzzzt... a little zzzurprizze to keep your friendzzz buzzzy.

He uncorks the flask of Katalyst 96 and pours it into the tank, splashing it onto the scorpion. The arachnid twitches and begins to turn in circles in increasing agitation, becoming visibly larger with each circle that it completes, spikes sprouting from its back.

STREET

Viper izzzn't the only one who can create monsterzzz...

Street pushes the table over, smashing the glass tank onto the floor. The steadily growing scorpion begins crawling towards Felina and King who are trapped under the shelf. That accomplished, he grabs and prepares to bite Taylor.

STREET

Zzzoon, your fear will be replazzed by the raturouzzz delight of zzzerving a higher purpozze than--

Suddenly the sound of helicopter rotors catches his attention. More Enforcers? No. He turns. It's the Kat's Eye News chopper, hovering outside the window. Jonny is leaning out, filming, but Street only only has compound eyes for Ann Gora, who is reporting from the front seat. He's so focused on her he barely registers the appearance of the Turbokat, visible swooping past the news chopper in the background. Through Street's P.O.V., time seems to slow. The helicopter blades spin like they're fighting through mud. Behind the chopper, the jet is inching past as if in a particularly bad flipbook.

Time is running normally again. We aren't seeing the world through Street's view anymore. He releases Taylor back into the arms of his fellow Ci-Kat-A, who seem perplexed to say the least. Nobody is more confused than Murdoch.

MURDOCH

Dr. Zzzstreet, we have what we...

Switch to Street's P.O.V. again. Things are slow again, including Murdoch's voice.

MURDOCH

...caaaaaaaame foooooor. We muuuuuuzzzzzzt goooooo.

Something triggers a sepia-colored memory.

EXT. DESERT - NIGHT (STREET'S FLASHBACK)

A normal Dr. Harley Street standing beside his MASA-issue sedan in the desert, offering a friendly little grin.

FLASHBACK STREET

(flirtatiously)

Why don't you stop by the Space Center tomorrow?

He's talking to Ann Gora. The MASA retrieval truck with Kat Sat 1 is visible parked behind her.

FLASHBACK ANN

(smiling)

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

Whoosh! A bright flash of light.

INT. MEGAKAT BIOCHEMICAL LABS - RESEARCH LAB

Everything snaps back to normal. Time runs at regular speed again and Street's flashback ends just in time to hear the telltale sonic book heralding the Turbokat's arrival. Murdoch is still trying to get his attention, but Street still seems fixated on Ann.

MURDOCH

(buzzing and twitching irritably)

Dr. Zzzstreet!

STREET

(without taking his eyes off of Ann)

Zzzzswitch the labelzzz! Hurry! The ZzzWAT Katzzz are here!

Murdoch nods. Street continues towards the window.

FLASHBACK ANN

(echoing in voiceover)

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

STREET

(to himself)

A zzzign...

Suddenly Callie rushes in, grabbing a microscope and clobbering the mustached Ci-Kat-A (one of the ones holding Gray Taylor) over the head with it. He gives a pitiful little buzz and collapses. She punches Convict #2 and sends him crashing into Murdoch, who crashes to the floor. He holds onto the mystery flask, but lets go of the one containing Super-Katalyst 566, which rolls away.

TAYLOR

I got this guy! Go help Lieutenant Feral!

Nodding, Callie runs over and starts struggling to pull the shelf off of Felina and King as the GIANT SCORPION, now the size of of a table, crawls over.

FELINA

Deputy Mayor, what are you doing here?

CALLIE

I came to check on the lab's progress in finding a cure for these guys!

FELINA

I guess they haven't been very successful...!

CALLIE

No kidding!

The scorpion hisses at her, grabbing the sheld in one claw, and she shrieks, kicking it in its ugly face with her bare foot, barely avoiding its mandibles. It releases the shelf and backs up, shielding its face with serrated claws, raising the rear portion of its abdomen, tail curled, growling.

EXT. MEGAKAT BIOCHEMICAL LABS - DAY

The Turbokat swoops around and lands in front of the building. Noticing from the chopper above, Al turns and taps Jonny on the shoulder. Jonny turns and starts filming out the window on the opposite side of the news chopper. He films the SWAT Kats as they emerge from the jet, flexing their fingers in their Glovatrixes.

T-BONE

C'mon, let's get this over with before I get the heebie-jeebies again!

RAZOR

(teasing)

Aw, and here I thought you said you'd gotten over your little bug phobia.

T-BONE

Yeah. The little bug phobia. The big bug phobia is a different matter entirely.

He shudders and they rush inside.

INT. MEGAKAT BIOCHEMICAL LABS - MAIN LOBBY

The guard at the desk, having stood up as the Turbokat swooped in and landed outside, looks confused, and reflexively has his hand on his holstered sidearm. But he hasn't drawn it yet. Apparently he is unaware of the turmoil going on upstairs.

T-BONE

Hey, anyone seen a giant Ci-Kat-A...?

SECURITY GUARD

(confused)

Huh?

T-BONE

Nevermind.

The guard relaxes a little, taking his hand off his gun.

SECURITY GUARD

What do you SWAT Kats want?

T-BONE

We're just here to bust some big bugs.

He and T-Bone, eschewing the elevator, go into the stairwell. The guard scratches his head under his hat.

EXT. MEGAKAT BIOCHEMICAL LABS - DAY

Ann seems mesmerized as Street approaches her from inside the lab and stands motionless, only the window glass separating them.Behind him, we can see Callie struggling with the heavy utility shelf pinning Felina, while Taylor seems to be losing his one-on-one struggle with Ci-Kat-A #1. Ann, staring into Street's eyes, is a little unsure of what to say or do. Finally, she finds her voice and speaks into her microphone, as Jonny turns and films over her shoulder.

ANN

This is Ann Gora, Kat's Eye News, coming to you live from Megakat Biochemical Labs where it seems we are experiencing a resurgence of the giant alien Ci-Kat-A creatures who terrorized the MASA Space Center and endangered the city last year!

INT. MEGAKAT BIOCHEMICAL LABS - RESEARCH LAB

Street lifts one clawed three-fingered hand and lays it against the glass separating him from Ann. He is completely ignoring everything going on behind him.

Ci-Kat-A #1 has Taylor pinned to the wall, and starts sinking his salivating mandibles into the Enforcer rookie's throat. The SWAT Kats rush in, Glovatrixes up.

RAZOR

Yikes! That's a lot of Ci-Kat-A!

T-Bone sees scorpion.

T-BONE

(disgusted)

And that!

Ci-Kat-A #1 stops mid-bite, but keeps Taylor held against the wall, turning and opening his mouth. A deluge of vomious yellowish green gunk comes rocketing out, and the two vigilantes dodge deftly, shoulder rolling to either side of the door they entered through. It sails past them, out into the hallway, splattering onto the wall.

RAZOR

Aaghhh! I forgot about that crud!

Lying on his side, he spins, sweeping Ci-Kat-A #1's feet out from under him. Releasing Taylor, he falls onto his back and begins flailing like an overturned turtle, spindly legs kicking. Taylor, clutching his neck, slides down the wall. Rising, Razor helps him stand.

RAZOR

You okay, pal?

TAYLOR

(groggy)

I, uh, I think so...

Razor turns and looks at T-Bone, as the mustached Ci-Kat-A gets up and charges him, snarling.

T-BONE

Here, lemme wax your upper lip for ya!

(aims Glovatrix)

Launching Mini-Tarpedoes!

Globs of blackish sludge shoot out and hit the Ci-Kat-A in the face, sending him flying backwards. He hits the floor, his elbow hitting the flask of Super-Katalast 566 just as a recovering Murdoch is reaching for it. It goes spinning away. Murdoch and Convict #2 watch in suspenseful horror as the whirling container threatens to hit the edge of a shelf and smash. They sigh when it doesn't, slowly spinning to a stop. Murdoch shoves his fellow converted prisoner off of himself.

MURDOCH

Get them! I'll get the katalyzzzt!

Convict #2 nods and, along Ci-Kat-A #3 and #4, rushes over and try and prevent Callie from assisting Felina. Seeing this, T-Bone yells to Razor.

T-BONE

Razor! You and--

(to Taylor)

What's your name?

TAYLOR

(seeming distant)

T-Taylor...

T-BONE

(yelling to Razor)

You and Taylor keep the rest of the bugs busy while I go help Callie and the Lieutenant!

RAZOR

Roger!

Razor turns as Steven, Convicts #3 and #4 and the remaining "old" Ci-Kat-A come rushing at him.

RAZOR

(confident)

No problem.

He kneels down and fires a big net, which scoops up Convict #3, pinning him against the wall. He shrieks in distress, causing Ci-Kat-A #4 to break off and go to help him, leaving Convict #2 and Ci-Kat-A #3 to to descend upon Callie and the pinned Enforcers. With a final grunt, Callie lifts the heavy shelf off of Felina and King, allowing them to wiggle free.

Ci-Kat-A #3 grabs Callie's arm. As Felina and King get up to help her, they're suddenly both grabbed by the giant scorpion's claws, lifting them into the air. The claws squeeze them, forcing the air out of the lungs. Their mouths open and close in silent agony. As Ci-Kat-A #3 is about to bite Callie, T-Bone leaps in and kicks him in the thorax, sending him stumbling backwards over to where Murdoch is crawling on his hands and knees to grab the crucial flask. The staggering drone's heel knocks away, eliciting a growl of annoyance from Murdoch.

T-BONE

(to the scorpion)

Hey, pinchy!

The scorpion turns towards him with its victims in either claw.

T-BONE

Suck smoke!

He fires a gas grenade from his Glovatrix, which hits the creature in the face. Boom! A cloud of black smoke fills the air, momentarily blinding the monstrous arachnid. As it coughs and wheezes, it lowers its arms a bit, weakening its grip enough for Felina and her fellow Enforcer to wiggle free. They fall to the floor as the scorpion defensively backs away, disoriented by the smoke. They're helped to their feet by Callie and T-Bone and rejoin the fight. Punching and kicking. Felina grabs Ci-Kat-A #3's spindly arm and swings him around, using him to hit Convict #2, knocking him flat on his back. She then releases the former MASA guard and he goes sailing through the air, where he becomes entangled in the tubing and wires which run along the lab ceiling, struggling and hissing fiercely.

FELINA

(noticing Murdoch)

Whatever you do, don't let them get those flasks! They've got some kind of important katalysts they want!

T-BONE

Roger that!

He runs over and does a slide across the floor like a baseball player heading for home, kicking the flask just out of Murdoch's reach.

MURDOCH

No!

The flask goes whirling away, then gets sent flying in another direction - towards Razor - by the flailing mustached Ci-Kat-A, still trying to free his eyes from the tar. An enraged Murdoch sets the other flask down out of the way and jumps onto T-Bone, grabbing him in a headlock. They struggle. T-Bone strains and chokes against the bigger con. Murdoch may not be able to convert the big SWAT Kat by biting him yet, but he can break his neck! T-Bone strains and gurgles, eyes slowly closing.

Meanwhile, Razor, using his martial arts skills, deflect clumsy blows being thrown by Steven and the other Ci-Kat-A. A sideways chop to the neck sends the converted guard stumbling away to crash against a desk. He catches a punch thrown by Convict #3, using his momentum to swing him around, pinning his arm behind his back, twisting it. As he does so, the con's heel nicks the flask of Katalyst 566, sending it spinning away into the middle of the room.

The converted prisoner yelps in pain and then Razor rams him against the wall, knocking him out. He then ducks as Ci-Kat-A #4 swoops in, allowing him to smack into the wall. As the dazed kat-insect lands, turning, Razor delivers a double punch to his midsection, kicking him aside, where he remains on his feet, dazed. Finally he turns and jump-kicks Convict #4, sending him staggering and stumbling uncontrollably across the room. He unintentionally kicks the still-spinning flask of Katalyst 566 back over to where Murdoch is attempting to choke out T-Bone.

Convict #4, himself, smacks into the big window overlooking the street, making Ann and Jonny jump back in surprise. Nevertheless, Jonny films the dazed prisoner slowly sliding down, face and palms against the glass, face humorously squished and scrunched as it presses against the window. He thunks into a heap on the floor. The impact has snapped Street out of his reverie, and he turns to look at the chaos behind him, angry.

The flask of Katalyst 566 finally comes to a halt back where it originally started - over by T-Bone and Murdoch - the orange liquid inside sloshing.

Meanwhile, as Razor fights Ci-Kat-A #4, who was recovered enough to fight, the thin SWAT Kat has noticed something amiss.

RAZOR

(exchanging blows with the Ci-Kat-A)

Hey! Why aren't you firing?

He delivers a final punch to the Ci-Kat-A's face and he teeters and falls to lie sprawled on the floor, then turns to find Taylor standing holding his gun, head down, panting heavily. Suddenly he stiffens, raising his head and opening his eyes. They're green and insectoid!

RAZOR

(shocked)

Oh, that's why...

With a hiss, Taylor raises his gun and fires at Razor, who leaps aside and up, onto the wall, as the laser blast continues on and hits the armored glass, splintering it but not shattering it as it passes through it, leaving a little hole.

EXT. MEGAKAT BIOCHEMICAL LABS - DAY

The laser blast barely misses the tail of the news chopper, spooking Al.

AL

That's it, I'm moving us away from here.

Ordinarily one to argue with her pilot and insist on staying despite danger, Ann is weirded out by her little "moment" with Street.

ANN

A good idea!

The chopper banks away.

INT. MEGAKAT BIOCHEMICAL LABS - RESEARCH LAB

Murdoch grins, close to killing T-Bone, when suddenly a voice behind him stops him.

FELINA

Hey!

MURDOCH

Huh?

He turns and all he sees is Enforcer-issue boot being planted in his bug-eyed mug. Felina brutally kicks him off of T-Bone and he releases the big SWAT Kat, and lands with a thud between the katalyst shelves. The shelves rock, jostling the flasks on them, but thankfully nothing falls off. Murdoch lies there, breathing heavily, but doesn't get up.

T-BONE

(gagging and coughing)

Th-Thanks, Lieutenant...

FELINA

No problem.

Meanwhile Razor is running along the wall, being shot at by Taylor and Steven, the recovered former security guard having drawn his own gun. Observing, T-Bone and Felina rush to the rescue as Murdoch sits up robotically, frowning, then smiles, seeing both crucial flasks close at hand. He grabs them.

Razor deftly dodges all the laser blasts, landing and sweeping Steven's legs out from under him. He cries out as he hits the floor and Razor kicks the gun from his hand, then turns and finds Taylor's gun barrel right at his forehead, cursing himself. From offscreen, Felina gasps in horror, as does King.

FELINA

Taylor!

KING

(distraught)

Oh no!

Taylor turns and glares at them, allowing Razor to grab the laser pistol and twist it out of the converted Enforcer's hand. Taylor growls angrily. Razor punches him in the throat. Felina winces. King raises a shaky hand, trying to aim at the converted rookie.

KING

(anguished)

I can't get a clean shot...

Suddenly there's the muted "Pew!" of a gas-propelled dart gun, and Taylor staggers back, clutching at his neck to find a feathered dart sticking out of his neck. After a moment, he wobbles and collapses to the floor, revealing Dr. Belljar holding a tranquilizer rifle, a spare dart clenched in his teeth. Roar! Razor turns and sees the huge scorpion scuttling towards him, abdomen up, tail uncurling to strike.

RAZOR

Mini Turboblades!

He fires. The Turboblades sail through the air, slicing off the tip of the scorpion's segmented tail and the stinger with it. The creature shrieks piercingly. It bats at Razor with its claws, snapping and slicing at the air. Meanwhile, Dr. Belljar takes the spare dart out from between his teeth, loading it into the tranquilizer rifle. The scorpion's left claw lashes out, grabbing Razor's wrist, squeezing and cracking his Glovatrix.

RAZOR

Aaghhh! Hey! Let go, you overgrown...!

"Pew!" Another dart sails through the air and sticks in the scorpion's side. It growls, releasing Razor, who staggers back, clutching his wrist and inspecting his damaged Glovatrix. The scorpion's movements become lethargic, and after a moment, it lies down on the floor and ceases to move. Razor sighs in relief.

The various Ci-Kat-A are either recovering or freeing themselves and regrouping. The one with the mustache has even managed to wipe all the tar off of his face, although some globs remain in his facial hair. Except for the unconscious Taylor, Steven, who lays by the door, and Murdoch, who is nowhere to be seen, they all converge on and surrounded Street, looking like a street gang ready for a rumble.

CALLIE

Now what...?

T-BONE

Round two, is what.

The SWAT Kats and Enforcers prepare for another go, when suddenly Murdoch comes running into view, holding a flask labelled Super-Katalyst 566. He holds it up triumphantly.

MURDOCH

Zzzstreet!

T-BONE

Oh, no, ya don't!

As he aims his Glovatrix, however, Steven the guard leaps up and chomps on his arm.

T-BONE

Yeeeeooouch!

He punches Steven in the head, making him relinquish his hold, and the guard staggers over to where the other Ci-Kat-A are. T-Bone is all panicky, rubbing his forearm where he was bitten. A grinning Murdoch hands the flask to Street. Hurrying, Dr. Belljar takes another spare dart out of his lab coat and loads the tranquilizer rifle again.

STREET

Fortunately for you, ZzzzWat Kat, I have more prezzzing matterzzz than zzzettling old scorezzz.

Turning, he shrieks, making everyone wince and cover their ears (except the other Ci-Kat-A, of course), blowing the armored panes of glass out of the window frames. The wincing Belljar drops the tranq rifle. Leaping onto the sill, glass crunching under his feet, Street yells back over his shoulder.

STREET

But believe me, that reckoning izzz coming... and zzzoooner than you think!

(to the other Ci-Kat-A)

Let'zzz go!

Spreading his wings, he flies off. His ten underlings follow. The five "old" Ci-Kat-A, who can fly, grip the five newly converted kats under their arms and carry them as they zoom off after Street. The SWAT Kats and Enforcers fire after them to no avail. Even Callie grabs the dropped tranq rifle and takes aim, but Street is too far out of range now, too far ahead of the pack. She grimaces and lowers the rifle.

T-BONE

(rubbing his arm)

A reckoning? What's he talkin' about?

RAZOR

(musing)

Well, we did squish his lady friend last time...

EXT. MEGAKAT CITY - DAY

The flying group of very jubilant Ci-Kat-A pass by the hovering news chopper. A visibly uneasy Ann, Jonny and Al watch them go past. The Ci-Kat-A pay them no mind, save Street, who stops, turns, using his rapidly-beating wings to hover in place like a grotesque hummingbird.

STREET

(to the other Ci-Kat-A)

Go on without me.

He then cautiously approaches the hovering aircraft. Al's eyes widen, and Ann is grabbing at his shirt, trying to find her voice as she watches the horrific parody of a once handsome scientist she kind of flirted with once or twice approaching them, trying to tell the pilot to get them out of there. Dutiful Jonny is, of course, filming with his camera, but he unbuckles his seatbelt, ready to leap to Ann and Al's defense if the need arises.

Street lands with delicate ease on the news chopper's passenger side runner, the whirling rotor blades whipping his hair and antennae around, and, since the helicopter lacks front doors, he makes one, tearing a more or less door-sized hole in the fuselage to expose Ann sitting buckled into the front passenger seat. The reporter sits frozen with terror but also with morbid curiosity. As one would toss aside a wadded up piece of paper, Street flings the torn off section of metal away, and it goes whirling off like a crooked Frisbee to who-knows-where.

With his free hand (the other holding the mislabeled mystery katalyst), he grabs Ann's wrist in what at first we take to be a violent gesture, but soon turns tender. Ann drops her microphone.

ANN

(managing to find her voice)

D-Dr. Street...

STREET

(all schmooze)

Ms. Gora... I muzzzt apologize for my rudenezzz the lazzzt time we zzzpoke. Azzz I zzzsaid at the time... I wazzz buzzzy. I hope you can forgive me.

Pretending to be filming, Jonny surreptitiously slides across the rear seat to Ann's side, meaning to open the sliding door there and intervene, but Street reaches in over Ann's shoulder and punches the hapless cameraman with the knuckles of the hand holding the flask. The thick glass of the flask clunks off of Jonny's head and he is knocked backward, almost falling out of the helicopter. Although he doesn't, his camera does; it flies out the open door on the other side, plummets to the street, and smashes on the asphalt. Back inside the chopper, as Jonny lies unconscious in back, Ann and Al frozen in fear, Street resumes turning on the... let's say "charm."

STREET

My apologiezzz for that interruption.

He moves to kiss (or bite!) Ann's hand. Her delicate-looking hand comes closer and closer to those deadly-looking mandibles. With her other hand, she grabs Street's shoulder and shoves, knocking the converted MASA scientist off of the runner he was perched on. His buzzing wings prevent his falling, and he keeps ahold of the flask.

STREET

(pretending to be crestfallen)

Ah, well. Perhapzzz the mood wazzz wrong, my queen.

Suddenly, Al points.

AL

The Enforcers!

An annoyed Street turns and looks at an approaching squadron of Enforcer choppers. He turns back to Ann.

STREET

We muzzzt do thizzz... zzzome other time.

He flies off. A shaken Ann and Al watch him go.

ANN

(confused)

"Queen?"

AL

What was he talking about...?

INT. MEGAKAT BIOCHEMICAL LABS - RESEARCH LAB

The SWAT Kats can only watch with gritted teeth through the broken windows.

T-BONE

Come on, let's get to the Turbokat!

RAZOR

No way, buddy. Those bug-eyed bandits are long gone by now.

T-BONE

(sighs)

Good point...

(suddenly remembering)

Aw, no! My arm! Aghhh! That guy bit me! I'm gonna turn into one of them!

Dr. Belljar comes over and examines him.

BELLJAR

Which one bit you?

T-BONE

That security guard guy...

BELLJAR

(smiles)

You're fine. He hadn't developed the mandibles or the venom necessary for conversion.

T-Bone sighs in relief, looking down and noticing Belljar's bare feet. Hearing a cry of alarm from Callie, the SWAT Kats turn. Taylor has gotten up. The sedative has certainly worn off quickly. Since he was bitten by a regular drone he is next to mindless and runs snarling at the group. Simultaneously, both SWAT Kats take with aim with their Glovatrixes and fire weighted nets, which encircle and entrap the converted Enforcer rookie, while Felina and King launch knockout gas grenades from their sidearms (as in "Mutation City"), and Callie finishes him off by firing the remaining dart from the tranq gun which sticks into his shoulder. Taylor thrashes a bit before the double dose of sleep agents do their work and he collapses into a heap, entangled in the nets.

CALLIE

(with satisfaction)

That ought to keep him out this time.

BELLJAR

Long enough to get him into one of the special holding cells upstairs.

(to the Enforcers)

If you'll assist me?

FELINA

(nods solemnly)

Roger.

(to King)

I'll get his arms, you get his legs.

Following Dr. Belljar, Felina and King carry their fallen fellow Enforcer from the trashed lab. After they're gone and it's just the SWAT Kats, T-Bone notices Callie's bare feet as he had Dr. Belljar's.

T-BONE

How come you and the Doc--

CALLIE

(bristling a bit)

Why is everyone asking about my--our feet?

(sighs)

We took our shoes off to climb an elevator cable to escape the Ci-Kat-A.

(calming and managing a smile)

A trick I learned from Razor here.

Razor smirks. T-Bone scowls.

CALLIE

Anyway, I should probably go and oversee Corporal Taylor's transfer to the holding cell and talk to Dr. Belljar about what, if anything, can be done for him.

(mumbling to herself)

And maybe find my purse...

She walks out. The SWAT Kats turn and resume looking out the window.

T-BONE

Now what...?

RAZOR

We leave it to the professionals for now, T-Bone. There's nothing else you and I can do here. We're not scientists, after all.

(grumbles)

Besides, Burke and Murray are waiting for us at the park.

T-BONE

(grinning)

Yeah, where I'm gonna whip your tail,

RAZOR

Fat chance!

They leave the room.

EXT. THE DEAD FOREST - DAY

An establishing shot of Dr. Viper's tree.

VIPER

(O.S.)

You foolsss!

INT. SWAMP LAIR - LAB

The other ten Ci-Kat-A (Steven, the prisoners and the "old" Ci-Kat-A") stand in a loose group nearby. The mustached Ci-Kat-A is cleaning himself like, well, a cat (or a cockroach), licking his forearm and washing his face in an effort to free his facial hair from the remnants of the Tarpedo gunk. Viper is over by the worktable, yelling at Street. His eyes narrowed suspiciously, the mushroom monster is positioned over on the other side of the room, observing the proceedings like a hawk, ready to strike if Viper needs him.

VIPER

You idiotic bugsss! How could you bungle such a sssimple mission?!

Viper is extremely animated, his tail lashing this way and that, waving his arms around, whilst Street is the very picture of calm and composed. At least on the outside. His jerking antennae betray a slowly-boiling anger at being talked to this way by his "colleague."

STREET

(holding up the flask)

In cazzze you failed to notizze, we did manage to acquire your precious katalyzzzt, Doctor.

Viper snatches it from him and gingerly puts it on the table.

VIPER

And a good thing, too! Or elssse--

STREET

(stepping forward)

Or elzzze what?

The other Ci-Kat-A tense. The one with the mustache stops washing himself. Realizing he's outnumbered, Viper leaves the threat unfinished. Instead, he turns the topic to the recent additions to Street's little bug-eyed crew.

VIPER

And where did thessse six come from?

STREET

I told you I had to bite someone who worked there.

VIPER

And them?

He jerks a thumb at the other five, fully transformed original drones.

STREET

All that remainzzz of the original Ci-Kat-A, imprizzoned for zzzstudy.

(clenches his fist)

I had to free them! And bezzzidezzz, it'zz actually zzzeven. We had to leave one of our newly-anointed brotherzzz behind due to interference from--

VIPER

(interrupting)

Ssspare me your sssob storiesss, Ssstreet! The mission was sssupposed to be in and out without being detected!

(prods him in the chest)

You've failed me! And if you hadn't gotten the katalyssst, I'd be even angrier than I am now!

The other Ci-Kat-A relax, concluding, perhaps correctly, perhaps not, that, at this point, Viper's outbursts are little more than toothless threats. They relax into near motionlessness and the one with the mustache resumes cleaning himself. Street remains wary however. His developing plan notwithstanding, he is cautious, and gives the mushroom monster a sideways glance.

Grabbing and uncorking the flask of what he thinks is Super-Katalyst 566, Viper pours some of it into the big metal beaker from earlier, then puts the stopper back in with a look of smug satisfaction. The contents of the beaker bubble and boil in a manner he didn't expect it to. Stroking his not-inconsiderable chin in thought, he watches the developing chemical reactions, then uses an eyedropper to suck some of the brackish-looking liquid up.

Street tenses a bit as Viper goes to a potted Venus' flytrap containing three "mouths" on stems. He applies a drop of the liquid and stands back. Whatever Viper expected to happen, he is shocked when the plant, twitching and growing, bursts free of the pot, flying potting soil everywhere, gasping as the three stems separate into three distinct creatures. Their roots develop into spindly, hairy insect legs, and diseased-looking wings sprout from their backs. They are now VENUS TRAP FLIES! Viper grabs the flask, looks at the label, then looks at Street.

VIPER

That wasn't sssupposed to happen! Sssomething's wrong...

He prods at the label with his thumb, gasping at how easily it peels away and falls off.

VIPER

Thissss isn't Katalyst 566! You-- You ssswitched the labelsss!

STREET

Yezzz, we did.

With a ferocious snarl, he hurls the flask at Street, who ducks. The flask smashes through one of the dirty, murky windows, splashing into the water far below. Viper is beyond enraged.

VIPER

You tricked me!

(shrieking so fiercely his voice becomes hoarse)

Whaaaat issss iiiiiit??!?

STREET

Zzzuper-Katalyzzzt Zzzix Zzzix Zzzix!

Viper looks confused.

VIPER

What? But, but that hasss nothing to do with--

STREET

(interrupting)

The zzzsmall pathetic dreamzzz of a mere Earth mutant?

Viper reels from this. His mushroom monster tenses, tentacles wriggling in anticipation, furious at his master's betrayal. He looks for a moment to attack.

STREET

Zzzuper-Katalyzzzt Zzzix Zzzix Zzzix will be better zzzerved azzz part of my plan for a new breed of Ci-Kat-A to rule Megakat Zzzity! And eventually the world!

Pushing past a stupefied Viper, he goes and looks into the bubbling metal beaker happily.

STREET

Thankzzz to you, I have all that I need to enact my real plan. To create a race of mega-inzzzect zzzervants loyal to me to zzzend them to create a dizzztraction while I dezzztroy the Megakat Nuclear Plant, to irradiate the entire zzity!

VIPER

(furious)

Nooooo! My ssswamp city can't grow under sssuch conditions!

STREET

That'zzz the idea, you pitiful reptile! It will provide an endlezzz zzzource of food for the new Ci-Kat-A race my queen will bear for me!

With a roar, the mushroom monster attacks! But as per Street's plan, the five original Ci-Kat-A open their mouths and unleash an ugly torrent of their sticky yellowish slime which splatters all over the creature, knocking him back with the force of five firehoses. He ends up plastered to the wall, whimpering, looking very worried and confused. Satisfied, Street turns and grabs Viper by the scrawny neck, lifting him up.

STREET

Your feeble-minded and zzzimplizzzstic creationzzz are no match for the zzzuperior Ci-Kat-A race!

VIPER

(gagging)

Ha! You aren't even true Ci-Kat-A! You're jussst cheap imitationsss!

STREET

(angry)

True, but once I have my queen... the pure Ci-Kat-A race will be reborn!

VIPER

But reborn from a she-kat converted by your bite! They'll ssstill be the offspring of--

He's cut off as Street squeezes tighter, making him gag.

STREET

I have no time to argue technicalitiezzz with you, Viper!

He bites Viper. Nothing happens. Street looks confused.

VIPER

(smirks)

Did you really think I'd ally myssself with you without firssst developing and injecting myssself with an antidote to your ssslave venom?

Street's confusion turns to anger.

STREET

I may not be able to bite you, Viper, but I can crush the life out of you!

VIPER

Ughhh!

He swings his tail, knocking Street aside, forcing him to release him.

STREET

Zzzzubdue him!

As the drones turn and rush towards Viper, the evil biochemist turns and leaps through the already partially broken window.

EXT. SWAMP LAIR - DAY

Viper falls flailing into the murky water far below. The Ci-Kat-A go to the window and look down. They only see ripples and bubbles.

STREET

(O.S.)

Let him go!

INT. SWAMP LAIR - LAB

The assembled Ci-Kat-A turn from the window to face their leader.

STREET

He can't zzztop uzzz now! We have work to do!

The mushroom monster, still stuck to the wall, just watches, half worried, half annoyed, then grunts, straining against the muck holding him imprisoned, which has hardened. The Ci-Kat-A ignore him as no threat. Finally he manages a lopsided smirk, and liquefies himself. As a green puddle, he oozes across the floor and down the stairs to escape unnoticed.

EXT. THE DEAD FOREST - DAY

Viper surfaces from the water, gasping, looking at his tree, now taken from him. He shakes a fist.

VIPER

You bug-eyed foolsss will regret betraying Dr. Viper!

After a moment, his mushroom monster pops up beside him, just his mushroom cap, kat ears, and eyes showing, looking around. Viper pats him on the head. Turning, he begins swimming and the monster follows.

VIPER

I've got to get to Enforcer Headquartersss...

He looks very unhappy at the thought, as does his creation. Bubbles surfacing around the partially-submerged monster indicate his underwater mouth is voicing extreme disapproval.

VIPER

I know, I know! Desperate timesss call for desperate measuresss...

INT. MEGAKAT BIOCHEMICAL LABS - TOP SECRET LAB

The converted Taylor has been confined to one of the glass-doored cells. The giant scorpion is in another, snapping its claws angrily. Taylor snarls and thrashes uselessly against the glass. Watching him sadly is Dr. Belljar, who's got his shoes and socks back on. Standing beside him, along with a few ENFORCER COMMANDOS, is DR. KONWAY, his face a mask of professional detachment as he observes the imprisoned Enforcer, hands stuffed into his lab coat pockets.

KONWAY

You were right to call me down here.

BELLJAR

It seems, sadly, we've done all we can for these poor souls here.

Konway smiles and lays a hand on his colleague's shoulder.

KONWAY

(sympathetically)

You did your best. Now it's time for the Enforcers' bio-tech division to take over.

(grimly)

After all, this time, it's one of our own.

BELLJAR

I understand, Sam. And thank you.

He looks in on Taylor, who is licking the glass. A shudder runs through Belljar.

KONWAY

I'll supervise his transfer immediately.

Standing nearby is Callie Briggs, who is talking to Ann Gora.

ANN

It was the strangest thing ever. I mean, I remember Street could be a little flirtatious when he was... normal, but.

CALLIE

Believe me, Ann, I know what it's like having a crazy villain creep on you like that.

ANN

Well, I think after that, a good lie-down on my sofa at home is in order. I'll see you later, Callie.

She exits as SGT. TALON walks in with Callie's purse. He holds it out to her.

TALON

Here you are, Deputy Mayor.

CALLIE

Thank you, Sergeant.

She digs around inside and is somewhat distressed to discover the communicator missing.

CALLIE

Sergeant?

Turning to go, Talon pauses.

TALON

Yes, Ms. Briggs?

CALLIE

Is this...

(choosing her words carefully)

...all that was in the purse? And around it on the floor, I mean?

The Sergeant raises an eyebrow. He seems confused by the question.

TALON

Um, well, yes, Ms. Briggs. I gathered everything up and put it in the purse.

(concerned)

Why? Is anything missing?

CALLIE

No. Well, I mean, yes, but...

TALON

(smiles)

I'll have my men search this floor a little more thoroughly.

CALLIE

No, that won't be necessary, Sergeant. It isn't important. But if you do see it, it's a makeup compact. Kind of triangle-shaped.

She makes a triangle shape with her hands.

TALON

(nods)

Yes ma'am.

FERAL

(offscreen)

Something like this...?

They turn. COMMANDER FERAL's enormous frame fills the doorway. In one huge hand, he holds the communicator. One of his fingers is dangerously near the button in the middle. Feral turns the object over in his hand as one would a silver dollar, then... smiles and holds it out to Callie.

FERAL

(friendly)

I found it over by a potted plant in the hall. I hope it's what you're looking for, Ms. Briggs.

Callie manages to take the communicator back from him without her hand shaking. Reassured, she smiles back, nodding her gratitude to the taller kat.

CALLIE

Thank you very much, Commander.

Feral nods and immediately returns to "gruff Enforcer mode," as he exits the lab, followed by Sgt. Talon.

INT. MEGAKAT BIOCHEMICAL LABS - HALLWAY

They encounter Felina, who is leaning against the wall with her arms crossed. She is rather pointedly not entering the room where Taylor is imprisoned. Seeing her uncle, she opens her mouth to say something, pushing off the wall to stand a little straighter.

FERAL

(cutting her off)

It wasn't your fault, Lieutenant. Corporal Taylor should've obeyed your orders and remained in the vehicle.

Felina closes her mouth.

FELINA

(after a moment)

I just can't help but feel responsible...

FERAL

(warm and sympathetic)

As his commanding officer, that's entirely understandable. But at the end of the day--

The walkie-talkie attached to Talon's belt squawks. He unclips it.

TALON

(into the radio)

Talon here.

We hear indistinct chatter. His eyes widen.

TALON

Commander, we need to get down to Headquarters. There's an... interesting situation developing.

FERAL

Well? What is it?

TALON

It's Dr. Viper, sir. Apparently he wants to surrender himself.

EXT. THE DEAD FOREST - DAY

The ground rumbles, sending ripples and waves through the scummy water. Scrawny-looking swamp birds screech and take off. Alligators hiss in annoyance, submerging. We follow the source of the tremor to...

EXT. SWAMP LAIR - DAY

Dr. Viper's towering tree lair quakes ominously. From the root-entangled base there is a sudden eruption as a group of three GIANT MUTANT GRUB WORMS burst forth through the rotten, moss-covered bark surface. They're about fifty feet long, pale white in color, covered in sickening-looking pustules. Their heads are tiny in comparison to their big, sluglike bodies, their most noticeable facial features being their big, Ci-Kat-A-like green compound eyes and their mouths, which consists of thin, spoutlike proboscises surrounded and protected by big serrated mandibles like those of an ant.

They drag their heaving, pulsing bulks along through the mucky, muddy water using four thickly-muscled black jointed legs ending in wickedly-clawed hands with opposable thumbs, headed off through the Dead Forest towards the very distant skyline of Megakat City several miles outside of the swamp, just visible in the polluted, misty haze.

Following after them, making sickly buzzing sounds, are the three Venus Trap Flies Viper unintentionally created earlier. A very satisfied-looking Dr. Street walks out of the big hole they created. Behind him, his ten compatriots linger excitedly. In one hand he holds a stoppered flask containing the vile brew used to create the big grubs.

STREET

Now beginzzz a new dawn for uzzz.

(calling after the grubs)

Go! Wreak havoc in Megakat Zzity!

(turns to Murdoch)

While we purzzzue our true objective. I'll get the queen. The rezzzt of you know your tazzks.

There are affirmative buzzes. The Ci-Kat-A take off. Once again, those capable of flight carry those who can't yet. Street slips the test tube into the pocket of his threadbare lab coat, where it clinks against Callie's communicator, and then he flies off, giving a buzzing cackle.

STREET

I'm ready for our "private interview," Ms. Gora!

EXT. ENFORCER HEADQUARTERS - DAY

A line of Enforcer sedans, with Feral's in the lead, pulls around the corner. Following them is an Enforcer-issue ambulance (carrying Taylor). The convoy stops at a most unusual sight. Commandos surround Dr. Viper and his mushroom monster, who've emerged from the sewer in front of the building (we can see the open manhole cover). Viper has his arms raised, palms turned up towards sky in a gesture of surrender. Commander Feral and Felina get out of the lead car and walk over.

FERAL

What's going on here?

A commando turns and tries to explain things.

LEAD COMMANDO

I dunno, sir! He and that... that thing of his just popped out of the sewer suddenly!

FERAL

And...?

LEAD COMMANDO

And that's it. They haven't moved since--

Seeing Feral, Viper turns. This sudden movement makes all the commandos jump back.

VIPER

Commander Feral! I have to ssspeak with you!

FERAL

The only thing I'm willing to discuss with you, Viper, is which prison cell you'll find most accommodating before the D.A. can set your trial date!

Reaching inside his greatcoat, he pulls his laser pistol.

VIPER

Wait! It'sss very important! It'sss about the fate of everyone in Megakat City! Including me!

Feral blinks, looking at Felina, then turns back to Viper.

FERAL

All right, scuzz bucket. I'm listening. But I warn you. No tricks.

He levels the blaster right between the mutant's eyes.

FERAL

Or I'll shoot you where you stand.

Closeup of Viper's smirking face.

INT. SUBWAY - TUNNEL

A four car subway train shoots down the tunnel. Suddenly, the tunnel wall explodes inwards as one of the giant grub worms burrows through. Crying out in surprise, the train's MOTORMAN hits the brakes. The train skids to an abrupt halt, the terrified PASSENGERS (about twenty in all) screaming as they're all thrown forward. The train comes to a stop just before it collides with the worm, who turns and spews forth a torrent of acidic slime all over the windshield of the driver's cabin. The motorman gets up from his seat as the cabin around him melts, throwing open the door and exiting into the main area of the train as the entire front end of the vehicle melts into metallic sludge, the passengers screaming.

They all watch as the worm, rather than continuing to attack the train, turns and plunges headfirst into the wall on the opposite end of the tunnel, and burrows through rapidly. It's followed by the rest of the mutant menagerie - the other grub worms, the Venus Trap Flies and the various Ci-Kat-A (Steven the guard, the convicts and the original converted MASA guards). These all go straight into the tunnel created by the lead worm, all save the fully converted former MASA guards. The Ci-Kat-A with the mustache, in the lead, buzzes threateningly towards the open front of the stopped subway train. He slashes at the terrified motorman and passengers with his claws, then jumps onto the motorman and bites his neck.

The rest of the people in the train scream as the other Ci-Kat-A swoop towards them, clawed hands extended towards them...

EXT. MANX MUNICIPAL PARK - DAY

The park is bustling with activity. Families having picnics lie on blankets and eat food. Cyclists pedal along the bike paths that wind through the park's sparsely-forested landscape. The enormous statue of Mayor Manx has some graffiti sprayed on its bask, but overall the park named after him seems to be in generally good condition considering its disastrous grand opening in "The Giant Bacteria."

Chance and Jake skate around over near the statue. Their mood is generally gloomy.

CHANCE

Tough luck about that new Enforcer guy. What was his name?

JAKE

Taylor

CHANCE

Yeah, Taylor. I remember now. Poor guy. As if we needed any more reason to hate those nasty bugs...

He shudders, rubbing himself where he himself got bitten by Steven.

CHANCE

I really, really hate the Ci-Kat-A. I just wish we knew where they went.

Jake skates in a circle around Chance.

JAKE

(trying to sound optimistic)

Relax, buddy. Street's bound to surface again sometime soon. Whatever he and his bug-eyed crew have planned with that katalyst they took, we'll stop 'em. We just gotta wait for 'em to act. Until then, we can't just rush off trying to look for 'em because we don't have the slightest clue where to begin.

(smiles)

So just enjoy some time off for a change, will ya? Beautiful day, fresh air, lovely scenery...

He trails off, eyeing the Manx statue.

JAKE

(chuckles)

Well, mostly.

MURRAY

(offscreen)

Hey, guys!

Jake halts beside Chance and they watch as Burke and Murray come walking up. Both of them are carrying rollerskates. Chance grumbles. Jake urges his friend with a pat on the shoulder to be civil. Burke and Murray put on their rollerskates and prove to be surprisingly graceful skaters despite their odd proportions, bulk and general seeming clumsiness. Clearly enjoying themselves, the brothers make a point of showing off. Murray is wearing a Walkman, through which "The Nutcracker Suite" can be heard tinnily as he pirouts about. Chance shakes his head. Jake just chuckles.

MAYOR MANX'S long white limousine pulls into the park. One of the tinted black windows rolls down and Manx leans out, waving to an uncaring public, who mostly ignore him. The limo parks near the statue. The uniformed CHAUFFEUR gets out and goes to open the back door, but it flies out. The chauffeur jumps back as Manx gets out in his golfing clothes, nine iron in one hand, crumpled sheaf of speech notes in Callie Briggs' handwriting in the other.

MANX

(excited)

Come, Callie! I want to get this wretched speech over with so I make my tee time!

He runs off towards the statue. Callie Briggs, getting out after him, purse slung over her shoulder and briefcase in hand, sighs and exchanges tired looks with the chauffeur, who merely shakes his head and shuts the door. They watch Manx standing at the base of his statue beginning to deliver a speech about progress and low crime rates to no one in particular. Noticing Chance and Jake, Callie smiles and walks over. The chauffeur stays by the limo.

CALLIE

Well, if it isn't my two favorite auto mechanics.

JAKE

Hi, Callie.

CALLIE

Nice to see you two out and about. What's the occasion? Or is it just for fun?

JAKE

Yeah, that and, uh...

Chance skates past them.

CHANCE

We needed a break from mindsucking stupidity, but it followed us.

Callie glances at Burke and Murray.

JAKE

Ignore him. We made a date with them to come here and hang out, believe it or not...

CHANCE

The rollerskating Schlepper Brothers...

Callie turns back to Chance and Jake.

CALLIE

I see. Well, you know the old saying. You can't pick your friends, Chance.

At this, she looks over at the wildly gesticulating Manx, still droning on and being ignored by the park goers. Suddenly a MUGGER on skates shoots past and grabs Callie's purse.

CALLIE

Hey!

Chance and Jake immediately move to pursue him.

CHANCE

Don't you worry, Callie! We'll catch this guy!

Before they can move, Callie, gripping the handle of her briefcase tightly, turns and flings it after the retreating thief. It hits him in the small of his back, sending him sprawling. With a yelp, he crashes to the ground and the contents of Callie's purse scatter all over the cement. Burke, Murray and a few other bystanders all applaud.

BURKE

Nice shot!

MURRAY

He's gonna be feelin' that for a while!

A little numbly, Chance and Jake go and help Callie pick up the dropped items from her purse. She smiles.

CALLIE

Thanks, guys.

JAKE

Don't mention it. Say, that was pretty impressive, Callie.

CALLIE

Self-defense classes. The SWAT Kats can't be everywhere at once, after all.

Suddenly, the ground trembles. Everyone looks around in confusion. Birds fly screeching in a wild panic from the trees.

JAKE

It must be some kind of earthquake!

The ground splits open and the giant grub worms erupt into view, sending chunks of earth and concrete flying in all directions. They bellow angrily, emitting a gurgling hiss, drooling slime hideously from their probscises. Where it hits the ground, it steams and begins eating through it. People begin screaming and running away. Numbly, standing and watching openmouthed, Chance releases his hold on the terrified mugger, allowing him to skate away. He hurriedly disappears into the anonymity of the fleeing crowds.

MURRAY

(screams)

Yaaahhh! Let's get outta here!

Burke grabs him, slinging Murray onto his back, and begins skating away.

CHANCE

Aw, man, can't we just have one nice day without anything bad happening?

DRAMATIC SHOT of Grub #1 as it rears up, roaring, then lunges forward!

FADE OUT

END ACT II

ACT THREE

FADE IN:

Grub Worm #1 roars menacingly as the park goers flee in terror. Jake turns and looks at them.

JAKE

They've got the right idea! Come on, Callie!

He scoops an unresisting Callie into his arms.

Nearby, Manx screams as one of the worms (GRUB #2) slithers over towards him.

MANX

Godfrey!

He runs to the limo, nine iron in hand, speech papers flying everywhere. The chauffeur is already opening the front door and starting to get in. Manx opens the back, but before he can get in, Grub #2's path towards them takes it into direct contact with the statue. Bonk! It slams into it. Manx stands half in, half out of the car, watching in wide-eyed terror as the enormous stone version of himself with its smug grin comes falling down towards him. He and the chauffeur leap free as the statue lands on the limo, crushing it.

Grub #1 bellows and bends towards them, the spout-like proboscis widening a bit like a funnel, spraying a torrent of acidic slime! Screaming, they run in separate directions. The acid hits the ground where they'd just been a second ago, the puddle hissing and bubbling and eating down through the cement.

Chance, it turns out, has worn the Turbo Rollerblades again, having intended on cheating again in the rematch with Jake that isn't going to happen now. He activates the rocket boosters. Little jets of fire shoot out from his heels, propelling him forward. He grabs Manx by the arm. In motion, he hoists Manx onto his back. The terrified Mayor's gold cap flies off, and his toupee would've joined it, but Manx releases his precious golf club so that he can grab the flying hairpiece and hold it tightly to his head, always skilled at saving what little dignity he has in these kinds of situations.

The two shoot off just as another glut of acidic spit spewed forth by the monstrous worm hits the ground. The puddle hisses and bubbles and begins to melt through the concrete. Manx screams. The chauffeur runs away in another direction.

Nearby, Callie is being carried by Jake. Both of them notice the Turbo Rollerblades. Jake is simultaneously annoyed and relieved that his friend brought them, even though he sword he wouldn't. Callie is just confused. Why would Chance have rocket-powered rollerblades? There's more pressing things to worry about right now, though, like Grub #1, which is slithering determinedly after them. She clings as Jake skates around bushes, park benches and other obstacles, struggling desperately to put distance between themselves and their pursuer, which sprays a fire hose-like torrent of its greenish acidic glop, just missing them, splattering the ground with the hideous liquid.

Grub #1 reorients itself and spits another blast, which Jake just barely dodges. The slime splatters all over a bench, a hot dog vendor's cart and a sundial, causing them to hiss, bubble and pop, melting into puddles like heated candle wax. Running perpendicular to them, Chance notices their plight, and with a whoosh, he skates over, making a beeline for Grub #1, shouting a taunt at Grub #1 - the one chasing him and Manx - in the process.

CHANCE

Come on, ugly! Come and get me!

Grub #2 deoubles its efforts and starts undulating its bloated body faster in an effort to catch them. Grub #1 is oblivious to this, too focused on Jake and Callie. Chance shoots underneath its raised chin, momentarily confusing it, and then WHAM! Grub #2 smashes into its companion and both are sent reeling into the grass, smashing into a gazebo, splintering it into matchwood.

Safely out of their reach, Jake breathes a sigh of relief. Chance deactivates the rockets on the Turbo Rollerblades and skates normally alongside his friend, offering a sheepish grin. Jake just shakes his head. Upon reaching what they figure is a safe distance, the two set Callie and Manx down.

JAKE

You guys stay here! We'll go get help!

CALLIE

But--

Before she can finish, the two skate off, heading towards where they'd parked the tow truck, thankfully out of Callie and Manx's line of sight. They open the doors, and rummaging inside, pull two parcels from underneath the seats containing emergency SWAT Kat suits and Glovatrixes.

CHANCE

Good thing we packed these...

JAKE

Yeah, we've been caught with the Turbokat one time too many to take any riskes!

CHANCE

I wish we had the Turbokat!

JAKE

Beggars can't be choosers! Hurry and get dressed! Those worm things are slow, but Callie and Manx won't be safe where we left them for too long!

They take off their skates and strip to their underwear (briefs for Chance, boxers for Jake) and hurriedly don their SWAT Kats flight suits and masks, becoming T-Bone and Razor. They pull on a Glovatrix each.

T-BONE

Let's rid this park of these overgrown pests!

Rushing forward, he aims up at the third worm (GRUB #3) with his Glovatrix.

T-BONE

Launching Mini-Matchhead Missiles!

Fwoosh! The missile flies up and splats into the worm's ugly face. It shrieks in agony as its soft flesh is set alight, its entire head aflame. As its screaming rises in pitch and becomes unbearable, a wincing T-Bone readies his Glovatrix again.

T-BONE

Time to put this poor ugly thing outta its misery!

He aims at it.

So long, big guy! Launching Mini-Turboblades!

The Turboblades shoot out and sail true, hitting Grub #3's soft underbelly, piercing it easily. They pass through its thick body and erupt out of his back, neatly slicing the enormous monster into three sections. The middle section thud to the ground, lifeless, as does the head, the life draining out of its face, a mixture of greenish, bloodlike goo, acid and saliva drooling from the limp proboscis, a death rattle gurgling out, while the lower half continues twitching and flailing, spraying green slime in all directions, as though unaware the upper two portions it's been separated from had died.

T-Bone gives the dead monster a little salute.

T-BONE

Rest in pieces, pal!

EXT. ENFORCER HEADQUARTERS - DAY

The mushroom monster is still out front, surrounded by commandos. The assembled Enforcers are clearly nervous. The monster glares at them with narrowed eyes. Dr. Viper is nowhere to be seen. Hearing the rackety whir of rotor blades, the commandos look up. High above, the saw a squadron of choppers taking off from the elevated runway and flying away. While they are thus preoccupied, the mushroom monster turns and eyes the still open manhole he and Viper had used when they arrived. He inches toward it. Suddenly, a commando notices him.

COMMANDO #1

Hey!

The mushroom monster's eyes widen. Right as the Enforcers take aim with the laser rifles, he liquefies himself, collapsing into his sentient puddle form, and promptly oozes swiftly across the asphalt and into the manhole, disappearing from sight even as the startled commandos open fire. A few run to the open sewer and aim their guns in after him, but are stopped by their leader.

LEAD COMMANDO

Hold your fire! He's gone!

EXT. MANX MUNICIPAL PARK - DAY

Razor is fighting Grub #2. He readies his Glovatrix, aiming into its proboscis, which widens as it prepares to shower him in acid.

RAZOR

Launch Mini-Piranha Missile!

The missile shoots forth, the tip splitting off to reveal working serrated mandibles which open and close, making metallic "chomping" noises. The little projectile flies into the funneled opening of the proboscis and makes an unpleasant, somewhat obscenely cartoonish bulge as it travels right down the protruding appendage - and promptly gets stuck! There's a pitiful little whirring noise, signifying that upon becoming stuck, the Piranha's metal jaws have stopped working. Razor blinks.

RAZOR

Aw, crud...!

Grub #2's brows knit in fury and it shakes it head back and forth wildly in an attempt to dislodge the missile, then stops, glaring down at Razor. It rears back, throat bulging and swelling as it prepares to spit acid despite the blockage. Splorch! The acid hits the Piranha Missile inside the tube, and, although it does actually begin melting it, it isn't quick enough. Razor watches in disgusted horror as Grub #2's face bulges outward like a balloon and then pops, shooting torrents of corrosive glop every which way. Some it heads for him, but he deploys the expanding shield from his Glovatrix, using it to protect himself. The acid splats the shield, where it hisses and fizzles but doesn't melt it.

After a moment, Razor peaks over the top of the shield. He sees the headless body of Grub #2 lying on the ground a few feet away, surrounded by several bubbling puddles of acid. Smirking, he lowers the shield completely and it retracts back into its compartment in the Glovatrix.

RAZOR

Thank goodness for acid-proof shields!

T-BONE

Good job, buddy!

He looks at Grub #2, slithering its way across the park.

T-BONE.

Two down, one to--

He stops short as he hears a sickly, insectlike buzzing noise, and then he and Razor turned towards the big hole in the ground the three monsters erupted from. The five Ci-Kat-A drones and a trio of the winged Venus' flytrap-like abominations - the "Venus Trap Flies" - come flying out followed by the three converted convicts and Steven the guard... and the motorman and passengers from the subway train! They've all been bitten and turned into bug-eyed slaves like Steven and the cons!

RAZOR

Spoke too soon, buddy! Looks like our fan club is here for a visit!

The SWAT Kats and their foes clash! The two vigilantes focus primarily on the fully five transformed Ci-Kat-A drones, the five created from the MASA guards and released from captivity, because they're the ones whose bite can convert more kats - including them if they aren't careful! Steven, the cons and the people from the subway train haven't yet grown the mandibles necessary for biting and converting people.

T-Bone fires some Mini Tarpedoes from his Glovatrix, hitting Ci-Kat-A #2 in the face. He flies down awkwardly and lands, struggling to wipe the drippy black glop from his face.

RAZOR

(yelling)

Hi-yah!

Razor leaps in and kicks him in the stomach, knocking him down, where he lies on his back and flailed. A converted passenger from the train, a big CONSTRUCTION WORKER, swings a fist clumsily. He ducks and knees him in the stomach. This sends him careening into one of the fully-transformed drones.

A Venus Trap Fly (#1) swoops down at Razor and he ducks, allowing it to smack into the mustached Ci-Kat-A. Whirling, he fires a miniature "Plain Old Missile," which hits the winged insect-plant abomination, splattering it all over the drone. The mustached former guard wipes the bug guts off of himself and, with a hissing rasp, launches himself at Razor and tries to bite him. He and Razor roll around on the ground.

T-Bone is going hand to hand. He punches Steven in the face, then grabs his arm, flipping himself over backwards, sending the converted guard flying. Steven smacks into the Ci-Kat-A who has all the tar on his face, bowling him and Convict #3 over. T-Bone turns and finds himself attacked by the bug-eyed motorman, who grabs a park bench, lifting it with superhuman effort, muscles straining. Growling, he swings it at T-Bone. The burly SWAT Kat leaps back and is seized from behind by Ci-Kat-A #5, whose salivating mandibles prepare to sink into his neck.

T-Bone is inadvertently saved when the motorman, yelling, swings the bench again. Right as he does so, T-Bone falls to his hands and knees with the drone on his back. The bench smacks Ci-Kat-A #5 off of the SWAT Kat's back, and then T-Bone leaps up and swings one leg, sweeping the motorman's feet out from under him. The motorman drops the bench and hits the ground. T-Bone leaps onto him and brought his elbow down hard on his head, knocking him unconscious.

Whirling as Ci-Kat-A #5 gets up, he launches a Bola Missile, which handily ties the flailing kat-insect to the trunk of a nearby tree.

T-BONE

Ha! Gotcha! Stick around, ugly!

It's clear at this point that the vigilantes are using less-than-lethal attacks against all the enemies who are converted kats, including the five fully-transformed ones.

RAZOR

(offscreen)

T-Bone!

T-Bone turns and sees Razor struggling with the mustached Ci-Kat-A. Assuming a firing stance, he fires another Bola Missile, which snags the transformed kat, knocking him off of Razor. He flails around, tied up. Razor gets up and a single punch renders the bound Ci-Kat-A unconscious, then he and T-Bone high give each other.

RAZOR

Good teamwork!

More sickly buzzing, and Venus Trap Flies #2 and #3 swoop down at them. Suddenly, laser fire flies in from offscreen, shredding the insect-plant into lumpy, sticking glop, and the SWAT Kats turn to see a squadron of Enforcer choppers flying in. They begin saturating the park with smoke bombs to confuse the Ci-Kat-A and Venus Trap Flies, some of whom fall flailing to the ground,coughing and sputtering like bugs who'd been sprayed with insecticide.

T-BONE

Looks like the cavalry got here just in time for once!

He gives a thumbs up to the choppers as they go by overheard, he and Razor putting their oxygen masks on to breathe more easily in the smoke.

Nearby, Mayor Manx's chauffeur is racing headlong across the grass, Callie Briggs right behind him, while a huffing and puffing Manx brings up the rear, holding on to his toupee, sweat stains visible under the arms of his golf sweater. He's falling dangerously behind the other two. Grub #1 is doggedly pursuing them. One of the choppers hovers above and drops a rescue ladder. The chauffeur reaches it first and scrambles up, followed quickly by Callie. Halfway up, she turns and yells at the panting and sweating Manx.

CALLIE

Mayor, come on!

MANX

(wheezing)

I ca... n't... C-Callie, go on without me... I'm done for!

Spluttering like a deflating whoopee cushion, the exhausted Mayor falls down, grabbing one of the lower rungs. Callie reaches down and tries to pull him up by the arm, straining with the effort. Turning, Manx sees the Grub Worm #1 approaching, shrieks, and begins climbing so fast he almost overtakes Callie. To avoid being knocked off by his flailing, Callie is forced to release Manx's sleeve and climb up faster.

The chopper begins lifting higher now that Manx was on. Grub #1's acid-dripping mandibles grabbed the end of the dangling ladder, a few rungs below Manx's golf cleats. It yanks, attempting to jerk the entire chopper down from the sky. On the ladder, Callie, Manx and the chauffeur all scream as they were whipped around wildly, the chopper straining, its engine audibly whining with the effort. Inside, Commander Feral and an ENFORCER PILOT strain at the controls.

Suddenly the acid eats through the section of the ladder the worm is biting onto, and it snaps loose of its own accord. The three kats hold on as the chopper jerks free and climbs higher, avoiding a torrent of the corrosive liquid sprayed after it in impotent anger. Once the aircraft is steady, the chauffeur continues climbing and gets safely aboard, followed by Callie and finally a worn out Manx.

Feral swoops around, firing at the giant worm.

MANX

(terrified)

Feral, what are you doing?! Fly AWAY from that thing, not TOWARDS IT!

Feral ignores him and keeps firing. Grub #1 roars and sprays more acid at him. Feral yanks at the controls, dodging, causing the chopper to yaw and pitch uncontrollably. Callie and the chauffeur cry out as they're to one side. They steady themselves with one hand on the wall. Manx, yelping, grabs at the back of Feral's seat.

MANX

(screaming)

Feral, fly this thing steady!"

FERAL

Mr. Mayor, I'd appreciate it if you were QUIET while I'm trying to save us all!

Feral continues wrestling with the controls.

CALLIE

Thank goodness you got here, Commander!

FERAL

Don't worry, Ms. Briggs! The Enforcers can take care of that hideous monster!

He lowers his targeting visor, getting the grub in his sights. He fores, sending a missile which hits Grub Worm #1 dead center, exploding it violently into thick mushy goo. Some of it splatters the windshield. Feral rights the aircraft, steadying it, and Manx's eyes roll back into his head at the sight of all the viscera oozing down the windshield. His chauffeur, sensing he is about to faint, moves to catch him.

CHAUFFEUR

It's okay, sir! I've got you! Fall into my arms!

Manx is too heavy and slips right through his arms and thuds onto the floor. Thunk!

CHAUFFEUR

Oh dear...

Another Enforcer chopper, flown by King, lands near the SWAT Kats. Felina Feral gets out wearing a full body hazmat suit, accompanied by a group of similarly-dressed commandos. We can't really tell who they are through the tinted visors of their hoods except for Felina. Although some of the Enforcers are armed with standard laser rifles, a majority, including Felina, are wielding unusual weapons - single shot gas-propelled dart guns. They run up and take positions on either side of the SWAT Kats, loaded their weapons with feathered darts filled with a kind of green liquid.

T-BONE

What's that stuff, Lieutenant?

FELINA

(voice filtered slightly)

Watch and see!

Snapping the dart compartment of her weapon shut with a click, Felina takes aim at one of the onrushing converted kats - Convict #2 to be exact. With a soft hiss of expelled gas, she fires a dart of the green liquid, which sticks into the con's chest. He is flung back. With a yell of pain, he flops around on the ground, eyes squeezed shut, and T-Bone and Razor watch in amazement as he reverts to normal. His wriggling ceases, and, with a gasp, he opens his eyes to reveal that they are normal again. His conversion has been reversed by whatever it was Felina Feral just injected into him.

Steven gets up and rushes at them along with two passengers from the train, a BUSINESSMAN in a suit and tie and a heavset MIDDLE-AGED WOMAN.

FELINA

Look out!

Beside her, three of the suited Enforcers whirl and fire. The darts hit all three converted kats in the neck. They pluck them out, but then fall to the ground, writhing in agony, and the SWAT Kats watch as the three kats' green compound eyes slowly transform back into ordinary kat ones. Rising, the three look extraordinarily confused. Enforcers who aren't in hazmat suits quicky overtake them as well as Convict #2, putting blankets around their shoulders and escorting them to a waiting chopper to be evacuated.

RAZOR

I don't believe it! You found a way to reverse the effects of the bite!

One of the suited Enforcers turns and inclines his hooded head slightly in a nod.

HAZMAT ENFORCER #1

(voice slightly filtered)

Luckily for me...

His voice sounds familiar. He turns towards Ci-Kat-A #5, the one tied to the tree.

HAZMAT ENFORCER

Let's see if it'll work on these guys.

Snarling, Ci-Kat-A #5 flexes his sticklike arms with surprising strength and snaps the bonds of the Bola Missile, hopping down, rushing at the group. Slipping a dart into the chamber of his weapon, Hazmat Enforcer #1 snaps it shut and fires. The dart embeds itself into the Ci-Kat-A's segmented underbelly. He backs up, emitting a shriek of pain. The sound of crunching bones and squishing organs fills the air as everyone watches with bated breath to see if the cure really can reverse the condition of one so far gone as this drone.

To their astonishment, the Ci-Kat-A begins to slowly and painfully transform back into an ordinary kat. His wings and segmented body parts disappear, thin arms and legs thickening, becoming more muscular, antennae receding into his forehead, mouth slowly changing shape, voice becoming less and less monstrous until it becomes an ordinary feline moan, and then the now perfectly normal, naked MASA guard falls to his hands and knees, head bowed, shaking and panting. We recognize him as one of the two attacked and bitten while eating coffee and donuts.

RAZOR

It's a miracle!

The naked guard slowly raises his head, blinking.

MASA GUARD #2

(moans)

Ahh... Wh-where am I?

FELINA

Safe.

She motions, and her commandos drape a blanket over the naked kat, who is then led to the chopper.

Grimly, she turns and fires a dart into the mustached Ci-Kat-A with the same results. She smiles as he reverts back into his original self, the MASA guard who'd been stationed outside the space center's nuclear reactor. He is naked and looks extremely confused about where he is and what happened to him. More Enforcers swoop him and drape a blanket around him.

Throughout the park, teams of Enforcers are exiting from their choppers and using the dart guns to shoot the remaining convicts, drones and the motorman and passengers from the subway train. The Ci-Kat-A army is soon whittled down to nothing as every single converted kat is restored to normal. As for the Venus Trap Flies, they're dealt with using regular firearms, blasted apart with well-aimed laser shots.

Feral's chopper circles and lands near where the SWAT Kats, Felina and one of the hazmat-suited Enforcers are standing. The engines cuts off and the rotor blades wind down. Callie hops out and runs to where the SWAT Kats are, embracing them.

CALLIE

Boy am I glad that's over!

RAZOR

Something tells me that wasn't the end of it. Where's Street?

He goes to the big hole the insect army came out of, peering down. There's nothing but blackness. Callie gently touches his arm.

CALLIE

I'm glad you guys showed up when you did,

T-Bone grins and slaps Felina on the back as the two observed the now once again normal kats being tended to. Everyone seems to be okay. Sighing, Felina removes the hood of her hazmat suit.

T-BONE

How'd your Enforcer lab boys manage this, Lieutenant?

HAZMAT ENFORCER #1

I can answer that...

He takes off his hood to reveal Gray Taylor, returned to normal! T-Bone and Razor exchange glances.

The screen WAVES a bit as we ENTER A BRIEF FLASHBACK:

INT. ENFORCER HEADQUARTERS - BIO-TECH LAB

We see the converted Gray Taylor in the big cage in the Enforcers' lab, gripping the bars and glaring balefully out at Dr. Konway and several lab-coated ENFORCER SCIENTISTS who look in at him. Konway has his hands stuffed into the pockets of his lab coat and SCIENTIST #1 is holding a vial of greenish liquid, the same as what the Enforcers just got done injecting all the Ci-Kat-A. He and Konway look at it uncertainly.

TAYLOR

(V.O.)

We had some help from an... unlikely source.

Dr. Viper enters from offscreen, handcuffed and guarded by a pair of commandos. Cut to:

Taylor strapped to a gurney with one sleeve rolled up, conscious and straining angrily at his bonds. Viper is standing back, still cuffed and under guard, as Konway and attendant scientists in bite-proof hazmat suits stand around the restrained rookie. Using a syringe, Konway draws a small amount of the green liquid from the vial.

TAYLOR

(V.O.)

Dr. Viper had made himself immune to the Ci-Kat-A's bite when he teamed up with Dr. Street. He showed up at Enforcer Headquarters out of the blue, offering to let our scientists at the bio-tech lab engineer a cure from his blood...

Konway inserts the needle into Taylor's arm and pushes the plunger in. The rookie thrashes, squeezing his eyes shut as the scientists all back away. Finally, Taylor's struggling dies down, and when he opens his eyes again, they're normal.

TAYLOR

(V.O.)

I was saved!

Konway and his colleagues look astonished. Behind them, Viper simply smirks smugly.

The screen WAVES again and we CUT BACK TO:

EXT. MANX MUNICIPAL PARK - DAY

The SWAT Kats are flabbergasted.

T-BONE

Dr. Viper? But why would he wanna help the Enforcers...?

Taylor looks at Felina, who then looks over as her uncle gets out of his chopper and strides over. Behind him, we can see the chauffeur using his hat to fan the unconscious Manx still lying on the floor of the aircraft interior.

FERAL

Because Street has something up what used to be his sleeve that threatens everyone in Megakat City... including him. As of "the enemy of my enemy is my friend."

Hearing another chopper approaching, they turn and watched it land. The door slides open, disgorging a thoroughly enraged Dr. Viper in handcuffs and his attendant commandos guarding him with laser rifles. Viper's tail lashes.

VIPER

You foolsss! I told you, thisss was only a dissstraction!

Feral turns towards him, glowering, but it is Felina who points an accusing finger at the handcuffed mutant.

FELINA

Distraction or not, we weren't about to just let the park get attacked, slimeball!

(turning back to the SWAT Kats)

Now all we have to do is stop Street.

VIPER

That'sss what you should've been doing already! You have to ssstop Sssstreet before he ruins everything!

T-BONE

Wha--? Stop Street? What's goin' on?

VIPER

He'sss going to attack the Megakat Nuclear Plant! The fate of all of Megakat City is at ssstake!

EXT. SKYCOR TOWERS - DAY

A large highrise apartment building. Push in on one of the upper windows.

INT. SKYCOR TOWERS - ANN'S APARTMENT

Ann Gora is in her apartment. It's one of the smaller ones, cheaply furnished, suggesting Ann is living above her means. It does, however, have a nice view of the city skyline. Ann is standing at the window as she sips a cup of hot tea, admiring the view and trying to relax. With her mug of tea, she goes and sits on the sofa, kicking off her high heels. She sighs.

Flexing her toes, Ann leans forward and puts the mug on the low coffee table in front of her, removing her necklace and her earrings, placing them into a small ashtray on the table. She doesn't smoke. The ashtray was her father's and she's kept it for the purpose of holding various little odds and ends like spare change, keys and jewelry. Undoing the top few buttons of her shirt, she starts removing her blazer when she becomes aware of a buzzing noise from outside and turns, jacket half on and half off, to look out the window. She doesn't see anything.

Suddenly the phone rings. Ann just about jumps out of her skin! Sighing, she calms down and finishes taking the jacket off and tosses it into an armchair and goes to the phone.

EXT. SKYCOR TOWERS - DAY

Dr. Harley Street and Murdoch fly towards the building. The stoppered flask of the chemical whose main ingredient is Super-Katalyst 666 is in Street's hand.

STREET

Zzzomething'zzz wrong...

MURDOCH

What izzz it?

STREET

I can no longer zzzenzzze our brotherzzz and zzzizzterzzz...

Murdoch's brows knit in consternation.

STREET

It zzzstarted with Taylor... Not even half an hour later, one by one, the otherzzz followed zzzuit. I can't tell if they were killed... or worzzze... cured...

MURDOCH

Viper! That zzzlippery zzznake made himzzzelf immune to our venom... perhapzzz he went to the Enforcerzzz...

STREET

Yezzz. My thoughtzzz exzzzactly. We should've have let him go.

He narrows his eyes as they draw nearer to the building.

STREET

But that'zzz all in the pazzzt. The firzzzt step of our TRUE goal awaitzzz uzzz!

Murdoch brightens. Street's multi-faceted eyes scan every window until he spots Ann Gora. We see her talking on the phone from his distorted P.O.V., thousands of Ann Goras (like The Fly).

STREET

And now, my future queen, it'zzz time I paid you a vizzzit...

INT. SKYCOR TOWERS - ANN'S APARTMENT

Ann is on the phone with her EDITOR.

EDITOR

(on the phone)

There's been an attack by the Ci-Kat-A at Manx Park! You'd better get down here!

ANN

(wearily)

An attack on the park...?

(sighs)

So much for not thinking about Dr. Street anymore today.

EDITOR

(on the phone)

What was that, Annie...?

ANN

Nothing. Sure, I can get down there right away... I'll need a temp cameraman. Jonny's still at the hospital with that bump on his head.

EDITOR

(on the phone)

No problem.

(beat)

Hold on a second...

We hear indistinct talking on his end. Ann turns and looks out the window, gasping as she sees Dr. Harley Street and Murdoch approaching! We hear the editor frantically yelling at her through the phone.

EDITOR

(on the phone)

Ann! There's an Enforcer here in my office! He says you're--

ANN

In grave danger!

EDITOR

(on the phone)

There's help on the way, but you'd better get outta there right now! Hurry!

ANN

Crud!

She screams as the glass shatters, dropping the phone. We can still hear her editor's voice, frantic.

EDITOR

(on the phone)

Ann? Annie! What's wrong? Are you out? Are you safe!

The buzzing alien scientist lands, the converted convict behind him, and they approach Ann as she struggles to find her voice.

STREET

(like a gentleman caller)

I've come for you, my dearezzzt!.

Ann eyes the phone. Stepping forward, Street grabs it with his free hand, crushing it, silencing the frantic pleas of Ann's editor, tossing it away. Street wags one clawed finger at her.

STREET

(chiding)

Now, now, Mizzz Gora, none of that. We don't want anyone to zzzpoil the mood!

(to Murdoch)

Guard the door.

Murdoch nods. Street gives him the flask. He buzzes and goes and stands by the front door as commanded. Street gently takes Ann's arms by the wrists. She's petrified, shaking. She wonders if he's going to bite her and feels a sob hitching in her throat at the prospect of ending up like her unwelcome guests. Street is oblivious to her terror.

STREET

Yezzz, think of it, Ann! The zzztory of a lifetime!

He makes no move to sink his mandibles into her. Composing herself and steeling her nerves, Ann decides to change tactics. Stall for time. Slipping into professional mode despite her fear, she begins to question the former scientist.

ANN

The story of a lifetime? Well, Doctor, you do owe me a story from a year ago...

(voice cracking slightly)

...r-remember that that night in the Megakat Desert?

(recovering)

You invited me to MASA for the full story about the Kat Sat 1... b-before...

STREET

True. But that zzztory you already know. The Zzzi-Kat-A queen rode in her larval zzztate aboard the zzzatellite and with her bite she changed my life forever. Thizzz one izzz new. The tale of how I zzzurvived my encounter with thozzze meddling vigilante ZZZWAT Katzzz.

Despite herself, Ann is interested.

ANN

Everyone did wonder what had happened to you. Except for you, all the surviving kats bitten by the Ci-Kat-A had been accounted for. But your fate... well... until now, I guess everyone assumed you'd been killed in the fall.

STREET

And I almozzzt wazzz!

The screen WAVES as we ENTER ANOTHER FLASHBACK:

INT. MEGAKAT TOWER - PENTHOUSE

An unscarred Dr. Street, more fully clothed with just the sleeves of his lab coat torn off, is chasing after Callie Briggs in the egg-filled penthouse of the Megakat Tower, transformed into the new nest for the Ci-Kat-A queen.

STREET

(V.O.)

I was in the queen'zzz new nezzzt, about to bring Deputy Mayor Briggzzz over to our zzzide...

The flashback Street pins Callie to the floor. She hits him with her briefcase, but he recovers and smacks it away, grabbing her neck with both hands, forcibly tilting her head up and back, exposing her tender throat.

FLASHBACK STREET

I want you on our zzzide! One bit and you will be!

STREET

(V.O.)

...when zzzuddenly...

FLASHBACK RAZOR

(offscreen)

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!

STREET

(V.O.)

I plummeted, zzzcreaming..

Flashback Street does just that, tumbling uncontrollably down and down towards the street far below.

STREET

(V.O.)

I tried to fly, but I couldn't control my momentum, and zzzo I fell. Three-hundred forzzzaken zzztoriezzz. I fell and fell, flailing, zzztruggling to rip the ZZZWAT Katzzz' accurzzzed mizzzile off of my fazzze, until at lazzzt...

He hits the pavement hard and lies there unmoving. The broken apart Octopus Missile lies beside him.

STREET

(V.O.)

I'd managed to tear the missile off... leaving me with these ugly entrenched scars on his face.

Street stirs, rolling onto his side, holding his gouged face in both hands. He takes his hands away from his face and looks up.

STREET

(V.O.)

I was dazed and lay on my back, watching as the Enforcers set fire to the penthouse, and with it the eggs!

From Street's P.O.V., we see the Enforcer choppers torching the penthouse with their flamethrowers. Smoke billows into the sky. The Turbokat roars past, pursued by the enraged queen.

STREET

(V.O.)

As I watched my kind's hope for the future literally go up in flames, I managed to summon the strength to crawl to a nearby manhole.

Weakly, the broken and battered Ci-Kat-A crawls to the manhole, lifting the cover up.

INT. SEWER

A single shaft of light shines down into the fetid-looking darkness of the sewer. Street all but falls in, splashing down into the filthy water. He picks himself up and limps along down the tunnel.

STREET

(V.O.)

I don't know how long I wandered the sewers beneath the city, but eventually I found... him.

Street stops short as he encounters Dr. Viper standing ankle-deep in the water, half in shadow, luminous eyes glowing. Viper seems just as surprised to see Street as Street is to see him.

STREET

(V.O.)

Dr. Viper.

The two speak, although we don't hear what they're saying. We gather from pantomime that Viper, gesturing, is making some kind of offer to Dr. Street. After a moment, Street nods. Viper puts an arm around the insectoid scientist and begins helping him limp down the sewer tunnel.

STREET

(V.O.)

He offered to help me, and I accepted, perhaps against my better judgment.

CUT TO:

EXT. MEGAKAT SWAMP - DAY

Viper, his arm around Street, guides the injured alien scientist through the swamp towards...

STREET

(V.O.)

We returned to his lair in the Dead Forest, at the heart of Megakat Swamp...

...the unmistakable outline of all the twisted, gnarled gargantuan trees comprising the Dead Forest.

EXT. THE DEAD FOREST - DAY

The two approach Viper's huge tree lair looming menacingly above them.

STREET

(V.O.)

...to begin plotting our takeover of Megakat City.

The screen WAVES as we RETURN TO THE PRESENT:

INT. SKYCOR TOWERS - ANN'S APARTMENT

Ann stands listening as Dr. Street finishes his story, holding her by the wrists. Murdoch is still guarding the door.

STREET

Of course, our partnership couldn't last forever. His dreams of conquest were pitiful compared to my own.

(glances at Murdoch by the door)

To OUR own.

ANN

Wh-what do you want with me?!

STREET

(mockingly apologetic)

How forgetful of me! I got so caught up in explaining the past that I forgot to explain the future. You see, Ms. Gora, we Ci-Kat-A can reproduce in one of two ways. The way I was created, and the way I made my friend Murdoch here, or the "natural" way, through the offspring of a queen!

Ann eyes Street's salivating mandibles.

ANN

(fearfully)

B-But what has that got to do with...

(the horror washes over her)

Oh no! You can't mean--

STREET

(excitedly)

Oh, but I do!

Street gives her wrists something like an affectionate squeeze.

STREET

I can think of no she-kat I wish to make my queen more than you!

ANN

(struggling to reason with him)

But, but it still won't be entirely natural... even if you bite me and turn me, it still won't be the same as the original queen!

Street winches and looks melancholy all of a sudden.

STREET

(sadly)

True, but it'll be good enough. And good enough is all we Ci-Kat-A have left.

Ann frowns, pitying Street despite her fear and horror. She jerks her wrists free from his grasp and backs away from him, but he moves forward and scoops her into his arms like a groom about to carry his bride across the threshold. She kicks and struggles as he carries her to the broken window. Ann stops struggling, lest she get dropped accidentally. Street flaps his wings.

STREET

(to Murdoch)

Come, it's best we be off before--

Street is interrupted mid-sentence by approaching sirens and the roar of jet engines.

EXT. SKYCOR TOWERS - DAY

Below, Ann sees some Enforcer sedans driving up. The Turbokat approaches from the distance as well.

INT. SKYCOR TOWERS - ANN'S APARTMENT

Ann smiles.

ANN

The Enforcers and the SWAT Kats!

EXT. SKYCOR TOWERS - DAY

The jet circles the building. Down below, the Enforcer sedans stop and Sgt. Talon and several commandos get out and ran inside.

STREET

(offscreen)

Too late!

INT. SKYCOR TOWERS - ANN'S APARTMENT

Street's compound eyes narrow in annoyance.

STREET

(desperately enraged)

Well, those meddling Earth pests won't interfere with my plans! Not again!

With Ann in his arms, Street flies out of the apartment window. Murdoch follows with the flask in hand. There's banging on the door.

TALON

(through the door)

Enforcers! Open up!

Murdoch flies out the broken window after Street just as the door is kicked in and Talon and his men rush in with laser guns up. They go to the window, watching the Ci-Kat-A escaping with their prisoner.

TALON

We're too late!

His hand goes for the walkie-talkie clipped to his belt. Whoosh! The Turbokat flies past the window, in hot pursuit of the Ci-Kat-A.

TALON

Guess it's up to the SWAT Kats.

Nevertheless, he unclips the radio from his belt and speaks into it.

TALON

This is Sergeant Talon at Skycor Towers! Get me Commander Feral immediately! Street has Ann Gora and he's headed in the direction of Megakat Nuclear Plant!

EXT. SKYCOR TOWERS - DAY

In the approaching Turbokat, T-Bone and Razor have armed themselves with the Enforcers' gas-propelled dart guns. They flex their fingers in the Glovatrixes, itching for a throwdown.

T-BONE

Time to end this bug problem once and for all!

Razor looks at the two feathered syringe-like darts filled with the antidote.

RAZOR

I hope two syringes of this stuff will be enough.

T-Bone smirks over his shoulder at his friend.

T-BONE

(confident)

It'll be enough. Especially for you, Sureshot.

He turns back around and his expression turns grim. He sees the Ci-Kat-A and their prisoner up ahead.

T-BONE

There's Dr. Bug-Eyes dead ahead. And he's got Ann Gora. I better just follow 'em for now. There's no way we can hit him without risking Ann Gora.

Razor nods.

RAZOR

It Street turns back to normal in midair, they'll both fall to their deaths!

Flying a little ways ahead, Street glances back at their pursuers and shrieks.

STREET

Take care of them!

Murdoch turns and flies at the Turbokat. T-Bone and Razor jerk back in their seats in reflex as he zooms over the cockpit, getting around behind the jet. His mouth undergoes the next stage of the Ci-Kat-A's transformation; pointed mandibles emerge from the corners of his mouth and he makes a sound in his throat like someone trying to cough up a load of phlegm, vomiting sticky yellow slime onto the back of the Turbokat, clogging up in the engines. T-Bone growls and tries to maintain control as the aircraft stalls and begins to plummet.

T-BONE

Aw, man, not this sticky crud again! I'm gonna have to fly back to the hangar and--

RAZOR

No time, T-Bone! Remember, Viper said Street's next stop is the nuclear power plant!

T-BONE

(grumbling)

Right. Time and essence and all that. Fine, I'll set 'er down on that rooftop! Hang on!

The Turbokat swoops down and lands on the roof of the Skycor building.

Issuing forth a hissing chuckle, Murdoch turns and flies off after Street, clutching the flask in his hand.

On the roof, the canopy opens and the two SWAT Kats get out, both wearing their Delta Bak Paks. Activating their jetpack function, they fly off in pursuit of the villains.

INT. SKYCOR TOWERS - ANN'S APARTMENT

Sgt. Talon continues speaking into his walkie-talkie.

TALON

Inform Commander Feral that Street is on his way with Ann Gora and the SWAT Kats are in hot pursuit, but without their jet. Street's accomplice clogged their intakes with that sticky yellow slime these things puke up.

ENFORCER DISPATCHER

(through the radio)

Roger that.

Talon lowers the walkie-talkie from his mouth, watching the tiny figures recede into the distance.

EXT. MEGAKAT NUCLEAR PLANT - EVENING

Night has begun to fall. A cordon of Enforcer Peacekeeper Tanks and Howitzers and armed commandos - led by a brawny ENFORCER SERGEANT - has been set up to defend the facility from attack. They're supported by SECURITY GUARDS in their Jeeps marked with the radiation symbol emblem of the plant. Three Enforcer choppers sit ready and waiting to take to the air. Commander Feral sticks out of the turret of the lead tank, looking so much like he belongs in it that he may as well be attached to it at the waist, glowering. Off to one side waits Felina and the handcuffed Dr. Viper, who is being guarded by three commandos.

All is deathly quiet except for the idling engines of the vehicles and the waves of Megakat Bay lapping at the shore.

And some murmuring among the commandos.

COMMANDO #1

(doubtfully)

Isn't this a little much to defend against one bug-eyed MASA doctor...?

COMMANDO #2

No way, man. The more firepower we've got, the better. I was part of the hazmat team that went in and mopped up at the Space Center. You didn't see what I saw.

He shudders.

Commander Feral looks down at them from his tank.

FERAL

Cut the chatter, you two. Focus on your duties.

They shut up. Feral turns and looks down at the cuffed Viper.

FERAL

Well, Snakeface? Where is he? I thought you said the nuclear plant was his primary target.

Viper shifts restlessly in his cuffs. The commandos guarding him look scared to death.

VIPER

He'll come, believe me, Commander. Dr. Ssstreet is a kat after my own heart. Onccce he has sssomething ssset in his mind... nothing will ssstop him.

Feral raises one eyebrow. Suddenly...

FERAL

Wait a moment!

He holds up one hand for silence. There's a distant buzzing sound. In the distance, we see two approaching figures. The Enforcer sergeant (Sergeant #2) walks over and hands a pair of binoculars up to Feral, who grabs them and looks through them.

FERAL

There they are!

VIPER

(seeking validation)

I told you!

Felina

Shut up!

She turns to the three commandos guarding him.

FELINA

Get him out of here! Take him back to Enforcer Headquarters and lock him up.

She waits for a dissenting countermand from her uncle, but he's too busy looking through a pair of binoculars Sergeant #2 had handed him. Nodding, two of the commandos grab a strangely unresisting Viper and drag him to one of the waiting choppers. The third follows with his rifle at the ready. The four get in. King is in the pilot's seat. The rotor blades fire up and the chopper lifts off.

FERAL

All tanks prepare to fire.

Sergeant #2 addresses the commandos acting in support of the armored vehicles.

SERGEANT #2

Prepare to open fire!

(smug)

We'll blast those bugs out of the sky.

FERAL

(suddenly)

Wait! Hold your fire!

The other Enforcers tense. From Feral's P.O.V. through his binoculars, we see Street carrying Ann Gora and Murdoch flying alongside, the flask in his hand. Feral lowers the binoculars and growls angrily.

FERAL

They have a hostage. It's Ann Gora!

There is murmuring among the commandos.

Fast approaching are the two Ci-Kat-A and their prisoner. Street is as giddy as he's capable of being, cradling Ann in his arms with infinite care. They hear the whup-whup-whup of whirling rotor blades and King's chopper, carrying Dr. Viper, flies past. He and Street eye one another through the open side door of the chopper in the split second they're beside one another before the aircraft moves past.

MURDOCH

Viper.

STREET

He izzz meaninglezzz. Our final objective liezzz before uzzz. Keep your mind on your buzzzinezzz, my friend.

Murdoch nods. Ann squirms in Street's grasp and he tightens a grip a little.

STREET

Don't zzztruggle too much, Mizzz Gora. I wouldn't want to drop you. It'zzz a long way down.

Gulping, Ann looks down.

In the departing chopper, one of the commandos (Commando #3) raises his rifle and prepares to fire at Street and Murdoch before one of his comrades (Commando #4) pushes the barrel of his gun down, pointing at Ann. Commando #3 glowers in angry disappointment. They hear jet engines and T-Bone and Razor fly past on their jetpacks. Commando #4 points.

COMMANDO #4

Hey, look! It's the SWAT Kats!

Viper just smirks smugly and steeples his fingers. Despite nothing seemingly going his way, he is bizarrely content and compliant with his captors, and quite relaxed. The chopper flies on to Enforcer Headquarters without incident.

RAZOR

Come on, T-Bone! Punch it! You're flyin' like an old lady!

T-BONE

(smirks)

My impulsive personality rubbin' off on you, buddy? Take it easy. I'm followin' at a safe distance.

Razor smirks and nods, understanding.

RAZOR

Let's just hope Street hasn't bitten Ann Gora yet...

He spares the Enforcer chopper carrying Viper a glance as it flies past and then looks at the air rifle in his hands.

RAZOR

...with only two doses of this stuff left, if he does, somebody's gonna have to go on bein' a Ci-Kat-A. At least for a little while longer.

T-BONE

Yeah, well, Street's got my vote if that happens.

RAZOR

Easy, T-Bone, it isn't his fault. It's none of their faults.

T-BONE

(sighs)

I know.

(steeling himself up)

Okay, ready to enact the plan?

RAZOR

You bet.

The air gun in hand, he zooms forward. As the Ci-Kat-A approach the nuclear power plant, they hesitate a bit, slowing, at seeing the cordon of defending Enforcers.

MURDOCH

Nothing'zzz happening. They're not firing at uzzz.

STREET

(realizing)

It'zzz becauzzze we have our future queen here. They won't fire azzz long azzz she remainzzz a normal kat. That'zzz why I haven't bitten her yet.

He looks down at Ann.

STREET

That'zzz going to happen onzzze we get inzzzide. Onzzze I breach the reactor and turn thizzz entire zzzity into food for your the brood you'll bear me, my queen.

ANN

I'd rather die!

She squirms more fitfully, kicking him, and he drops her.

STREET

Noooooooo!

ANN

Aaahhhhhh!

She falls. A suddenly terrified Street dives down after her, an equally worried Murdoch following. Suddenly T-Bone whooshes by between them. Street stops and hovers in midair in surprise. Murdoch slams into him. The flask jostles, the liquid inside sloshing.

STREET

(enraged)

Clumzzzy fool! Give me that!

He grabs the flask from a chastened Murdoch. Below them, T-Bone swoops down and scoops Ann up in his arms, saving her.

T-BONE

Gotcha!

ANN

Oh, phew, thanks!

Looking through his binoculars, Feral sees that Ann isn't in Street's grasp anymore.

FERAL

Ann Gora isn't in danger anymore.

He turns to Felina and their men.

FERAL

Open fire! Blast them out of the sky!

Hovering in the air with buzzing wings, Street is seething with broiling rage.

STREET

Our queen! Thozzze ZzzzWAT Katzzz have interfered in my planzzz for the lazzzt time.

He looks at chemical inside the flask. Time to use it. Suddenly the air around him and Murdoch begins exploding. Lasers whiz past. The two Ci-Kat-A cry out in surprise. Street clutches the flask with both hands like his life depends on it.

STREET

(to Murdoch)

Get the queen. I'll ensure thezzze puny Enforcerzzz will no longer bother uzzz and clear the way. Go.

Murdoch nods and dives down after T-Bone and Ann, dodging the explosions and lasers. T-Bone, looking over his shoulder, sees their pursuer, and, then, closing on Murdoch from behind, Razor. He grins but Murdoch doesn't notice, too focused on closing the distance between himself and the SWAT Kat with his future queen, arms outstretched, claws grasping, close to grabbing T-Bone's ankles. Clutching Ann to his chest, T-Bone flies down closer to the ground, Murdoch following close behind. They're only a few feet above the ground now. Behind them, Razor loads the first of the last two doses of the antidote into the gun, snapping the chamber shut, squinting down the barrel, lining his shot up.

RAZOR

(yelling)

Hey, bugface!

MURDOCH

Huh?

He turns and looks up. Razor fires. Pffft! The dart flies out and sticks into the transformed con's neck. Murdoch gasps and plucks the dart out, but it's too late. Already he's reverting back into a normal kat. His wings shrivel and fall off. His Ci-Kat-A mandibles retract into his mouth and disappear. His eyes squeeze shut, then open. They're normal again. They roll in their sockets in confusion. He's still airborne, flying forward of his own momentum. But because T-Bone led him down close to the ground, he suffers nothing worse than a few bumps and bruises as he slams into the concrete, tumbles and comes to a stop lying sprawled on his back, alive but unconscious. Whilst dodging lasers and explosions, Street observes the loss of his final ally with surprise and anger.

RAZOR

Bingo!

T-Bone lands beside Murdoch, setting Ann sagely aside. He kneels and checks the con's pulse, giving Razor a thumb's up.

T-BONE

He's okay, buddy.

RAZOR

Good. One down...

He loads the final dart into the gun, then turns and looks at Street nearby, doing his best to dodge everything the Enforcers are throwing at him.

RAZOR

...one to go.

He aims and fires. But Street is ready. He dodges! With his free hand, he grabs the dart out of the air and flings it contemptuously to the ground. It breaks, spilling the precious antidote everywhere.

STREET

Nizzze try, ZzzWAT Kat! But I am not zzzo eazzzy to take by zzzurprizzze.

He flies down and lands amidst the explosions.

Watching through his binoculars, Feral holds up a hand.

FERAL

Cease fire. Something's happening.

Felina looks through her binoculars too. From her P.O.V., we watch Street approaching the group. Then we switch to normal viewer P.O.V. as Street, flask in hand, stopping about twenty feet from the SWAT Kats, Ann and the unconscious Murdoch. He holds out his free hand. Something is coming over him. He looks and sounds sad. Alone.

STREET

(pleading)

Mizzz Gora... Ann... come with me. Pleazzze. Be my queen.

Ann hesitates.

STREET

One bite and you will underzzzstand. One bite and together we can make an entire new race of children to feed on the irradiated remainzzz of thizzz pitiful Earth zzzity.

ANN

But the people...

She looks down at Murdoch, then at the SWAT Kats.

ANN

...everyone will die of radiation poisoning!

Street shakes his head.

STREET

No! No, they won't! Not if we turn them! Then they'll thrive in the new radioactive environment! There will be peace! No more wars, no more--

RAZOR

No more free thought or choice.

Street eyes him with annoyance. Razor narrows his eyes at him.

RAZOR

Face it, Street. The ends don't always justify the means. The Ci-Kat-A way is not the right way.

ANN

(pleading now, herself)

Dr. Street... Harley... you're sick. Your thoughts aren't your own. Turn yourself in to the Enforcers. You've seen that they can cure people who've been bitten by the Ci-Kat-A!

She points at Murdoch, still lying out cold on the ground.

T-BONE

(chipping in)

Yeah, c'mon, Doc. Come with us and we'll get you to the Enforcers. They can make more of the cure and you'll be your old self again.

ANN

Please, Harley. Please.

For a brief moment, Street seems to consider it, and something glimmers in his compound eyes... but then he rejects it. The SWAT Kats both observe his change in body language and realize things are about to turn violent again, tensing, as Street pulls the stopper from the flask he's holding. Razor drops the air gun and starts to raise his Glovatrix.

RAZOR

Looks like we're doin' it the hard way...

STREET

If I can't have a new queen...

Before Razor can fully raise his arm to fire, Street upends the flask, dumping the contents on himself. It splashes down over his body.

STREET

...then I shall be the Ci-Kat-A king!

RAZOR

Oh boy...

T-BONE

What was that stuff?

RAZOR

I dunno, but I got a feeling this just got a whole lot worse...

Street's body shudders, his skin bubbling, expanding to tumorous proportions, ripping out of what little remains of his torn and ragged clothing, Callie's communicator clattering to the pavement and spinning off, his brown fur darkening, turning black, his features and limbs distorting and then... disappearing. As the SWAT Kats and Ann back up cautiously, they realize Street is transmogrifying into a huge, thick, black, slimy cocoon!

T-BONE

(disgusted)

Oh, gross...! What was that stuff he poured on himself?!

RAZOR

It must've been whatever he stole from Megakat Biochemical Labs!

He turns to Ann.

RAZOR

You need to get out of here, pronto!

ANN

But--

RAZOR

No "buts!" Go!

Making a miffed face, Ann turns and flees. At the Enforcer blockade surrounding the power plant, Feral peers through his binoculars, Felina standing behind him. Feral lowers the binoculars, blinks, then raises them again. From his P.O.V. we see the hideous sight of Street cocooning himself.

FELINA

(disgusted)

What's he doing, Uncle...?

FERAL

(without lowering the binoculars)

I... don't know, Felina. But it looks like he's turning into some kind of insect cocoon.

The fully transformed Street, now a big, black cocoon covering in pulsating boils and dripping a viscous, clear slime, falls forward with a splat and lays motionless on the ground. The SWAT Kats point their Glovatrixes at it. A beat. Nothing happens. T-Bone and Razor exchange confused glances.

T-BONE

Well, that turned out to be a whole lotta nothin'...

He walks over and prods at the cocoon with his foot. Still, nothing happens. It just sits there, pulsing and throbbing.

T-BONE

What'd he do...?

RAZOR

I think he pupated himself.

T-Bone turns and looks at his partner, one eyebrow raised.

RAZOR

You know, like a cocoon?

T-BONE

Like a... like a butterfly sorta deal?

RAZOR

Yeah, he's changing in there. I just know it. And somehow I don't think that anything as pretty as a butterfly is gonna come out.

T-BONE

(exasperated)

Oh, for the love of-- Then you mean this isn't over?

A wet, splitting crack startles them. They whirl. The cocoon is shuddering and rocking violently. It heaves and the top bulges, then splits as a glistening shelled back rises up, followed by the rest of what Dr. Street has become... an enormous, black, scarab-like beetle creature some seven feet tall with a shining ebony exoskeleton, except for his segment underbelly which is an off purple color, and his eyes, which are no longer green but a blazing yellowish orange, different from any Ci-Kat-A previously. He is as majestic as he is terrifying.

STREET

(voice deep and distorted)

I am the Ci-Kat-A king!

T-BONE

Great, not only a giant bug, but a giant bug with delusions of grandeur!

The SWAT Kats fire Mini-Turboblades at the huge bug, but they just bounce off his armored carapace.

T-BONE

Crud! He's a real-life Hard Shell!

Ignoring the SWAT Kats, Street's armored back splits open, the shelled plates moving aside as he spreads his huge wings, which are a royal metallic purple color. Pushing off the ground with his taloned feet, he takes to the air and flies towards the power plant.

STREET

Yezzz, I am the Ci-Kat-A king... and I will turn thizzz pitiful Earth zzzity into a paradizze for my kind!

At the blockade, Feral reacts to the approaching scarab, lowering the binoculars.

FERAL

Open fire!

(desperate)

Fire, fire, fire!

FELINA

But the SWAT Kats--

FERAL

(angrily cutting her off)

Will just have to have enough sense to get out of the way, Lieutenant! All of Megakat City is at stake if that thing breaches the reactor core!

With a sigh, Felina nods to the assembled Enforcers and plant security. They open fire at the black scarab, but the laser blasts and artillery do nothing. The SWAT Kats move aside to safety, where the unconscious Murdoch is still lying. They watch as everything the Enforcers and security guards have got does nothing against the mutated Street.

T-BONE

Razor, nothin' Feral's throwin' at 'im is even denting 'im! We've gotta find a way to stop him, or else Megakat City's gonna go into mega-meltdown!

RAZOR

Tell me something I don't know!

They ignite their jetpacks and pursue Street amidst the lasers and explosions peppering the air. A the blockade, Street lands with a thud, and bellows. The commandos and security guards scatter, Street taking a blast from Commander Feral's Peacekeeper directly to the chest with no effect except that he staggers back a bit. Enraged, he grabs hold of the tank, straining. Felina and Sergeant #2 draw their sidearms, firing at the huge monster to no effect as, with great effort, Street lifts the entire tank up! Feral, poking out of the turret, cries out in surprise and alarm, clambering out onto the top of the tank. Street tilts the tank sideways, and Feral falls off, smacking hard onto the pavement. He looks up as Street turns the Peacekeeper entirely upside-down and shakes it, the two-man crew falling out of the open turret hatch. A startled commando lands on either side of Feral.

FERAL

Come on, men! Run!

The three get up and rush off as Street flings the tank down towards them; they just barely avoid being crushed. A second Peacekeeper rolls forward and fires, but has no more luck than Feral's did. With a roar, the black scarab grabs and twists the double barrels. The hatch opens and one of the commandos crewing the vehicle pokes out. He is seized in Street's clawed hand and flung indifferently aside, smacking against the side of an Enforcer cruiser. Once more, despite the laser fire he's being pelted with, the insect begins to lift the tank. The rear hatch opens and the second commando crewing the Peacekeeper gets out, but then turns and screams as the tank is tilted up and back, falling toward him. He rolls aside and the tank lands upside-down, rocking unevenly, twisted and broken. Street pushes on as the Enforcers and security guards scatter before him, wrenching the gun off of an Enforcer halftrack and flattening the cab with one big, clawed foot, the two Enforcers inside just barely throwing open the doors and leaping out in time. Then, in a fit of pique, he shoves the halftrack onto its side and stomps off towards the power plant entrance.

Feral and Felina, joined by Sergeant #2 and several commandos, continue firing at him, but finally Feral holds up a hand.

FERAL

Stop!

(when they don't immediately cease firing)

Stop, I said!

They reluctantly stop firing.

FERAL

It's no good! Nothing can stop that thing!

The SWAT Kats whoosh overhead on their jetpacks.

FELINA

Except maybe the SWAT Kats!

FERAL

(grudgingly)

Good luck to them...

EXT. MEGAKAT NUCLEAR PLANT - FRONT ENTRANCE - EVENING

Growling, the scarab approaches the main entrance to the nuclear power plant. A SKINNY GUARD and a BURLY GUARD (from "The Wrath of Dark Kat" and "The Ci-Kat-A") stand at either side of the entrance. They gulp as the huge shadow falls over them, hands reflexively going for their sidearms. Instead, they look at one another, then spin and run off in opposite directions. Street ignores them completely, battering down the front door.

INT. MEGAKAT NUCLEAR PLANT - FRONT ENTRANCE

The door falls inward with a bang. Street shoulders his way in, destroying the doorframe because he's too big to fit through.

STREET

Yezzz... the power... the foooooddd... it izzz near... I can zzzenzzze it...

He stomps off down the hall, making the entire building shake.

INT. MEGAKAT NUCLEAR PLANT - REACTOR CONTROL ROOM

A radiation-suited technician, PETERSON, walks over to the control panels for the main reactor, visibly glowing in a room beyond where Peterson is. He's holding a walkie-talkie. Commander Feral's voice issues forth from it tinnily.

FERAL

(through the radio)

I repeat! Begin emergency shutdown protocols!

PETERSON

(uncertain)

This is gonna black out half the city if the substations can't take the overload.

FERAL

(through the radio)

I don't care! As long as it prevents a nuclear disaster from happening if the core is breached!

PETERSON

(still uncertain)

Roger that...

Peterson sets the walkie-talkie aside and his thickly-gloved hands are just beginning to turn the knobs and dials to begin the shutdown procedure, when the reinforced door leading into the control room flew inwards off of its hinges, whizzing past the technician. It hits the window looking in on the reactor room, cracking it, but doesn't break it. Petersib - working with his back to the door - whirls and holds up a hand to stop the intruder.

PETERSON

Stop, this is a--

He stops short, gasping as the huge black scarab towers above him.

PETERSON

(terrified)

Holy kats!

He turns and runs from the room through another door.

PETERSON

Forget this...!

Street ignores the pitiful kat who has fled before him; he only has bug eyes for the nuclear reactor. He is visibly salivating, slimy saliva dribbling off of his mandibles as he approaches the control panel. He grabs it, tearing it loose from the wall, causing alarms to begin blaring, and hurls it at the already cracked window looking into the reactor room. It hits and smashes through the thick, reinforced glass.

INT. MEGAKAT NUCLEAR PLANT - MAIN REACTOR

Battering through the wall, Street enters the main reactor room, his final goal.

STREET

Yeeezzzz... yeeezzz... I can tazzzte it...

His long arms stretch out, reaching towards the nuclear fuel rods glowing in their bubbling cylinder of water in the center of the room. Behind him, the SWAT Kats run into the control room and skid to a halt.

INT. MEGAKAT NUCLEAR PLANT - REACTOR CONTROL ROOM

They watch helplessly as the big bug approaches the reactor.

T-BONE

We gotta stop 'im!

He aims with his Glovatrix.

RAZOR

No, that doesn't do any good!

T-BONE

(insistent)

We gotta try somethin'!

Razor pushes T-Bone's Glovatrix arm down.

RAZOR

First thing's first, we gotta protect ourselves from the radiation that's gonna be pouring outta that reactor.

He points to some lead-lined radiation suits like the one the technician was wearing hanging up on the far wall. They run over and hurriedly begin putting them on.

INT. MEGAKAT NUCLEAR PLANT - MAIN REACTOR

Smash! Street breaks the thick glass of the cylinder full of hard water surrounding the nuclear fuel rods. More alarms begin blaring. Red lights flash. The monstrous black beetle is bathed in a mixture of crimson light and the yellow glow from the fuel rods. The reactor room now has an apocalyptic look and feel to it. The bubbling liquid splashes everywhere, filling the room as the glistening scarab wrenches a fuel rod free and begins to eat it. Almost immediately, he begins doubling in size, increasing from seven feet to fourteen feet as he greedily munches down the radioactive metal.

INT. MEGAKAT PLANT - REACTOR CONTROL ROOM

Gauges and monitors that measure the radiation levels start registering increasingly high levels of radioactively. Computer screens flash warning messages.

COMPUTER VOICE

(over the PA)

Warning! Warning! Main reactor breach! Radiation leakage at dangerous high level!

The SWAT Kats are now dressed in radiation proof suits, with their Glovatrixes worn on the outside so they can still use them. T-Bone shifts uncomfortably.

T-BONE

I feel like an astronaut in this stupid thing. And it weighs a ton.

RAZOR

It's lead-lined. Come on.

They go to the hole in the wall where the viewing window used to be, watching Street gorging himself on the fuel rods in the adjacent room. He's now grown to twenty feet.

T-BONE

Well, smart guy, he's breached the reactor and he's havin' his snack...

(glances at all the gauges)

...and I'm guessin' those measurements ain't good. So what's your plan?

RAZOR

Like I said, we were never gonna stop him from breaching the reactor. He's just too thickly-armored for anything we've got on us. But what we can do is prevent this place from totally melting down and destroying Megakat City, and maybe take care of Dr. Bug-Eyes once and for all at the same time.

T-BONE

(doubtful)

And how can we do that? I'm no nuclear physicist, but without the water keeping those fuel rods cooled off, they'll just overheat and blow up, right?

RAZOR

Not exactly, but--

T-BONE

So we gotta get 'em cooled down, right?

Razor holds up a finger.

RAZOR

Now you're with me! Come on!

He turns and hurries from the room as fast as his heavy suit will allow. T-Bone lingers, looking back and forth between Razor and Street munching away in the next room.

T-BONE

Razor, where are you going? The monster's in here!

RAZOR

(from outside)

Come on! We're gonna bring the water to the reactor!

T-Bone hurries out - again, as quickly as the radiation suit he's wearing will let him.

T-BONE

We're gonna what...?

COMPUTER VOICE

(over PA)

Warning! Warning!

EXT. MEGAKAT NUCLEAR PLANT - EVENING

The Enforcers pick themselves up after the thrashing Street gave them. A few are tending to the commando who was flung against the side of a car earlier. They can hear the alarms and the PA announcement from the building nearby.

Murdoch sits up, very confused; seeing the Enforcers and hearing all the alarms, he gasps and runs away. Nobody bothers stopping him.

Peterson, the technician, comes hurrying out of the building through a side entrance. Feral glowers. Peterson comes slowly jogging up in his full lead-lined suit, pulling off the hood, panting and sweating.

PETERSON

(apologetic)

Commander, I wasn't able to finish the shutdown procedure.

(guilty)

I'm sorry, I didn't expect...

He trails off ashamedly.

FERAL

(not wanting to hear Peterson's excuses)

Neither did I.

COMPUTER VOICE

(over PA)

Radiation leakage at dangerous high level! Meltdown imminent!

FERAL

Evacuate the area, men!

The Enforcers and security guards begin to flee, some on foot, some in vehicles. Felina runs for a chopper that is sitting on the ground, clambering in. Gray Taylor is at the controls.

FELINA

Get this thing in the air! We have to go help the SWAT Kats!

(smirks)

And maybe you can get a little revenge against that big bug.

Felina sits in the co-pilot's seat. Taylor flicks some switches. The rotor blades fire up and the aircraft lifts off. Feral is astonished when he sees the chopper fly towards the power plant and not away from it, grabbing a radio.

FERAL

(into the radio)

This is Commander Feral! Lieutenant, what are you doing?

FELINA

(responding over the radio)

What else? Helping the SWAT Kats avert meltdown!

FERAL

Felina--

FELINA

Sorry, Uncle.

FERAL

(angry)

Felina, come back here!

(getting no response, he tries a different tactic)

Corporal Taylor, this is Commander Feral! I order you to fly back here at once!

Still no answer. Feral growls.

FERAL

Oooh, that niece of mine is teaching that academy rookie some very bad habits.

(turning to Sergeant #2)

Let's get out of here. Get the men to a safe distance. And issue a citywide evacuation order. Just in case.

SERGEANT #2

"Just in case?" Sir, you sound somewhat confident the SWAT Kats might just pull this off...

Feral turns and watches his niece's chopper flying towards the power plant.

FERAL

I am. I have to be. Because the alternative is just giving up. Because if Lieutenant Feral and the SWAT Kats can't stop that monster bug... then no one can. Now come on, let's go!

They get into Feral's cruiser and speed off.

INT. MEGAKAT NUCLEAR PLANT - HALLWAY

Slightly encumbered by the heavy radiation-proof suits, the SWAT Kats run through the deserted plant, pursued relentlessly by the blaring alarms and flashing red lights. T-Bone is in the lead. Even though it was Razor's idea, he, being bigger and stronger, moves faster in the weighted lead-lined suit. But his slimmer partner is no slouch; hours of training in the salvage yard's obstacle course helped keep the deceptively skinny-looking SWAT Kat toned enough that he is able to keep up with T-Bone, even if he does fall slightly behind. Every so often, panting audibly, their breath fogging the faceplates of the hoods, the two SWAT Kats will pause to look at the signs that the power plant staff had put up everywhere.

RAZOR

We need to get to one of the plant's cooling towers!

Finally spotting the relevant sign ("COOLING TOWER 'A'") accompanied by a helpful arrow pointing down the hall.

RAZOR

Bingo!

They hurry off thattaway. It doesn't take long to reach their destination. Fortunate, because time is a luxury they don't really have.

INT. MEGAKAT NUCLEAR PLANT - SECURITY CHECKPOINT

Finally, they reach a security checkpoint - unmanned, of course - that reads "COOLING TOWER 'A' - NO ADMITTANCE." There are a set of double doors behind a glass panel opposite the guard station.

RAZOR

Here we go!

He grabs the chair behind the desk at the guard station and flings it. Crash! It shatters the glass partition and a new jangle of alarms, which he and T-Bone ignore, joins the cacophony.

RAZOR

In here!

Rushing forward, Razor jiggles the pushbar and shoves. It doesn't budge.

RAZOR

Locked!

There's a keycard reader. Razor smirks a bit. He's done this dance before. He tries to lift a leg to kick the doors open, but finds the suit won't let him. He frowns, flinging himself shoulder-first into the doors. Pain shoots through his shoulder and the doors stubbornly remain shut and locked. A hand clamps on his shoulder and turns. It's T-Bone.

T-BONE

(confidently)

Allow me.

T-Bone fling himself forward with all of his might like a football player. The doors burst open, swinging inward.

T-BONE

(triumphant)

Unlocked!

(gestures inside)

Brains before beauty, buddy! This is your plan, after all!

Razor goes in.

INT. MEGAKAT NUCLEAR PLANT - COOLING TOWER INTERIOR

The cooling tower interior is vast, with slightly inclined walls sloping up towards the open top. Hearing whirring rotor blades, the SWAT Kats watch an Enforcer chopper fly overhead, before Razor's attention turns to a large outlet pipe on the far side of the room. He runs over as quickly as his radiation suit will allow. The pipe is enormous, sealed with a hinged, riveted door with a valve handle. A sign beside it informs the reader of the pipe's purpose and some small print legalese signed by plant management stipulates severe consequences for employees who opened the pipe in any event except for an emergency. Razor grinned.

This was what he wants.

RAZOR

This is Megakat City's salvation.

(beat)

I hope.

He turns to T-Bone, who stands waiting with his hands on his hips in the middle of the room.

RAZOR

This pipe leads directly to Megakat Bay! It's where the plant gets its water from!

T-Bone frowns, but quickly understands his friends plan a little better now.

T-BONE

Lemme guess. Open the pipe, flood the plant. Drown the nuclear fire before it gets too hot and melts the whole place down.

(he gives Razor a thumbs up, grinning)

Good thinkin'! We'll put out the reactor before it melts down and hopefully drown Dr. Bug-Eyes once and for all while we're at it!

He runs over and, together, he and Razor begin attempting to turn the massive valve.

RAZOR

(straining, grunting and sweating)

Remember!

Lefty loosey, righty tighty!

T-BONE

(also grunting, gasping)

I know, I know! We're both mechanics!

Try as they might, though, the valve stubbornly refuses to budge more than a few inches.

T-BONE

(panting)

Guess the staff haven't had to open it in a while...

Above, the Enforcer chopper reappears. Inside, Felina Feral and Gray Taylor watch the SWAT Kats wrestle with the valve.

TAYLOR

(puzzled)

What are they doing?

FELINA

(realizing)

I think I know!

She reaches inside her pocket and her fingers touch the SWAT Kat beeper T-Bone gave her (in "Succubus!"). She hesitates, wondering if she should reveal her secret to her partner. She frowns and decides against it. Taking her hand out of her pocket, she activates the chopper's loudspeaker.

Try as they might, though, the valve stubbornly refused to budge more than a few inches. Evidently, the staff hadn't had to open it in a while. Up above, that Enforcer chopper reappeared. Inside, Felina Feral and Gray Taylor watched the two SWAT Kats wrestling with the valve. It took Felina a moment to realize what they were doing, before she too understood what their plan was and grinned.

FELINA

(through the PA)

SWAT Kats!

Her voice echoes down through the cooling tower interior. The The two radiation-suited vigilantes flinch as the tower's acoustics amplifyher voice. Felina winces but keeps talking.

FELINA

(through the PA)

This is Lieutenant Feral! I know what you're trying to do! Stand back! Get clear of the pipe and we'll blast it open!

Razor gives a little salute to signal that they understand. T-Bone shakes his fist up at the hovering helicopter to show his displeasure at nearly having his eardrums blown out. The two run from the tower, back through the double doors they'd entered through. Once they're safely out of the way, Felina flicks a switch. A targeting scope swivels into place over her eye and she sights the pipe cover through it, focusing her crosshairs on the valve handle. Beside her, Taylor keeps the aircraft steady.

Whoosh! Felina fires. A missile flies down and busts the valve handle and the cover - and much of the pipe and surrounding wall -into nonexistence, and Megakat Bay begins rushing in. Taylor gives a cry of excitement.

FELINA

That water will hopefully flood the power plant and cool down the breached reactor!

TAYLOR

But what about the SWAT Kats? We can't just leave them to drown.

FELINA

And we're not gonna!

Unbuckling her seatbelt, pushing the targeting scope back up into place, Felina rises and moves into the rear of the chopper. She slides open the side door and kneels down, preparing the rescue ladder for lowering.

FELINA

Lower us down inside the cooling tower as far as you can!

INT. MEGAKAT NUCLEAR PLANT - REACTOR CONTROL ROOM

The black, glistening, horribly beautiful thing that had once been Dr. Harley Street, the scarab, munches away happily on the fuel rods he wrenched free from the smashed open reactor, growing bigger with each bite he takes, completely unaware of what is happening elsewhere in the building. Unaware, that is, until a torrent of water begins gushing into the room. At first he ignores it. Until the unmistakable smell of the ocean makes his antennae go berserk.

STREET

(realizing)

Saltwater! The ocean! Megakat Bay!

Rage fills him as he realizes what's happened. A fury like nothing he's ever experienced. Already, as the water level rises up over the base of the reactor pedestal, the glow of the fuel rods is beginning to fade.

COMPUTER VOICE

(over the PA)

Attention! Attention! Critical radiation leakage levels lowering!

STREET

Cuuuurzzze you, SWAT Katzzz!

He stomps from the room.

INT. MEGAKAT NUCLEAR PLANT - HALLWAY

The monster scarab wades through what is, for him, knee-deep water and rising.

STREET

The cooling towerzzz! Yezzz! I have to get to the cooling towerzzz and zzztop the flow of ocean water before it completely drownzzz the reactor and ruinzzz all my planzzz!

(getting angrier and angrier)

Thozzze two meddling vigilantezzz who killed my beloved queen... took Ann Gora from me... and dashed my dreamzzz... will pay for all of it with their livezzz!

Clenching and unclenching his clawed hands, he stomps down the hall towards the cooling tower, fighting against the onrushing torrent of seawater.

Last edited by Kooshmeister on Wed Jun 05, 2019 8:05 pm, edited 4 times in total.

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Re: The Doctors of Doom: Fan Script

Post by Kooshmeister » Thu Aug 16, 2018 10:30 am

INT. MEGAKAT NUCLEAR PLANT - COOLING TOWER INTERIOR

The female voice is audible over the rush of water flooding in from the broken pipe as the two SWAT reenter the cooling tower.

COMPUTER VOICE

(over PA)

Attention! Attention! Radiation levels lowering. Cleanup crew to Sector 6. Initiate emergency decontamination procedures.

RAZOR

Bingo!

He consults the dosimeter mounted on the wrist of his radiation suit and is relieved to see the color is still blue. Just to be safe, he turns and consults a radiation detector mounted on the wall underneath a sign that reads "SAFETY IS OUR #1 PRIORITY!" The radiation levels inside the plant are indeed returning to normal. Razor sighs in relief. On the downside, water rushing in from Megakat Bay via the broken pipe is threatening to flood the entire building. Already, the SWAT Kats are ankle-deep in it in their heavy lead-lined suits. The alarms continue blaring.

Razor gives the radiation detector another glance just to be sure.

RAZOR

I think it's safe to take these things off.

He pulls off his visored hood.

RAZOR

And we better get 'em off quick. This place is filling up with water fast and these suits weigh a ton!

T-BONE

Fine by me!

T-Bone pulls his suit's hood off, too. He begins struggling out of the heavy suit.

T-BONE

As for the water, maybe we oughta fix what we - or rather Lieutenant Feral - broke

So saying, he works one arm free from the suit and holds up his Glovatrix for emphasis.

T-BONE

I figure a few cement slugs'll plug that leak long enough for the repair crews to do a proper fix-up.

A roar shakes the entire structure. Halfway out of their radiation suits, the SWAT Kats turn. The glistening black form of the mutated Harley Street is visible through the doors leading back into the plant proper, barrelling down the flooded hallway, murder in his glowing compound eyes. He's far too big for the doorframe, but it doesn't matter; he destroys it and a good portion of the surrounding wall by shouldering through. The cooling tower provides him with the headroom he requires to rise to full, monstrous height, arms spread, clawed fingers splayed, ready to slash at his enemies.

STREET

SWAT Katzzz! You'll die for thizzzz!

RAZOR

I think plugging the leak might have to be someone else's problem!

As the duo struggle to finish removing their suits, Street stomps towards them, wading through the water, which is now waist-deep for the vigilantes and knee-deep for the enormous mutated scarab.

Above them, in the Enforcer chopper, while Gray Taylor keeps the aircraft steady, Felina unfurls the rescue ladder. It dangles down.

FELINA

(yelling down)

SWAT Kats!

She can't be heard over the combined noise of the rushing water and the whupping helicopter rotors.

FELINA

(yelling up to Taylor)

Get on the loudspeaker!

TAYLOR

Roger!

Flicking a switch, Taylor yells into his helmet mic.

TAYLOR

(over the PA)

SWAT Kats! Grab the ladder!

The SWAT Kats look up and see the ladder.

T-BONE

(grumbling)

Rescued by the Enforcers! I'm never gonna live this down!

Even so, as he finally kicks free of his suit, he's sloshing through the rising water towards the ladder.

RAZOR

Beggars can't be choosers!

Razor follows him, half in, half out of his suit.

RAZOR

Besides, at least it's Lieutenant Feral and not her grouchy uncle! He'd never let us hear the end of it!

With a growl, the giant Street slashes at him. Even with the lead suit, Razor is able to dodge. The scarab's claws do the rest of the work in removing the suit for Razor, slashing it, as well as a goodly portion of his G-suit underneath, to ribbons, exposing the thin SWAT Kat's midriff, leaving deep scratches.

RAZOR

(in pain)

Aaaghhh!

T-Bone looks back, one hand on the bottom rung of the ladder.

T-BONE

Buddy!

The water continues to rise. The two vigilantes are up to their armpits in it. The black scarab is waist-deep. He's moving sluggishly. He weighs a ton in this form.

As Razor staggers towards T-Bone, T-Bone grabs his wrist.

T-BONE

Come on!

RAZOR

I am, I am!

With his free hand, Razor aims at Street's face and fires Mini-Cement Slugs.

RAZOR

Eat cement, bugface!

The cement slugs splat against the scarab's hideous mug.

STREET

Blaaaghhhhh!

Street staggers back, flailing, swiping at the swiftly-hardening gray glop which covers his face.

Getting one arm around Razor and yanking him up so that they are both on the ladder, T-Bone nods to Felina, who is sticking her head out the open side door of the chopper. She nods. Whirling, she yells up front.

FELINA

Get us out of here!

Taylor pulls up on the control yoke, and the chopper begins to rise. At the same time, Felina activates the winch which begins reeling the rescue ladder in.

But Street isn't finished. Managing to scrape most of the dried cement off of his face, enough to allow him to see, he notices the escaping vigilantes and howls with rage. Sloshing through the water, he reaches the slightly inclined wall of the cooling tower and begins to climb up it, scuttling madly up after the retreating chopper and his prey.

The chopper continues rising, winching the ladder in at the same time, as Street crawls up the interior of the tower after them ahead of the rising water, struggling to haul himself up, his weight bearing him down somewhat, taloned hands and feet digging into the cement. With a growl, he swipes at the SWAT Kats' dangling feet, but they jerk them up out of the way in time. He snaps at them with his drooling mandibles. All the while the water continues gushing in behind him, filling the bottom of the tower up.

EXT. MEGAKAT NUCLEAR PLANT - EVENING

The chopper flies up out of the top of the tower, pulling the SWAT Kats along with it, just as Street emerges, hauling himself halfway up, reaching for his escaping prey unsuccessfully.

Even as the ladder continues winching the vigilantes in, Felina jumps into the seat beside Gray Taylor. She flips her helmet's visor down, grabbing hold of the yoke for the aircraft's firing controls. She taks aim, but not at Street himself. Instead, she aims for the rim of the cooling tower on which he is perched. She grits her teeth, pulling the trigger. Two missiles shoot out.

From their position being winched up on the ladder, the SWAT Kats watch as the missiles fly forward and strike the top of the structure. There is a fiery explosion as the topmost portion of the cooling tower explodes in a rain of concrete debris. With a startled bellow, the giant scarab pitches backward, arms flailing. He attempts to spread his wings and fly, but his momentum prevents him. Besides, he was falling backwards, and even though his wings unfurled, they simply flew up and around his plummeting body as it tumbled down the center of the cooling tower's interior.

INT. MEGAKAT NUCLEAR PLANT - COOLING TOWER INTERIOR

The black horror falls and falls, until at last he splashes into the churning, foaming seawater filling up the bottom of the shaft, and his great weight ensures he sinks like a stone. He flails uselessly, struggling to reach the surface, only for the chunks of concrete which followed him down to strike the surface and slam into him, bearing him down to the floor several feet below. Bubbles rise to the surface, and then gradually stopped. Dr. Harley Street is gone.

EXT. MEGAKAT NUCLEAR PLANT - EVENING

Felina's chopper sets the duo down on the ground in the power plant parking lot, then Gray Taylor flies around and lands nearby. As the rotor blades whip the air up around them, T-Bone immediately bends to examine Razor's body through the slashed G-suit where the scarascratched him. The wounds aren't that serious. Razor smacks his friend's probing fingers away.

RAZOR

Easy, buddy, I'll be okay. Street didn't get me too bad. Just a flesh wound.

(sighs)

Lucky the Ci-Kat-A only convert people with their bite, not scratches!

T-Bone nods.

T-BONE

I kinda feel bad for poor Dr. Street...

He turns and looks at the smouldering cooling tower.

RAZOR

Yeah, it wasn't his fault. But at least it's over now.

As the Enforcer chopper's rotor blades die down, Felina gets out and walks over.

FELINA

A shame about Street.

(sighs heavily)

But I'm just glad you two are all right.

She smiles and claps Razor on the shoulder. Approaching sirens make them turn. The Enforcers are returning. Sedans and Jeeps are rushing up.

T-BONE

Looks like it's time for us to split. We gotta head back to Skycor Towers. We kinda left our ride there.

FELINA

(chuckles)

I can give you guys a lift.

T-BONE

Nah, we can manage.

He waved, and then he and Razor headed off.

INT. ENFORCER HEADQUARTERS - HOLDING CELLS

Ignoring the single nervous Enforcer commando stationed outside his cell, Dr. Viper sits as well as his bulky tail will allow on the cot, rubbing his thin wrists where the handcuffs had been. His forked tongue darts in and out out his mouth. He slides off the cot and stands, idly twiddling his thumbs. The door of the detention area opens and another commando enters. He walks up to Dr. Viper's guard.

COMMANDO #2

Good news! That mutated freakshow Street got stopped cold!

COMMANDO #1

(tired)

By us or by the SWAT Kats?

Commando #2 grumbles and scuffs irritably at the floor with his boot.

COMMANDO #2

The SWAT Kats.

Viper smirks and looks out of his cell at the two.

COMMANDO #2

(cheering up a bit)

Let's go celebrate and get something to drink!

Commando #1 glowers, turning to look at the prisoner through the bars.

COMMANDO #1

(gesturing at Viper)

What about him?

COMMANDO #2

Eh, he's not goin' anywhere.

Commando #1 hesitates, but then nods and the two leave. The door shuts with a bang and Dr. Viper is left entire alone. There are no other prisoners in the adjoining cells. Crack! Rumble! The floor buckles and then bulges up, splintering, and then a thick mantle of green slime oozes up into view. Dr. Viper stands back and watches with something like paternal pride as the puddle rears up into a churning column which forms itself into the shape of his mushroom monster. He growls irritably and Viper gives him a reassuring pat.

VIPER

There, there. Let'sss not dawdle. I can tell you're impatient to leave, and ssso am I.

He turns and leaps into the hole the creature emerge from, the mushroom monster oozing down after him. Alarms begin to blare.

INT. SEWER

Viper and his monster hop down into view from somewhere up above and begin creeping through the bowels of the sewer. Viper grins and rubs his hands together.

VIPER

Now that that impudent, doublecrosssing insssect Ssstreet and his ilk are out of the way, I can get back to my real purpossse... the creation of my beautiful ssswamp city!

(cackles)

Come! Let usss return to the Dead Foressst! We've got work to do!

FADE IN:

EXT. SKYCOR TOWERS - EVENING

The Turbokat is where T-Bone and Razor left it, on the roof. The SWAT Kats have set about cleaning the intakes from the thick sludge vomited up by Murdoch while he was in his Ci-Kat-A form. Razor's wounds where Street scratched him have been bandaged.

T-BONE

(grumbling)

Uuughhh, I hate this stuff... stick, smelly slime...

While they're thus engaged, the door permitting access to the roof area opens and Ann Gora emerges. She waves and walks over. The SWAT Kats stop their scrubbing and look down at her from atop the jet.

ANN

I wanted to thank you.

RAZOR

(modest)

It's no big deal.

T-BONE

(growls)

No big deal?

He tries, without success, to fling sticky rivulets of the Ci-Kat-A slime from his fingers.

T-BONE

We had to fight a giant beetle and stop a nuclear meltdown and now we're in up to our elbows in sticky crud!

Razor shoots him a look and elbows him.

RAZOR

(smirking)

All in a day's work for a SWAT Kat.

ANN

(sadly)

I can't help but feel bad for poor Dr. Street.

She walks to the edge of the roof, wrapping her arms around herself against the slight chill of the wind, looking over the rooftops at the cooling towers of the Megakat Nuclear Plant far in the distance.

RAZOR

You and everybody else. The poor guy just wasn't himself.

(grimly)

But at the end of the day, it was him or Megakat City.

Hopping down from atop the jet, he walks over. He goes to put his hand comfortingly on Ann Gora's shoulder but pauses, realizing it's covered in sticky glop, and thinks better of it, lowering his arm discretely.

RAZOR

Besides, it wasn't like we didn't give him a chance... you most of all.

ANN

(nodding)

I understand. But I still feel miserable about what happened to him. And not just the fact he died... what those alien bugs did to him. He was one of the most brilliant minds in Megakat City, and they took it away from him when they bit him.

She looks at the street far below, a little misty-eyed.

ANN

But at least it's over...

She trails off. Frowning, she raises her head and turns around to face Razor.

ANN

It is over, isn't it?

Razor frowns.

T-BOME

(grinning confidently)

Sure it is! Street's dead and we turned everyone else back to normal. And all the original Ci-Kat-A are gone, too, including the queen! You don't gotta worry about a thing, Ann. Megakat City's bug problem is solved once and for all.

Razor's frown deepens. But, then, nodding, he manages a smile.

RAZOR

T-Bone's right. We're pretty sure we got 'em all.

(gently)

Just go get some rest for now, okay?

ANN

(brightening a little)

Rest? Not on your life! I've got to start on my notes! This is gonna be a great story! Thanks again, guys!

She leaves, shutting the roof door behind her. Razor goes back to helping T-Bone clean the Turbokat with a little less enthusiasm than before. His mood doesn't go unnoticed by his friend.

T-BONE

You okay, buddy?

RAZOR

Yeah, just...

T-BONE

(grinning)

Look, I'm tellin' ya, we got 'em all! Relax, and scrub harder! This crud doesn't come off easy!

Razor nods and puts his back into it.

PAN UP FROM THE ROOFTOP:

EXT. SKY - EVENING

We keep panning up through the clouds, towards the upper atmosphere of the planet. The skies darken as we each:

EXT. OUTER SPACE

A MASA rocket (from "The Ci-Kat-A") is in a decaying orbit around the planet, gradually descending back towards the surface. The hatch is off.

PUSH IN ON THE BLOWN OFF HATCHWAY:

INT. ROCKET - CONTROL ROOM

A thin sheen of ice covers everything. Floating around in the zero-G environment is a dented Kat's Eye News video camera with a broken lens. A single Ci-Kat-A drone is perched with its mandibles embedded in a control panel. No converted kat this. With its purple fur and red eyes, visible beneath the ice covering it, it is clearly one of the ORIGINAL CI-KAT-A DRONES from "The C-Kat-A", launched into space with the rocket. It looks dead. Frozen solid by the extreme coldness of space. Even its antennae don't move. But its compound eyes blaze with a barely suppressed crimson fury. It's still alive!

EXT. OUTER SPACE

The rocket continues its descent back down towards the planet. And the speed with which its orbit is decaying is gradually decreasing...

FADE OUT

THE END
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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Chaos in Crystal: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Show 48 More Pools...
The Ci-Kat-A: Fan Script
The Savage Swarm: Fan Script
The Giant Bacteria: Fan Script
The End of the SWAT Kats!: Fan Script
+3
Chaos in Crystal: Fan Script
Blackout: Fan Script
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Chaos in Crystal: Fan Script
The End of the SWAT Kats!: Fan Script
+3
The Ci-Kat-A: Fan Script
Cold War: Fan Script
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
Last in pool
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
Last in pool
The Giant Bacteria: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
Last in pool
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Giant Bacteria: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Mutation City: The Novelization
The Doctors of Doom: Fan Script (Original Version)
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Chaos in Crystal: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
Cold War: Fan Script
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
The End of the SWAT Kats!: Fan Script
+3
The Giant Bacteria: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
The Savage Swarm: Fan Script
Razor's Edge: Fan Script
A Tail of Two Vipers: Fan Script
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
Last in pool
The Giant Bacteria: Fan Script
Blackout: Fan Script
The Doctors of Doom: The Novelization
A Tail of Two Vipers: Fan Script
First in pool
A Tail of Two Vipers: Fan Script
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
Last in pool
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script (Original Version)
The Doctors of Doom: The Novelization
The Doctors of Doom: Fan Script (Original Version)
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Ci-Kat-A: Fan Script
The Doctors of Doom: Fan Script (Original Version)
The Giant Bacteria: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
Razor's Edge: Fan Script
The Doctors of Doom: Fan Script (Original Version)
My fan rewrite of the unfinished episode The Doctors of Doom.

Note: As it turns out, the convict leader is actually named Drake. Whatever.

T-Bone, Razor, Callie Briggs, Mayor Manx, Commander Feral, Felina Feral, Ann Gora, Jonny K., Dr. Viper, Mushroom Monster, Burke, Murray, Al, Sergeant Talon, Sergeant Gray Taylor, Dr. Konway, King, MASA Guards, Convict Leader, Chain Gang Cons, Atomic Engineer, Skinny Guard, Burly Guard, Enforcer Commandos, Enforcer Pilots and Enforcer Dispatcher - SWAT Kats: Radical Squadron
© Hanna-Barbera

Keywords
male 1,313,160, female 1,194,769, cat 233,663, transformation 48,899, alien 26,260, mind control 9,456, insect 8,024, shirtless 5,472, lab 1,524, tank 1,497, laboratory 1,355, scientist 1,250, swat kats 1,016, scorpion 806, swamp 738, apartment 633, race 572, crime 443, callie briggs 398, razor 371, steven 326, al 286, mad scientist 271, script 232, chance furlong 220, t-bone 188, jake clawson 175, murray 145, reporter 141, felina feral 89, ann gora 65, scarab 64, penthouse 56, limo 52, limousine 49, hive mind 47, dr viper 39, mugger 34, mugging 29, commander feral 29, editor 26, enforcers 24, alien invasion 23, mayor manx 22, megakat city 15, murdoch 14, convict 14, jonny k 13, burke 12, sergeant talon 10, kat's eye news 10, nuclear power plant 9, obstacle course 8, apartment building 8, megakat city salvage yard 8, megakat biochemical labs 8, enforcer sedan 8, enforcer chopper 8, katalysts 7, office building 6, dr harley street 6, masa guard 6, enforcer peacekeeper tank 6, megakat tower 5, atomic engineer 5, callie's sedan 5, ci-kat-a drone 5, commander feral's sedan 4, homer peterson 4, dr belljar 4, convicts 4, news chopper 4, super katalyst 566 4, sergeant gray taylor 3, super katalyst 666 3, giant grub worm 3, giant scarab 3, grub worm 3, katalyst 96 2, rollberblading 2, venus trap-flies 2, enforcer howitzer 2, skycor towers 2, rollberblades 1, giant scorpion 1
Details
Type: Writing - Document
Published: 1 month ago
Rating: General

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