Brainiac


(Asha approaches Logan's car, which is parked in an alley. Logan is sitting inside. She hands him a large envelope.)

ASHA: I didn't think you'd be here.

LOGAN: I figured I'd stick around. (Looks at the contents of the envelope.) So you got it.

ASHA: Just barely. Cops you're trying to nail--they knew we were coming.

LOGAN: You all got out okay?

ASHA: Yeah, but everybody's real spooked.

LOGAN: Well, the S1W takes on police corruption. You didn't think it was gonna be easy, did you?

ASHA: Listen, just get Eyes Only to do the broadcast tonight, okay? I really need something on record. Otherwise the cops can say anything they want and they can make us out to be the bad guys.

LOGAN: You got it.

ASHA: Thanks.

LOGAN: Hey, are you okay?

ASHA: Yeah. I don't know. I--Logan, I'm telling you something. Somebody's on to us.

(In his living room, a heavyset young man is watching different programs on six TV's at once. He glances at his watch, and after a few moments he points at the screens. Immediately Eyes Only appears on all six TV's.)

EYES ONLY: Do not attempt to adjust your set. This is a streaming freedom video bulletin. The cable hack will last exactly sixty seconds. It cannot be traced, it cannot be stopped, and it is the only free voice left in this city. Activist group the S1W has again been busy in defense of your freedom, securing indisputable physical evidence of wholesale corruption in the sector police force...

(The heavyset guy stands up, zips up his sweatshirt, and leaves.)

(Later, the guy is playing a game in a video arcade and doing very well. A kid stands next to him, watching, and is amazed.)

KID: God, how many times have you played this before?

HEAVYSET GUY: Um, never. (Without looking away from his game) You might want to move.

(A group of armed sector cops bursts into the arcade. We hear voices protesting. The kid quickly gets out of the way as they run past and burst into the back room. A moment later the heavyset guy pulls the kid's head down and ducks himself. A man runs out of the back room.)

SECTOR COP: Get down! Everybody down! (Shoots at the man) Freeze! Stop right there!

(The cop hits him in the arm. The man goes down. The sector cops shove several people, including Asha, out of the back room with their hands on their heads.)

SECTOR COP: I said move.

ASHA: All right!

(The cops push the people out of the arcade. The heavyset guy and the kid straighten up and watch them leave.)

KID: God, man, that bullet--how'd you know?

(The guy taps the game's button and joystick a few times and leaves without answering. Outside, the cops are shoving the group into the back of a police van. One cop pushes the man who was shot.)

ASHA: He needs a doctor!

SECTOR COP: Quiet!

ASHA: He needs a doctor!

SECTOR COP: Quiet! (Shoves her into the van)

(One of the men in the group grabs the cop in protest.)

MAN: Leave her alone!

(The cops continue shoving people into the van. The heavyset guy steps into the group, putting his hands on his head. The cops finish putting everyone else into the van and congratulate each other, not noticing the guy standing there.)

SECTOR COPS: That's all of 'em. Good job.

(The bus pulls away. Asha watches the guy through the window in the back of the van. He watches the van drive off, takes a candy bar out of his pocket, and begins eating it.)

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

(At Jam Pony, Normal is watching a news broadcast on TV.)

ANCHORWOMAN: Last night, here in sector four, an anonymous tip led police to this building--headquarters of dissident group S1W--and the arrest of at least six members...

NORMAL: You hearing this, people? Anonymous tips. That's how we get these outlaws off the street.

(Max enters Jam Pony.)

MAX: They're not outlaws.

NORMAL: Oh yeah? Says who?

MAX: They're just trying to expose corrupt sector cops.

NORMAL: Well, that's an interesting theory, Miss Late-as-Usual. And how exactly did you get to be such an expert on the S1W?

(Max rolls her eyes. Her pager goes off and she steps over to the payphone. As she dials, Alec approaches her.)

ALEC: So how do you know about the S1W?

MAX: Why? Thinking of phoning me in?

(Normal gestures for Alec to come over to his desk. Alec does so. Normal speaks in a low voice.)

NORMAL: So what's up with our little Maxie here?

ALEC: What do you mean?

NORMAL: Maybe we got ourselves an S1W type right underneath our noses, huh? She fits the profile.

MAX (into phone): Yeah, I heard. What do I do?

NORMAL: Zero respect for authority, erratic behavior, lots of unexplained absences...

MAX (sighing into phone): Okay, I'll go get it.

NORMAL: Plus I think she's got a lot of underlying hostility.

(Max hangs up and notices Normal and Alec watching her.)

MAX: What are you two lookin' at?

(They quickly look away.)

NORMAL: Nothing. I just got a, uh, delivery here for Alec. Oh, what do you know, it's right near where the S1W was arrested.

(Alec takes the package and looks at the address. Max walks by and grabs it out of his hands on her way out the door.)

MAX: I'll take that.

NORMAL (to Alec): What'd I tell you?

(At the arcade, Max locks her bike outside and walks in. A sector cop is playing a video game. Another guards the door to the back room. The door is closed and crossed with yellow police tape. The cop playing the game calls to the one guarding the door.)

SECTOR COP: Hey, yo, Mikey--check me out, man, I'm winning.

(The other guard leaves the door and joins him. Max sneaks through the door into the back room and looks around. Suddenly the other door opens and Alec sneaks inside.)

MAX: What are you doing here?

ALEC: Right back at ya.

MAX: Looking for something.

ALEC: Asha's address book? Yeah, me too.

(He begins poking through the debris on the floor as Max stares at him in surprise.)

ALEC: Oh, what? Like it's some big secret? Asha's in the S1W. And they got arrested here last night.

MAX: Yeah, so what's that got to do with you?

ALEC: My number's in the book.

MAX (sarcastically): Oh, sure. You and the S1W, fightin' the power.

ALEC: Who said anything about the S1W? Asha asked for my number one night at Crash.

MAX: She asked?

ALEC: Or maybe I offered it to her. I don't know--it was during that whole mermaid thing. I was feelin' kinda lonely.

MAX: Consider your lonely ass saved. Here's her backpack.

(Max begins picking things up off the floor and putting them into Asha's backpack. Alec picks up Asha's address book and opens it to the A's. His name is not listed.)

ALEC: Okay, question--have you ever pretended to write down a guy's phone number?

(Max smiles. Alec picks up a book off the floor.)

ALEC: What's this? (The book is Leaves of Grass, by Walt Whitman, and has a piece of paper tucked inside.) Asha likes poetry?

MAX: It's none of your business.

(Alec opens the piece of paper and begins to read. Max takes the book out of his hand and puts it in the backpack.)

ALEC: Hey, get a load of this. "Oh, love, let me raise you softer than moonbeams..." (chuckles) Kinda makes you wonder who she's writing to.

MAX: Could be anyone.

(They leave the back room and start walking through the arcade.)

ALEC: You're right, it could be about anyone, but, uh, here's an interesting fact. Logan's name is in her book.

MAX: They work together.

ALEC: Yeah, I'm sure they do.

MAX: They do, smartass. That's why I'm here.

ALEC: Oh, because they work together?

MAX: No, because I don't want Logan's name to end up in some police file.

ALEC: With Asha's.

MAX: With the S1W.

ALEC: Oh, okay, right, right. Now, Logan used to be your thing.

MAX: We weren't even like that.

ALEC: So when Logan asks you to go get his poetess friend Asha out of jail, you jump at the cha--

(Max snatches the book out of his hand and puts it in Asha's backpack, glaring at him.)

ALEC: We weren't designed to be chumps, Max.

MAX: People were arrested here last night. Do you even get that? People risking their lives for something more important than themselves. (Alec looks around and notices something.) They were rounded up because some snitch turned them in. One guy was wounded.

ALEC: Max...

MAX: So forget the cheap shots, because even if that were true, it wouldn't matter, 'cause it's not about me.

ALEC: Max...

MAX: What?

(Alec steps over to the video game the heavyset guy had been playing. Since nobody is currently playing it, its screen is showing high scores. The top score is 452,000 and bears the initials MAX with a heart.)

ALEC: Or maybe it is about you.

(Alec notices a sweatshirt lying on top of the machine and pulls it down. Several candy bars fall out of the pockets.)

(In an apartment building, a woman gets her mail while the heavyset guy talks to her. She doesn't look at him.)

HEAVYSET GUY: Hey, neighbor. Yeah, I'm kind of expecting someone at, oh, 7:03. So I'll be away two days, at least. So I was wondering, I mean, if it's not too much trouble, if maybe you could...get my mail while I'm gone? (Jingles his keys) Huh, neighbor?

WOMAN (glancing at him): I'm sorry, did you say something?

(She walks away and he sighs.)

(At the arcade, Max and Alec are talking to the kid who watched the heavyset guy play.)

KID: You know, I can't actually remember what he looked like. You kind of don't notice him.

(Alec holds up the guy's sweatshirt to indicate its large size.)

ALEC: Don't notice him?

KID: It's hard to explain.

MAX (looking at the scores): He's got game.

KID: Yeah, and he was barely trying. He was just...I don't know...it's like he sees everything.

MAX: What do you mean, sees everything?

KID: Okay, this is gonna sound crazy, but...it's like he knows what's gonna happen before it happens.

ALEC: Yeah, that sounds crazy.

KID: He knew that raid was coming. You see that bullet hole over there? He ducked before the shot was fired. Made me duck too. The bullet went right over our heads. He saved my life.

MAX: You wouldn't by any chance know how to find this guy?

ALEC: Max.

(Alec shows Max the label inside the guy's sweatshirt. It says the following:)

BRAIN
113 - 125th PL.
APT. 4

ALEC: What's that? "Brian"?

MAX: Looks like "Brain." One-thirteen 125th Place.

(They turn to leave but stop as the kid speaks.)

KID: Just like he said. Told me the hottest chick I'd ever seen was gonna show up looking for him. I guess that's you, huh?

(Alec snickers.)

MAX (punching his shoulder): Shut up!

(In his bathroom, the guy who must be Brain is primping in front of the mirror. When he's finished, he goes out to the living room, where one of his TV's is showing a commercial for eggs.)

WOMAN: ...it's nature's miracle. That's what it is. White, hearty, and true. Not ostrich, or emu, or goose. Uh-uh. It's straight from the chicken to you. So if you want to feel healthy, here's what you'll do. Break an egg. That means you.

(Brain nods and checks a map on the wall.)

BRAIN: "Break an egg." Okay.

(He looks at the clock and sees it turn to 7:03. Hurriedly he shuts off all the TV's.)

(In the hallway, Max and Alec approach his door.)

ALEC: Keep your voice down. Don't knock, either.

MAX: Why?

ALEC: 'Cause you lose the element of surprise.

(Brain puts his ear to the door and listens to them talk.)

MAX: What surprise? That kid said he's expecting us.

ALEC: Yeah, but it could be a trap.

(Upon hearing Alec's voice, Brain frowns.)

MAX: Please. I think we can handle him.

ALEC: Whoa. "We"?

MAX: Nobody asked you to tag along.

(Brain opens the door and looks at Alec.)

BRAIN: That's right. (To Max) You were supposed to come alone.

(In an abandoned building, Brain sits blindfolded as Alec handcuffs him to a chair. Alec then joins Max and Logan, who are standing a short distance away. Logan is looking at a map.)

BRAIN (agitated): Okay, this is totally unnecessary.

LOGAN: So this is the guy who turned them in?

MAX: Looks like.

ALEC: Says he admits he knew the raid was going down.

MAX: Although, according to him, only to a 73% certainty.

BRAIN: Hello? Okay, these things are a little tight. I don't know if I mentioned it, but I bruise easily. Look, I'm trying to help you, Max!

LOGAN (to Max): You know him?

(Max shakes her head.)

ALEC: I think he's got a little thing for Max.

LOGAN: Well, we'll have to deal with him and his "little thing" later. They're moving the S1W to a federal facility in about an hour, and there's an opportunity to intercept on Highway 153.

BRAIN (exasperated): Oh, that's a bad idea.

LOGAN: There's a railroad grade crossing in serious disrepair along the route. It's about a mile from the Somerset Poultry Farm.

BRAIN: If you're thinking about the train track, think again.

LOGAN (to Max, annoyed): What is this?

(Max shrugs.)

BRAIN: It's 92% failure scenarios.

LOGAN (fed up): Okay, I need you to shut up.

(Logan hands Alec the map and stalks over to Brain. Brain continues ranting. Max takes the map from Alec and looks at it.)

BRAIN: County roads in the area allow unacceptable delivery rates of backup sector personnel. I mean, the probability of subsequent apprehension is--is--is like--

(Logan moves the blindfold off his eyes and he takes a look at their surroundings.)

BRAIN: 3157 Mercer Street?! Is this your idea of a secret meeting place, huh? (Logan moves the blindfold into Brain's mouth.)

(Alec picks up the Whitman book and begins reading aloud.)

ALEC: "I will love you like the..."

MAX: Hey!

(Max grabs for the book, but Alec grins and pulls it away.)

MAX: What are you doing?

(Max keeps trying to grab the book; Alec continues to pull it out of her reach. Brain gets a good look at Logan's eyes and speaks through the gag.)

BRAIN (awed): Eyes Only?

(Logan looks at Brain for a minute, concerned.)

ALEC: Poetry, Max.

MAX: Put it away!

ALEC: It's okay.

MAX: Give it here!

ALEC: It's just nice. I just want to read it.

(Max punches him in the stomach and he surrenders the book. She tosses the book aside as Logan walks back over to them.)

LOGAN: Crossing'll be deserted. Bus'll come to a complete stop. It should be easy in, easy out. What's that?

MAX: Nothing.

ALEC: Poetry.

MAX: It's nothing! Stay with what's-his-name and we'll do the rest.

(Brain begins working the gag out of his mouth.)

LOGAN: So what's his name?

MAX: Brain.

ALEC (at same time): Brian.

(Max and Alec start to head for the door.)

LOGAN: Be careful.

(Alec ruffles Brain's short hair on the way out)

ALEC: "Be careful." That cost him.

MAX: I'll do this alone if I have to.

ALEC: I'm bored.

BRAIN (calling after them): Look, the only way it'll work is if you break an egg! You hear me, Max? Break an egg!

(Later, after dark, Asha and the other arrested S1W members are riding in a police bus. One sector cop is driving and another is riding along. A locked gate separates the cops and the S1W members. The driver pulls to a stop as he sees Max standing in the road with her thumb outstretched, as if hitchhiking.)

SECTOR COP: Well, well.

(Alec sneaks up alongside the bus, smashes through the window, and punches the driver. The driver hits a silent alarm button. Max and Alec fight the driver and the other cop and throw them off the bus.)

ASHA: Max.

MAX: Got your back.

ALEC: Max. (Points to the alarm button) It's a silent alarm.

MAX: The keys. Find the keys!

(Alec grabs a nearby keyring and begins trying keys on the gate lock. Sirens sound in the distance.)

MAX: Alec...

ALEC: Drive. Drive!

(Max starts driving.)

ALEC: You know, I'm thinking the fat kid may have been right.

MAX: We'll make it.

(Police cars swing onto the road, behind them.)

ALEC: I'm glad to hear that, because we're being followed.

MAX: We're all clear ahead.

(Police cars swing onto the road a short distance ahead of them and block it.)

ALEC: Yeah, except for the police cruisers.

MAX: Just find the key!

ALEC (waving the keyring): Only a hundred and fifty more to go!

(A train whistles nearby)

MAX: What did Brain say before we left?

ALEC: "Bad plan"?

MAX: I mean as we were leaving.

ALEC: "Break a leg."

(Max sees a billboard by the side of the road ahead. It says "BREAK AN EGG" in the same font the egg commercial used.)

MAX: No, he said "egg." He said "Break an egg."

ALEC: What's it matter what he said?

MAX: Hold on. Everyone hold on!

ALEC: Max, no--

(Max swerves the bus off the road and drives right through the billboard. She crosses the tracks behind the billboard seconds before the train passes by. The police cars have no choice but to stop and wait for the train. Max looks back with a smile and then drives away.)

(Max, Alec, and the S1W members walk into the abandoned building.)

S1W MEMBER: Let's go, lads. He needs help.

INJURED S1W MEMBER: Don't worry, I'm okay.

LOGAN: How'd it go, Max?

MAX: Kinda weird, actually. Hold on.

(Max and Alec separate from the others. Logan talks to the S1W while Max and Alec remove Brain's gag.)

MAX: How'd you know?

BRAIN: Know what?

ALEC: "Break an egg."

MAX: And the cops, and the train...

BRAIN: Did I get the schedule wrong?

MAX: No.

BRAIN: Then what are you mad about?

MAX: Just tell us how you knew.

BRAIN: How do you think I knew? I'm an X-series, just like you.

(Alec checks the back of Brain's neck. He has a barcode.)

ALEC: Yep.

MAX: Then what are you?

BRAIN: What am I?

ALEC: Yeah, she means you don't exactly look like a soldier there, big guy.

BRAIN: Oh, and you two do? I'm an I.T. concentrate. A battle processor. I'm basically a general, his staff, two database groups, and five logistical support teams, all rolled into one stealth package.

ALEC (laughing disbelievingly): Stealth. Yeah.

BRAIN: People look away. They don't remember me. There, are you happy?

ALEC: Yeah, that still doesn't explain your psychic ability.

BRAIN: Psychic? Please. I combine near-absolute data knowledge with fast Fourier neural nets for heuristics.

ALEC: Heuristics?

BRAIN: Predictions using probability algorithms that are stored in my--Look, are you sure you want to hear this?

MAX: Whatever you call it, you can tell the future.

BRAIN: I can see our future. Yours and mine. That's why I'm here, Max.

ALEC: You getting the feeling that, uh, Puffy here's got something else on his mind than betraying the S1W?

BRAIN: Oh, but I didn't betray the S1W. It was one of them.

(He glances over at the S1W and Logan. Max follows his gaze.)

MAX: Come on.

(Logan is talking to Asha)

ASHA: I don't want to get out of town.

LOGAN: Well, you don't have a choice. They have photos of you now. Fingerprints. It's just a matter of time before they pick you up again.

(Max approaches, pulling a still-handcuffed Brain, and hands Asha her backpack.)

MAX: This yours?

ASHA: Thanks.

MAX: There's some personal stuff in there you might want to keep track of. Address book...poems and things... (To Brain) Come on.

LOGAN: What are you doing, Max? S1W went down 'cause of him.

MAX: Or not. That's what I'm thinking. Don't worry--I'll keep him on a short leash. (Starts to walk away with Brain)

BRAIN (to Asha): Oh, it was nice seeing you again.

(In Logan's apartment, Max is at the computer while Brain makes faces into Logan's video camera, watching his image on a television screen.)

MAX: You're right about the S1W. One of them's gotta be a police informant. I mean, they free political prisoners, play Robin Hood, even get fingered for taking down Manticore, and the cops leave 'em alone. Then they attack police corruption head-on and get nailed. (Smacks Brain upside the head) Would you pay attention?

BRAIN: I am.

MAX: What did I just say?

BRAIN: You were wondering what, if anything, is going on between blondie and you-know-who.

(Max shuts off the video camera.)

MAX: Let's stick with who's the informant.

BRAIN: I don't know who.

MAX: Well, I pulled up the arrest report from the police database, so just...do your thing.

(The computer screen shows mug shots of the S1W members that were arrested. Max magnifies the picture of the injured S1W member.)

BRAIN: Okay. Well, that's the guy that got shot, so we know it's not him...unless that's what we're supposed to think, and it is him.

(Max magnifies Asha's picture.)

MAX: All right, on this next one, could you be a little more--what was it--heuristic?

BRAIN: Ooh. Yeah, she is gonna be a lot heavier than I am when she's thirty. 93% certainty.

MAX (laughing): Did she turn them in?

BRAIN: No idea.

MAX: Okay, then. (Magnifies another mug shot) This guy. What about him?

(In the abandoned building)

LOGAN: I don't know who he is. Max went out to get your address book and came back with some crazy guy she found who knows a lot about the S1W.

ASHA: Not a lot. Everything.

LOGAN: Max seems to think he's okay.

(The S1W member whose mug shot Max has just magnified speaks.)

FIRST S1W MEMBER: Yeah, well, Max wasn't turned in, was she?

(In Logan's apartment)

MAX: So what you're saying is none of them did it?

BRAIN (frustrated): Maybe all of them did it. Or maybe not. Look, I'm not optimized for this!

MAX: It's okay.

BRAIN: We're finally together, and I'm letting you down. (Max gives him a puzzled look.) You don't remember me at all, do you? From back at Manticore?

(Max shakes her head.)

BRAIN: That's all right. I'm designed to be forgettable. But I remember you, with your short hair, and your cammies, and--and you could blur and everything. I used to watch you and your friends running around, just having a blast.

MAX: It was no blast. Believe me.

BRAIN: When you broke out, leaving the rest of us behind...I thought I was gonna die, I missed you so much.

MAX: Look, Brain, we didn't know each other.

BRAIN: I knew you. They fed us data on all the X5's to predict battle behavior, and I stayed after every day, learning everything there was to know about you. I knew you.

MAX: That data they fed you--it wasn't me.

BRAIN: I knew you'd come back to Manticore, and you did. I knew you'd get involved the second S1W got into trouble. That's why I'm here.

MAX: What do you mean, that's why you're here?

BRAIN: I know you better than anyone, Max. And I would do anything for you.

(Max puts her hand on Brain's head.)

MAX: What I really need you to do is tell me who the informant is. Okay?

(She turns back to the computer.)

BRAIN (disappointed): Aw.

MAX: What?

BRAIN: There was a .05% chance that you were gonna lean over and kiss me right then. I was just...hoping. (Max chuckles.) Okay.

MAX: Let's go.

(In the abandoned building)

FIRST S1W MEMBER: If she's supposed to be on our side, then why's she protecting him?

LOGAN: She's not protecting him.

FIRST S1W MEMBER: Then where is he?

LOGAN: Why don't we just concentrate on getting you guys out of town?

ALEC (to Asha): And why don't you call me when you get there. You've got my number, right?

(Before Asha does much more than nod slowly, the injured S1W member speaks.)

SECOND S1W MEMBER: Who's he working for? That's what I wanna know.

(Max and Brain walk in.)

MAX: He's not working for anyone. He saved your asses, if you wanna know the truth.

FIRST S1W MEMBER: Yeah? Is that what he says?

MAX: That's what I say. You're blaming the wrong guy.

BRAIN (urgently): I think--I think--I think--I think sector police will approach in a scatter "Y" formation. Alpha team in the stairwell, bravo in the elevator. Chances are dead even a third team will stake out the roof.

(The S1W members all begin talking at once.)

ASHA: What is he talking about?

SECOND S1W MEMBER: He turned us in again!

MAX: Shut up!

(The S1W members quiet down.)

BRAIN: Egress through a fire stairwell. Fifty-four steps up to the second floor. There's an exhaust fan behind a four-foot grate in the west hallway. Use it. It's your only way out.

MAX: When? When's this happening?

BRAIN: Now.

MAX: Go! Do what he says! Get out of here!

(Everybody starts to leave except the second S1W member.)

SECOND S1W MEMBER (to Max): You trust him, you lead the way.

(Max turns around to look for Brain, but he is gone, so she and the S1W member leave. Moments later, sector cops run through. Brain stands in their way with his hands up, but they run right past him. He knocks the last cop in the face with his elbow. Brain twists his ankle and falls down. The cop points his gun at Brain and calls to the other cops.)

SECTOR COP: I got one! I think.

BRAIN: Ow.

(The next day, a truck pulls up to a building. The S1W members, who have been hiding among some crates on the back of the truck, jump off and enter the building.)

(In Logan's apartment, Max paces back and forth while talking on a cell phone. Alec sits in a chair in the corner. Logan is on the computer. Logan's phone rings and he answers.)

LOGAN (into phone): Yeah.

ASHA: We're at the pickup point.

LOGAN: How you doing?

ASHA: I'm off to the frozen north. I don't know who to trust. I'm not happy about this, Logan.

LOGAN: Well, I'm not happy about it, either.

ALEC: Well, if she's not happy, and you're not happy, then I'm not happy. Max, are you happy?

LOGAN: Shut up! (To Asha) No, not you. There should be a loading ramp by the garage.

ASHA: Okay.

LOGAN: A truck will back in at 4:05. That's your ride to Canada. Driver's a friend of Eyes Only. He knows the entire situation.

(Max hangs up the cell phone.)

MAX: He found him! Detective Sung said Brain's in lockdown at twelfth precinct. I'm gonna get him.

(Max grabs her jacket from the back of Alec's chair.)

ALEC (whispering to Max): Hey, wait, wait, wait, wait. (Listens to Logan)

LOGAN: Did you hear that? Big guy's in lockdown, so it's kind of hard to figure him for our police informant. So until we know who is...

(Alec mouths the words "Be careful.")

LOGAN: ...be careful.

(Max rolls her eyes and leaves. Alec laughs.)

LOGAN: You might want to keep your departure plans to yourself.

ASHA: Logan, don't hang up yet. (Pauses) It's just...are you there?

LOGAN: Yeah, I'm here. You're gonna be fine. Good luck. Just stay in touch. (Hangs up.)

ALEC: What in the world do they see in you?

(Max rides her motorcycle across town.)

(In a jail cell, Brain is using a metal file on the bars of the window. Max approaches wearing a police uniform.)

BRAIN: Oh, it's you.

MAX (smiling): Spare me. You knew I'd be coming for you.

(He gives her a look while she unlocks the cell.)

MAX: Well, you must have been expecting someone, or did you think you could really slip through those bars?

BRAIN: That's hurtful.

MAX: Come on. Let's get going. The guard I stole this uniform off of won't be out forever.

(Brain limps toward her, wincing.)

MAX: What's with the ankle?

(Brain lifts his pant leg to reveal his bandaged ankle. He looks at Max and shrugs sheepishly. Max sighs.)

(A few minutes later, Max is carrying Brain down the hall. She is struggling under his weight.)

BRAIN: You know, while the cops were storming the place and you guys were all getting away, I had this thought. (Pointing) Oh, left. Left.

(Max turns left just as some cops enter the hallway where Brain and Max had been. She walks up a long ramp.)

BRAIN: Maybe people don't see me because there's nothing to see.

MAX: Are you sure this is the fastest way out?

BRAIN: What's the point of knowing everything but doing nothing about it?

MAX: I'm not seeing an exit anywhere soon.

(They exit the ramp and head down another hallway.)

BRAIN: Anyways, that's why I turned myself in.

MAX: You what?! I'm dying because you turned yourself in on purpose?!

BRAIN: Well, I thought you were supposed to be strong!

MAX: I'm not Superwoman!

BRAIN (pointing at a door): Oh, here.

(Max walks through the door into an office.)

BRAIN: Hurry! (Pointing) Ooh, right there. Look, they're coming. Gently- -gently--okay--oh--oof! (Max drops him to the floor behind a desk. They both sit behind the desk and peer over it. A couple of cops walk into the office and then out.)

BRAIN: Do you have any idea what the chance of this is?

MAX: Of what? You turning yourself in?

BRAIN: No. Of you and me here, together...in this exact precinct...in this exact office...you wearing that uniform...me and my sprained ankle...in this exact moment in space and time. Do you know what the chance is?

MAX: Who knows--one in a trillion?

BRAIN: No. It's a hundred percent. We're here, right? (Pauses.) Okay, I see where all this is going now.

MAX: Where? Where's it going?

BRAIN: You mean where are you going. Because you're running...

(We see scenes of Max doing what Brain is describing)

BRAIN: ...running through a passageway, drawn onward by distant voices. There's machinery...steam...it's some kind of factory. No, it's a sawmill. Oh--

MAX: What?

BRAIN: You look so beautiful when you run.

MAX: What are the voices?

BRAIN: Huh?

MAX: You said "drawn onward by distant voices."

BRAIN: I said that? "Drawn onward"?

MAX: That's what you said.

BRAIN: Well, okay then, you're drawn onward by distant voices...voices of the S1W being held captive by the traitor in their midst. Okay, you descend a staircase into another passageway, headed for a door at the end. There's a sign on the door. It says...

MAX: What? What does it say?

BRAIN: "Drawn onward"? Look, I really said that?

MAX: What's the sign say?

BRAIN: Okay. The sign, it says..."Danger." But because you're you, you don't stop. Instead, you kick the door open...

(In the scene Brain is describing, Max is shot by someone standing on the other side of the door. Brain gasps.)

MAX: What? What happened?

BRAIN: I don't know. Nothing.

MAX: Nothing? What do you mean, nothing?

BRAIN: I mean, why did I take so long to find you?

MAX: Well, I don't buy any of it, anyway. I mean, why am I supposed to believe you just happen to know all this?

BRAIN: How could anyone just happen to know all this?

(Max has no answer.)

BRAIN: Why do you think we're here?

(Brain reaches near Max's head and pulls a book off the desk. It is Walt Whitman's Leaves of Grass and has a piece of paper tucked inside.)

MAX: It's just like Asha's book.

BRAIN: It's an old CIA trick.

MAX: A poem?

BRAIN: Not a poem. A coded message, keyed to matching books. That's how the informant's been communicating with the cops.

MAX: What are you saying? Asha's the traitor?

BRAIN: Look at the bright side--at least she's not writing love poems to Logan.

MAX (thinking): No, it doesn't make any sense. Betraying the S1W would hurt Logan. She wouldn't do that.

BRAIN: Good point. Musta been someone else's book you found.

MAX: Whose?

BRAIN: Beats me.

(At the pickup point, Asha opens the Whitman book and reads the poem written on the piece of paper that was tucked inside. The second S1W member approaches.)

SECOND S1W MEMBER: Oh, you took my book.

ASHA: No, it ended up in my backpack somehow.

SECOND S1W MEMBER: Lucky for me. I was afraid I'd lost it.

(The next morning at daybreak, Max and Brain are riding on her motorcycle. Brain is reading the poem.)

MAX: What does it say?

BRAIN: "Oh, love, softness swelling--"

MAX: I mean decoded.

BRAIN: The traitor's the group leader, the guy who got shot. He's dangerous, Max, so--

MAX: --I know. "Be careful."

BRAIN: I was gonna say why don't turn around and forget the whole thing? We can live happily ever after. That's 97% certain.

(Max doesn't answer. Brain tucks the book in his shirt and wraps his arms around her chest.)

MAX: Brain...

BRAIN: Yeah?

MAX: Watch the hands.

BRAIN: I'm just tryin' to hang on here.

MAX: Hang on a little lower.

(He drops his arms below her waist.)

MAX: Not that low.

(At the pickup point)

ASHA: It's 4:05. Time to move.

SECOND S1W MEMBER: Where?

ASHA: We got a ride to Canada.

SECOND S1W MEMBER: Well, let's go, then.

(Max and Brain pull to a stop outside that same building. We now see that it is a sawmill. Brain gets off the bike.)

MAX: Wish me luck.

BRAIN: Max, wait. The poem you found in Asha's backpack...

MAX: You mean the coded message.

BRAIN: Yeah, only you didn't know that at the time. And you helped her anyway. (Pauses) How do I look?

MAX: What do you mean?

BRAIN: How do I look?

MAX: Is there something you're not telling me? Something that's gonna happen?

(Brain doesn't answer. Max takes a good look at him.)

MAX: Well...I never actually noticed before, but...kind of...magnificent.

(Brain smiles and limps away.)

(The S1W members exit the sawmill. Police cars pull up, sirens wailing. Max starts riding toward them.)

FIRST S1W MEMBER: Fall back! Fall back!

(The S1W members start running back into the sawmill. The cops get out of the cars and start firing.)

COP: Freeze! Stop where you are!

(Max rides her bike up behind the cops, brakes suddenly, and knocks two of them down with the pivoting bike. She kicks the other one down. She and the second S1W member exchange glances before he follows the other S1W members into the building. Another police car pulls up. Max disposes of the two cops, then runs inside. Brain watches from a hiding place not far away.)

(Inside the sawmill, the S1W members run through a passageway.)

SECOND S1W MEMBER: This way! Come on!

ASHA: Where are we going?

SECOND S1W MEMBER: This way.

ASHA: The gunfire stopped.

SECOND S1W MEMBER: There's more coming.

ASHA: How do you know that?

SECOND S1W MEMBER: Just go!

(The S1W members take the turn he's indicating.)

SECOND S1W MEMBER: Let's go! Let's go!

(A truckload of heavily armed cops pulls up outside.)

(Max runs down the passageway. She pauses, then takes the same turn the S1W members took.)

(Brain breaks a window and climbs through it into the building. He takes a bite from a candy bar, nods, and starts walking.)

(The S1W members descend a staircase and run down a short passageway. The second S1W member indicates an open doorway and the others run through it into a small room.)

SECOND S1W MEMBER: Come on! Let's go! Move! Move!

(The second S1W member locks the door behind them. They start banging on it and yelling for him to let them out. He closes another nearby door and sits behind it. The second door says "DANGER - DO NOT ENTER.")

(Max hears their voices and remembers what Brain had told her behind the desk.)

BRAIN (in flashback): 'Cause you're running...running through a passageway, drawn onward by distant voices...voices of the S1W being held captive by the traitor in their midst.

(Brain starts to take a bite from a candy bar, thinks better of it, then drops it to the ground and smushes it with his foot. He begins limping as fast as he can down the passageway.)

(Max descends the same staircase the S1W had moments earlier. She sees the DANGER sign and again remembers Brain's words.)

BRAIN (in flashback): You descend a staircase into another passageway, headed for a door at the end. There's a sign on the door. It says "Danger."

(Max kicks the door open. The second S1W member is standing behind it, gun pointed at her, and fires. Brain dives from the side and knocks Max down. Max jumps up, kicks the gun out of the S1W member's hand, and knocks him out. She then goes to Brain, who is lying on the ground with a bullet wound in his chest.)

MAX: Brain. Shh, you'll be all right.

(The S1W members burst out of the room and see the other member unconscious and Max holding Brain.)

BRAIN (weakly): Egress through that door...ninety-three feet. Turn right. Hurry.

ASHA: Let's go.

(They leave.)

MAX: You saw this, didn't you?

BRAIN: I saw you.

MAX: You saved me.

BRAIN: What are the chances? You...me...

MAX: One hundred percent.

BRAIN: Max, I don't mind if no one else ever saw me. I just wanted to be seen by you.

(The cops descend the staircase. As they approach, Brain grabs Max and pulls her close, so that her face is hidden from the cops.)

COP: Clear that area.

(The cops look around.)

ANOTHER COP: Clear!

(The cops leave. Brain releases his grip on Max. Max sits up, relieved.)

MAX: Brain. (He doesn't respond.) Brain?

(She realizes he is dead and lays her head on his chest.)

(In his apartment that night, Logan is lying on the couch and reading the coded poem. Asha enters.)

ASHA: I got your message. Is it true?

LOGAN: Yeah, it's true. (He sits up and tucks the coded poem back into the Whitman book.) All the police files from the arrest are gone. Your record's clean.

ASHA (smiling): So I can stay.

LOGAN: You all can.

ASHA: God, Logan, thanks.

LOGAN: Don't thank me. (Stands up.) Apparently a candy bar melted on the precinct system server. Ruined all the data.

ASHA: Wow, what are the chances of that?

LOGAN: According to Max, they're, uh...

ASHA: What?

LOGAN: Better than you'd think.

ASHA: So you wanna come along? Tell the group the good news?

LOGAN: I'd promised someone I'd do them a favor. Um, how 'bout if I meet you guys there later?

(Asha nods.)

ASHA: Uh, tell Max I'm sorry, okay? About her friend?

LOGAN: Okay.

(Asha leaves. Logan sits down at his computer and hits a few buttons. Brain's face appears on one of Logan's screens; it is a still from when he was making faces into the video camera earlier.)

(At Brain's place, Max has all six TV's on. One of them is showing a movie with an invisible man unwrapping the bandages from his head while talking to a woman.)

WOMAN: Jim, when shall I see you? Where will you go?

INVISIBLE MAN: I'll meet you at the manor after I've seen Frank.

WOMAN: Take care of yourself, darling.

INVISIBLE MAN: I will. It's bright and warm outside, thank goodness. I'll be all right.

(Eyes Only appears on all six TV's. Alec enters during the broadcast.)

EYES ONLY: Do not attempt to adjust your set. This is a streaming freedom video bulletin. The cable hack will last exactly sixty seconds. It cannot be traced, it cannot be stopped, and it is the only free voice left in this city.

ALEC: I don't know how he stood it. All that noise, I mean. (Mutes five of the TV's)

EYES ONLY: All around us, the battle rages--a battle between good and evil in the fight for men's souls. There are victories and defeats, and over the years the two sides have...

MAX: Why are you here?

ALEC: Never a welcoming word with you, is there, Max?

MAX: Well?

(A man enters the doorway pushing a dolly. Alec gestures for him to wait.)

EYES ONLY: The courageous among us do not give up...

ALEC: Maybe, uh...maybe I wanted to come by and make sure you were okay. Did you ever think of that?

EYES ONLY: The courageous among us are called more often than others to sacrifice. (The still of Brain's face appears onscreen.) A great and fearless warrior in this battle died today...

ALEC: "Great and fearless warrior"?

EYES ONLY: ...a citizen called by his conscience and his heart to do what is difficult...

MAX: It doesn't matter what they say. I just want people to see him.

EYES ONLY: Overlooked in his lifetime by all of us...

MAX: Why are you here?

EYES ONLY: I ask that you look at him now...

ALEC (shrugging): Like I said.

MAX: You sold his TV's, didn't you?

EYES ONLY: ...see him as he should be seen: in death a hero, as in life a friend.

ALEC: No, not all of them. I'm gonna keep one for myself.

MAX: You're moving in?

ALEC: Well, Max, it's not like he needs the place anymore.

(Alec snaps at the doorway and two men push dollies in. They begin to remove five of the TV's.)

ALEC: You know, I never really noticed, but...he's actually kind of magnificent.

(A tear runs down Max's cheek.)

MAX: Yeah. He was.