FADE IN:

1.   SPACE

A sea of stars is broken by the vast blue surface of 
the planet, OGANA. Five small moons slowly drift into 
view from the far side of the planet. The main 
titles are followed by a roll-up:
--- --- ---
Until the recent GREAT REBELLION, 
the DAI NOGAS were the most feared 
warriors in the universe. For one 
hundred thousand years, generations 
of DAI perfected their art as the 
personal bodyguards of the King. 
They were the chief architects of 
the invincible ROYAL SPACE FORCE, 
which expanded the King s power 
across the galaxy, from the celes-
tial equator to the farthest stars.

Now these legendary warriors are all 
but extinct. One by one, they have 
been hunted down and destroyed as 
enemies of the NEW GALACTIC KINGDOM 
by a ferocious and sinister rival 
warrior sect, THE LEGIONS OF LETTOW.
--- --- ---
A small silver spacecraft emerges from behind one of 
the Ogana moons.  The deadly little fightercraft 
speeds past several of the moons, until it finally 
goes into orbit around the FOURTH MOON.

2.   VALLEY OF COLORED LAKES- FOURTH MOON - OGANA

A harsh gale blows across the bleak grey surface of 
the Fourth Moon.  The blood red sky presses down on a 
lone figure, JUSTIN VALOR, a tall, heavy-set boy of 
sixteen.   He slowly makes his way across a wierd 
plain covered with huge sprawling lakes.  The water in 
some of the lakes is bright red, while in others it is 
a vivid green.  The oddly colored lakes create an 
ominous landscape against the eerie red sky.

The heavy winds whip at the young boy and make the 
going extremely difficult.  His face is covered by a 
breath mask and goggles.  He stops for a second to 
adjust the shoulder strap on his chrome multiplelazer 
rifle.  Something in the sky catches his eye, and he
instinctively grabs a pair of electrobinoculars from 
his belt.  He stands transfixed for a few moments, 
studying the heavens, then turns and rushes back in 
the direction from which he came.

3.   SUPPLY HUT - FOURTH MOON - OGANA

A damaged spacecraft, half buried in the dust, rests 
next to the remains of an abandoned supply shack.  Justin
makes his way across the colorless landscape and 
rushes into the crumbling building.  The interior of 
the hut is shabby, but manages to abate the howling 
winds.  Seated in front of a thermoheater are Justin's
father, AKIRA, and his young brother, BINK.  Akira is 
a large, burly man, wearing the distinctive robes of a 
Dai.  Bink is ten years old, with dusty blond hair and 
a large scratch on his cheek.  Justin slams the door 
and removes his gear.   His ruggedly handsome face is 
caked with many layers of dust.

JUSTIN
Dad!  Dad!  They've found us!

Bink looks up from a small cube he has been studying. 
His father whacks him across the shoulder with a 
braided wire connector.

AKIRA
Continue with the problem.  Your 
concentration is worse than your 
brother's.  (to Justin)  How many?

JUSTIN
Only one this time.  A Cao Four.

AKIRA
Good.  We may not have to repair 
this old bucket after all.  Pre-
pare yourself.

BINK
Me too!

AKIRA
Do you have the answer?

BINK
I think it's the Corbet dictum: 
"What is, is without."

Akira smiles.  This is the correct answer.  Justin is
strapping on a utility belt with chrome lazerpistols 
and lazersword.  Akira rises and starts for his equip-
ment.

BINK (Cont.)
Ahhh, Pop...

AKIRA
Bink, do you feel you're ready?

BINK
Yes, sir.  I've outmarked Justin in 
twelve disciplines.  I'm as good...

AKIRA
All right, son.  Get your gear.

Bink jumps up with the enthusiasm available only to 
a ten-year old and grabs his gear.  His father frowns 
and shakes his head.

4.   WASTELAND BLUFF - FOURTH MOON - OGANA

Akira Valor and his two sons carefully make their way
up a rock bluff overlooking the Lettow spacecraft parked
among the  colored lakes.Akira inspects the 
with his electrobinoculars.

AKIRA
No tracks.  Bi-lock hasn't been opened.
Interior systems are still on.

JUSTIN
Are we going to wait for him to come 
out?

AKIRA
He's not  in there.  He's baiting us. 
I'm surprised they only sent one this 
time.  We must be wearing them down, 
or they must think this warrior is 
something special.  Stay on guard, 
and keep hidden.  I'm going to work 
my way across the ridge and call his 
bluff.  Better we meet in open combat 
than wait for him to ambush us.  Keep 
your guard!

Akira leaves his two sons and moves off along the 
obscured ridge.  Justin and Bink watch him intently. 
Justin throws down his multiplelazer rifle in dis-
gust.

JUSTIN
He should have let me go with him. 
He's getting too old to make an open 
challenge.

BINK
He's not too old to realize you'd 
just get in the way.

Justin ignores his little brother's remark and sneaks 
a look over the ridge at the Lettow spacecraft.  Akira 
moves out of the rocks some distance away and starts 
toward the starship.  Bink moves to the ridge next to 
his brother, his chrome lazerrifle sparkling in the 
reflected red light of Ogana.

BINK
He's making his move.

JUSTIN
Watch your guard... and cover 
that weapon.  It shines like a 
beacon.

Bink reluctantly move away and watches the other 
direction.  Akira has almost reached the Lettow 
spacecraft and still there is no sign of its 
occupant.

BINK
What's happening?

JUSTIN
Nothing.  I don't like it.

Akira carefully moves to the main hatch of the star-
ship.  He kicks a valve and the hatch drops open 
with a loud clank and rushing gas.  Justin becomes 
more tense as his father carefully moves inside the
spacecraft.  Everything is still.  Even the continual 
winds seem to have died down.  Moments pass with no 
sign of activity inside the enemy starship.  Justin 
watches the craft with his electrobinoculars.  The 
waiting becomes unbearable.

JUSTIN
Something's happened!  He's been in 
there too long.

BINK
Let me look!  Stand my guard.

Bink takes the electrobinoculars from his brother and 
studies the silent spacecraft.  Justin impatiently 
scans the distant red horizon.

BINK
I think the power just went off. 
We'd better wait here until some-
one comes out.

JUSTIN
What if he needs help?

BINK
The power went back on again....

With the aid of the electrobinoculars, Bink watches 
the running lights of the starship flash on and off.
Suddenly something huge moves in front of his field 
of vision.  Before either of the two young boys can 
react, a large, sinister Lettow warrior in black 
robes and a face mask  looms over them.  He carries 
a long lazersword which cuts young Bink down before 
he or his brother is able to raise his weapon.  The 
startled Justin backs away in horror, then settles 
down and ignites his lazersword which creates an 
eerie red glow.  He stumbles over rocks as he attempts 
to avoid the charging Lettow warrior.  The evil 
warrior swings his mighty lazersword, but Justin 
manages to deflect the intended deathblow.

Finally, Justin is able to assume a defensive stance, 
and the two warriors stand, sizing up each other.  The 
legionnaire is at least seven feet tall, and dwarfs 
the young Dai.  They stand for a few moments, almost 
frozen, then in a flurry of blows, lazerswords clash 
with the sound of electric snapping and popping. 
Justin is barely able to hold his own against the 
experienced warrior.  Many blows are exchanged before 
the Lettow warrior is able to back Justin up against 
a deep crevasse.  Justin stumbles and almost falls 
over the cliff to his death.

The legionnaire suddenly senses something behind him 
and whirls around to face Justin's father, Akira Valor, 
a Dai Nogas master.  The Lettow warrior raises his 
lazersword, but is cut in two before he can bring it 
down again.  Akira moves to the fallen legionnaire 
and studies him carefully.  Justin, still a little 
wobbly from the whole experience, attempts to stand. 
Akira sees his dead son Bink and goes to him.  He 
lifts him into his arms and begins to weep.  Justin 
stands bewildered, watching his father cradle the 
dead child.

5.   INTERIOR LETTOW STARSHIP - VALLEY OF COLORED LAKES - 
OGANA

Akira Valor slides into one of the four seats of the
small Lettow starship.  Through the front viewing 
canopy, he watches Justin drag Bink's body to a small
crevasse.  Justin places a small locket around his 
brother's neck, makes a complicated sign, and dumps 
the body into the shallow depression.  The giant 
engines of the spacecraft begin to whine, kicking up 
large clouds of dust.

Justin climbs into the seat beside his father and 
removes his breath mask and goggles.   There are 
tears in his eyes.  Father and son look out across 
the wasteland towards Bink's grave.  The thunderous 
clap of an explosion is followed by a small mushroom 
cloud rising out of the depression.  Justin throws a
container down in a fit of rage.

JUSTIN
How many more of them are there?  I 
want to finish it, once and for all. 
I'm sick of running.  When will it 
stop?

Justin's father waits silently until the tirade is
finished.  Justin sits silently for a few moments.

JUSTIN (Cont.)
I'm sorry.

AKIRA
Son, plot a course for TOWNOWI.

Justin lights up like a Geenick at feeding time.

JUSTIN
Townowi!  You mean we're going home?

AKIRA
We both need a rest.

Akira pulls back on the throttle and the powerful 
spaceship lifts off the surface of the Fourth Moon 
of Ogana.

6.   CLOUD SEA - GRANICUS

A title card appears over a sea of billowing clouds 
on the gaseous planet of GRANICUS:

Granicus:   Capital of the New 
Galactic Empire.

The towering yellow oxide clouds pass, revealing the 
Royal City of Granicus.  The magnificent domed and 
gleaming city is perched, mushroom-like, on a tall 
spire which disappears deep into the misty surface 
of the planet.  The peacefulness of this nebulous 
idyll is broken by the increasing wail of ion 
engines.  Four sleek stardestroyers from the Royal 
Fleet burst out of the huge cumulus range.  The 
craft are flying in a tight formation as they bank 
steeply, and head toward the royal   capital of the 
New Galactic Kingdom.

7.   INTERIOR STARDESTROYER - GRANICUS

Stardestroyers are two-man spacecraft crammed with
sophisticated electronic weaponry.  The pilot and 
gunnery officers sit side-by-side surrounded by 
lighted readouts and switches.  They wear the gleaming 
black uniforms of the King s elite corps.

PILOT
Tok-One to Chicks:  Shape it up. 
Let's make it good.

CHICK-ONE
Does that glare bother you?

PILOT
Use your face shield, Chick-One.

The pilot is cold and professional as he maneuvers 
his craft closer to the others.  The positions of 
the ships are displayed on a read-out, along with a 
graphic representation of the city.  The pilot gives 
the gunner a quick look before he flips his sunshield 
over his eyes.

PILOT
Here we go.  Count:  three, two, 
one, now!

8.   REVIEW STAND - PLAZA OF THE DONNS - GRANICUS

On a huge austere platform stands the dark SON HHAT, 
Lord of Granicus, Consul to the Supreme Tribunal, and 
ruler of the Galactic Kingdom.  He is a thin gray 
looking man with an evil mustache hanging limply 
over his insidious lip.  Standing at rigid attention 
on his right are several generals  dressed in the 
black and grey uniform of the realm.  Five members 
of the Supreme Tribunal sit off to the side.  On 
Hhat's    left stands MARA HORUS, newly appointed 
Governor of the Townowi Systems.  He is a young 
treacherous man with stone-cut angular features and 
piercing gray eyes.

They all gaze skyward as the four gleaming star-
destroyers scream low overhead in an impressive 
barrel-roll formation.  As the sound of the space-
craft resonates throughout the glass canyon of the 
Plaza, the group of dignitaries return their atten-
tion to the parade of  royal   shock troops and 
giant air tanks (which ride magically, two or three 
feet above the ground).

The Plaza of the Donns is filled with hundreds of rows 
of troops as the last brigade marches into position. 
The sound of three thousand men snapping to attention 
is followed by a strange silence.  A light wind blows 
the great red banner of the kingdom creating a subtle
flapping sound.  The king's amplified voice startles 
many of the troops as it cuts through the quiet.

SON HHAT
Upon this battle depends the survival 
of the Galactic Kingdom. Upon this 
battle depends the life and long con-
tinuity of our civilization.  Not 
since the great Dai Rebellion has our 
destiny been placed in such a balance. 
This is to be the most magnificent 
campaign of all!  You have never been 
called without doing something to be 
remembered, something notable and 
striking.  The conquering of the 
Townowi System, the last of the inde-
pendent systems and the last refuge 
of the outlawed, vile sect of the Dai, 
will have such important and lasting 
consequences, that I can't but consider 
it as an epoch in history.

To the rear of the Plaza, watching the spectacle over 
the shoulder of a curious bureaucrat, stands CLIEG OXUS, 
a tall, blond young man about twenty years old.  He seems
interested in what the  King   has to say, but keeps 
looking around nervously as if someone were after him. 
His arm rests across his head, as he carefully but coolly
adjusts a glowing blue ring on his index finger.  The 
King nears the end of his speech.  Mara Horus has moved 
up to stand next to the sinister monarch.  The troops 
shout a royal salute in response to a particularly 
partisan statement.

SON HHAT (Cont.)
... I have personally asked the Townowians 
to accept this Treaty of Alliance.  During 
the period of negotiation, they have only 
decided to be undecided.  We will barter no 
longer.  Governor Horus has been appointed 
the First Lord of the Townowi System and 
Surrounding Territories.  This is the last 
frontier and the final stone in the great 
wall of the Galactic Kingdom.

The troops cheer, and the King escorts Horus inside.
Oxus moves quickly away from the Plaza, passing through
several check stations, where he is forced to show his
identification.

9.   NIGHT CLUB - GRANICUS

Oxus walks into the glass and chrome splendor of one 
of the famous nightclubs of Granicus.  He moves to the 
long mirrored bar and sits next to a rough looking man, 
BOMOJE ESPAA, dressed in the distinctive gold and furs 
of the galactic traders.

OXUS
Your glass is empty.

Oxus speaks into a small intercom on the bar front.

OXUS (Cont.)
A dantic and...

He looks in Espaa's glass.

ESPAA
No thanks, Clieg.  I've had enough.

OXUS
Just a dantic, then.  Espaa, it's 
not like you to refuse a drink. 
You're going to give the galactic 
traders a bad name.

A drink appears magically from a small elevator in the 
bar.  Oxus takes it, and then places a pen-like trans-
mitter he has taken from his pocket next to the inter-
com.  It creates a low electronic buzz.

10.  BAR OBSERVATION CENTER - GRANICUS

A controller sitting in front of a row of monitors taps 
his headphones, then flips a switch back and forth a 
couple of times.  He is obviously annoyed.

CONTROLLER
Number eighteen is out again.  Give 
me a maintenance check.

The controller yawns and puts his feet up on the control
panel.

11.  NIGHTCLUB - GRANICUS

Espaa leans in close to Oxus.  He is suddenly very serious.

ESPAA
Clieg, we've got problems.  They've 
just grounded all spacecraft, in-
cluding trade frigates.  Even the 
ships under royal registry can't 
move.  Something big is up.

OXUS
I'm afraid they're not waiting for 
the Alliance Treaty.  They're 
already moving against the System. 
I've got to get word back.

ESPAA
The chrome companies are protesting 
the embargo, but it's going to take 
some time.

OXUS
Isn't anything moving?

ESPAA
Military ships, but...

They are interrupted by a royal officer and several
storm troopers.  The officer shouts over the P.A. 
system as the troops rush to block the exits.  Oxus 
and the galactic trader are tense, but remain cool.

OFFICER
Attention:  All captains and first 
officers of Guild Trade frigates 
will accompany me to the Ministry 
of Transport immediately.

Espaa gives Oxus a hopeless look as the troops check 
their papers, and then take Espaa away.  A small fight 
breaks out in the back of the nightclub as one of the 
trader captains expresses his dislike of the kingdom. 
Oxus slams his glass to the bar in a gesture of hate 
and frustration.

12.  GOVERNOR HORUS  QUARTERS - GRANICUS

The large white-on-white executive quarters resound 
with the high-pitched laugh of the evil Governor
Horus.  He slaps DARTH VADER, a tall, grim looking 
general, on the back and the general's mouth makes 
the slightest gesture at a smile.

HORUS
Success!  I told you.  We are no 
longer under the control of the 
GREAT FAMILIES.  We've gained a 
true advantage.

VANTOS COLL, a member of the Supreme Tribunal, and a 
man of the grossest dimensions, appears to be a little
worried.

COLL
A rather dangerous advantage. 
You still have a system to 
conquer.

HORUS
But this system will bring us 
more scientific wealth than that 
of any other house in the 
tribunal.  We will easily gain 
control of the directorship.

COLL
Don't underestimate the armies of 
Townowi.  They're lead by a Dai 
warrior.

HORUS
I've told you about Commissioner 
Coll, General.  He worries a lot.

VADER
It's a myth that any Dai still exists.

COLL
General Skywalker is no myth.  When 
I first arrived at court, he was 
the first bodyguard to the King.
He lead the Dai Rebellion.

VADER
NGAI THUC lead the Rebellion.

COLL
So the King would have you beieve, 
but I was there.

VADER
Then why wasn't he hunted down like 
the others?

COLL
Because he is too dangerous, too 
clever.  Besides, his presence on 
Townowi is still only a rumor.

HORUS
Then why do you believe it?

COLL
Because I knew him.  He's there 
all right.  I can sense it.  Mark 
my words, Townowi will not be 
easily conquered.

13.  COURTYARD - PALACE OF LITE - TOWNOWI

A low, sleek landspeeder (an auto-like transport which
travels a few feet above the ground on a magnetic field) 
glides into the courtyard of the palace of Townowi. 
The planet, with its bright green sky, is a desert 
wilderness;  but the palace is a sparkling oasis, with 
low concrete walls and great turrets spilling over with 
foliage from rooftop gardens.  The speeder stops before 
an enormous shaded corridor.  Fountains line the 
beautiful and highly polished  tile  walkway.  Two 
young boys, OETA (7) and PUCK (5) are helped out of the 
speeder by AMBER, a one-armed bodyguard dressed in the 
flowing white robes of the Townowi military.  The two 
boys run through the long corridors, yelling and 
screaming, their little footsteps echoing throughout 
the palace.

14.  LIBRARY - PALACE OF LITE - TOWNOWI

The palace library is a dim, cool room, projecting an 
aura of time-worn comfort and security.  In the 
distance, the children can be heard screaming through 
the corridors.  KING KAYOS, silver haired but amazingly 
youthful under a tanned and leathery face, motions for 
one of his aides to shut the partially closed door. 
He is in the middle of an emergency meeting of the 
Townowi High Senate.  The twelve men sit in overstuffed 
chairs, placed in a large circle.  A large, sallow-eyed 
galactic trader named AAY ZAVOS, fiddlesnervously with 
a small scrap of leather as he speaks.

ZAVOS
My Lord, the chrome companies are with 
you in spirit, but you must understand, 
they can't openly support you.  Royal 
trade restrictions are very unfavorable 
and we, of course, favor your indepen-
dence.

KAYOS
If there were to be war, would your 
frigates still supply us?

ZAVOS
Your bluntness is to be commended. 
It could be arranged.

COUNT SANDAGE, a corrupt noble of the senate, jumps to 
his feet in a rage.

SANDAGE
This is nonsense!  We have no choice 
but to approve the treaty.  If there 
is war, the New Galactic Kingdom will 
destroy our entire system with a snap 
of the finger.  General Skywalker is 
a dreamer if he thinks he can mount 
any meaningful resistance, and you're 
dreamers if you believe him.  So much 
trust in one aged man.  You must see...

At that moment, all heads turn as someone enters the 
room.  It is General Luke Skywalker, Commander of the 
Townowi Star Force.  He is a large man, apparently in 
his early forties, but actually much older.  Every-
one senses the aura of power that radiates from this 
great warrior.  Here is a leader:  a Dai general.  He 
looks weary, but is still a magnificent looking warrior. 
His face, cracked and weathered by exotic climates, is 
set off by a close silver beard, and dark, penetrating 
eyes.  Sandage is somewhat embarrassed and quietly sits 
down.

SKYWALKER
Is there anyone here so naive he 
believes the Galactic Kingdom 
would even bother negotiating if 
they were contemplating destruction 
of this system?  Your Excellencies, 
this is more than a simple raid on 
your resources.  You must reach a 
decision.

MIR NASH, a thin, birdlike senator, turns to General 
Skywalker.

NASH
General Skywalker, war is a serious 
business... a deadly business.

SKYWALKER
Procrastination is a deadly business, 
Senator.  War is my business.  Have 
you approved my defense measures?

The GRANDE MOUFF TARKIN wears the long black robes of 
the Townowian religion.  He speaks with a high, 
cracking voice.

TARKIN
An actual war with the Galactic Kingdom
is still only a remote possibility.  As 
a military treatise, your proposal has 
certain merits, but in the harsh light 
of reality, an attack against the Galac-
tic Kingdom appears to be a somewhat 
extreme defense.

NASH
You must understand, General, we re
interested in avoiding a war, not 
starting one.

SKYWALKER
There are times when offense makes 
the best defense.  If that Alliance 
Treaty isn't signed, we will need 
all the advantage we can get.

KAYOS
Count Sandage, I want you to head 
the delegation to Granicus.  You 
will leave tomorrow with our answer 
regarding the treaty.  My decision 
will be forthcoming.

The senators whisper among themselves.

KAYOS (Cont.)
All right, then.  May the force 
of others be with you all.

The senators leave in a flurry of hushed conversation. 
The general is lost in thought, and remains in his chair. 
Oeta and Puck, King Kayo s two young sons, storm through 
the existing senators, and rush on to Kayos' lap.  The 
King is obviously very proud of the two young princes. 
He throws Oeta into the air, and then catches him again.

PUCK
Me too! Me too!

OETA
Zara's leaving!  Zara's leaving and 
you gotta say good-bye.

The King picks up Puck and swings him around, then puts 
him down.

KAYOS
Okay, whippersnapper, go tell your 
mother and your sister that I'm on 
my way.

The two boys run out of the room and are heard yelling 
and screaming down the hallway. The king starts out, but
stops in front of the general.

KAYOS
Luke, my daughter is leaving for the 
academy at Chathos. Won't you come 
and wish her well?  It would mean a 
lot to her.  She truly idolizes you, 
you know.  Come on, the war will 
wait.

SKYWALKER
Of course. I'm sorry, My Lord. 
Politics always seem to distress me.

General Skywalker rises, and as they head for the door, 
Kayos pats him on the back.

KAYOS
I know, Luke.  I feel THE FORCE also.

15.  COURTYARD - PALACE OF LITE - TWONOWI

A large, four-seat speeder sits gleaming in the sun-
soaked courtyard.  The PRINCESS ZARA, about fourteen 
years old, possessing a soft beauty and iron will, is
embracing her mother, QUEEN BREHA, a warm, silver-
haired matron.  There are tears in the princess' blue 
eyes.  Oeta and Puck jump around inside the speeder, 
disrupting the efforts of the one-armed Amber to pack 
several plaxiform cases.

Zara embraces the King as he approaches with the 
general.

ZARA
Oh, Daddy, I'll miss you so.

KAYOS
The semester will be over before you 
know it.  You'll have a grand time. 
There are so many new things to learn. 
I wish I were going.
He gives her a fatherly smile, and she hugs him again. 
The general stands rather formally to one side.  The 
princess, her long auburn hair tied in braids, moves 
to the general and he bows before her.

SKYWALKER
May your studies do you honor.

Zara is somewhat embarrassed by the general's formality 
and can only manage an awkward smile before returning 
to her parents at the speeder.

BREHA
Hurry, Zara.  You must make it to 
Yuell before nightfall.

The princess' maids-in-waiting, ALANA, a short stocky 
girl, and MINA, more comely (somewhat that same stature 
as Zara) with long dark hair, giggle and straighten 
Zara's dress before she enters the speeder.  The prin-
cess and Mina hug Alana, whose giggles have turned to 
tears.  The two boys scramble out of the speeder as 
Amber helps the princess and her maid into the back 
seat.  The speeder is piloted by a trooper of the 
first order.  Amber jumps into the seat beside him, 
and the speeder starts with a low buzzing sound.  The 
princess waves to her family, and Mina waves to Alana 
as the speeder slowly glides out of the courtyard.

16.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

The huge war room is a mass of glass enclosures, 
electronic wall displays, monitors, and computer 
stations.  General Skywalker enters a control station, 
followed by a covey of military aides of various ranks. 
As the group hurry through the crowded room, men rise 
and salute the new arrivals.  The general stops before 
a giant display of the galaxy.  Small symbols flash on 
and off over various portions of the big board.  The 
general studies it intently.

SKYWALKER
Montross!

CAPTAIN MONTROSS, one of the general's aides, snaps to
attention.

MONTROSS
Sir!

SKYWALKER
What's the TQ on this?

MONTROSS
The last frigate to leave Granicus 
was at twenty-three forty, Sir.

SKYWALKER
Have any ships at all left the 
planet?  (to another aide)  Check 
with the Guild on NORTON THREE.

MONTROSS
At twenty-four hundred, a full 
battalion of stardestroyers left 
for what is projected to be 
ANCHORHEAD, or a nearby system.

SKYWALKER
And no word from Oxus.  He should 
have reported by now.  CAPTAIN PRUE!

An older, academic looking aide, steps forward.

PRUE
Sir!

SKYWALKER
What do you make of this?

PRUE
A battalion is invasion force, but the 
Royal Galactic Kingdom controls that 
entire part of the galaxy.  A revolution, 
maybe?  At any rate, they're going in the 
wrong direction to be any trouble for us.

The general ponders this for a few moments, then speaks
almost to himself.

SKYWALKER
I don't know.  It doesn't feel good.

MONTROSS
Put 'em on alert.

A loud uproar is heard on the far side of the war room.
Everyone turns to see a foreign dressed warrior pushing 
his way past several guards and war-room bureaucrats. 
The warrior, with his long hair tied in an odd bun on 
the top of his head, is Akira Valor.  He is followed by 
his son, Justin, who rudely pushes the pesky bureaucrats 
out of the way.

BUREAUCRATS
It's restricted.  You'll have to 
wait.  (etc.)

AKIRA
Get out of my way, boy, before I 
grind you into the surface. (etc.)

As the dauntless Akira approaches the general, the guards
stop in bewilderment as General Skywalker rushes up to 
the warrior and embraces him.  The two Dai warriors 
laugh jubilantly and slap one another, as the aides and
bureaucrats look on in amazement.

SKYWALKER
Akira Valor - you old muscle-rat! 
What a sight!  We heard that you 
had been executed.

AKIRA
So the Galactic Kingdom would have 
you believe.  I've been in the 
KESSIL System.  You remember little 
Justin.

Akira puts his arms around his son, who has been making 
eyes at one of the cute young female aides. He bows 
before the general.

SKYWALKER
He takes after his mother!  (they laugh) 
It's so good to see you.

AKIRA
It's wonderful to be with another 
Dai again.  There are so few of us 
left.

The cute aide goes back to her duties, flirting with 
Justin as she passes.  The young warrior pinches her 
on the ass, which startles her, but she goes on like 
nothing has happened.

SKYWALKER
What a sight!

The two Dai stand looking at one another, hardly believing
the other is real.  Finally, the general realizes his 
aides are standing around, gawking at the duo.

SKYWALKER (to the aides)
Wake up, gentlemen.  You're on alert. 
Keep me posted on that battalion.

17.  CONTROL STATION - UNDERGROUND FORTRESS - TOWNOWI

The general, Akira and Justin enter a small glass enclosed
control office.  They sit, and an awkward silence ensues 
as each man waits for the other to speak.

AKIRA
I've come for your help.

SKYWALKER
Anything you ask.  You're a Dai 
brother.  We're one.

AKIRA
My friend, we've been through much 
together.  I've been through much 
since we parted.  I've lost much. 
The Legions of Lettow have chased 
us half way across the galaxy.  There 
is no refuge.  One day they will come 
here.  Take my son as your JUWO 
learner.  He would be a Dai.  I've
trained him from birth.  He's reached 
the fifth stage. He fought in the 
Kessilian civil wars and commanded a 
Hubble expedition to the CONE Systems. 
He's a good boy, Luke, and one hell 
of a fighter.

The general looks down, somewhat embarrassed. He scratches
his head, then smiles.

SKYWALKER
Old friend, you do me too much honor. 
I was never a match for you.  Why don't 
you finish his training yourself?

AKIRA
I'm too old, Luke. I can't go on. 
You must finish it.

SKYWALKER
What kind of talk is this?  You're 
not the old Valor I remember.  Too 
old?!?

Akira Valor suddenly ignites in a rage and swings 
his left forearm down with a mighty blow across the 
solid chrome desk the general is sitting at.  The 
old Dai warrior's forearm cracks in two, spewing forth 
wires  and many fine multicolored electronic components. 
The artificial limb flops lifelessly to Valor's side. 
The warrior rips open his tunic, revealing a plastic 
chest stuffed with flashing electronic parts.

AKIRA (angrily)
I'm not the same.  There is nothing 
left but my head and right arm.  I've 
lost too much, Luke.  I'm dying.

The general bows his head in sorrow for one of the 
greatest warriors in the galaxy and a dear friend.

SKYWALKER
I'm sorry...

AKIRA
I'm sorry.  I keep losing control. 
I'm very tired.  Take my son!  The DAI 
NOGAS must survive.  We must pass it 
on.  Only a Dai can stop Son Hhat. 
We're very old, Luke.  A new 
generation of Dai must be started. 
Take him;  teach him the way of 
the Dai Nogas.

Captain Montross bursts into the office and somewhat
excitedly salutes the general.

MONTROSS
Sir, we have picked up something! 
An asteroid, or solid comet moving 
away from the Anchorhead System.

18.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

The general rushes out of the control station and back 
to the giant galactic display.  He is followed by 
Montross, Akira and Justin.

SKYWALKER
Are you sure it's not the battalion?

MONTROSS
A solid object.  It's as big as our 
Third Moon.

PRUE
It's too large to be man-made, and it's 
too slow to be a comet.

SKYWALKER
Analysis?

MONTROSS
It's too far out.

SKYWALKER
I'll be with the king.  Report as soon 
as you can get a reading on it.  (turning 
to Akira's son)  Captain Valor, from now 
on you stick close to me.

The older Valor smiles, and puts his good arm around 
his old friend.

19.  DINING CHAMBER - PALACE OF LITE - TOWNOWI

King Kayos moves his arm around Breha's waist as they 
stand on a balcony watching two giant twin suns in the 
green sky disappear behind a distant dune range.  The 
general enters, rather in a rush, followed by the 
young Valor, who is now dressed in the white uniform of 
the Townowi star force.  (He still wears the distinctive
Kessilian hair knot.)  They bow before the King.

KAYOS (pointing to the suns)
Aren't they beautiful, General? 
"Always and never the same." 
You're just in time for dinner.

SKYWALKER
I have come for other reasons. 
Could...?

KAYOS
Relax, General.  We will discuss it, 
but over dinner.  There are times, 
Luke, when I find you a bit too rigid. 
Is this your new disciple?

Justin is ill at ease and bows again.

JUSTIN
Justin Valor, sir.

KAYOS
Where's your father?

SKYWALKER
He left for the spaceport at GORDON 
to visit an old friend, Han Solo, 
the UREALLIAN.

KAYOS
We are becoming quite a refuge.

The group sit at a large table and food is brought in by
servants.  They eat.  Justin is nervous and watches the
general, to make sure he is being proper.

SKYWALKER
My Lord, several events have occurred 
which lead me to believe we are in 
imminent danger of attack.  There is 
no longer time for discussion and debate.

KAYOS
What events?

SKYWALKER
Oxus, our best agent, has disappeared 
in the galactic capital. There is 
unusual military traffic in the S-4 
sectors.

KAYOS
Unless you have direct, concrete proof 
of a pending attack, there is nothing 
I can do.

SKYWALKER
By the time we have proof, it may be 
too late.

KAYOS
Luke, I'm leaving tonight for AMSEL. 
I'm meeting with the full assembly 
first thing in the morning.  I am not 
going to approve the Alliance Treaty, 
and I will get your defense measure 
approved.  Just be patient.  You will 
have the war code.

SKYWALKER
Tomorrow may be too late.  My Lord, 
I need the war code now.  We must 
get our forces into space.

KAYOS
But it must be done legally, with 
everyone's approval.  Tomorrow you 
will have that.  I doubt the New 
Galactic Kingdom would attack before 
receiving our answer.  The separation 
of war powers is the one condition 
upon which you assumed command of our 
forces.  You're a friend, Luke, and 
I trust you;  but you're also an out-
lander who controls a great deal of 
power.  I can't forsake my oath any 
more than you can.  Just be patient. 
You will have the code tomorrow.

Captain Montross enters the large chamber and bows before 
the King.

MONTROSS
I bring a report to General Skywalker, 
My Lord.

KAYOS
You may deliver it.

MONTROSS
Sir, the asteroid has disappeared from 
our scopes.  There is no trace of it.

SKYWALKER
Were they able to analyze it?

MONTROSS
It never came within range, sir.

The general rises, quickly followed by Captain Valor.

GENERAL
Excuse us, My Lord.  We'd better 
get back.  I will wait patiently 
for the approval.

The general and Montross exit the chamber.  Valor takes 
one last bite of his dinner, then dashes after his mentor.

20.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

The general sits rigidly  facing the big galactic display
board.  Several aides and bureaucrats rush to and fro,
ignoring the general.  He is asleep.  Captain Prue 
approaches the general and snaps to attention.  The 
general's eyes open.

SKYWALKER
What are the results?

PRUE
Negative, Sir.

SKYWALKER
Are you sure?

PRUE
Absolutely.

SKYWALKER
It's just not possible.  Something 
that size can't just disappear with-
out a trace.  Check it again.

PRUE
That's the tenth negative, Sir.

SKYWALKER
I said check it again.

Captain Prue retreats to a computer station. The general
looks around for Captain Valor.

SKYWALKER
Valor!

Everyone near the general turns, but Valor doesn't show.

SKYWALKER
Where is that boy?  Montross!

Montross rushes up to the general and snaps to attention.

SKYWALKER
Page Captain Valor.

Montross goes back to his station and a few moments later,
Captain Valor is paged over the P.A. system.  The general
waits, watching the big board.  Eventually, Justin stumbles
out of an enclosed computer closet, fastening his pants and
tucking in his tunic.  A moment later, the cute female aide
rather sheepishly exits the computer closet.  She also is 
in the process of putting her uniform back together.  Justin
rushes up to the general and snaps to attention.

The general lets him stand there for a moment, not acknow-
ledging his presence;  then, suddenly without warning and 
in one masterful flash motion, the general stands, grabs 
a small baton attached to his belt (which immediately 
ignites into a four-foot glowing lazersword) and swings 
at the young warrior's head.  In an equally quick movement,
Justin ignites his lazersword and blocks the general's 
blow.  Everyone in the war room is surprised and startled.
After a moment, they rush to the general.  Justin and the
general stand motionless for a few moments, with lazer-
swords locked in mid-air.  Finally, the general grins and Justin
hesitantly relaxes.  They lower their swords and turn them off.

SKYWALKER
You are trained well, but remember, 
a Dai must be single-minded, a 
discipline your father obviously 
never learned, hence your existence.
Clean yourself up.  Discipline is 
essential.  Your mind must follow 
the way of the Nogas.

JUSTIN
It won't happen again, sir.  There 
are many new....

P.A.
General Skywalker, white com.

The general moves to a control station and picks up a phone.

PHONE VOICE
Sir, Captain Oxus has just been 
admitted to Med Vac.

SKYWALKER
What's his condition?

PHONE VOICE
No data, sir.

SKYWALKER
I'm on my way.

21.  MED VAC EMERGENCY ROOM - UNDERGROUND FORTRESS - TOWNOWI

Captain Valor waits in an outer chamber as General Sky-
walker rushes into the Med Vac emergency room where
several doctors are working on the prostrate Oxus.

SKYWALKER
What's his condition?  Is 
he conscious?

DOCTOR
Partially.  He'll be all right - 
a few bruises, primary exhaustion...

Oxus thrashes around in a semi-conscious state.  He sees 
the general.

SKYWALKER
What happened, boy?  What's going on?

OXUS (with difficulty)
The Royal Starforce is already on its 
way, not far behind me.  They're going 
to attack.

SKYWALKER
Are you sure?

OXUS
I have tapes.  A giant space fortress...

He struggles to give General Skywalker his ring.

SKYWALKER
As big as our Third Moon?

OXUS
Bigger.  It's unlike anything 
I've ever seen.  Sophisticated 
deflection systems - works in 
opposition to the suns.

SKYWALKER
Then they will show up on our 
screens at sunrise.  They'll 
attack before that.

The general rushes into the outer chamber where Captain
Valor is waiting for him.

SKYWALKER
Take the fastest landspeeder to 
Chathos.  Pick up Princess Zara -
and only Princess Zara.  Return by 
way of the Great Reef.  Most speed.

Valor exits and the general goes to an intercom and
pushes several buttons.

SKYWALKER
Montross!

MONTROSS
Sir!

SKYWALKER
Full alert - everything!  Get the 
Royal Family back here.

MONTROSS
The princess is at Chathos.  There 
are no transports...

SKYWALKER
I've already sent Captain Valor for 
her!  Contact the King, first priority. 
He's probably still en route to Amsel. 
Use the scan com.  I'm on my way.

22.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

The war room is on full alert.  Everyone is at attention
waiting for the command that will put each of them into 
action.  The general enters a communication center, 
followed by many aides.  Captain Montross and the com 
aide salute.

MONTROSS
We're having a problem getting 
through, sir.  There is a great 
deal of interference.

PRUE
It could be jamming.

SKYWALKER
Try a surface link through Amsel.

The aides go back to the com-link system to try to get a 
line through to the King.

PRUE
We should be able to spot them at 
sunrise.  That's not too far off.

SKYWALKER
They'll attack with sunrise.  Until 
the King gives us the code to start 
the war computers, we'll just have 
to sit tight.

PRUE
All units are on alert, sir.

SKYWALKER (to Montross)
Have you made contact yet?  (to himself) 
This is one hell of a way to run a war.

PRUE
Sir?

23.  COURTYARD - ACADEMY OF CHATHOS - TOWNOWI

A landspeeder roars into a courtyard of the academy at
Chathos.  Valor jumps out, and runs up to the large,
heavy doors of the academy.  They are locked.  He 
bangs madly on the carved metallic door until finally 
an old woman manages to swing it open.  Valor rushes 
past her into the main courtyard, where Princess Zara 
and her handmaiden, Mina, struggle with two large cases. 
They are followed by two very old matrons, dragging 
several more cases.

JUSTIN
Forget the cases;  we've no time.

ZARA
These are my things.  They must...

JUSTIN
I said forget them, and hurry.

ZARA
Just who do you think you are?

Valor grabs the princess by the arm, and hauls her to the
speeder.  Mina and the old women run after them.

ZARA
I will not be treated like this!  You 
bring my things.  My father will have 
your head (etc.)

Zara struggles to break away from the young warrior's grasp, 
as he opens the door of the speeder.

JUSTIN
Settle down!

When the door to the speeder is opened, Mina starts in, 
and Valor stops her.

JUSTIN
You must stay.  Here, take the crest.

Captain Valor rips the royal crest from the princess' 
neck, and hands it to the startled handmaiden.  The old 
women gasp in horror.  The princess starts hitting 
Captain Valor with little result.

PRINCESS
Mina's not staying.  I'm not leaving 
her.  You can't...

Valor punches her square on the jaw and knocks her cold. 
Mina is panic stricken, one of the old women faints, and 
another starts for Valor with a large staff.

JUSTIN
She'll be all right.  I'm taking her 
to safety, as ordered.  You will wear 
the crest and continue as before.

The authority of Captain Valor's voice stops the old lady. 
He places the princess into the speeder, and maneuvers it 
out of the courtyard.  Mina puts on the crest as the speeder
races away from the academy.

24.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

Queen Breha, Oeta and Puck are escorted into a rest area 
of the war room.  General Skywalker sits rigidly in a chair 
in the communications area, apparently asleep.

MONTROSS
We've made contact, sir!

The general opens his eyes and takes the intercom mike.

KAYOS
What is it, General?

SKYWALKER
The Royal Starforce will attack on the 
rising of the sun.  My agent made it 
back.  I now have proof.  I need the 
war code.

KAYOS
I'll relay it directly to the computer. 
Is Breha...?

SKYWALKER
The Royal Family is safe.  Captain 
Valor has gone after Princess Zara.

KAYOS
I'm on my way back.

25.  RED PLAINS - TOWNOWI

The small caravan of four speeders sits motionless on the 
vast red plains of Townowi.  The King returns the intercom 
to the pilot and takes a small metallic card from around 
his neck and gives it to the co-pilot.

KAYOS
Send this sub-land, priority one. 
(to the pilot)  Get us back to 
CALVAS immediately!

The four speeders turn around and scream away in the
direction from which they came.   They pass a huge, ultra-
sleek powerplow which is planting green fungus in endless
furrows.  Two clay-covered farmers riding atop the pon-
derous machine watch the speeders disappear over the 
horizon.  The twin suns peek over the distant hillside. 
and make their way into the vivid green sky.  A bright 
object twinkling in early morning heavens  catches the 
eye of the older of the two farmers  and he brings the 
machine to a lumbering halt.  The younger farmer also 
notices the object  and stares into the green sky, shading 
his eyes to get a better view.

Suddenly there is a huge, bright atomic flash on the 
horizon.  A few moments later, a thunderous shaking, 
followed by high winds, tumbles the older farmer from his
perch.  A second flash on the opposite horizon brings 
another jolting earthquake, and the younger farmer col-
lapses, terror frozen on his face.

26.  READYROOM - SPACEPORT OUTPOST - TOWNOWI

Chaos - red scramble lights are flashing.  Alert horns 
and attack buzzers create an unbelievable cacophony. 
Air warriors, with the distinctive circle and cross 
medallion on their white space suits, scramble out of 
the low concrete readyroom, grabbing helmets and space-
packs as they race out of the door.

27.  ATTACK RUNWAY - SPACEPORT OUTPOST - TOWNOWI

Thirty pilots and navigators dash in unison to a line of
waiting two-man starships of the destroyer class.  Ground
crews scurry back and forth, loading last-minute armament
and unlocking power couplings.  PILOT LEADER, a rugged,
handsome boy  of twenty, gives his ground crew a signal 
that his is okay.  He has a winning smile and a distinctive 
scar along the side of his face.  His crew chief pats him 
on the back.

CHIEF
Knock them all the way back to 
Granicus.

The canopy is closed and the powerful starship moves 
onto the runway.  Other crewmen say good-bye to their 
pilots, some grinning and others kidding - all with a 
great deal of hidden emotion.  The din of four dozen
retrorockets cuts through the uproar, and fifteen 
silver spacecraft leave the runway and disappear into 
the morning cloud cover.

28.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

The general stands before a giant display of the 
Townowian solar system.  Montross signals the general.

MONTROSS
They're away, sir.  Fifteen from 
Gordon, twenty from Amsel.  All 
other spaceports were destroyed. 
The King hasn't arrived yet.

SKYWALKER
Keep checking.  Put the starship s 
intercom over the P.A.

The general sits at one of the intercom panels  and puts 
on a headphone.  A row of monitors is before him.  He 
turns to Montross.

SKYWALKER
Where are they?

29.  SPACE - TOWNOWI IN ECLIPSE

The eerie reddish-yellow planet of Townowi slowly drifts
into view from total eclipse.  A small, bright speck, 
orbiting the planet, sparkles in the light of the twin 
suns.  The six deadly starships settle ominously into the
foreground, moving swiftly toward the orbiting speck.  As 
the sleek starships move closer, the orbiting speck is 
revealed to be a gargantuan space fortress.  The moon-
sized satellite fortress dwarfs the approaching fighters. 
Every few moments, explosions create blinding flashes on 
the planet's surface, as the fortress bombards the planet 
with a fusillade of lazer bolts.

30.  TOWNOWIAN STARSHIP - INTERIOR

Pilot Leader, in the first ship, signals to his navigator 
who sits in a small, isolated glass bubble to the rear of 
the craft.  General Skywalker is seen on one of many 
monitors.  A view of the space fortress is on another. 
The rest are filled with various computer readouts and
displays.  One of the other starships reports to Pilot 
Leader.

DEVIL SIX (intercom)
Look at the size of that thing! 
Hey, Coelo, I hope you remembered 
to bring your pop gun, 'cause I 
think we caught us a big one this 
time.

PILOT LEADER
Cut off, Devil Six.  Stand by.

SKYWALKER (monitor)
It looks like they're still using 
the basic quad-tristation configura-
tion.  Use a "ranger defense."
Concentrate on breath ports and lock 
areas.

PILOT LEADER
Affirmative base.  Copy and transmit.
Devil Two, check your rotation plates.

DEVIL TWO
Roger, Boss.  We're getting a thresh-
hold disturbance on gyro-three.

SKYWALKER (monitor)
Switch over, Five.  Cover it! 
Devil pack, generate a spread six 
formation.  May the force of others 
protect you.

PILOT
Settle in. Devil pack, stand by. 
Mark five, break off. Here we go! 

31.  SPACE - TOWNOWIAN STARSHIP

Fuel pods are jettisoned.  The half-dozen fighters break 
off into a powerline attack on the huge fortress.  Multiple
lazer bolts streak from the starships, creating small 
explosions on the complex surface of the fort.

32.  INTERIOR MAIN CORRIDOR - ROYAL SPACE FORTRESS

The chaos of battle echoes through the vast corridors of 
the fortress.  Walls buckle and cave in, sucking debris 
and personnel into the vacuum of outer space.  Alarm 
sirens scream as soldiers scramble to large turbo-powered 
lazer gun emplacements.  Sergeants yell orders through the 
smoke and confusion.  Men and robots of various shapes and 
sizes run to their battle stations.

33.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

The monitors with pictures from the starships suddenly go 
blank.  Technicians check channels as others in the war 
room silently listen to the action over the intercom. The
general remains calm but concerned.

PILOT LEADER (intercom)
Tighten it up, Devil Two.  Tighten it up. 
Watch those towers.

DEVIL TWO 
Heavy fire, Boss, twenty-three degrees.

PILOT LEADER
I see it. Pull in.  We're picking up some 
interference.

DEVIL SIX
Wow!  I've never seen such fire power.

PILOT LEADER
Pull in, Devil Two.  Pull in! 

DEVIL TWO 
I'm all right, Boss.  I've got a target.

DEVIL SIX
There s too much action.  Get out!

PILOT LEADER
Break off...acknowledge.  Devil Six, 
can you see Devil Two?

DEVIL SIX
I've lost him.  There's a very heavy 
fire zone on this side.  My radar's 
jammed.

DEVIL FIVE
He's gone....No, wait.  There he is.
Fin damage, but he's all right.

A sigh of relief sweeps across the war room.  The monitors 
flash on, then off again.

DEVIL FOUR (intercom)
Watch your back, Boss!  Watch your 
back!!

34.  TOWNOWI STARSHIP

The speedy little fighters dart back and forth across the 
soft underbelly of the fortress, leaving a trail of des-
truction behind them.

PILOT LEADER
Converge on south axis point, point three 
nine four.  It appears accessible.  I'm 
going to map the surface.  Devil Four, 
cover me.

Pilot Leader and Devil Four dive in unison through a forest 
of radar domes, antennae, and gun towers.  Devil Four fires 
into the protrusions as the two starships criss-cross the
surface of the fortress.  Suddenly, a dense barrage of 
lazerfire erupts from a tower, catching Devil Four broad-
side.  The spacecraft bursts into a million flaming pieces.
Pilot Leader reacts to the loss of his wing man, but con-
tinues on his mission.

35.  SUB-HALLWAY - ROYAL SPACE FORTRESS

Constant explosions rock the interior of the fortress.
Civilians, including women and children, scurry for safety 
in the panic-ridden hallways.  Two construction robots, 
A-2 and C-3, are blown, slipping and sliding across the 
hallway floor into some freight canisters.  Both robots 
are rather old and battered.  A-2 is a short (three feet) 
claw-armed triped.  His face is a mass of computer lights,
surrounding a radar eye.  C-3 is a tall, gleaming android of
human proportions.  He is thin, with a totally metallic 
surface.  The robots attempt to get out from under the
canisters, but rushing gas from a broken pipe keeps knocking
them over.

C-3
This is madness.  We're going to be 
destroyed.  I'm still not accustomed 
to space travel.

A-2
The external bombardment does appear 
to be concentrated in this area.  The 
structure has exceeded the normal 
stress quotient by point four, although 
there appears to be no immediate danger.

C-3
No immediate danger!  You're faulty. 
This is madness!

A-2 gives C-3 a sheepish look and clings to a siderail for 
dear life, as debris flies through the hallway.

36.  TOWNOWI STARSHIP

Devil Two, a young hotshot of about sixteen years, miracu-
lously dives his ship through a virtual wall of lazerfire, 
and blasts a huge radar disc into dust.  Devil Two signals 
his navigator, who lets out a whooping cheer as the craft 
veers into a victory roll.

PILOT LEADER
Great moves, Devil Two.  Re-group at point 
two, zero one.  Coincide, Devil Six.

SKYWALKER
Devil One, your map projection shows a 
weak point at south portal:  niner point 
six.  Concentrate the attack on that 
point.  Coordinate.

PILOT LEADER
I see it.  It looks good.

Devil Five and Devil Three bob and weave in formation 
toward a giant transformer jutting from the fort's 
surface.

DEVIL THREE
I've got a... We're hit.  We're hit!

PILOT LEADER
Eject...Eject.  Babs, Babs, do you read?

DEVIL THREE
I'm okay.  I can hold it.  Clear me
a little, Devil Five.  Watch it! 
Watch it!

Devil Three wobbles a little, then drops away sharply,
plowing into a lazergun emplacement, causing a hideous 
series of chain reaction explosions.

37.  SUB-HALLWAY - ROYAL SPACE FORTRESS

A huge explosion rips a large hole in the ceiling of a sub-
hallway.  A-2 and C-3 are in a state of shock as they 
scramble through the rubble.  There is a constant sound of
creaking and snapping as the sections of the hallway re-
settle in the fortress superstructure.

A-2
You're a mindless, useless philosopher. 
Come on!  Let's go back to work;  the 
system is all right.

C-3
You overweight glob of grease.  Quit 
following me.  Get away!  Get away!

Suddenly, the hallway lurches, and a dead trooper falls
through a gaping hole in the ceiling.  The foot of a carcass 
is caught in the rubble and it hangs upside down, staring at 
the two robots.  A-2 grabs C-3 and they cling to each other 
in terror.

A-2
We're lost.  We're destroyed.

Three sharp blasts from an airhorn send the two androids 
running for cover in a burned-out doorway.  Five grim-
faced troopers riding small rocket platforms  pass the 
two mechanical men.

38.  GOVERNOR'S QUARTERS - ROYAL SPACE FORTRESS

The five troopers race through several hallways, and 
finally stop in front of an important-looking office 
complex.  Two officers dismount and enter the complex. 
They pass through several heavily guarded doorways 
until they reach the main chamber.  Seated behind a large
cluttered desk, surrounded by generals and attaches, is
Governor Horus.  General Vader paces in front of a row of 
blank monitors.  The two officers salute General Vader.

FIRST OFFICER
All com-link power is out.  Twenty-
two transformer sections have been 
destroyed.  The situation is grave 
on all southern levels.  Com-link 
communication should be repaired 
shortly.

The officers salute, turn and leave the chamber.  The 
general turns to Governor Horus, who looks a little
worried.

VADER
Don't look so worried.  Not even a 
Dai could penetrate this fortress.
We've already wiped out most of 
their forces.

HORUS
If it goes on too long, we'll run 
over budget.  When do the landings 
begin?

VADER
As soon as the attack has been 
broken:  not long.

A short, stocky attache salutes the general.

ATTACHE
Contamination has set in on quadrants 
B-5 and R-4.  All sections are sealed. 
We've lost two major power stations 
in the southern quadrants.  That puts 
section 5-1 in serious trouble.

The general turns away in controlled anger and embarrass-
ment.

39.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

The general sits in a glass-enclosed computer station,
watching the battle progress on several monitors.  An 
officer enters and salutes the general.

OFFICER
Analysis reports those ZQ configurations 
are definitely power transformers.  Every-
thing in the southern sectors of the 
fortress is out.

SKYWALKER

I'm surprised they are still using exter-
nal power units.  It's a definite weak 
point.  Concentrate on searching for the 
main crosslink transformer.

The officer exits as Montross rushes in.

MONTROSS

The senate has voted to end the war.

SKYWALKER
They can't do anything without the 
King's approval, which gives us a 
little time.  Have you been able to 
regain contact with the King?

MONTROSS
No, sir.  All ground communications 
are jammed.

SKYWALKER
Send four men  from third squad  to 
meet the King  and escort him back. 
Let me know before he arrives.  Is 
Captain Valor back with the princess?

MONTROSS
No, sir.  They're long overdue.

Pilot Leader checks in over the intercom.

PILOT LEADER
All right, base one, we're in 
position.

An officer with headphones looks to the general.  He 
signals to attack.

40.  TOWNOWI STARSHIPS

All four starships dive in formation toward a main trans-
former area  flanked by several solar towers.

PILOT LEADER
Hold your fire until we're within point 
zero five four.  Make it count.

Several ack-ack lazers begin to open fire on the approaching 
spacecraft.  The starships direct their fire at a large 
black transformer  which when hit  spurts bright blue and 
white electrical arcs.  One of the starships (Devil Five) 
explodes and careens out of formation, leaving an erratic 
trail of smoke, before eventually crashing into a solar 
panel.

41.  SUB-HALLWAYS - ROYAL SPACE FORTRESS

The impact of the exploding starship can be felt throughout 
the giant fortress.  The tall gleaming C-3 races through 
several corridors, yelling at A-2, who struggles vainly to 
keep pace with his stubby mechanical feet.

C-3
I don't care what you do, but I'm 
getting out.  All the power's out. 
Those explosions are coming from 
the reactor section.  This is the 
end. Abandon ship!

A-2
Our work - we can't leave!  It's 
desertion.  It's not possible. 
It's not possible.

C-3
Your programming is so limited. 
My first order is preservation. 
You stay.  I'm going to eject 
before the whole thing goes up.

C-3 breaks open the seal on an emergency lifepod.  A 
red warning light begins to flash, and a low hum is 
heard.  The lanky chrome android works his way into 
the cramped four-man craft.

A-2
These lifepods aren't for us. 
It's not right!

A new explosion, this time very close, sends dust and 
debris through the narrow passageway.  Flames lick at 
the two robots.  The runt-sized A-2 jumps  into the 
lifepod.

A-2
It's the end.  Eject.  Eject.

The safety door snaps shut, and the pod ejects from the
fortress.

42.  TOWNOWI STARSHIPS

The terrified androids in the lifepod speed away from 
the fortress  and pass the attacking starships.

DEVIL TWO
Object approaching.  Attack bearing.

DEVIL FOUR
It's a lifepod.  Forget it.  We've got...

Devil Four is hit by lazerfire, and disintegrates, leaving 
a trail of flaming particles.  The two remaining craft 
continue the assault.  Devil Two and Pilot Leader watch 
the remains of Devil Four disappear.  The general appears 
over one of the monitors.

SKYWALKER
Analysis indicates transformer code 
zero three is the main relay.  Hit it, 
and the whole thing goes dead.

PILOT LEADER
We're on our way.

43.  GOVERNOR'S QUARTERS - ROYAL SPACE FORTRESS

A row of monitors and the main overhead lights go on, and 
a trooper appears on one of the screens.

TROOPER
Internal relays operative.  All 
power restored.  All contaminated 
areas sealed.

An officer appears on another monitor.

OFFICER
Only two enemy craft remain operative. 
We calculate victory by zero three 
hundred.

General Vader switches to another monitor.

VADER
Alert the invasion forces.  (turning 
to the governor)  The planet is ours. 
A three-hour war.  You expected 
longer.  Dai or not, we've beaten 
him, and the culture is intact.

HORUS
A truly great prize for the kingdom. 
They have a treasure of biotic science. 
Genetics, cloning - they've added two
hundred years to a lifespan.  Remember, 
you must capture at least one member of 
the Royal Family alive.  The Townowi 
family has ruled this system for ten 
thousand years.  The people will follow 
no other.  If the royal line is broken, 
there is a good chance the entire 
population will destroy themselves and 
their knowledge before submitting to our 
rule.

The general is interrupted by a call on one of the 
monitors.

OFFICER (on monitor)
We've received a message from the 
planet.

44.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

General Skywalker watches a giant computer display of 
the space fortress mapped by the starships.  An aide
approaches.

AIDE
Sir!  The King's convoy has destroyed 
at Caldin.  All the bodies were con-
taminated.

SKYWALKER
I will audience with the Queen. 
Who knows of this?

AIDE
Many.  It came through civilian 
sources.

SKYWALKER
Confine Senator Sandage to his 
quarters.  Use any pretext.  Where 
is the senator now?

Sandage and several other senators enter the computer
station.

SANDAGE
Right here, General.  It's over. 
We've already relayed peace terms 
to the kingdom, and they've been 
accepted.  Your war has ended.

The general is angry and stands pointing at the senators.
They jump back, as if the general were pointing a gun at
them.

SKYWALKER
Senator, this war isn't over.  It's 
just begun.  I take my commands 
from the Royal Family.

SANDAGE
The Queen concurs.  I have her 
written decree.  It is to be 
implemented immediately.  I order 
you to cease the attack.

SKYWALKER
Not likely.

SANDAGE
Treason?  Revolution?  The people 
won't follow you, General, nor will 
your troops.  I suggest you follow 
your orders.

General Skywalker stands angrily pondering the situation.
Sandage and the other senators are tense, a little afraid
that he might cut them down on the spot.

SANDAGE
Well, General?

45.  LIFEPOD - GREEN SKY OVER TOWNOWI

The reddish-yellow mass of Townowi seems to engulf the 
tiny lifepod containing the two fleeing androids, as it 
descends into the greenish atmosphere.

A-2
It's desertion.  They'll destroy us. 
How could this happen?

C-3
That's funny.  The damage doesn't 
look as bad from out here.

46.  TOWNOWI STARSHIPS

Pilot Leader and Devil Two make a second dive on the now
smoldering transformer area.  All firing from the fortress 
suddenly stops.  Pilot Leader looks back to his navigator, 
who is equally puzzled.  The two fighters continue to attack 
the now silent fortress.

DEVIL TWO
I don't get it.  What do you 
think, Boss?

General Skywalker appears on the monitors.

SKYWALKER (with difficulty)
Base one to Devil Leader, scramble code 
niner.  Break your attack and return to 
base.  Repeat, break your attack. 
Confirm.

PILOT LEADER
They're hurt, sir, but they still have 
power.  We should finish...

SKYWALKER
Break off.  The war is over.  Run on 
white lights.  Get back here, Mace. 
We're going to need you.

PILOT LEADER
Confirmed base one.  We're on our way. 
Did you copy, Devil Two?

DEVIL TWO
Roger, Boss.

The two starfighters break off the attack and start back
toward the planet.  Without warning, the fort directs
concentrated fire at the two starfighters.  Devil Two
instantly bursts into flames, then disintegrates.  Pilot
Leader's tail section is hit, and the ship pinwheels 
toward the planet.  Blood covers Pilot Leader's immobile 
face.

PILOT LEADER'S NAVIGATOR
We're under fire.  They're still shooting. 
I thought it was over.  We're hit!  We're 
hit!  Pilot is dead.... Ejecting.

The dead Pilot Leader is jettisoned free of the craft, but 
the navigator's eject panel is dead.  He struggles with it, 
then bangs on the canopy to no avail.  The navigator is 
still trapped in the craft when it explodes, leaving only 
a puff of pink smoke reflected in the rim light of the 
planet.

47.  DESERT NEAR OUTPOST - TOWNOWI

Pilot Leader's dead body drifts toward his arid mother-
planet.  Automatic rockets kick in occasionally to direct 
and soften the landing.  Two gray-clad troopers stand next 
to a military landspeeder, watching the descending air-
warrior through electrobinoculars.  Mace's corpse hits the
ground rather hard, creating a whirlwind of dust, and the 
two troopers rush over to the pilot.  The younger of the 
two troopers, a young boy in his teens, cradles the dead 
starpilot in his arms and begins to cry.

48.  WAR ROOM - UNDERGROUND FORTRESS - TOWNOWI

General Skywalker sits alone, meditating in the deserted 
war room.  Montross approaches the contemplative general.

MONTROSS
No sign of Captain Valor or the 
princess.  There was much damage 
in that area.  The Queen will see 
you at ten hundred.

The general doesn't reply.

49.  ASSEMBLY - DEPARTURE AREA - ROYAL SPACE FORTRESS

General Vader stands behind a row of men at computer 
control panels overlooking a huge assembly of troop, 
tanks, and transports. A commander reports to the general.

COMMANDER
All enemy craft destroyed.  First 
and fifth division troops and 
equipment standing by.

The general gives a sly smile of approval and takes a
microphone from one of the computer technicians.  He 
speaks to the troops and pilots waiting in their huge 
war machines for the invasion order.

VADER
The war is won.  With the conquering 
of this  system, we have ushered in a 
new millennium for the New Galactic 
Kingdom which will echo throughout the 
universe.  Our reward is the knowledge 
this system possesses.  This planet 
must be controlled with a minimum 
of force, but you must not think 
lightly of this enemy.  They have 
exacted a heavy toll.  Today you will 
make the kingdom complete.  Do so with 
pride and care.

Vader puts down the mike, and turns to his commander.

VADER
Let the invasion begin.

50.  EDGE OF THE DUNE SEA - TOWNOWI

KUROLAND, or "No-Man's Land," where the rugged desert 
mesas meet the foreboding dune sea.  The two helpless astro 
robots kick up clouds of dust as they clumsily work their 
way across the desert coastline.  The short A-2 struggles 
desperately to keep up with the long-legged C-3.

A-2
It's not possible.  We're not 
built for this.  You're nothing 
more than a dim-witted, emotion
brained intellectual.  Why you 
were created is beyond my logic 
systems.  Thanks to you, we're 
now deserters, and will probably 
be destroyed on sight.  And on 
top of that, you're going the 
wrong way!  All this filth is 
getting...

The towering C-3 stops short and turns on the blabbering 
mechanical runt.

C-3
I've had enough of you, you 
pragmatic, nearsighted scrap 
pile.  You go your own way.

He picks up the tiny robot and tosses him several feet into 
a large sand dune.  C-3 starts off in the direction of the 
dune sea.  A-2 struggles to his feet and shakes a metallic 
claw arm at his disappearing ex-partner.

A-2
You'll be malfunctioning within a 
day.  You're going the wrong way, 
but your way is always the wrong 
way.

C-3 stops and yells to the smaller android.

C-3
And don't let me catch you following 
me, begging for help, because you 
won't get it from me.

A-2 s reply is a rather rude sound, which only an electronic 
person could make.  He turns and trudges off in the opposite 
direction into the rocky desert mesas.

51.  DUNE SEA - TOWNOWI

C-3, hot and tired, struggles up over the ridge of the dune, 
only to find more dunes, which seem to go on for endless 
miles.  He looks back in the direction he came.

C-3
You little malfunctioning twerp. 
This is all your fault.  You tricked
me into going this way, but you'll do 
no better!

He sits in a huff of anger and frustration, knocking the 
sand from his joints.

52.  DESERT MESA - TOWNOWI

A-2 stumbles through a narrow canyon until he climbs over 
a small boulder and sees before him a sight he first thinks 
is a mirage.  Nestled in a rock formation is a deserted 
landspeeder.  Once the little robot is convinced that he 
is alone, he approaches the battered speeder and begins to 
analyze it.  He climbs into the pilot's seat  and attempts 
to start the unfamiliar transport.  He hears a sound and 
stops for a moment.  He sees nothing, so he continues to 
fiddle with the control panel until the speeder lurches 
forward with a start, banging into a large rock.  The 
stubby android is shaken, but neither he  nor the speeder 
seems to be damaged.

Shivers run down A-2's metal spine, and again he has an
eerie feeling that he is being watched.  He slowly looks
around  and sees a large man, Captain Valor, standing 
directly behind him.  He is startled, then terrified.

JUSTIN
Where is your master?

The little robot clicks and rattles, but doesn't speak.

JUSTIN (Cont.)
Can't you speak?  How do you relate 
your data?  You're of Karollian manu-
facture.  You should be able to talk. 
Are you damaged?

Valor pokes at the machine  but doesn't see any damage. 
A-2 eyes him suspiciously.  The robot turns with a start 
and discovers a young girl, Princess Zara, has been 
standing next to him for some time.

PRINCESS (sarcastically)
Well, General, who's your friend?

JUSTIN
I don't know.  He doesn't seem to 
be able to talk.  Damaged, probably...
Jettisoned from a damaged ship...

PRINCESS
What do you intend to do with it?

JUSTIN
We'll take it with us.  Could be a 
storehouse of valuable information.

Justin guides the android into the small luggage area 
behind the front seat, then hops into the driver's seat.

PRINCESS
I don't want to ride with that thing. 
I order you to destroy it immediately.

JUSTIN
Get in!  We've got to hurry if we're 
going to get across the "dunehedge" 
by nightfall.  You're coming, one way 
or the other.  Will you join us peace-
ably?

The princess reluctantly gets into the speeder, and it starts 
with a jolt.

53.  LANDSPEEDER - DESERT MESAS - TOWNOWI

The speeder flies along, a foot or so above the landscape.

PRINCESS
You are such a barbarian.  I'll have 
my father cut you into little pieces 
when we get back...and I'll take 
pleasure in feeding you to the Gonthas,
a little bit each day.  I may save your 
eyes though.  I'll have them petrified 
and made into a necklace.

JUSTIN
Your sweetness is only surpassed by your 
beauty.  Just try to remember, I'm only 
following orders.

PRINCESS
To beat and abuse me?

JUSTIN
I'm afraid I've only learned one way 
to treat wild animals.

A-2 thrashes about, trying to relieve the pressure on his 
cramped legs.

PRINCESS
You stay out of this.

54.  DUNE SEA

C-3 struggles to the top of a large dune.  He is dirty and 
hot.  His plight seems hopeless.  He searches the horizon 
for any sign of life.  A glint of reflected light in the 
distance  reveals an object speeding toward him.  The 
chrome android waves frantically  and yells at the 
approaching speeder.  The sleek landspeeder races past 
him about a hundred yards away.  He runs after it, 
screaming in desperation, until he stumbles and falls 
head over heels down an enormous sand dune.  Silently, 
the speeder sweeps around in a circle and stops behind 
the immobile robot.  Valor jumps out of the speeder and 
is quickly followed by A-2.

PRINCESS
We're in a hurry, remember!  If 
you're going to stop for every 
unfortunate along the way, we'll 
never get back.  We're lucky you 
got the speeder running as it is.

A-2 waddles up to his fallen partner and starts pulling on 
his leg, then runs up and starts pulling on his arm.

A-2
Function!  Function!  It's me. 
Come on, function.

VALOR
Well, my little friend, you've 
found your tongue.

A-2
We must help him.  We've been 
lost.

VALOR
Where did you come from?

The little robot runs around his fallen partner giving him 
small electric charges from his claw hand.  C-3 shudders 
from head to toe, then regains consciousness.

C-3
What happened?

A-2
You're overheated.

VALOR
Where did you come from?

A-2
We were jettisoned from six twenty-
nine P.R. one.

VALOR
I'm unfamiliar with that ship. 
What type is it?

C-3
It's a class M station, not a 
conventional craft.

C-3 then stands and shakes the young Dai's hand.

C-3
I'm C-3, Human-Cyborg Relations. 
Your kindness is greatly appreciated.

Captain valor and the two robots walk back to the speeder.

55.  LANDSPEEDER - DESERT CANYON - TWONOWI

Both A-2 and C-3 are stuffed into the tiny luggage com-
partment.  It is late in the day when the speeder rumbles 
to a stop in a small desert canyon surrounded by steep 
cliffs and broken boulders.

JUSTIN
We'll rest here.

C-3
At last.  The transport is welcome 
but my joints are frozen.

Everyone climbs out of the low-slung speeder.  Valor
watches the two androids as they stretch their mechanical 
limbs.

A-2
I've got a bad case of dust contami-
nation.  I can barely move.

C-3
What a foresaken place this is.  We 
seem to be made to suffer.  It's 
our lot in life.  Sir, could you 
tell...?

C-3 turns and notices that Valor and the princess have 
disappeared.  He looks all around.

C-3
Where did they go?  They've dis-
appeared.

A-2
Maybe they were attacked. 
I sense danger!

56.  HIDDEN FORTRESS ENTRANCE - DESERT CANYON - TOWNOWI

Captain Valor and Princess Zara hurry through a maze of 
large boulders  until they reach a sheer rock face.  Valor 
looks around to see if they were followed.  Suddenly  a 
large section of the rock slides away  revealing a well-
lit corridor carved out of the rock.  They enter  and are 
greeted by two jubilant guards.  Valor gives them some 
orders and points in the direction of the speeder.  The 
secret rock door silently slides closed.

57.  MAIN HALLWAY - UNDERGROUND FORTRESS - TOWNOWI

Captain Valor and the princess are greeted by General 
Skywalker and Montross.  They bow before the princess.

PRINCESS (angrily pointing at Valor)
General, I want you to do something 
with this...this barbarian.  Where's 
my father?

GENERAL
The King is dead, Your Highness.

All anger suddenly drains from the princess. She almost
timidly asks the next question.

PRINCESS
My mother?... and brothers?

GENERAL
She's here.  She's safe, so are your 
brothers.  They're in the main chamber.

Zara, now looking more like a frightened young girl than 
a vindictive princess, runs down the hallway toward the 
main chamber.  She vainly attempts to hold back the tears.

58.  DESERT CANYON - TOWNOWI

The two puzzled androids sit on the landspeeder, pondering 
the disappearance of their saviour.

C-3
Do you suppose we're in danger?

A-2
The logic of this environment 
escapes me.

As night begins to fall, and the shadows begin to lengthen, 
the two robots begin to get a little edgy.  The sound of 
approaching feet startles A-2, and he ducks behind his 
taller friend.  Two guards approach the robots.

GUARD
You will remain calm, and you will 
remain here.

C-3
Certainly. I'm C-3, Human Cyborg 
Relations.  Your kindness is greatly 
appreciated.

A-2 sits rather suspiciously behind his extroverted friend.

59.  ROYAL CHAMBER - UNDERGROUND FORTRESS - TOWNOWI

General Skywalker bows low before Princess Zara.  She sits 
on a raised platform, dressed in the royal robes of a 
planetary ruler.  The Queen sits off to one side on a
smaller platform.  The princess waits for a few moments 
before she allows the general to rise.

QUEEN
The senate has been corrupted.

SKYWALKER
They cannot rule without your 
wish.

QUEEN
I rule by marriage.  With the King 
dead, I am not strong enough to stop 
them.  Zara is now the true Queen. 
She must be protected.  The line must 
be preserved.  I am placing the 
future of our people in your hands. 
You must deliver Zara and her 
brothers to the OPHUCHI System. 
They will be safe there.  General, 
you must understand.  I had no 
alternative but to condone an end 
to the hostilities.  I deeply 
believe your campaign could have 
been successful, but there are 
things that...

SKYWALKER
I understand, Your Highness.

QUEEN
The chrome companies on Ophuchi have 
offered to supply you with the men 
and ships necessary to return Zara 
to the throne.

SKYWALKER
Can the chrome companies be trusted?

QUEEN
The price for their cooperation is 
high.  It is waiting for you in 
Med Center blue.  Guard it as you 
would the princess herself.  No-one 
must know of this mission.  There 
are those among the trusted who 
would wish us ill.  Take only two 
of your best officers with you, the 
most loyal.  May the force of others 
be with you.

ZARA
Mother, you must not stay.

QUEEN
I am too old for such a journey.  The 
kingdom already controls the space-
port cities.  You have a long way to 
travel.  It won't be easy.

SKYWALKER
We will have to travel in disguise. 
I must have full command.  No-one 
can suspect wealth or royal training. 
I fear the new Queen will not stand 
for this.

ZARA
Do not put words into my mouth. 
I will stand for what is necessary.

The general simply smiles.

60.  SUB-HALLWAY - UNDERGROUND FORTRESS - TOWNOWI

The general walks briskly through an isolated hallway,
closely followed by Montross.

SKYWALKER
How is Captain Oxus  recovery?

MONTROSS
Very good;  he's up and around.

SKYWALKER
Fine!  Have Oxus and...ah, Captain 
Valor report at zero three hundred. 
I want two converted transports, 
agricultural type, and two days' 
provisions, travel papers, weapons. 
Contact Han Solo at the Gordon 
spaceport.  I'll talk to him...with 
speed!

Montross turns and rushes down another hallway.

61.  MEDICAL CENTER BLUE - UNDERGROUND FORTRESS - TOWNOWI

The general enters a stark white waiting area filled 
with scholarly looking gentlemen.  An attendant greets 
General Skywalker and takes him into a small observation 
chamber overlooking a large operating theatre. An 
elderly doctor greets him.

DOCTOR
Good to see you, General.  I'm afraid 
we're not quite ready yet.  Thank God 
you'll be the one taking them, though.

An attendant brings in one of the scholars from the waiting 
area and places him on a large operating table surrounded 
by strange looking equipment.  An ominous looking clamp is 
placed on the man's head.

SKYWALKER
How many are going?

DOCTOR
Thirty-three of the greatest scientific 
minds in our system...A high price for 
freedom.

SKYWALKER
Thirty-three scientists!  Transporting 
a group that size, undetected... I don't...

DOCTOR
Don't worry, General.  All you'll be 
taking are their minds.

The doctor moves over to a safe-like cabinet guarded by 
two attendants.  The doctor gingerly picks up a small 
clear vial filled with gray fluid.  It has a label which
reads:  Faubun, Astro-dynamics.  In the background , the 
scholar on the operating table is undergoing a form of
mechanized brain surgery.

SKYWALKER
"Bloodory's distillation?"

DOCTOR
Yes.  It has been greatly perfected. 
The brain is condensed into five 
ounces of fluid.  Cloning cell samples 
are included so that a structural 
duplicate of the scientist can be 
reproduced.  When the  duplicate child 
reaches the age of six, he or she 
begins a series of injections of the 
brain fluid.  By the age of ten years, 
they have received all the knowledge 
and memory of an experienced scientist: 
an old mind in a young body.  We have 
prepared a special shock belt to carry 
the vials.

In the background, the limp body of the scholar on the
operating table is removed, and another scientist is 
escorted into the operating threatre.  Dr. Bloodory, a 
portly doctor in his forties, enters the room and shakes 
hands with the general.

DOCTOR
General, this is Dr. Bloodory. 
He'll be making the trip with 
you.

BLOODORY
It's an honor to meet you, General. 
I'm sure I couldn't be in safer 
hands.

SKYWALKER
The chrome companies are exacting 
a high price indeed!  Politics will 
be the ruin of us all.

BLOODORY
Careful.  If we could rid ourselves 
of the politicians, generals would 
no longer be necessary.

DOCTOR
We should be ready by zero three 
hundred.

The doctors exit, leaving the general alone to watch the 
huge machine extract another brain.

62.  SPACEPORT - OBSERVATION DECK - TOWNOWI

Governor Horus, General Vader walk down a boarding ramp to 
an observation deck overlooking the conquered city of 
Gordon.  They are followed by a number of aides and officers 
from the royal fleet.  Below them, air tanks and other 
military equipment and supplies are being unloaded.

VADER
Not much of a planet.

HORUS
Darth, you've done well.  Do you 
think you will have the Royal 
Family by nightfall?

VADER
An advance expedition is already 
on its way to their underground 
hideaway.  They should reach it 
by nightfall, but only if this 
Count Sandage can be trusted.

HORUS
A man hungry for power can always 
be trusted... to betray those in 
power.  I'm sure his information 
is correct.

63.  HIDDEN FORTRESS CANYON -TOWNOWI

The huge rock face of the canyon opens, and two shabby
agricultural landspeeders are pushed into the late after-
noon sun.  A-2 and C-3 stand on the far side of the canyon 
with their guards  watching in amazement.  The general and 
Captain Valor walk behind the men pushing the landspeeder.

SKYWALKER
We'll take them with us.  They 
know more about that fortress 
than any ten men.  They will be 
very useful.

JUSTIN
Can they be trusted?

SKYWALKER
Loyalty can't be programmed. 
They can be trusted never to 
harm a living creature, and to 
always give accurate information
as they know it, to anyone who
asks.  You just have to remember 
not to tell them anything that 
you don't want to fall into the 
wrong hands.

The general approaches the two robots. A-2 shyly moves
around his taller companion.

SKYWALKER
Greetings.  I'm Luke:  Agricultural 
Engineering.  We're going to be 
travelling together.  You're going 
with us to help set up a hortastation 
on KANDALAR.

C-3 shakes hands with the general.

C-3
I'm C-3:  Human Cyborg Relations. 
Your kindness is greatly appreciated.

C-3 and the general both look down at A-2.  C-3 gives the 
smaller android a little kick.

A-2
A-2:  Fusion Repair.

SKYWALKER
Load them into one of the speeders.

Captain Oxus, walking with a slight limp, emerges from the 
underground fortress with the Royal Family.  A small group 
of guards and aides are lined up, standing at attention. 
The two young princes, Oeta and Puck, hug and kiss their 
mother good-bye, then jump into the back of the larger 
four-man speeder.  The princess bows before her mother, 
then embraces her.  Tears roll down her cheeks.  Her 
mother wipes them away.

QUEEN
You must learn strength.

The princess turns and moves to the larger speeder where 
she is helped aboard by Captain Valor.

PRINCESS (fuming)
I don't need your help, thank you.

She gives the general an angry look.

SKYWALKER
I'm afraid he's necessary.

A commotion erupts at the mouth of the underground fortress. 
Count Sandage, several senators and ten to twelve troopers 
rush into the canyon and block the speeders.

SANDAGE
Where are you going?  What is 
this?

In one quick movement the general moves between Sandage and 
the Queen.  Oxus and Valor assume defensive positions in 
front of the princess and her brothers.

QUEEN
Zara and the boys are being taken to 
safety.  It is my wish.

SANDAGE
The King has assured their safety. 
They must stay.

QUEEN
It is not my wish....

SANDAGE
General, you've gone too far this 
time.  (to the troops)  Arrest him.

Five troops start to move on the general, as Sandage draws 
his lazerpistol.  Before anyone can complete his action, the 
general ignites his lazersword and cuts the senator in two. 
He drops to the ground in a heap, and the approaching troops 
stop in their tracks.

QUEEN
Stop this!

The general, Valor, and Oxus replace their swords, and bow 
low to the Queen.  All of the troops, senators, and aides 
do the same.  The formalness of the occasion is broken when 
the Queen embraces the general.  She then turns and embraces 
each of the captains.  They are both flustered, and somewhat 
embarrassed.

QUEEN
May the force of others be with you.

The general and his captains head for the speeders, while 
the Queen and all the others return to the underground 
fortress.

64.  DESERT BLUFF - TOWNOWI

The two speeders edge their way onto a bluff overlooking the 
hidden fortress canyon.  They stop for one last reflective 
moment.  Forced to leave their closest friends and relatives, 
the group is deeply moved.  The two robots, for the most 
part, are puzzled.  Suddenly, there is a huge atomic flash, 
followed by a loud rumble, and the entire canyon collapses 
into a large crater.  The group quietly watches the dust 
settle.  The hidden fortress and all its inhabitants have 
been destroyed.  The general watches the princess, who
appears to take it well.

SKYWALKER
It was the only way we could be 
safe from treachery.

65.  DUNE SEA - TOWNOWI

The two sleek landspeeders glide effortlessly through the 
vast hills and valleys of the dune sea.  At the base of the 
towering ridge, the four-man speeder stops.   The smaller 
speeders, with Valor and the two robots, makes its way to the 
top of the ridge.  Captain Valor stops the speeder just short 
of the top of the ridge.  He gets out and continues the rest 
of the way on foot.  The young captain peeks over the ridge 
into the canyon below.  Muted sounds and large dust clouds 
rise from the canyon floor.  Valor immediately ducks back 
behind the ridge with an amazed look on his face.  He 
quickly returns to the speeder  and picks up the intercom.

JUSTIN
Sir, you'd better take a look at 
this.  But come easy.

The four-man speeder starts with a crack  and slowly moves 
up the side of the imposing dune.  It stops next to the 
smaller speeder.  The general and Oxus get out and make 
their way to the top of the ridge where they join Valor. 
Far in the distance, crossing the endless dune sea, is the 
royal invasion army.  It is immense.  A convoy of giant 
tanks, troop carriers, and supply ships stretch from 
horizon to horizon.  Cavalry, mounted on giant dunebirds 
ride the line from one end of the convoy to the other. 
Hundreds of troops ride one-man jetsticks in precision 
formation.  Their lances form a giant pin-cushion. It is 
an awesome sight.

SKYWALKER
They're coming from the spaceport at 
Anchorhead, which means they control 
everything between here and the space-
port at Gordon.

JUSTIN
Can we go around them?

SKYWALKER
No.  We'll have to wait for them to 
pass.  Captain Valor, see if you can 
monitor any of their communications 
on the com-link in the big speeder.

Valor returns to the speeder.  He collapses in the large 
speeder next to the princess  and flips on the com-link 
radio, moving back and forth across the dial.

PRINCESS
Must you do that?

Valor smiles rather sarcastically.

JUSTIN
Orders... The invasion force has cut 
us off.  We'll probably be here for 
some time.  You ought to stretch a 
bit.

PRINCESS
Is that a command, General?  Maybe I 
feel like watching after my brothers.

Valor looks back at the two sleeping boys.

JUSTIN
They're not going anywhere.  They're 
asleep.

PRINCESS
I want to stay with them.

66.  LIBRARY - PALACE OF LITE - TOWNOWI

The King's old library has been converted into an office 
for General Vader.  He is sitting behind his desk as 
Captain Dodona of the Lettow legions enters and salutes. 
The legionnaire is dressed in the fascist black and chrome 
uniform of the legendary Lettow One Hundred.  The general 
returns his salute.

VADER
Welcome, Captain Dodona.  Your 
exploits are legendary.  I have 
long waited to meet you.  If there 
is any way I can assist you, my 
entire command is at your bidding.

DODONA
I want a tie-in to your computer 
network, a control center, and 
communication access.

VADER
Right away!  I'll also transfer 
all information we have on the general. 
His command post was destroyed, but we 
believe he is still alive.  Do you 
really believe he's a Dai?

DODONA
If he was not a Dai  I wouldn't be 
here.

67.  WASTELAND - TOWNOWI

The speeders make their way across the gray desert.  It is 
dawn.  The twin suns have yet to rise in the green sky.  The 
speeders are coated with dust and grime, indicating that 
they have travelled far.  The two captains drive through the 
night as everyone else sleeps.  Valor calls Oxus on the 
intercom.

JUSTIN
How are your fuel packs?  I'm reading 
minus four.

OXUS
I'm too low to transfer any.

The general, who appeared to be asleep, opens his eyes, and 
takes the microphone from Oxus.

SKYWALKER
There is a fuel station fourteen 
degrees by two meters.  The occu-
pation force should have control 
of it by now, so hide your weapons,
but keep them within reach.

68.  FUEL STATION - TOWNOWI

A series of low concrete structures rise out of the desert. 
The speeders stop in front of an old weather-beaten block 
house.  The rusted hulk of a landspeeder lies half-buried 
to one side of the building.  Valor and Oxus jump out of the 
speeder and go into the block house.

69.  INTERIOR - FUEL STATION - TOWNOWI

The two young captains, dressed as farmers, enter the dingy 
little fuel station.  It is quiet.  A few power packs line 
the walls and a dismantled speeder rests in the repair bay. 
There is a sharp dripping sound coming from the speeder.  It 
appears that no-one is there.

JUSTIN
Greetings!  Who's in charge here?

They look around the deserted station, but find no attendant. 
An eerie quiet pervades the building.

OXUS
I don't get it.

JUSTIN
You don't have to.  It's abandoned.

Oxus opens a door leading to a storage area, and stops 
short.

OXUS
Not quite abandoned.

Valor moves to the doorway and sees the attendant, his wife, 
and small daughter hanging upside down, tortured to death. 
Oxus cuts them down.

OXUS
They shouldn't have resisted.

Valor grabs two power packs from the shelf.

JUSTIN
Help me with these power packs. 
We'd better move out of here.

Oxus covers the family with an old work tarp.  He bows to 
the dead, then reluctantly grabs a couple of power packs 
and they start for the door.  Oxus stops for a moment.

OXUS
Hear that?  Someone's here.  (yelling) 
We're friends.  Show yourself.

Silence.  Oxus shrugs his shoulders and they start out the 
door, only to run straight into a burly stormtrooper.

STORMTROOPER
Get out of here!

70.  FUEL STATION - TOWNOWI

Oxus and Valor are pulled out of the doorway and shoved into 
the center of a group of fifteen or twenty royal storm-
troopers who have surrounded the two speeders.  Several 
troops have pulled General Skywalker out of the speeder. He 
acts senile, like a man twice his age.

SKYWALKER
I'm all right.  I can still move 
about by myself.

A rough looking sergeant grabs Captain Oxus.

SERGEANT
What are you doing here?

OXUS
We're out of power, sir.

SERGEANT
Let me see your passes!

OXUS
I have it here, somewhere.  We've 
been relocated to a hortastation, 
by royal order...

Oxus fumbles to retrieve something from his pocket, and 
eventually pulls out a small  round disc.  The sergeant 
puts the disc in a small portable reader.  Various computer 
readouts are displayed on the monitor.  Valor starts to put 
a power pack into one of the speeders.

SERGEANT
What are you doing there?  All 
power has been restricted.

SKYWALKER
We've run out.  We must have power, 
or be forced to stay here  and 
become your responsibilities.

The sergeant thinks about this for a moment  as the old 
wise general watches him.  Tension fills the air.  Valor 
shuffles around to a position where he can reach his weapon. 
A trooper hands the sergeant a message.

SERGEANT (to Oxus)
Take only two of those power packs 
and then move out quickly.

The sergeant hurries to a military craft, where he takes a 
call on an intercom.  General Skywalker and his two young 
captains load the remaining power packs into the speeder 
and roar away from the station.

71.  WASTELAND - TOWNOWI

The speeders race along through the rocky desert wasteland. 
The general speaks into the intercom to Valor

SKYWALKER
Keep a close watch.  If that sergeant 
runs an analysis on those passes  we 
might be seeing him again.  We should 
be safely inside Gordon within the day.

Everyone is in good spirits.  The princess and her young
brothers sing a Townowi melody, which is transmitted to Valor 
in the smaller speeder.  The general takes little Puck,  and 
lets him sit on his lap in the forward compartment of the 
speeder.  A-2 flexes C-3's arm back and forth  attempting 
to discover the cause of a loud squeak.

A-2
Oilar doesn't seem to help at all.

C-3
It's all this filth and dust.  This 
environment is murderous.

Valor notices a small speck on the horizon.

JUSTIN (into intercom)
Object approaching, bearing three 
point two.

The general looks through an electrotelescope mounted in the 
speeder.  He spots a distant row of troopers riding strange 
dune birds.

SKYWALKER (to Justin)
It's a patrol.  It could mean trouble. 
We'd better split up.  You stay on a 
direct course.  We'll meet you at the 
western edge of ravine 23-64.  Stay in 
contact.

The larger speeder makes a sharp left turn, speeding off
across a deep ravine.  Valor can begin to distinguish the 
approaching troopers.

JUSTIN
It looks like there are ten of them. 
They're heading right for me.  Wait 
a second.  They've disappeared.  I've 
lost them.

SKYWALKER
Continue on ahead.

72.  WASTELAND LAKEBED - TOWNOWI

Oxus deftly maneuvers the bulky speeder through a narrow 
boulder-strewn ravine.  They eventually come out on a dry 
lake bed, where they stop.  Standing not more than a hundred 
feet away, apparantly waiting for the speeder, are five 
royal troops on their dune birds.

SKYWALKER
We've found them, five of them, 
anyway.  Watch yourself.

The troops slowly ride their huge birds over to the speeder 
and dismount.  The officer in charge is a vicious looking 
warrior  with a large scar across his face.

OFFICER
Let me see your passes.

Oxus hands him the small pass disc, and he places it in his 
reader.  He studies the computer readout for a few moments 
and then returns the disc to Oxus.

OFFICER
Have you seen any other transports 
in this area?

SKYWALKER
We saw two heading south.  Going 
towards Ansel, looked like to me.

OFFICER
All right.  Be on your way.

The officer mounts his dune bird, and the patrol moves away. 
Oxus winks at the princess  and smiles at the general, as
the speeder starts off across the dry lake.  The general 
fiddles with the intercom.

SKYWALKER
Captain Valor, are you clear?

JUSTIN
I have five troopers approaching. 
Any problem your end?

SKYWALKER
We came through all right.  You 
shouldn't have any trouble, but stay 
alert.

JUSTIN
Best wishes!  Here they come.

Everyone rides along in silence, a little worried about
Captain Valor, especially the princess.

PRINCESS
Do you think he'll be all right?

SKYWALKER
He can take care of himself.

Oeta is looking out the back window of the speeder.

OETA
Hey look!  They're coming back.

Everyone looks to see the patrol quickly gaining on them.

SKYWALKER
Stop!  They're faster.  Get 
your weapon.

The speeder screeches to a halt in a cloud of dust.  The
general and his captain jump from the transport with lazer-
pistols drawn.  The patrol bears down on them, swords drawn, 
at full charge.  Both the general and Oxus fire.  Two of the 
troopers and their dunebirds explode in a cloud of smoke. 
The remaining three troopers are upon the duo in a matter 
of seconds.  The general ignites his lazersword and cuts down 
two of the troops as they pass.  The last turns his bird 
around before reaching the speeder, and hightails it back 
towards the ravine.  The general jumps onto one of the 
riderless dunebirds and takes off in pursuit.  Oxus checks 
the dead troopers.

73.  WASTELAND RAVINE - TOWNOWI

The general rides at breakneck speed after the fleeing
trooper.  His lazersword is raised high over his head, ready 
to deal a deathblow.  The lumbering birds race through the 
winding ravine.

74.  WASTELAND RAVINE - TOWNOWI

The intercom warning buzzer begins to scream.  Oxus rushes 
for it  but the princess gets there first.

PRINCESS
Are you all right?

JUSTIN
Two riders heading your way.  I 
got three, but two got away. 
Watch yourselves!

75.  WASTELAND RAVINE - TOWNOWI

The general is riding neck and neck with the trooper.  He
swiftly brings his sword down and the trooper drops from 
his saddle.  The momentum of his charge carries the general 
around a bend in the ravine  and right inTO the path of two 
more troops charging down on him.  The two troopers are 
taken by surprise.  They stop their birds  and so does the 
general.  They stand there, about fifty yards apart, sizing 
up each other.  Suddenly, the two troopers start for the Dai 
warrior at full speed.  The general raises his sword  and 
starts for them.  The troopers are no match for the general 
who kills them both before they are even able to swing their 
swords.

76.  WASTELAND LAKEBED - TOWNOWI

Valor stops near the larger landspeeder and gets out.  He 
is wounded.  Blood streams from his left arm.  Oxus rushes 
to help him.  The princess shows a great deal ofconcern.

OXUS
It looks worse than it is.  You'll 
be all right.

Oxus motions to the princess, who looks a little relieved.

OXUS
Bring me the med aid pack.

PRINCESS
It he was clumsy enough to get hurt, 
maybe we ought to let him bleed to 
death.

She hands Oxus the kit, as the general rides up and dis-
mounts.  He moves to Valor.

SKYWALKER
You missed two.

JUSTIN
I know. I couldn't...

SKYWALKER
Don't let it happen again.
We'd better move out.  They might 
have reported in.

77.  CONTROL ROOM - PALACE OF LITE - TOWNOWI

The dark and sinister Dodona moves several markers on a
large map readout to form a line from the destroyed under-
ground fortress to the spaceport at Gordon.  An aide enters 
with General Vader.

AIDE
The patrol was lost, sir.  All 
ten of them.

DODONA
It's to be expected.

VADER
Have you found them?

DODONA
They're heading for the spaceport 
at Gordon.  I'm going there.  Have 
all security doubled.  Make it an 
alert.

78.  THE OUTSKIRTS OF GORDON - TOWNOWI

The speeders stop on a bluff overlooking a small cantina on 
the outskirts of Gordon.  The spaceport can be seen in the 
distance.  The general and Captain Oxus walk over to the 
smaller speeder.  Valor helps the two androids out of their 
cramped quarters.

C-3
Your kindness is greatly appreciated.

JUSTIN (to Skywalker)
I'm fit enough to...

The general gives him a hard look and he shuts up.  Oxus 
and the general climb into the speeder.

SKYWALKER
We'll make contact at zero four 
hundred.  If we're not back by 
fifty-five forty, get worried.

The speeder starts off toward the cantina.

79.  SPACEPORT CANTINA - TOWNOWI

The speeder pulls up in front of the low  blockhouse style 
cantina.  Various strange forms of transport are parked out-
side the bar.

SKYWALKER
Take care here.  If there is any 
trouble, get back to the others.

The general and Oxus enter the shabby cantina.  The murky 
little den is filled with a startling array of weird and 
exotic alien creatures, laughing at the bar.  At first, the 
sight is horrifying.  One-eyed, thousand-eyed, slimy, furry, 
scaly armed creatures with tentacles and claws huddle over 
drinks.  The general looks over the patrons, but does not 
see the contact, Han Solo. A large multiple-eyed creature 
shoves the general.

CREATURE
Assha dughi wouldugga?

The general tries to ignore the creature  and turns back to 
his drink.  A short  grubby looking human  and an even 
smaller  rodent-like creature join the first creature.

HUMAN
He doesn't like you.

SKYWALKER
I understood him.

HUMAN
I don't like you either.

SKYWALKER
I'm sorry.

The big creature is getting agitated  and yells at the
general.

HUMAN
Don't insult us.  You just watch 
yourself.  We're wanted men.  I 
have the death sentence on twelve 
systems.

SKYWALKER
I'll be careful then.

HUMAN
You'll be dead.

The short rodent yells something  and everything at the bar 
moves away.  The general assumes a defensive position.  His 
three adversaries ready their weapons.

SKYWALKER
You insist on a fight then?

HUMAN
Just try and kill us.

SKYWALKER
It will hurt a little.

HUMAN
We aren't cowards.

SKYWALKER
Then it can't be helped.

The general's lazersword sparks to life.  An arm lies on the 
floor.  The rodent is cut in two  and the large  multiple-
eyed creature lies doubled, cut from chin to groin.  The 
general  with quiet dignity  replaces his sword in its sheath. 
The entire fight has lasted only a matter of seconds.  A 
figure stands in the doorway watching the general.  As soon 
as the general notices him, he leaves.  The cantina goes back 
to normal, as if nothing had happened, although the general 
is given a respectable amount of room at the bar.  The Dai 
finishes his drink  and then leaves.  Captain Oxus follows.

80.  SPACEPORT ALLEYWAY - GORDON - TOWNOWI

General Skywalker embraces Han Solo, the underground contact. 
Han is a huge  green skinned monster with no nose and large 
gills.

HAN
You old stardog.  Took a war to get 
you out here...

Oxus arrives with Captain Valor, the princess, and her
brothers, and the two puzzled androids.

SKYWALKER
It's been too long.  We've been through 
much together.  It will be good to have 
you out of retirement and back at my 
side.  How is General Valor?  (putting 
his arm around the young Captain Valor) 
This is his son.

HAN
You're all the old boy will talk about. 
He's still holding up.  Come, let's get 
off the street.

The group enters a small doorway at the far end of the alley-
way.  On the main street, within view of the doorway, giant 
royal airtanks and other military hardware rumble through 
the city.  Starving refugees sit in the gutter watching the 
immense display of force with a mixture of awe and terror. 
The princess stops for a moment  and stares at her people, 
watching the might of the kingdom.  The general escorts her 
through the doorway with the others.

81.  SLUM DWELLING - LIVING AREA - TOWNOWI

The seedy dwelling is dark and dingy.  The group is greeted 
by three underground leaders, and the old Dai, Akira Valor. 
Justin embraces his father as the underground leaders bow 
before the princess.

82.  SLUM DWELLING - DINING AREA - TOWNOWI

The princess walks through the dining area, followed by Oxus 
and Valor, who carry the two sleeping princes.  The general 
sits at a large table  finishing dinner with Han, Akira, 
and the three underground leaders.  Oxus returns from the 
bedroom.

SKYWALKER (to Oxus)
Captain, why don't you take the 
androids into the other room for 
a game of chess?  I'm sure they'd 
enjoy it.

C-3
A wonderful idea.  Your kindness 
is greatly appreciated.

Oxus escorts the two robots into the next room.  DATOS, a 
thin  wizened old man, seems greatly relieved.

DATOS
You're taking a great risk travelling 
with them.  This whole operation 
sounds bad to me.  I don't trust the 
chrome companies.  Time is growing 
short.  The King's attempts at control 
have already caused a great deal of 
suffering to our people.

OCCO, a brash young rebel  about the same age as Captain
Valor  slams his fist on the table.

OCCO
It must happen now!  We are ready. 
Each day the royal S.B.T. finds and 
destroys a few more in the organiza-
tion.  We cannot wait any longer.

SKYWALKER
Any uprising without a coordinated 
attack on the death star is out of 
the question.

HAN
He's right.  As long as it's 
operational, any action down here 
would be meaningless.  We must 
proceed as planned.  Are the 
arrangements secure?

QUIST, the third member of the underground, sparks to life 
and places several discs and badges on the table.

QUIST
All passenger transport has been 
suspended, so we've arranged for 
you to travel as the crew of a 
Baltarian freighter.  The boys 
will have to be placed in suspended 
animation and hidden in shielded 
micropacks.  It's the only way we 
will be able to get them past the 
scanners.

DATOS
Were you able to aquire the necessary 
power packs?

QUIST
It's become a serious problem.  All 
power supplies have been restricted. 
S-4 units are impossible to come by.

HAN
I know an agent who might be able to 
acquire them for us.  I'll check with 
him.  It will be risky, but we've no 
other choice.

83.  SPACEPORT OBSERVATION DECK - TOWNOWI

The dark figure of Dodona stands overlooking a group of
Townowi partisans who are being tortured in the plaza below. 
Two royal officers are finishing a report to the evil legion-
naire.  They salute smartly, then leave the observation 
balcony  passing KURO, one of General Vader's aides, who 
approaches Dodona  and bows low before him.  Kuro and the 
legionnaire carry on an animated conversation;  it is 
inaudible over the screams of the tortured partisans.

84.  SLUM DWELLING - ALLEYWAY - TOWNOWI

Residents glance fearfully from their windows as six royal 
stormtroopers make their way through the crowded slum alley-
way.  Han Solo and Captain Valor move cautiously past the 
royal patrol  and disappear into the shabby hideout of the 
partisan underground.

85.  SLUM DWELLING - MAIN AREA - TOWNOWI

The two men enter the dingy main room of the slum dwelling 
and are immediately attacked by Oeta, wielding a toy sword. 
Valor good-naturedly fends off the young prince  as Han, in 
a more serious mood, goes into the other room.  A-2 and C-3 
are helping Puck put together a block-like puzzle.  Princess 
Zara comes in to see what all the commotion is about, just 
as the young captain grabs Oeta by the foot and holds him 
upside-down.   Valor and Oeta are laughing uproariously. 
Zara gives the captain a stern  disapproving look, then 
returns to the other room.

86.  SLUM DWELLING - DINING AREA - TOWNOWI

General Skywalker, Captain Oxus, and Datos are in the process 
of assembling two micropacks on the kitchen table.  Han pulls 
a small silver powerpack from his pocket, and places it on 
the table.  The old Dai, Akira Valor, reaches over with his 
one good arm  and takes it.  He inspects it carefully. 
Princess Zara sits quietly behind the general.

HAN
We could only get one unit.  Their 
methods are proving to be very 
effective.

Akira places the powerpack back on the table.  The pain from 
those simple movements shows on his face.

AKIRA
This will work fine.

HAN
One of the boys will have to stay.

DATOS
We can't hide him for very long.
The risk is too great.  Which-
ever boy doesn't go must be des-
troyed.

The princess is alarmed, and looks to the general for support. 
He gives her an understanding look.

SKYWALKER
Not while they're in my charge. 
Find another way to get him through.

DATOS
There's no other way.  We've 
analyzed every possible alter-
native.  You can't jeopardize 
the enitre...

Captain Valor enters the room.

HAN
We have no time for discussion. 
The freighters leave at zero 
three hundred.  We must get 
started.

Through a break in the door, Oxus watches A-2 and C-3 
play with the two young princes.

OXUS
What about A-2?  Could we loboto-
mize him and use his energy pack?

SKYWALKER
They're not compatible.  We'd 
have to completely change the 
system.

HAN
It could work.

DATOS
There isn't enough time.  You can't 
do it.

AKIRA
You won't have to.  My power unit 
has more than half life.  Use it.

The withered Dai opens his tunic  revealing a metallic chest 
covered with electrodes.  With his one good arm  he grabs 
his chest and rips loose a miniature power unit similar to 
the one on the table.  Everyone is taken by surprise.  The 
general and the young Valor both rush to the side of the 
dying Dai.  The old man turns to his son.

AKIRA
Trust my judgment, Son.  Serve your 
new teacher well.

The Dai's breathing becomes more difficult as he turns to 
the general.

AKIRA (Cont.)
An honorable death, my friend. 
May the force of others be with 
you.

Akira Valor passes on to the other world.  Everyone is 
stunned.  The general breaks the moment of silence.

SKYWALKER
May he be welcomed as a man above 
men.  Take him downstairs.

Justin takes his father in his arms and is followed out of 
the room by Han and Datos.

SKYWALKER
Prepare the boys!  We have little 
time.

Princess Zara and Captain Oxus rush out of the room, as the 
general places the power units in the micropacks.

87.  SLUM DWELLING - MAIN AREA - TOWNOWI

Oeta and Puck are not happy about being dragged away from 
their puzzle.  Oxus takes the robots into the sleep area.

ZARA
Now straighten up, Oeta.  Remember, 
father expects you to follow his ways. 
We are going on a trip.  There will be 
great danger.  You must go to sleep. 
When you wake, you will be in a strange 
land, so don't be alarmed.

OETA
Are you going to sleep too?

ZARA
I will be looking after you.  Now 
be good boys and stand still.  Lift 
your sleeve.

Puck lifts his sleeze and Zara injects him with a sleep
serum.  Oxus enters just as the little prince collapses 
into a deep sleep.  Quick as lightening, he catches the 
boy before he can hit the floor.  The princess injects 
her other brother  and he collapses into her arms.

88.  SLUM DWELLING - DINING AREA - TOWNOWI

The limp bodies of the two young princes are carried in 
by Zara and Captain Oxus.  They are carefully squeezed 
into the hollowed out microcases.  Zara pensively watches 
as the general expertly attaches electrodes to her 
brother's skull.  Han and Datos return from the burial 
of Akira.  The general looks up from his operation.

HAN
He is at rest.  Are the systems 
working all right?

SKYWALKER
Full power.  Is everything ready?

Datos nods yes, as the general closes the case holding Puck. 
The strain of watching her brothers placed in suspended 
animation is too great for Zara  and she retreats into the 
main room.

89.  SLUM DWELLING - MAIN ROOM - TOWNOWI

Captain Valor stands brooding near a window overlooking 
the crowded alleyway.  He does not acknowledge Zara's 
entrance.  She walks over to the window and stands next to 
the young captain.  They are very close but do not touch.

ZARA
I'm sorry.

He does not respond.  She is moved by his sorrow  and 
starts to touch the side of his face  but can't bring her-
self to do it.  Her royal training is too strong to let her 
show her true affection for Justin.  She breaks down and 
runs from the room.  The young Dai continues his meditation.

90.  SPACEPORT AT GORDON - SECURITY RAMP - TOWNOWI

The spaceport is very crowded.  People rush about in a
panicked rush as loudspeakers blurt out indiscernible
announcements.  The Royal Galactic Kingdom is in the process 
of changing the boarding procedures and the result is chaos. 

Many flights are delayed, and people are running to and 
fro, switching boarding ramps.  Han guides the rebel group, 
dressed as a Baltarian crew, through the crowded terminal. 
Oxus and Valor carry the large micropacks strapped to their 
backs.  The robots follow a few paces behind.

HAN
They're changing the boarding 
procedures.  I don't like it.

They are swept into a boarding gate and finally reach a
security ramp scan station.  There are a great number of
troops and guards standing around the security area.  An
officer demands to see their passes and orders.  The ten-
sion builds as the officer confers with an aide about the 
passes.  The aide speaks quietly into a phone.

OFFICER
Where are your component receipts?

Valor and Oxus hand the officer two additional discs, 
which are placed in the computer.  A few moments later, 
the readout appears  and the group is motioned through the 
electron scanners.  On the other side of the scanner, new 
computer discs are issued to the group.  The group seems 
slightly relieved as they walk through several hallways 
leading to where the freighter is docked.  Valor moves 
next to  the general.

JUSTIN
I don't like the feel of this.

SKYWALKER
Your senses are strong.  It's a 
very small disruption.

JUSTIN
It's a Lettow legionnaire.

SKYWALKER
Possibly.  Stay alert.  Warn 
the others.

The group walks through the docking links and into the
Baltarian spacecraft.  Several royal guards pass them, 
and everyone is ready for the suspected trap, but 
nothing happens.

91.  INTERIOR - BALTARIAN FREIGHTER - TOWNOWI

The group stops in a narrow electronic  passageway near 
the bridge of the ship.  Valor and Oxus unstrap the 
micropacks containing the two young princes, and check 
the voltage packs.

OXUS
Little Oeta is losing power faster 
than normal.  I'd better check it 
out.

SKYWALKER
Wait until the situation is secure. 
Stay here, and keep on your guard.
Han!

The two young captains grow suspicious of several workmen 
gathering around the main exit hatch.  Han and the general 
enter the bridge area.  Several crewmen sit at elaborate 
controls and computer stations.

SKYWALKER
Where is your captain?

One of the crewmen directs him to a small chamber above the 
bridge.  Valor and Oxus strap on their micropacks as more 
workmen converge at the main hatch and begin to close it. 
The two robots, A-2 and C-3 are confused about what is 
going on  and wear their gear in anticipation of moving.

92.  PILOT CHAMBER - BALTARIAN FREIGHTER - TOWNOWI

Han and the general enter the small pilot's chamber and 
greet the captain, whose face is hidden in the shadows of 
a computer bank.

CAPTAIN
Welcome, gentlemen.  You must 
have had a difficult journey. 
We'll be departing shortly.

Four armed troopers silently enter the room behind the two 
old Dai;  their lazerswords are drawn.

CAPTAIN 
I have been authorized to accept 
payment for the chrome company 
cooperation.  I assume you've 
brought it with you.

The captain moves out of the shadows  and is revealed to 
be Dodona.  Instantly, both Han and the general understand 
the situation.  They turn, drawing their lazerswords in 
the move  and cut down the four royal troopers.  The door 
to the chamber instantly seals shut.  Dodona hasn't made 
any moves  and remains unusually calm.  The two Dai turn
to face him.

DODONA
It s over, gentlemen.  The chamber 
is sealed.  Don t force me to 
release the Jai gas.

A tone sounds, and Dodona turns to an intercom.

INTERCOM
Situation secure.  Prisoners taken to 
hold "B";  Twelve casualties... gas 
was necessary.

Han and the general relax and drop their weapons.  The 
door silently opens behind them and six guards enter wearing 
facemasks.  They bind the two Dai with chrome microcuffs.  A 
satisfied smile creeps across Dodona's face.  General Sky-
walker seems unimpressed with the trap.

DODONA
At last, it's ended.  (to guard)  Take 
them to hold "G."  I don't want them 
with the others.  Prepare for departure.

The troopers escort Han and the general out of the chamber 
and down several hallways.

93.  INTERIOR - BALTARIAN FREIGHTERS - TOWNOWI

Eight troops march Han and the general into the hold of the 
ship.  They pass near the main exit  where A-2 and C-3 
stand deserted, looking lost.  C-3 sees the general pass in
a nearby hallway

C-3
Well, there he is.  Come on.

The robots waddle off after the Dai prisoners.  As the 
small procession passes detention cell B where the princess 
and the others are being held, Han and the general let out 
a horrifying Dai scream and leap to the corridor ceiling, 
thrusting their bound wrists into the lighting fixtures. 
They land on top of the troops, instantly breaking the 
necks of four guards, with expertly placed blows.  The 
eight surviving guards are momentarily dumbfounded.  Han 
and the general grab lazerswords from their victims  and 
swiftly cut down the remaining troops.  Han grabs a small 
card from one of the dead guards  and starts for detention 
cell  B.

SKYWALKER
Watch it!   Those are cutters.

The general grabs one of the dead troopers and tosses him
against the cell door.  Red rays engulf the body  and holds 
it there.  Han then places the card in a slot  and the door 
silently slides open.  Valor and Oxus leap for the dead 
guard, then notice the death ray surrounding him.  General 
Skywalker grabs another body and throws it into the doorway.

SKYWALKER
Pass between them!

Captain Valor squeezes between the slain guards  and is 
untouched by the rays.  Oxus and the princess quickly follow, 
picking up weapons as they leave.

JUSTIN
They've taken the cases.

SKYWALKER
Are they aware of the boys?

OXUS
I don't think so.

SKYWALKER
Find them.  Use your seeker. 
We'll meet you at the main 
hatch.  Watch yourselves.  If 
an alarm is given, they'll gas 
the entire ship.

OXUS
Yes, Sir.

Oxus and Valor each take a small humming device from their 
utility belts and head down a narrow hallway.  The general, 
Han, and the princess continue toward the main hatch.  A-2 
and C-3 have been completely confused by the turn of events. 
They eventually follow the general toward the exit hatch.

94.  ELECTROCLOSET HALLWAY - BALTARIAN FREIGHTER - TOWNOWI

The two young captains reach a storage area of the huge
spacecraft.  They watch their seekers as they move along a 
row of electroclosets.  They quietly sneak past a group of 
workmen assembling a large gyrohousing.  A second row of 
micropacks is searched to no avail.

OXUS
If they were discovered, they would 
have been sent to a medical station.

JUSTIN
There are more storage areas on the 
far side.

95.  MAIN HATCH AREA - BALTARIAN FREIGHTER - TOWNOWI

Han and the general reach the main hatch, closely followed 
by Zara and the two robots.  Several lights over the hatch 
flash on and off.  The general cuts a camera off the wall 
with his lazersword.

HAN
They're going to take off.  It's 
too late.

SKYWALKER
C-3,  come over here!

The lanky chrome man approaches the general, who is studying 
a complex computer control panel next to the hatch.

C-3
Yes sir.  May I be of service?

SKYWALKER
Get this hatch open.  Counterlock 
the departure pattern.

The robot immediately starts pushing buttons on the panel.

96.  ELECTROCLOSET HALLWAY - BALTARIAN FREIGHTER - TOWNOWI

Captain Valor and Oxus reach a second series of electro-
closets.  A signal appears on the seekers  and Valor cuts 
down the door of one of the small cabinets.  Oxus stands 
guard.  Approaching troops are heard in the distance. 
Valor quickly rummages through the electropacks until he 
spots the familiar cases containing the two boys.

OXUS
Troops!

Valor straps on one of the backpacks  and hands the other 
to Oxus, as they duck into a narrow passageway.  Four 
troops march through a nearby hallway.  After they have 
passed, the young captain checks to make sure the way is 
clear, then runs down a hallway toward the main hatch.

97.  BRIDGE - BALTARIAN FREIGHTER - TOWNOWI

As the crew makes the final preparations for the blast off, 
the main hatch light blinks on.  One of the pilots notices 
the light and begins to check it out.

PILOT (into intercom)
Is the main hatch secure?

98.  MAIN HATCH - BALTARIAN FREIGHTER - TOWNOWI

The intercom sparks to life, and the general answers it.

SKYWALKER
Everything looks secure, but give 
me a minute to check it out.

PILOT
All right.  Stand by.

The general winks to Han, as C-3 continues his attempt to 
override the hatch computer.

99.  HALLWAYS - BALTARIAN FREIGHTER - TOWNOWI

Captain Valor and Oxus cautiously move down a long hallway, 
ever watchful of royal troops.  They reach an intersection, 
carefully check in all directions, then rush down a main 
hallway.  They are about half-way down the hallway, when a 
squad of royal guards appears at the end of the hallway 
facing them.  The troops start toward the two captains, with 
lowered lazerrifles.

VALOR
Here's where it gets tricky.

Valor, then Oxus, quickly and smoothly draw their lazer-
pistols and fire at the troops.  A giant explosion destroys 
the far end of the hallway.  A few lazerbolts are returned, 
but streak harmlessly overhead  and explode out of range. 
The exchange of gunfire lasts only a few moments.  When the 
smoke clears, the troops have been destroyed.

100. MAIN HATCH - BALTARIAN FREIGHTER - TOWNOWI

The main hatch slowly begins to slide open, when the 
rumbling explosion of lazerfire echoes through the hallways. 
Han looks to the general  and they both instantly realize 
what has happened.  Han draws his weapons.  The hatch is 
now fully open.  Everyone stands silently  watching for the 
two captains.  Alarms start screaming throughout the ship, 
and the giant hatch slowly begins to close.

SKYWALKER
Come on.  We can't wait.

The group reluctantly exit the spacecraft, giving one last 
look back to their lost friends.  The hatch continues to 
slowly close, as the alarm sirens wail.  Suddenly, Valor 
and Oxus round a corner and head for the ever-closing 
hatch, battling several royal troopers as they go.  Han and 
the general move up to the hatch and give cover fire.  Oxus 
slips through the shrinking opening, and yells to Valor to 
hurry.  Many more troops bear down on the young Dai as he 
squeezes through the very slim opening.  One of the troops 
dives after him  but is caught  and crushed by the emergency 
hatch.

101. BOARDING RAMPS - GORDON SPACEPORT - TOWNOWI

The general leads the group through various corridors.

HAN
Once the alarm sounds, the entire 
spaceport will shut down.

They stop at a junction.  At the far end of one hallway,
several troops guard a restricted passageway.

SKYWALKER
That's the military section.

JUSTIN
Fighter craft!

HAN
But it's very heavily guarded. 
We can't take it with subtlety.

Before the general can answer, the acute scream of the
spaceport alarm reverberates through the corridors.  The
general, followed by his two young captains, charge toward 
the heavily guarded military passageway.  Han, with the 
princess and two robots, follow at a safe distance behind. 
A guard sees them coming  and orders them to stop.  Captain 
Valor and the general fire their lazerpistols and the 
passageway entrance and the troops disappear in a huge 
explosion.

The group jump over the dead guards and smoking rubble, then 
run through a series of hallways leading to a starship. 
They  stop just short of an intersection leading to a boarding 
ramp.  Valor peeks around a corner at two guards standing in 
front of the boarding ramp.

JUSTIN
Cutters!  We'll have to draw them 
out. A blast might alert the crew.

SKYWALKER
A-2,    Come here.

The little robot waddles over to the old Dai.

SKYWALKER
Move to that intersection and sound the 
alarm.

The mechanical dwarf dutifully marches into the intersection 
and lets out a high, electronic scream.  The guards shut off 
the deadly lazer cutters, and cautiously approach the wailing 
robot.

GUARD
What is it?  What's wrong?

With incredible speed, both guards are dropped by a few
precision blows from the two young captains.  They immediately 
drag the unconscious guards into the starship.

SKYWALKER
Valor!  Oxus!  Stand guard.  I'll 
signal at take-off minus thirty.
And reverse that cutter!

102. INTERIOR - ROYAL STARSHIP - TOWNOWI

Han and the general, followed by Zara and the robots, enter 
the royal starship.  They rush through several narrow hall-
ways leading to the bridge.  Two crew members leaving a con-
trol station  stumble into the group and are quickly dis-
patched by Han.  The princess waits with the robots as the 
general and Han enter the bridge.  The two pilots and 
navigator are taken by surprise and are promptly subdued. 
Han switches on the intercom and listens.

HAN
How are we going to get them to 
open the silo cover?

SKYWALKER
Send C-3 in here.  Dispose of any 
crewmen left on board.

103. BOARDING RAMP - SPACEPORT - TOWNOWI

Valor and Oxus now wear the uniform of the royal guard. 
Oxus has removed a plate from the cutter machinism and is 
crossing a few wires.  He replaces the cutter plate just as a 
squad of stormtroopers rushes toward the door.  An officer 
salutes them.

OFFICER
Have you seen them?

JUSTIN
No, Sir.

OFFICER
They're in this section somewhere. 
I'm doubling all the guards.  Stay 
alert.

Two guards take up positions just outside the cutter areas, 
and the squad moves on to another starship.  Valor gives 
his partner a philosophical look.

104. INTERIOR - ROYAL STARSHIP - TOWNOWI

The gleaming chrome C-3 sits in the pilot's seat  talking 
on the intercom to a controller.  He breaks off his continual 
drone of take-off instructions to the controller  and turns 
to the general, shaking his head.

C-3
They won't buy it.  I think they're 
getting suspicious.

Han enters.

HAN
The crew is taken care of.

SKYWALKER
Well, they're not going to open 
the silo cover, so I'm afraid we'll 
have to take it with us.

HAN
We're going to sustain considerable 
damage if we blast off through that 
cover.

SKYWALKER
It's a thin  shell.  There is no 
choice.  (to C-3)  Signal the boys.

105. BOARDING RAMPS - SPACEPORT - TOWNOWI

Warning lights flash and the main hatch to the starfighter 
slowly begins to close.  The two royal stormtroopers yell 
at Valor and Oxus.

STORMTROOPERS
Watch it!  Don't fire into those 
cutters!  (to Valor)  Shut down 
the cutters!

The two captains pretend to be confused  and not understand. 
At the last minute  they leap aboard the starship.  The hatch 
slides closed  and the boarding ramp drops away.  Several 
more guards arrive  and give the troopers a special card, 
which turns the small cutter warning lights from red to green. 
The guards rush on to the boarding ramp and are wiped out by 
the reversed cutters.

106. INTERIOR - STARSHIPS - TOWNOWI

They strap themselves into lifepods.  C-3 and the general 
move forward, and the giant ship shudders as it starts to 
lift off the launch pad.  With tense expressions, they all 
brace for the impact of the silo cover.

107. STARSHIP - SPACEPORT SILO - TOWNOWI

The mighty starship thunders out of the silo, crashing
through the cover plate, sending shrapnel in all directions. 
The ship leaps toward the heavens.

108. BOARDING CAMPS - SPACEPORT - TOWNOWI

Royal flight crews rush to their starships.  Pilots receive 
their clearances  and several giant silo covers swing away 
revealing deadly hunter-destroyer spaceships.

109. INTERIOR - BRIDGE - STARSHIP - SPACE

Han and the general watch as five hunter-destroyers leave the 
spaceport at Gordon.

SKYWALKER
We suffered light damage to a deflector 
fin.  It will take them quite a while 
to catch up with us now.  Tell the boys 
to get some rest.

110. AFT SECTION - STARSHIP - SPACE

Han retreats to the aft section of the ship, where the two 
captains are checking out the two main lazercannons mounted 
in large rotating bubble turrets.

HAN
The old boy says you two should get 
some rest.  You've got some time 
before they catch up to us.

Han notices the packs containing the young princes.

HAN (Cont.)
Better store the boys in a lifepod. 
Secure them well.

He heads back toward the bridge, followed by Oxus.  Valor 
carries the two mircropacks to a lifepod and straps them in. 
He checks Oeta's energy supply.  It is low.  Zara approaches 
him.

ZARA
Couldn't we let them out now?

JUSTIN
It's better this way.  Things are 
going to get rough.

ZARA
Will we make it?  Is there any 
hope?  Stay with me.  I love you.

Captain Valor is slightly shocked at this outburst.  The 
princess starts to cry and clings to him for support.

JUSTIN
No-one is going to die, so stop acting 
like a child and start behaving like a 
queen.  What is this silly talk of love? 
You belong to the people of Townowi  and 
my job is to return you to them, nothing 
more.  Now straighten up and get into a 
lifepod.

She's deeply hurt by his callousness.  She breaks away from 
him and runs down a hallway into a lifepod.  He is tired 
and angry at the whole incident.

111. BRIDGE - STARSHIP - SPACE

C-3 guides the starship toward the Ophuchi system.  The 
general watches the computer readout estimate the position 
of the royal hunter destroyers.

C-3
Hostile craft will intercept at 
thirty plus.

112. AFT SECTION - STARSHIP - SPACE

Captain Valor rests in one of the lazercannon pod bays.  He 
is thinking about Zara.  Slowly, a smile creeps across his
face.  He makes a decision, jumps up  and hurries down a
hallway.  He taps on the lifepod bulkhead  and Oxus opens 
the door.  Valor is surprised.

OXUS
What is it?

JUSTIN
Where is Zara?

OXUS
She went forward.  What's going 
on with you two?

JUSTIN
I love her.

OXUS
You're asking for trouble.  She's a queen. 
Do you know what you're saying?

JUSTIN
I don't care.  I've got to talk ...

Oxus just shakes his head, but before Valor can finish his 
sentence, the ship is rocked by a bombardment of proton 
torpedoes.  The intercom squawks to life.

SKYWALKER (over intercom)
Get to those guns!

Captain Valor and Oxus rush to the lzercannons and jump into 
the protective suits and helmets.

113. BRIDGE - STARSHIP - SPACE

Han enters the bridge and sits before a fire control center. 
The general sits in a chair  slightly behind and above C-3, 
directing the robot pilot.

SKYWALKER
Turn around!  Let's face them.

A-2, sitting quietly in a corner, watches as C-3 punches 
new information into the computer and the giant starship 
swings around in a sharp circle.  Several torpedoes explode 
near the ship.  The general switches on the intercom.

SKYWALKER
You boys ready?

114. AFT SECTION - STARSHIP - SPACE

The captains adjust the lazercannon controls in front of 
them and check in with the general.

SKYWALKER
They should be within range in 
twelve seconds...

Captain Valor adjusts his giant lazer ack-ack cannon, 
searching his electronic tracking screen for the hunter
destroyer.  Oxus is having a problem with one of the
rotating mechanisms on the huge gun.  He curses, climbs 
out of the chair, and attempts to fix it.

OXUS
My vertical rotating circuits are 
out.

The princess straps herself into a small lifepod.  Only the 
slightest hint of concern or worry shows in her face.  She 
listens to her protectors relay instructions as the enemy 
approach.

115. BRIDGE - STARSHIP - SPACE

The starship shudders as the hunter destroyers open fire.
Han relays the ship's status to the general  as C-3 struggles 
to keep up with the barrage of orders.

HAN
We're losing deflectors three 
thirty-one and ten forty-two.

SKYWALKER (to C-3)
Cut hard to maridian nine zero 
six.  Level to three degrees.
(into the intercom)  We're 
coming under one.  Wait for my 
signal.

116. AFT SECTION - STARSHIP - SPACE

The constant flashing of deflected lazer bolts reflect in 
the interior of the lazercannon bubble.  Captain Valor 
rechecks his firing swithces.  Oxus adjusts his headphones 
and lowers a glare reflector.  He raps on the power rotation 
circuits  and gives them a little test burst.  The pod 
instantly rotates a few degrees.  The large starship heads 
directly toward the three enemy ships and at the last moment 
dives under the attacking craft.  Valor watches the smaller 
crafts pass overhead, aching to open fire.  He calls Oxus on 
the intercom.

JUSTIN
I've got no signal.  I'm on 
target.  What's wrong?  What 
is he waiting for?  I've got 
an open shield.

The three royal craft are firing incessantly at point blank 
range.

OXUS
Wait for the signal.

But Captain Valor has a perfect shot and he can't wait.  He 
squeezes the trigger and the giant lazercannon, with a burst 
of smoke and electrical charge, opens up on the enemy craft. 
Moments later, the signal lights flash on and Oxus commences 
firing on the receding  hunter-destroyers.  Two of the royal 
craft break off, and prepare for another attack run.  The 
third is hit by a concentrated barrage from the two captains 
and begins spinning out of control until it finally explodes. 
Oxus gives the victory wave, which Justin gleefully returns. 
These moments of triumph are broken by the intercom.

SKYWALKER
Captain Valor, next run you wait for 
my signal.  We haven't much power to 
spare on your inaccurate grandstanding!

Justin's pride is wounded.  He resets his accelerators as 
the two remaining hunter-destroyers begin a second run.

117. BRIDGE - STARSHIP - SPACE

Han turns to the general.

HAN
We have a weakened shield on the 
port turret...

SKYWALKER
Warn Captain Valor.  Get him out of 
there.  (to C-3)  Change your 
heading by point five.

118. AFT SECTION - STARSHIP - SPACE

Princess Zara listens to Han warn Valor.

HAN
Your shield power is down.  Abandon 
that position and seal that section. 
Report!  Captain, do you hear me? 
Captain?!!!

Zara becomes worried that something has happened to Justin. 
The young captain switches off the intercom system and 
signals to Oxus that the system has gone dead.  Before Oxus 
can answer, the two hunter-destroyer spacecraft are upon 
them once again.  Lazer bolts flash all around them.  The 
general's signal flashes on, and the captain starts to 
return the fire.  One of the royal fighters concentrates 
its fire on Valor's weakened gunport.  A direct hit blows 
open a hole in the turret and everything that isn't bolted 
down is sucked into outer space, including Captain Valor. 
He bangs against the side of the starship, held only by a 
weakened lifeline.

The princess hears Oxus explain Valor s predicament  and 
rushes back to help him.  She is stopped by a pressure 
locked door leading to the gun emplacement.

119. BRIDGE - STARSHIP - SPACE

The general orders C-3 to swing the spacecraft around and 
start a new attack.  He turns to A-2.

SKYWALKER
Use the aft port.  See what you can 
do for Valor.

A-2 hurriedly waddles out of the bridge.  C-3 and Han 
simultaneously turn to the general.

C-3
More craft approaching!

HAN
It looks like at least six or seven.

The general studies the radar scopes and then checks a
galactic map displayed on one of the monitors.

SKYWALKER
Change course to three point one.

C-3
That will head us directly into 
the path of the Norton Asteroid 
Belt.

HAN
That asteroid belt is too dense 
to pass through.  The ship won't 
make it!

SKYWALKER
We'll never defeat them in combat. 
It's our only chance to lose them.

C-3 punches in new coordinates  and the starship veers away 
toward the treacherous asteroid belt.

120. AFT SECTION - STARSHIP - SPACE

Oxus fires on one of the two hunter-destroyers which is
pacing the rebel starship.  Captain Valor unsuccessfully 
tries to pull himself back inside the spacecraft.  The enemy 
craft maneuvers wildly in an attempt to get into a better 
position to fire on Valor.  Oxus blasts away until the royal 
spacecraft spews forth equipment and personnel, careens off, 
and eventually explodes.

A-2 wobbles along the exterior of the ship until he reaches 
the stranded captain.  He attaches a new lifeline to the 
young Dai's spacesuit and makes his way back inside the 
wounded craft.  Valor is pulled to safety just as the star-
ship enters the asteroid belt.  A barrage of small and large 
asteroids begins to pelt the ship, causing a great deal of 
damage.

SKYWALKER (over intercom)
Secure yourselves.  We may have to 
eject.  Abandon the turrets.

The princess rushes back to her lifepod and straps herself
in.  Oxus and A-2 help Valor make his way out of the lazer-
cannon turrets and through a series of locks, to the life-
pod area.

121. BRIDGE - STARSHIP - SPACE

The asteroids hit hard.  The ship is buffeted to and fro as 
the general, Han, and C-3 struggle into their spacesuit-
like lifepods.  The royal hunter-destroyer closest to the 
rebel ship explodes in the on-rush of deadly asteroids. 
The new reinforcement hunter-destroyers turn back and give 
up the pursuit.  They disappear from the tracking monitors. 
The asteroid bombardment becomes almost unbearable.  Warning 
lights begin to flash.  Extending foils, antennae, and arma-
ment pods are scraped away from the starship hull.  A base-
ball sized hole is punched through the midsection, and 
hundreds of objects are sucked into space.  A large locker 
eventually plugs the opening.  The starship and her passengers 
shudder and sway under the punishment of the asteroid storm.

C-3
The ship is breaking up.

HAN
We're almost clear of the storm.

C-3
We'll never make it.  Eject.  We 
must eject.

The general watches the computer monitor as the starship
emerges from the far side of the asteroid belt.

HAN
We're approaching one of the 
Forbidden Systems.

SKYWALKER
We've got to achieve orbit.

C-3
We'll never make it.

The starship heads for a small blue-green planet in the
distance.

122. AFT SECTION - STARSHIP - SPACE

Captain Valor was considerably shaken in the destruction of 
his lazerturret.  He is slightly dazed as Oxus straps him 
into a lifepod with A-2.

OXUS (to A-2)
You watch him.  Make sure this 
pod gets off all right.

A-2 nods  and Oxus moves to the second lifepod and straps 
himself in next to the princess.

ZARA
Will he be all right?

OXUS
I think so.  His feelings for 
you are dangerous.  You should 
discourage him.

She is surprised that Valor has any feeling for her  but 
keeps her emotions to herself.

123. BRIDGE - STARSHIP - YAVIN ORBIT

The general is strapped into the lifepod with the two 
micropacks containing the young princes.  Han and C-3 are 
in the second lifepod.

HAN
We're in orbit.

C-3
We've got to eject now!  Those reactors 
won't hold much longer.  This ship's 
going to end up in a million little 
pieces  and I don't want to be one of 
them.

HAN
All lifepod systems are operative.

SKYWALKER (into intercom)
If you boys are ready back there, 
we'll get off this bucket.

OXUS
All systems operative.  I 
have the signal.

A-2
All systems operative.  We 
have the signal.

Han salutes the general  and his lifepod jettisons away 
from the crippled starship.  He is quickly followed by 
the general.

124. AFT SECTION - STARSHIP - YAVIN ORBIT

A-2 pushes the jettison switch  but nothing happens.  Cap-
tain Valor slowly and with some difficulty  pushes the 
switch two or three times.  Nothing happens.  He begins to
look a little worried.

A-2 (into intercom)
We've got a problem.  Wait a 
second.

A-2 pushes the switch again  and the lifepod blasts off in 
a cloud of smoke and debris.  Oxus also seems to be having 
a problem.  Half the lights on his control panel have gone 
dead.  He struggles to reactivate them.

OXUS
My power's out!

SKYWALKER (over intercom)
Is it a faulty switch?

OXUS
No.  The whole bank is out.

Oxus gives the princess a reassuring look, then punches some 
information into the computer.  The monitor flashes: "Income 
line main power."  He looks outside the lifepod and sees a 
damaged cable.

OXUS
I've found it.

SKYWALKER
You haven't much time.  The 
auxiliary units have already 
blown.

Oxus scrambles out of the lifepod and rushes over to the 
severed connector.  He works on it for a few moments, then 
stops with a rather defeated look.  The princess watches 
him as he tries to think of a solution.  A great explosion 
is heard in the forward part of the ship.

125. LIFEPODS - SPACE - YAVIN ORBIT

The two lifepods containing the general, Han and C-3 drift 
away from the disabled starship.

SKYWALKER
Where's Captain Valor?

HAN
I can't see him either.

Captain Valor uses the small rockets on his lifepod to 
maneuver back toward the burning starship.  He can hear the 
general over the intercom.

SKYWALKER
Captain Valor, where are you? 
Report in.

Valor reaches down and switches off the intercom.

126. AFT SECTION - STARSHIP - YAVIN ORBIT

Oxus appears to have found a solution to his situation and 
rushes back to the princess.  He reaches in and locks on the 
power switch.

OXUS
There is only one possible solution 
and we must use it.  Lock the hitch 
and make sure it is sealed.

PRINCESS
But what of...?

Another explosion creates a large bulge in the wall of the 
aft section.

OXUS
We've no time!

He slams the hatch shut and runs to the power connector.
Smoke begins to fill the chamber, as Oxus slams a large 
metallic dampening tool across the damaged connector ter-
minals, and the lifepod jettisons away.

127. LIFEPODS - SPACE - YAVIN ORBIT

The princess jettisons free, as Captain Valor moves toward 
the crippled ship.  Zara calls the general on the intercom.

ZARA
I'm all right, but Clieg is 
still on board.

SKYWALKER
Captain Valor, stay out of 
there.

With a rumble, the starship disappears in a spectacular
explosion, sending debris in all directions.  Valor stops 
his lifepod and it starts to drift.  He is weeping.  Han 
and the general watch the remains of the explosion drift 
away.

SKYWALKER
Captain Valor, stay near Zara. 
Use your beacon.  Coordinate 
with us.

Valor's intercom is weak and there is a great deal of static. 
The lifepods drift toward the awesome blue-green Yavin 
surface.  The general loses sight of the other lifepods as 
they descend through the cloud cover.

SKYWALKER
Captain, I'm losing your beacon. 
Send me a new signal.

All he gets is static.  The planet surface rushes toward the 
falling lifepods.  Retrorockets automatically kick in and 
slow the pods.  Two of the small craft break through the 
brown clouds and land in the dense, steaming jungles.  The
sky is a strange light brown color.

128. VINE JUNGLE - YAVIN

The general's lifepod crashes through the foliage until it 
comes to rest in the middle of a large vine-covered tree. 
He grabs the two micropacks and climbs out of the lifepod 
and onto a large  moss-covered limb.  Han and C-3 run to the 
base of the huge tree.

HAN
Are you all right?

SKYWALKER
Fine.  Any signal from Captain
Valor?

HAN
Nothing yet.  I think they landed 
further south.

The general attaches a thin cable from his utility belt to 
the tree trunk  and slides to the ground.  Han takes the 
micropacks from him. The general looks around at the jungle.

SKYWALKER
This is dangerous country.  We'd better 
stay together.

C-3
The wildlife in the Forbidden System 
is extremely hostile.  Perhaps we 
should seek shelter?

Han inspects the power units of the micropacks.

HAN
Puck's unit is very low.  I can't 
tell if the unit is still functioning.

SKYWALKER
We have to find a place to revive 
them.  We'll start moving south.  We 
should find protection along that 
ridge.

The general grabs one of the micropacks and starts off into 
the murky jungle.  Han and C-3 quickly follow.  The jungle 
is a strange and eerie fog-laiden purgatory.  Gruesome and 
unnatural sounds permeate this ghostly wasteland.  Everyone 
is cautious and on the alert for an unseen danger.

129. FOREST OF THE GARGANTUANS - YAVIN

Captain Valor's lifepod is also caught in the limbs of a
gargantuan tree.  The lifepod has been ripped in half by the 
crash landing.  The unconscious Dai hangs half out of the 
damaged craft.  A two-foot high insect-like creature scoots 
down a branch and onto the back of the dormant warrior.  The 
insect lets out a chilling hissing sound and a slimy tube 
emerges from its hairy mouth, waking Valor.  He is immediately 
aware of the insect.  His eyes are open but he doesn't move. 
Suddenly with one quick blow he knocks the creature against 
the side of the spacecraft and it is squashed lifeless.

Captain Valor is a little groggy but he manages to climb 
out of the wreckage.  He looks around for A-2.

JUSTIN
A-2!  A-2!

A-2
Help!

Valor turns and sees the little robot hanging upside down, one 
of his three feet caught in a vine.  He lifts A-2 out of his 
predicament and places him securely on a wide limb.

JUSTIN
Did you see Zara?

A-2
She landed on the other side of those 
trees, approximately eight hundred 
meters.

JUSTIN
Well, come on, old buddy.  Let's get 
ourselves out of this tree.

130. VINE JUNGLE RIDGE - YAVIN

The general, Han, and C-3 reach a shallow cave near the top 
of a steep ridge.  They quickly pull off the micropacks and 
place them on a clear piece of ground at the mouth of the 
cave.

SKYWALKER (to Han)
Check out the inside.  C-3, stand 
guard.  Keep you eye on the country-
side.

He looks at the power units on the micropacks and shakes his 
head with a worried look.  Han returns from a survey of the 
inside of the cave.

HAN
It doesn't go very far.  There's 
nothing back there.

SKYWALKER
Help me with this.

Han helps the general lift the top from the case containing 
Puck, the younger of the two princes.  The small boy appears 
lifeless as the general pulls him from his encasement and 
rests him on the cave floor.  Han pulls a small respirator 
out of the micropacks and places it over the boy's nose.  The 
general attaches two electrodes over his heart.

HAN
He doesn't look good.

The little prince begins to turn blue.  The general grows
tense.  Puck starts to regain consciousness  but begins
coughing and choking, then goes limp again.  The general
quickly props Puck's mouth open with a small plastic rod and 
checks the reading on his powerpack.

SKYWALKER
We need more power.  Tap off Oeta s 
unit.  Quickly!

He then places Puck's arms behind his back and starts pressing 
on his chest with sharp, rhythmic movements.  Han attaches 
new electrodes to the boy's heart.  Puck again comes to, 
choking and coughing.  Finally, he begins to cry.  The general 
takes the plastic tube from Puck s mouth and tenderly pats 
him on the back.

SKYWALKER
Let's get Oeta out of there.  He 
shouldn't be a problem.

131. FOREST OF THE GARGANTUANS - YAVIN

Valor slams closed the hatch of Princess Zara's lifepod. 
In the distance the subhuman cries of lonesome tree beasts 
cut through the forest murmur.

A-2
Perhaps she went in search of 
us.

Valor studies the ground around the capsule.  There are a 
great many footprints and much broken foliage.

JUSTIN
Someone's got her.  She put up 
quite a fight.  It's an easy 
trail to follow.

132. VINE JUNGLE RIDGE - YAVIN

Both Oeta and Puck are sleeping restlessly on the floor of 
the cave.  Han watches over them as the general scans the 
valley below with a pair of electrobinoculars.

C-3
It's about fourteen degrees below 
the horizon...a little to the left.

The electrobinoculars sweep the rich green landscape until 
they come to rest on a bright reflection revealing some 
type of structure.

SKYWALKER
It's too small to be a military 
base.  Could belong to a trapper.

C-3
Highly unusual.

SKYWALKER
It's on the way.  Perhaps we 
should investigate.

Little Oeta wakes up with a giant yawn.

OETA
Hey!  Where are we?