(In her apartment, Max is putting on her jacket and putting some things into her backpack. The phone rings and she answers it. Logan is calling from his apartment, looking worried.)

MAX: It's me.

LOGAN: Max, are you there? Can you come over?

MAX: Maybe later. I'm taking some stuff to Joshua's. Why?

LOGAN: I got a situation.

MAX: What kind of situation?

LOGAN: It's an emergency.

(Something crashes offscreen.)

LOGAN: Oh, God. No! (He drops the phone.)

MAX: Logan! Logan! (She hangs up and runs out.)

(Max bursts into Logan's apartment, looking panicky. She sees his wheelchair overturned and empty, and her eyes widen. She goes through the apartment looking for him, ending up in the living room, which is in disarray. Logan's feet are sticking out from underneath several bedsheets, which are draped over something.)

MAX: Logan...

(Logan pushes away the sheets that are covering his face.)

LOGAN: Oh, Max. Thank God.

MAX: Are you okay? What happened?

LOGAN: Eyes Only met his match.

(A little girl emerges from the sheets.)

GIRL: Uncle Logan...

(Max and Logan both smile.)

MAX: Hi. What's your name?

GIRL: Go away.

MAX: Nice name. I'm Max.

LOGAN: Brittany, say hi.

BRITTANY: No.

LOGAN: Max is here to help me take care of you.

BRITTANY: No.

MAX: Took the word right out of my mouth. (She starts to walk away.)

LOGAN: Wait, Max. No. Wait. (He climbs out from under the bedsheets and walks over to her.) Wait. You gotta help me out here. My cousin Bitsy called. Some rigmarole...she said she needed to drop her off for the whole day.

MAX: "Bitsy"? Where's husband Biff? Where's the nanny?

LOGAN: I don't know; maybe husband Biff ran off with the nanny. Who cares? I'm exhausted. She won't take a nap...she won't eat anything I give her...

MAX: Oh, she doesn't like bruschetta with a crisp pre-Pulse sauterne?

LOGAN: I'm begging you.

MAX: Look, I'd love to, but she doesn't like me.

LOGAN: Oh, no, she's just saying that. She--she does like you. I can tell. (Holds up a Barbie doll.) Please help me.

(Max laughs.)

(A short time later, Max sits down on the couch and pulls a chocolate Hostess cupcake out of her backpack. She opens the package loudly. Brittany pokes her head out of the bedsheet tent and watches. Max makes a big show of sniffing the cupcake and being eager to eat it.)

MAX (sniffing): Mmm.

BRITTANY: Can I have one?

MAX: Depends.

BRITTANY: On what?

MAX: On whether you read a story with me.

BRITTANY: Okay.

(Brittany joins Max on the couch and Max gives her the cupcake.)

MAX: Logan, you got any kids' stories?

LOGAN: Uh, as a matter of fact, I think I do. (Pulls a book off a shelf.) This oughta do it. Hans Christian Andersen. (Removes some papers that were stuffed in the book.) I've been looking for this stuff.

(He hands Max the book and she opens it. She comes across a picture of a mermaid.)

MAX (to Brittany): Oh, look, a mermaid.

BRITTANY: There's no such thing.

MAX (smiling): How do you know?

BRITTANY: They're just stories.

MAX: Want me to read this or not?

BRITTANY: Okay.

(Max chuckles and begins to read aloud.)

MAX: "Once upon a time, in a splendid palace on the bed of the bluest ocean, lived the sea king with his five daughters--very beautiful mermaids. Serinetta, the youngest of them all."

BRITTANY: She's pretty.

MAX: "She had a beautiful voice, too. When she sang, the fishes flocked from all over the sea to listen. She'd sing and gaze upwards, seeking the faint sunlight that barely managed to filter down into the depths. Nothing pleased the little mermaid more than to hear about the world above the sea, and she made her grandmother tell her everything she knew about the ships and towns. 'Oh, how I'd love to go up there and at last see the sky, which everyone says is so pretty, and smell the scent of the flowers, and hear the voices of the humans...'"

(As Max reads, the scene changes to a fishing boat in the harbor. Three fisherman are on board.)

FIRST FISHERMAN: Which one of you idiots left the rig out? We've been dragging the damn net this whole time.

SECOND FISHERMAN: Sorry, Jack. I'd have swore I pulled this thing up.

(He flips a lever and the net, full but not containing fish, rises out of the water.)

JACK: Just a bunch of crap. Let's get it off.

(The net drops onto the ship. The other fisherman opens it and sees a woman's body.)

THIRD FISHERMAN: Oh, my God. We snagged a floater.

SECOND FISHERMAN: Oh, crap.

JACK: Great. All we need.

(The second fisherman touches the woman's arm. She quickly turns over and stares at them.)

THIRD FISHERMAN: Whoa! She's alive.

(They notice that her outfit has a hole cut into it on her side, and there they see flaps of skin moving.)

SECOND FISHERMAN: What the...?

THIRD FISHERMAN: Looks like...some kinda...gills.

JACK: Gills? What the hell is she?

SECOND FISHERMAN: A mermaid.

(Without opening her mouth, the woman emits a high-pitched, dolphin-like squeal.)

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.

(In Logan's apartment, a woman who is presumably Brittany's mother is carrying Brittany toward the door. Max and Logan follow.)

BITSY: Thanks so much. Do I owe you anything?

MAX: Me? No. It was fun.

LOGAN: She's a friend, Bits.

BITSY: Oh.

MAX (handing her Brittany's bag): Here you go.

BITSY: Thank you.

MAX (to Brittany): See ya, sweetie.

BRITTANY: Kiss, Max?

(Brittany kisses Max on the cheek.)

BITSY: How 'bout a kiss for Uncle Logan?

(Brittany kisses Logan on the cheek.)

BRITTANY (to Max): We never got to finish the story.

MAX: That's because you got all sleepyheaded. We'll finish it next time.

BRITTANY: Did the mermaid ever get to see her family again?

MAX: Yup. And they all lived happily ever after.

BITSY: Thanks again, you guys.

LOGAN: No problem.

BITSY (opening the door): Oh, and Max, it was nice meeting you.

MAX: You too.

(Bitsy and Brittany leave. Max closes the door behind them. She and Logan smile at each other and Max heads for the kitchen. Logan follows.)

LOGAN: And I don't think that's how it ends, actually.

MAX: What?

LOGAN: "The Little Mermaid." I think she falls for a prince or something, but then he blows her off for a real girl. (He leans on the counter.)

MAX: What do you mean, "real"? Just because someone happens to have a tail doesn't mean they're not real.

LOGAN: You know what I mean. God, it's like this exoskeleton weighs a ton.

MAX: Why do writers always have to go for the tragic endings, anyway? I mean, what's wrong with a happy ending once in a while?

LOGAN: I prefer the Disney version myself. Is it hot in here?

MAX: Are you okay?

LOGAN: You know, I think I might be getting a cold. Feels like I have a fever. (He puts a hand to his forehead.)

MAX: Oh, my God.

LOGAN: What?

MAX: Your wrist.

(Logan looks at his wrist and sees some welts.)

LOGAN: Oh, God. It can't be. I mean, we didn't touch.

MAX (starting to panic): No, we didn't. Did we?

LOGAN: No. Take it easy.

MAX: We both touched Brittany.

LOGAN: That's not how the virus works.

MAX: We don't know that.

LOGAN: Look, it's one thing for Manticore to give you a retrovirus tailor-made to kill me, but I seriously doubt that they factored a six-year-old into their evil plan.

MAX: She kissed both of us--me first. Logan, your face.

(Logan touches his face. It now has welts too.)

LOGAN (weakly): It's nothing.

MAX: We gotta get you to a hospital.

LOGAN: I'm just gonna take a little nap here. (He leans over a counter and lies down on it wearily.)

MAX: Can you get into your chair?

LOGAN: No.

MAX (frantically): I can't touch you! You have to do it yourself! We need someone to help. Who do I call?

LOGAN: Speed dial six.

MAX: Speed dial six. Okay. (Dials the phone.) Who's this? Asha? We need you to get over here right away.

(At the hospital, Logan is being rushed down the hallway on a gurney. Max and Asha follow.)

DR. CARR: What do we got?

NURSE: B.P. sixty over forty and falling.

DR. CARR: What's his temp?

NURSE: Came in at 105.

DR. CARR: Okay, start I.V. Naprosyn, a hundred cc's of methicillin. Logan? (Logan says nothing.) Gimme a chem seven, stat. What's his temp?

NURSE: 105.5 and rising.

DR. CARR: Okay, get him on ice. Logan, buddy, can you hear me? (Logan still doesn't answer.)

(They enter the emergency room.)

NURSE: Need some ice. Let's move, people.

MAX (tearfully): Sam, please do something.

DR. CARR: You said this Manticore place planted the virus in you?

MAX: Targeted specifically to his DNA. We don't know how much contact it takes to transmit.

DR. CARR: No antidote? No drug therapies?

MAX: Only at Manticore.

DR. CARR: Okay, look, Max. Whatever it is, there's nothing you can do to help in here right now. Why don't you go out with your friend and wait? Please.

(Dr. Carr steps away and over to Logan. Max takes a few steps back. She and Asha watch from the doorway.)

DR. CARR (to Logan): How you doing? Logan, it's Sam. Can you hear me? Logan, hey. (To the nurse) Let's get that I.V. moving.

NURSE: I'll get right on it, doctor.

DR. CARR: We gotta get his temperature down. How's that I.V. coming?

NURSE: It's open full.

(Max leaves. Asha follows.)

(In an old building with humvees outside, White is jumping rope. A man comes downstairs and interrupts him.)

MAN: Excuse me, sir.

WHITE: What's the rule on fitness time, Otto?

OTTO: No interruptions, sir.

WHITE: Then what are you doing here?

OTTO: Sir, we've got a lead on a possible code red.

(White stops jumping rope immediately.)

(Shortly afterward, White and Otto walk through the building into an office area.)

OTTO: Some fisherman came to the dock this morning, started showing off their catch.

WHITE: And how is that a code red?

OTTO: Apparently they netted a girl...with gills.

WHITE: Gills. (Otto nods.) Huh.

OTTO: They think they've got themselves a mermaid.

WHITE: Idiots. What did they do with it?

OTTO: That's what we're trying to find out.

WHITE (dialing a phone): All right. Let me know when they confirm code red. Could be we're dealing with a bunch of drunks telling fish stories.

OTTO: Yes, sir. (Leaves.)

WHITE (rolling his eyes): Gills.

(At the hospital, Max walks down a hallway. In front of her, a nun exits from a door. Max watches the nun walk away, then looks up and sees a sign that says "CHAPEL." She goes inside. Only one other person is in the chapel, an older woman, who glances at Max and nods. Max sits down in a pew and murmurs.)

MAX: Please don't let him die. I know I've...I don't have the right to ask for a miracle...because I haven't really been much of a believer in anything. But I'm asking now. I'll do anything. Please don't let him die. (She starts to cry.)

(Asha opens the door and walks over to her.)

ASHA: Max. (Max looks up at her.) He's gonna be okay.

(Max smiles, still teary but relieved.)

ASHA: It's chicken pox. Do you believe it? Doctors couldn't figure it out because he had it when he was a kid. Anyway...he's gonna be fine.

(Asha leaves. Max looks up and sees that the old woman is gone. She leaves the chapel.)

(At Jam Pony, Normal is talking on the phone.)

NORMAL: No, no, no, no. No, it's no problem. You just came in under the wire. Right. I'll have somebody out there in a jiffy. You're welcome, sir. Thank you for using Jam Pony.

(Alec and Sketchy walk by.)

ALEC: All right, stud, you ready?

SKETCHY: Ladies, here we come.

NORMAL: Hey! Hey! I got a pickup. Sector twelve. Here's the address.

SKETCHY: What do you mean? Last run's at seven and it's seven.

NORMAL: No, it's not seven. It's not seven for another...(checks his watch)...seven seconds. Now scram.

SKETCHY: But--

NORMAL: But nothing. Customer called in before closing. They're gonna get their pickup.

SKETCHY: If I gotta go all the way out to sector twelve, I'm gonna miss two-fers.

NORMAL: Well, if you don't go all the way out to sector twelve, you're gonna miss workin' here, potatohead! Now bip!

SKETCHY: But two-fers...

NORMAL: Stop saying that. That's annoying. There's no such word.

ALEC: Uh, actually there is. You know, two-fers..two dances for the price of one.

SKETCHY: Or, conversely, two fine ladies dancing simultaneously for the duration of one song.

ALEC (smiling): Or you could do it that way.

NORMAL: I understand you're going to a, uh...(clears throat)...burlesque hall?

SKETCHY: Strip club, yup.

ALEC: And you're coming with us.

NORMAL: Me? You're inviting me?

ALEC: Well, that's why we came over here.

NORMAL: Really?

SKETCHY: Really?

ALEC: Really.

NORMAL (after a pause): We'll put a rush on this in the morning.

ALEC (smiling): That's what I'm talking about.

(The three of them walk into the Blowfish Tavern.)

ALEC: Normal, get ready to live. All right, boys, here we go. (To the bouncer) It's all right, chief, these guys are with me.

NORMAL (awkwardly, to the bouncer): Hey. Nice to meet you.

(They walk through the bar. A scantily clad woman whispers into Alec's ear.)

WOMAN: Alec, where have you been? I've missed you.

(She licks his ear and walks away.)

NORMAL: You know her?

ALEC: Yeah, Virginia. Or Veronica. I don't know--something with a V. You like? Get yourself a dance.

NORMAL: No, no, we just got here. Besides, I wanna check out some other chicks first.

SKETCHY: Check her out.

(They approach a crowd at the other end of the bar. The crowd is gathered around a large tank full of water. Inside is the woman the fishermen netted.)

ALEC: See, this is what I love about the girls in this place, fellas. Always coming up with new acts.

SKETCHY: That's amazing. How does she breathe in there?

NORMAL: Must be some kind of trick. I don't see any breathing tubes, though.

SKETCHY: Well, trick or no, I'd say she's the smokingest babe in the place.

(The woman turns and Alec notices a barcode on her neck.)

SKETCHY: Am I right? Or is she not your type?

ALEC: Yeah. She's my type, all right.

(At the hospital, Max and Dr. Carr walk down the hall.)

DR. CARR: Logan's cousin told me her daughter just got over a case of chicken pox. He must have picked it up from her. He can't figure it, since he should have immunity from when he got it as a kid, but hey--let's take the win, right? Anyway, I'm putting him on antivirals. He should be feeling fine by morning.

MAX: Thanks.

DR. CARR: Gave you a scare, though, huh?

MAX: Yeah.

DR. CARR: Just be careful. All right? If it had really been this bug Manticore gave you, I doubt I could have done anything for him. That place knew what it was doing. Whatever they cooked up must be pretty nasty.

MAX: I'll be careful.

(Dr. Carr walks away, passing Logan and Asha. Asha is pushing Logan in a hospital wheelchair and they approach Max.)

LOGAN: Hey, Max.

MAX: Hey.

ASHA: Why don't I pull the car around? I'll meet you guys downstairs.

LOGAN: Okay.

(Asha walks away. Logan starts to wheel closer to Max, but she backs up.)

LOGAN: You all right?

MAX: Am I all right?

LOGAN: Come on, it was just a false alarm.

MAX: We got lucky this time. I gotta go.

LOGAN: You don't have a ride. We came together, remember?

MAX: I'll walk.

LOGAN: What, so now we can't even be in the same car?

MAX: I need to clear my head.

(Max walks away. She glances back at him a couple of times. He is staring after her.)

(That night, Max is heating water on the stove and pouring it into the bathtub.)

ORIGINAL CINDY: Chicken pox? Thought that went out with Starbucks and Madonna.

MAX (morosely): Yeah.

ORIGINAL CINDY: Cheer up. This is good news.

MAX: If I tell you something, promise not to laugh?

ORIGINAL CINDY: Yeah.

MAX: At the hospital, I kinda came across a chapel they got there, and sorta sat down for a minute. I don't know...prayed, I guess.

ORIGINAL CINDY: Ain't nothing wrong with that. Original Cindy prays from time to time.

MAX: But, see, I...sort of asked for a miracle, and I know this sounds crazy, but...I think I sorta got it.

ORIGINAL CINDY: What do you mean? It was chicken pox.

MAX: Yeah, but how did Logan pick it up again? I mean, what if it was me that got him sick, and...I don't know...something happened?

ORIGINAL CINDY (smiling): Like a miracle.

MAX: You promised not to laugh.

ORIGINAL CINDY: I am not laughing.

MAX: Either way, it's a second chance, and those don't come along too often. I don't want to risk hurting him again...but that means not seeing him at all. What am I supposed to do? Give him up?

(Original Cindy kneels in front of Max.)

ORIGINAL CINDY: Hey.

(Max leans her forehead on Original Cindy's. Alec steps into the doorway.)

ALEC: Is this a bad time?

MAX: What do you want?

ALEC: Need you to come somewhere with me, Max.

MAX: Can't you see I'm getting ready for a bath?

ALEC: Funny, women and water. Seems to be the theme of my evening. Come on.

(In the old building)

OTTO: Sir, code red's been confirmed. She's got a Manticore barcode.

WHITE: And where did our merry fishermen take their prize?

OTTO: Sold her to a guy who runs a bar in sector nine.

WHITE: You've gotta be kidding me.

OTTO: They've got her on display. Drawing quite a crowd, too.

WHITE: That's great. I don't want to attract any more attention to the situation. This has gotta be clean, surgical.

OTTO: We've already got someone in place.

(Outside the Blowfish Tavern, a man takes a poster off the wall and looks at it. It says "THE REAL MERMAID!" He enters the bar while another man stands at the front door, trying to attract customers.)

MAN AT FRONT DOOR: Come on, take a look at this blowfish beauty. Real mermaid from the deep. Hundred percent real, hundred percent guaranteed.

ALEC: They've been passing these things out all over town. I wouldn't be surprised if old White's already on to it.

MAX: We gotta get her out of there.

ALEC: Hold on, hold on. There's one problem. There's no ladies allowed inside--not unless they're working.

MAX: What?

ALEC: That's okay, there's a line around back. Girls show up, and management picks the good ones.

MAX: No way!

ALEC: Come on, Max, don't sell yourself short. I mean, you've got a decent shot.

MAX: Forget it!

ALEC: All right, fine, be a prude. We'll just leave her in there for White.

(Max listens to the man at the door. She glares at Alec, takes off her jacket, and shoves it at him. He smiles. She walks toward the back of the building. Alec steps into the bar.)

MAN AT FRONT DOOR: Come on, step up, take a look. Don't be shy. Come on, you want to be inside. Come on, take a look. Take a look. Come on. Let's go, fellas. Don't be shy. Step up. Mermaid. Check it out. Splish splash, mermaid takin' a bath. Won't believe your eyes. All right, come on in, fellas. (To Alec as he passes) Have a good time. Get a look at the catch of the day. You ain't never seen seafood this fresh. (To another entering customer) Hey, slick.

(At the rear door, a man is turning women away. Max approaches, removing her shirt to reveal a tank top underneath.)

MAN AT REAR DOOR (to other women): No, no, show what you got, girls. Turn around. Turn around. Show what you got. No. No, no, no, come on, scram, that's it. Go home. Go home. Go. We got all the girls we need. You--

(He gets a good look at Max, who is waltzing right by him.)

MAN AT REAR DOOR: Right this way, miss. (To the other women.) All right, ladies, get lost. It's time to go home. That's it for the night.

(Max walks through the bar and sees the woman in the tank. She steps through a curtain next to the tank into a back room. She knocks on the rear of the tank, and the woman turns around to look at her. Max shows the woman her barcode. The woman makes a high-pitched noise, like the one she made on the fishing boat. Max uses some hand signals. The woman nods and uses some signals of her own. Max nods, then leaves the back room. She searches the crowd and spots Alec. He is sitting on a couch, smiling, while a woman dances in front of him. Max rolls her eyes and approaches. As soon as Alec sees Max, he stops the dance.)

ALEC: All right, that's good, sweetie. Thank you.

WOMAN: But the song isn't over yet.

ALEC: You know, you're just so beautiful I can't take it anymore. Look, why don't you go over there and give my two buddies a dance, huh? (Hands her some money.)

WOMAN: Sure.

ALEC: All right. (He pats her hip as she walks away.)

MAX: This is how you rescue a mermaid? (He grabs her wrist and pulls her into his lap.) Hey! Hey!

ALEC (lowering his voice): White's got someone here.

MAX: Where?

ALEC: Two o'clock.

(Max looks around and sees the man who pulled the poster off the wall.)

ALEC: See him? No drink, no girls. He's been casing the place the entire time.

MAX: Yup. Looks pretty shady to me.

(The man makes eye contact with them. They quickly look away.)

ALEC: Okay, now would be a good time to look like we belong here, huh?

(Max starts rubbing his head distractedly while looking around the room.)

ALEC: Wow, Max. You, uh, you done this before?

MAX: Shut up. Why isn't he making his move?

ALEC: There's too many people around. He's just waiting 'til closing.

MAX: Or backup.

ALEC (removing her hand from his hair): Look, either way, we're not getting her out of here alive as long as he's around.

MAX: How'd she end up in a dump like this, anyway?

ALEC: I don't know. Heard fishermen snagged her.

MAX (quickly trailing a finger back and forth across his chest): Probably won't last long out of the water. Once we get her out, we're gonna have to get her back into the ocean, fast.

ALEC (as she begins quickly stroking his cheek): Maybe the ocean's not the way to go. I mean, she got caught once. What are you doing?

MAX: Fitting in! She's Manticore. She won't let it happen again.

ALEC: Still, though...a beautiful girl like that, all by herself out there in the ocean...she's gonna get lonely.

MAX: Can we concentrate on coming up with a plan?

ALEC: I'm thinking.

MAX: You're talking.

ALEC: I can do both.

MAX: I doubt that.

ALEC: Well, you just lost your tip.

(She gives his head a smack.)

(Meanwhile, woman after woman dances for Normal. He gives them money and is clearly enjoying himself.)

ALEC: It's a shame.

MAX: It's sick, is what it is.

ALEC: No, I mean her all alone out there in the ocean, nothin' but fish to talk to...

MAX: Give it up, Alec. The two of you would never work.

ALEC: Yeah, you're right. I always do this. I always go for the ones I can't have.

MAX: Figures.

ALEC (chuckling): You should talk. I mean, hello? You, Logan, the virus...

MAX (angrily, grabbing his shirt): Don't! Don't even--

(Sketchy and Normal walk up to them.)

SKETCHY: Hey, hey.

ALEC: Hey, guys.

NORMAL (seeing Max): Oh, my God.

(He immediately turns around and walks away.)

SKETCHY: Hey, Max! I didn't know you worked here.

MAX: Actually--

ALEC: Just one night a week.

SKETCHY: Well, anyway, we gotta go. We're out of money.

ALEC: Already?

SKETCHY: Yeah, Normal went kinda nutty with the honeys. He spent it all on them. Anyway, see ya later.

(He walks away, giving Max a smile.)

MAX: Can this night get any worse?

ALEC: Check it out. Something's going on.

(They look over and see some guys getting belligerent with the woman in the tank.)

MAN: Show your twirl thing. Come on. Come on, dance!

(Max stands up, ready to rush in.)

ALEC: Easy, easy.

(The man who had been casing the place stands up and starts walking toward the tank.)

MAX: He's making his move.

ALEC: Okay, go get him.

(Max steps in front of the man and makes it look like he bumped into her.)

MAX: Hey, pal! He touched my ass! Someone get him out of here!

ALEC (grabbing the guy): That's it. You're gone.

MAX: That's right! This is a decent place!

(Alec takes the man outside. Max steps into the alley outside the bar and finds them fighting. The man pins Alec.)

ALEC: A little help, here?

(Max punches the man and shoves him to the opposite wall. Something rips as she does so. As the man lands, his coat opens and we see a vest with some kind of equipment built into it. Max has a broken piece of equipment in her hand.)

ALEC: What the hell's that?

(Alec and Max see the same flaps of skin on the man's side as the woman on the fishing boat had. Water is spilling out of his vest.)

ALEC: What the hell are those?

(The man wheezes.)

MAX: Gills. This isn't one of White's guys. (The man makes a high-pitched noise, similar to the woman's squeal. They hear gunshots and a scream.) He can't breathe! Help him!

(Max runs into the bar, against a tide of people running out. She runs to the tank. It is empty.)

(In his apartment, Logan is sitting at the computer. Asha brings him a mug.)

ASHA: Welts are gone.

LOGAN: Yeah, I feel okay.

ASHA (feeling his forehead): Yeah, your fever's gone. You hungry?

LOGAN: I am, actually.

ASHA: I'll make you something to eat.

(Asha walks into the kitchen. Logan picks up the phone and dials. Seconds later, the door opens and we hear Max's pager beeping. She and Alec walk in, supporting the man with gills.)

MAX: I'll hit you back in a sec.

ALEC: Sorry.

(Shortly afterwards, the man is sitting in Logan's shower under running water. Max, Logan, Asha, and Alec look on.)

MAX: Can you last like this for a little while?

(The man makes a noise and nods.)

MAX: We're gonna find her. Don't worry.

(He makes another noise.)

MAX: It's gonna be okay. (To Alec) Keep an eye on him.

(She walks out, Logan wheels after her, and Asha follows.)

ALEC: Hi. So...the, uh...the girl in the tank--she's just a friend, right?

(In the other room, Max is fiddling with the equipment on the man's vest.)

MAX: We thought he was one of White's guys. Turns out he was there to get her out. We jammed him up.

LOGAN: There's no way you could have known that.

MAX: Either way, White's got her, and that doesn't work for me.

LOGAN: Where do you think he might have taken her?

MAX: Figure he has some sort of base of operations in the area. Manticore was just outside the city; he's gotta be thinking Seattle's become Transgenic Central.

LOGAN: And it is his job to kill them. So even if do track down where he took her...might be too late.

MAX: He'll want to study her first...take her back to headquarters for analysis.

LOGAN: Wherever that is.

MAX: My point is, he can't exactly put a mermaid on the next plane to Des Moines, which means he's gonna have to arrange some sort of special transport.

LOGAN: Well, that'll buy us some time, but not much. What sector was this bar in?

MAX: Nine. Why?

LOGAN: Maybe if I can hack into the sector police mainframe, I can see if there's any record of a military convoy entering or leaving the area last night. Who knows, maybe they left a trail.

(Asha enters the room.)

ASHA: Hey.

MAX: Hey.

ASHA (picking up the vest): Can I see this?

MAX: Yeah.

ASHA: I think I got an idea how to fix this tear.

MAX: Cool.

(In the old building, White is talking on his cell phone while standing in front of a cage. Inside the cage sits the woman with gills.)

WHITE: Yeah, I'm sorry about last night, baby. I had a situation here at work. Yeah. I love you, too. Sure, put him on. Hey, big man! You did? Well, that sounds like fun. Yeah? Yeah, me too. All right. Well, I'll see you tonight. I promise. Okay. (Hangs up.) So how long can this thing stay alive out of water?

OTTO: No way to be sure. We arranged to ship her out tonight.

WHITE: Keep it alive as long as you can. I'm sure the boys at forensics are gonna want to study it before they take it apart.

WHITE (chuckling): Now, I wonder what the hell they were smoking when they cooked this up.

OTTO: Probably designed for amphibious sabotage. Laying mines, that kind of thing.

WHITE: Well, what I don't understand is how it made it out of the fire and all the way down to the ocean.

OTTO: Well, there's a stream not far from the Manticore site. It dumps into the Duwamish River.

(The woman looks at them and makes an emphatic noise.)

WHITE: English!

OTTO: Manticore probably used some kind of computer interface to communicate with her.

WHITE: Whatever. (To the woman) I'm not that interested in what you have to say anyway.

(He walks away. Otto pours a bucketful of water over her.)

(In Logan's kitchen, several tools are spread out on the counter. Asha is fixing the vest while Max watches.)

ASHA: Sorry about the smell.

MAX: No, this is a really good idea.

ASHA: There. Let's just let it cool a bit, huh?

MAX: Thanks for your help yesterday.

ASHA: I was just glad I was there when you called.

MAX: Me too.

(Alec walks into the kitchen.)

ALEC: Somebody wanna come help out with the merman in here? I mean, the guy's got nothing to say. I'm getting bored.

ASHA (to Alec): Come on. Help me put this on him.

(She takes the vest and they go into the bathroom. Max goes into the other room and watches Logan work at his computer. She picks up the Hans Christian Andersen book.)

MAX: Find something?

LOGAN: Three identical vans left sector nine after the raid on the bar. They passed through the checkpoint of sector eleven a few minutes later and then moved on to sector twelve a few minutes after that.

MAX: And no record of them leaving sector twelve?

LOGAN: Nope. They're in there somewhere. There was a lot of industry in that area before the Pulse. Could be White set up his operation in an abandoned factory. It's gonna take some time to narrow things down.

MAX: We don't have any time.

LOGAN: I'm doing the best I can, but to tell you the truth, I'm not so sure this is a good idea to begin with.

MAX: I'm not letting White have her.

LOGAN: He could end up with all of you.

MAX: That's a risk I'm willing to take. Help me with this, Logan. (Hands him the book.) I want this story to have a happy ending.

(Alec and Asha walk out of the bathroom behind the man with gills, who is wearing the vest and putting on his coat.)

ALEC: Yeah, well, you're welcome.

MAX: What's going on?

ASHA: Don't know. He wants out.

MAX: Why?

ALEC: Well, maybe he's smart and wants to go back to the water, where he can breathe and no one wants him dead.

(The man pulls Max toward the door.)

MAX: Or maybe he knows where White's got her. Come on.

(At the waterfront)

ALEC: I don't know, Max. Doesn't look like White's secret facility to me.

(The man heads for the water.)

MAX: Hey, where you going?

ALEC: What's it look like? See, I told you. He's not gonna die for anybody. He's going right back into the water. He's gonna swim away and meet a nice flounder somewhere.

(The man kneels at the water's edge, where a car tire lies covered with a cloth.)

ALEC: Now what?

(The man uncovers the tire and fingers some round objects floating in the water in the middle of the tire. Max and Alec join him.)

ALEC: What are those?

MAX: Eggs.

ALEC: He's not gonna eat those, is he?

MAX: No. They're hers.

(The man makes a soft high-pitched noise.)

MAX: She's your mate, right?

(He smiles and squeaks.)

MAX: We're gonna get her back.

(Alec's cell phone rings.)

ALEC (into phone): Yeah. Logan. Uh-huh. I'll say one thing for ya--you got great timing. (Hangs up.)

MAX: He find White's place?

ALEC: Of course he did. He always does stuff like that.

MAX (to the other man): Come on. Let's go get your girl.

(The three of them sneak through a fence into the area surrounding the old building White has been in. Max calls Logan on a cell phone.)

MAX: Hey, it's me. Are you sure this is the place?

LOGAN: Yeah. It's an old steam-generating plant, still operational. White must've bribed somebody to let him set up shop.

MAX: How do we get in?

LOGAN: Well, even if you get past the perimeter guards without drawing attention, gotta figure White's got guys posted at the entrances.

MAX: Guess we're just gonna have to go in through the roof.

LOGAN: Can't. Steel fire doors. Only open from the inside.

MAX: Great.

LOGAN: Turn around. (Max turns around and looks at the water.) There should be an underwater drainpipe.

MAX: I see bubbles.

LOGAN: That pipe leads up into the building. And you've got a merman with you, remember?

MAX: Right. (Hangs up.) Time to get wet.

(Inside the building)

WHITE: Bring the planks over.

OTTO: Think she'll last the whole trip?

(They peer into the cage.)

WHITE: Well, it's a freezer car. She'll do as well as any other fish. Seal her up.

(Someone fits wooden panels over the cage.)

(The man with gills swims through a pipe while Alec and Max approach the building from land. They climb up some steps and walk across a catwalk.)

MAX: Come on.

(They walk along a fence. Suddenly a soldier speaks from behind Alec.)

MAN: Don't move.

(Alec turns and sees a soldier pointing a gun at him. Max comes up behind the soldier.)

MAX: Hey!

(He turns and she knocks him out. Alec grabs the soldier's gun.)

MAX: Pay attention.

ALEC: I got us a gun, didn't I?

MAX (sarcastically): Yippee.

(They cross a catwalk and reach the side of a building. A large pipe is mounted on the wall and reaches all the way to the roof.)

ALEC: Tell me you brought a rope.

MAX: Just shut up and climb. (They begin climbing.)

(The man with gills reaches the inside of the building, lifts a hatch door, and looks around.)

(Max and Alec reach the roof and approach a door. Max tries to open it, but it is locked.)

MAX: He should be inside by now. Wonder if something happened.

ALEC: Oh, well. We tried.

(He tries to walk away, but Max holds him back. The door opens and the man with gills nods them inside. They walk through some steam-generating equipment and look around.)

ALEC: This place is huge. She could be anywhere.

(They hear a squeal.)

MAX: That's her.

ALEC: All right, but where's it coming from?

(The squealing continues. The man with gills listens for a moment, then signals to Alec and Max.)

(In an office area, a soldier at a computer is speaking into a microphone. We see the soldier Max knocked out still unconscious outside.)

SOLDIER: Charlie Six Bravo, report. Report, Charlie Six Bravo. Charlie Six Bravo, report.

WHITE: What's the problem?

SOLDIER: No response from Charlie Six Bravo.

WHITE: Call up his eye-cam feed. Play back the last few minutes.

(The soldier hits some keys and his computer shows footage from the other soldier's camera.)

WHITE: Freeze it. (The camera footage pauses on a shot of Alec's face.) Wait a minute--that's 494. He's supposed to be dead. (The footage resumes and shows Max winding up for a punch.) And that's 452.

(In the production area, the crated cage is being moved via forklift. The woman with gills is still squealing.)

MAX: She must be in that crate. We gotta get her out of there. (An alarm sounds and the forklift stops.) Come on.

(Max jumps down onto the forklift, kicks out the driver, and sits in the driver's seat. The man with gills jumps down and knocks out a soldier. Alec knocks out one soldier, slides down a banister, and kicks down another soldier. At the controls of the forklift, Max drops the crate to the ground. Alec drops to ground level as the other two open the crate and the cage. The man with gills lifts the woman out. Soldiers start firing at them. Max and Alec take cover in one area and the other two take cover a short distance away.)

ALEC: We gotta get out of here.

MAX: Not without them.

ALEC: It's no use, Max. They're penned.

(Max spots the forklift and gets an idea.)

MAX: Cover me.

ALEC: What are you doing?

MAX: I'm going for the Disney version.

ALEC: Oh, great.

(Alec shoots at the soldiers while Max heads for the forklift. White and Otto join the soldiers on the balcony. Max begins driving the forklift, which is still holding the empty crate, towards a steam tank. One of the soldiers lands a shot on Alec's shoulder. Max sneaks out of the forklift and rejoins Alec. He hits a soldier, who goes down. White takes the soldier's gun and fires at the crate. The forklift punctures the tank and steam escapes, creating a hot cloud cover.)

MAX: Come on! (To the man and woman with gills.) Let's go!

WHITE: They're getting away!

(He fires at them, but they escape to the same hatch where the man with gills entered the building.)

MAX: We'll meet you there.

(The man and woman drop through the hatch into the water. Max and Alec go outside and leave the way they came. They run into the same soldier Max knocked out earlier. He is now awake and heading for them. Alec knocks him out.)

ALEC: Go back to sleep.

(At the waterfront that night, next to Logan's car, Asha touches Alec's shoulder. He flinches.)

ASHA: We gotta get this thing cleaned up.

MAX (to Alec): Thanks. For, you know...helping out today. (Alec nods.) Wanna go say goodbye?

(They look at the man and woman with gills, who are smiling and standing at the water's edge, tending some things that are swimming around in the water.)

ALEC: I think we need to get this thing cleaned up.

(Max chuckles and walks toward the beach. Asha and Alec leave. Logan is sitting on the beach, watching the man and woman. Max joins him. The man and woman smile at her; the woman waves. Max waves back and they walk farther out into the water. Max sits down next to Logan.)

LOGAN: Well, you got the ending you wanted.

MAX: They're together. That's the way it should be.

LOGAN: Yep. That's the way it should be.

(They smile at each other and watch the man and woman swim away under a full moon.)